N-PX/A 1 tm2030004-9_npxa.txt N-PX/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM N-PX/A ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANIES INVESTMENT COMPANY ACT FILE NUMBER: 811-00834 NAME OF REGISTRANT: VANGUARD WINDSOR FUNDS ADDRESS OF REGISTRANT: PO BOX 2600, VALLEY FORGE, PA 19482 NAME AND ADDRESS OF AGENT FOR SERVICE: ANNE E. ROBINSON PO BOX 876 VALLEY FORGE, PA 19482 REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (610) 669-1000 DATE OF FISCAL YEAR END: OCTOBER 31 DATE OF REPORTING PERIOD: JULY 1, 2019 - JUNE 30, 2020 -------------------------------------------------------------------------------- Explanatory note: This amended Form N-PX is being filed to update the Form N-PX originally filed with the Securities and Exchange Commission on 08/27/2020 -------------------------------------------------------------------------------- ******************************* FORM N-Px REPORT ******************************* ICA File Number: 81100834B Reporting Period: 07/01/2019 - 06/30/2020 VANGUARD WINDSOR FUNDS ======== VANGUARD WINDSOR II FUND - Voted at the discretion of the Fund ======== Each investment advisor's votes cast are shown separately below. The votes reported reflect votes cast at the Fund's/advisor's discretion and exclude any votes cast pursuant to a regulatory requirement. ATHENE HOLDING LTD. Ticker: ATH Security ID: G0684D107 Meeting Date: FEB 12, 2020 Meeting Type: Special Record Date: NOV 12, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Bylaws For For Management 2 Approve Conversion of Class B Common For For Management Shares 3 Approve Conversion of Class M Common For For Management Shares 4 Approve Issuance of Shares Pursuant to For For Management Transactions with Related Parties 5 Adjourn Meeting For For Management A Shareholder Represents that Neither None For Management they nor Any of its Tax Attributed Affiliates Owns Any Class B Shares or Any Equity Interests of Apollo Global Management or AP Alternative Assets. If You do not Mark Yes your Vote may Not Count. For = Yes; Against= No B Shareholder Represents that it is None For Management Neither an Employee of Apollo Group nor a Management Shareholder, If You do not Mark Yes your Vote may Not Count For = Yes and Against= No -------------------------------------------------------------------------------- AVNET, INC. Ticker: AVT Security ID: 053807103 Meeting Date: NOV 19, 2019 Meeting Type: Annual Record Date: SEP 20, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Rodney C. Adkins For For Management 1b Elect Director William J. Amelio For For Management 1c Elect Director Carlo Bozotti For For Management 1d Elect Director Michael A. Bradley For For Management 1e Elect Director Brenda L. Freeman For For Management 1f Elect Director Jo Ann Jenkins For For Management 1g Elect Director Oleg Khaykin For Against Management 1h Elect Director James A. Lawrence For For Management 1i Elect Director Avid Modjtabai For For Management 1j Elect Director Adalio T. Sanchez For For Management 1k Elect Director William H. Schumann, III For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify KPMG LLP as Auditors For For Management -------------------------------------------------------------------------------- CARDINAL HEALTH, INC. Ticker: CAH Security ID: 14149Y108 Meeting Date: NOV 06, 2019 Meeting Type: Annual Record Date: SEP 09, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Colleen F. Arnold For For Management 1.2 Elect Director Carrie S. Cox For For Management 1.3 Elect Director Calvin Darden For For Management 1.4 Elect Director Bruce L. Downey For For Management 1.5 Elect Director Patricia A. Hemingway For For Management Hall 1.6 Elect Director Akhil Johri For For Management 1.7 Elect Director Michael C. Kaufmann For For Management 1.8 Elect Director Gregory B. Kenny For For Management 1.9 Elect Director Nancy Killefer For For Management 1.10 Elect Director J. Michael Losh For For Management 1.11 Elect Director Dean A. Scarborough For For Management 1.12 Elect Director John H. Weiland For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- CHINA CONSTRUCTION BANK CORPORATION Ticker: 939 Security ID: Y1397N101 Meeting Date: OCT 30, 2019 Meeting Type: Special Record Date: SEP 27, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Wang Yongqing as Supervisor For For Management 2 Elect Michel Madelain as Director For For Management 3 Approve Remuneration Distribution and For For Management Settlement Plan for Directors of the Bank in 2018 4 Approve Remuneration Distribution and For For Management Settlement Plan for Supervisors of the Bank in 2018 5 Approve Authorization for Additional For For Management Temporary Limit on Poverty Alleviation Donations -------------------------------------------------------------------------------- CISCO SYSTEMS, INC. Ticker: CSCO Security ID: 17275R102 Meeting Date: DEC 10, 2019 Meeting Type: Annual Record Date: OCT 11, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director M. Michele Burns For For Management 1b Elect Director Wesley G. Bush For For Management 1c Elect Director Michael D. Capellas For For Management 1d Elect Director Mark Garrett For For Management 1e Elect Director Kristina M. Johnson For For Management 1f Elect Director Roderick C. McGeary For For Management 1g Elect Director Charles H. Robbins For For Management 1h Elect Director Arun Sarin For For Management 1i Elect Director Brenton L. Saunders For For Management 1j Elect Director Carol B. Tome For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Require Independent Board Chairman Against Against Shareholder -------------------------------------------------------------------------------- COTY INC. Ticker: COTY Security ID: 222070203 Meeting Date: NOV 05, 2019 Meeting Type: Annual Record Date: SEP 12, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Beatrice Ballini For For Management 1.2 Elect Director Sabine Chalmers For For Management 1.3 Elect Director Joachim Creus For For Management 1.4 Elect Director Pierre Denis For For Management 1.5 Elect Director Olivier Goudet For For Management 1.6 Elect Director Peter Harf For Withhold Management 1.7 Elect Director Pierre Laubies For For Management 1.8 Elect Director Paul S. Michaels For For Management 1.9 Elect Director Erhard Schoewel For Withhold Management 1.10 Elect Director Robert Singer For For Management 2 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- DARDEN RESTAURANTS, INC. Ticker: DRI Security ID: 237194105 Meeting Date: SEP 18, 2019 Meeting Type: Annual Record Date: JUL 24, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Margaret Shan Atkins For For Management 1.2 Elect Director James P. Fogarty For For Management 1.3 Elect Director Cynthia T. Jamison For For Management 1.4 Elect Director Eugene I. (Gene) Lee, For For Management Jr. 1.5 Elect Director Nana Mensah For For Management 1.6 Elect Director William S. Simon For For Management 1.7 Elect Director Charles M. (Chuck) For For Management Sonsteby 1.8 Elect Director Timothy J. Wilmott For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify KPMG LLP as Auditors For For Management -------------------------------------------------------------------------------- DELL TECHNOLOGIES INC. Ticker: DELL Security ID: 24703L202 Meeting Date: JUL 09, 2019 Meeting Type: Annual Record Date: MAY 13, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael S. Dell For Withhold Management 1.2 Elect Director David W. Dorman For For Management 1.3 Elect Director Egon Durban For Withhold Management 1.4 Elect Director William D. Green For For Management 1.5 Elect Director Ellen J. Kullman For For Management 1.6 Elect Director Simon Patterson For For Management 1.7 Elect Director Lynn M. Vojvodich For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Omnibus Stock Plan For For Management -------------------------------------------------------------------------------- DXC TECHNOLOGY COMPANY Ticker: DXC Security ID: 23355L106 Meeting Date: AUG 15, 2019 Meeting Type: Annual Record Date: JUN 18, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Mukesh Aghi For For Management 1b Elect Director Amy E. Alving For For Management 1c Elect Director David L. Herzog For For Management 1d Elect Director Sachin Lawande For For Management 1e Elect Director J. Michael Lawrie For For Management 1f Elect Director Mary L. Krakauer For For Management 1g Elect Director Julio A. Portalatin For For Management 1h Elect Director Peter Rutland For For Management 1i Elect Director Michael J. Salvino For For Management 1j Elect Director Manoj P. Singh For For Management 1k Elect Director Robert F. Woods For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- ELECTRONIC ARTS INC. Ticker: EA Security ID: 285512109 Meeting Date: AUG 08, 2019 Meeting Type: Annual Record Date: JUN 14, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Leonard S. Coleman For For Management 1b Elect Director Jay C. Hoag For For Management 1c Elect Director Jeffrey T. Huber For For Management 1d Elect Director Lawrence F. Probst, III For For Management 1e Elect Director Talbott Roche For For Management 1f Elect Director Richard A. Simonson For For Management 1g Elect Director Luis A. Ubinas For For Management 1h Elect Director Heidi J. Ueberroth For For Management 1i Elect Director Andrew Wilson For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify KPMG LLP as Auditors For For Management 4 Approve Omnibus Stock Plan For For Management 5 Provide Right for Shareholders Holding For For Management 25% or More of the Common Stock to Call Special Meetings 6 Provide Right for Shareholders Holding Against Against Shareholder 15% or More of the Common Stock to Call Special Meetings -------------------------------------------------------------------------------- H&R BLOCK, INC. Ticker: HRB Security ID: 093671105 Meeting Date: SEP 12, 2019 Meeting Type: Annual Record Date: JUL 12, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Angela N. Archon For For Management 1b Elect Director Paul J. Brown For For Management 1c Elect Director Robert A. Gerard For For Management 1d Elect Director Richard A. Johnson For For Management 1e Elect Director Jeffrey J. Jones, II For For Management 1f Elect Director David Baker Lewis For For Management 1g Elect Director Victoria J. Reich For For Management 1h Elect Director Bruce C. Rohde For For Management 1i Elect Director Matthew E. Winter For For Management 1j Elect Director Christianna Wood For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- JACOBS ENGINEERING GROUP INC. Ticker: J Security ID: 469814107 Meeting Date: JAN 14, 2020 Meeting Type: Annual Record Date: NOV 21, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Steven J. Demetriou For For Management 1b Elect Director Christopher M.T. For For Management Thompson 1c Elect Director Joseph R. Bronson For For Management 1d Elect Director Robert C. Davidson, Jr. For For Management 1e Elect Director Ralph E. Eberhart For For Management 1f Elect Director Georgette D. Kiser For For Management 1g Elect Director Linda Fayne Levinson For For Management 1h Elect Director Barbara L. Loughran For For Management 1i Elect Director Robert A. McNamara For For Management 1j Elect Director Peter J. Robertson For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- LAM RESEARCH CORPORATION Ticker: LRCX Security ID: 512807108 Meeting Date: NOV 05, 2019 Meeting Type: Annual Record Date: SEP 06, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Sohail U. Ahmed For For Management 1.2 Elect Director Timothy M. Archer For For Management 1.3 Elect Director Eric K. Brandt For For Management 1.4 Elect Director Michael R. Cannon For For Management 1.5 Elect Director Youssef A. El-Mansy For For Management 1.6 Elect Director Catherine P. Lego For For Management 1.7 Elect Director Bethany J. Mayer For For Management 1.8 Elect Director Abhijit Y. Talwalkar For For Management 1.9 Elect Director Lih Shyng (Rick L.) Tsai For For Management 1.10 Elect Director Leslie F. Varon For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- MCKESSON CORPORATION Ticker: MCK Security ID: 58155Q103 Meeting Date: JUL 31, 2019 Meeting Type: Annual Record Date: JUN 04, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Dominic J. Caruso For For Management 1.2 Elect Director N. Anthony Coles For For Management 1.3 Elect Director M. Christine Jacobs For For Management 1.4 Elect Director Donald R. Knauss For For Management 1.5 Elect Director Marie L. Knowles For For Management 1.6 Elect Director Bradley E. Lerman For For Management 1.7 Elect Director Edward A. Mueller For For Management 1.8 Elect Director Susan R. Salka For For Management 1.9 Elect Director Brian S. Tyler For For Management 1.10 Elect Director Kenneth E. Washington For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Report on Lobbying Payments and Policy Against Against Shareholder 5 Reduce Ownership Threshold for Against Against Shareholder Shareholders to Call Special Meeting -------------------------------------------------------------------------------- MEDTRONIC PLC Ticker: MDT Security ID: G5960L103 Meeting Date: DEC 06, 2019 Meeting Type: Annual Record Date: OCT 10, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Richard H. Anderson For For Management 1b Elect Director Craig Arnold For For Management 1c Elect Director Scott C. Donnelly For For Management 1d Elect Director Andrea J. Goldsmith For For Management 1e Elect Director Randall J. Hogan, III For For Management 1f Elect Director Omar Ishrak For For Management 1g Elect Director Michael O. Leavitt For For Management 1h Elect Director James T. Lenehan For For Management 1i Elect Director Geoffrey S. Martha For For Management 1j Elect Director Elizabeth G. Nabel For For Management 1k Elect Director Denise M. O'Leary For For Management 1l Elect Director Kendall J. Powell For For Management 2 Approve PricewaterhouseCoopers LLP as For For Management Auditors and Authorize Board to Fix Their Remuneration 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Renew the Board's Authority to Issue For For Management Shares Under Irish Law 5 Renew the Board's Authority to Opt-Out For For Management of Statutory Pre-Emptions Rights Under Irish Law 6 Authorize Overseas Market Purchases of For For Management Ordinary Shares -------------------------------------------------------------------------------- NEWS CORPORATION Ticker: NWSA Security ID: 65249B208 Meeting Date: NOV 20, 2019 Meeting Type: Annual Record Date: SEP 23, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director K. Rupert Murdoch For For Management 1b Elect Director Lachlan K. Murdoch For For Management 1c Elect Director Robert J. Thomson For For Management 1d Elect Director Kelly Ayotte For For Management 1e Elect Director Jose Maria Aznar For For Management 1f Elect Director Natalie Bancroft For For Management 1g Elect Director Peter L. Barnes For For Management 1h Elect Director Joel I. Klein For For Management 1i Elect Director James R. Murdoch For Against Management 1j Elect Director Ana Paula Pessoa For For Management 1k Elect Director Masroor Siddiqui For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Omnibus Stock Plan For For Management -------------------------------------------------------------------------------- OCCIDENTAL PETROLEUM CORPORATION Ticker: OXY Security ID: 674599105 Meeting Date: DEC 31, 2019 Meeting Type: Proxy Contest Record Date: JUL 11, 2019 # Proposal Mgt Rec Vote Cast Sponsor Management Proxy (White Proxy Card) None 1 Revoke Consent to Request to Fix a For Did Not Vote Shareholder Record Date # Proposal Diss Rec Vote Cast Sponsor Dissident Card None 1 Consent to Request to Fix a Record Date For Did Not Vote Shareholder -------------------------------------------------------------------------------- ORACLE CORPORATION Ticker: ORCL Security ID: 68389X105 Meeting Date: NOV 19, 2019 Meeting Type: Annual Record Date: SEP 20, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jeffrey S. Berg For For Management 1.2 Elect Director Michael J. Boskin For For Management 1.3 Elect Director Safra A. Catz For For Management 1.4 Elect Director Bruce R. Chizen For For Management 1.5 Elect Director George H. Conrades For For Management 1.6 Elect Director Lawrence J. Ellison For For Management 1.7 Elect Director Rona A. Fairhead For For Management 1.8 Elect Director Hector Garcia-Molina None None Management *Withdrawn Resolution* 1.9 Elect Director Jeffrey O. Henley For For Management 1.10 Elect Director Mark V. Hurd - Deceased None None Management 1.11 Elect Director Renee J. James For For Management 1.12 Elect Director Charles W. Moorman, IV For For Management 1.13 Elect Director Leon E. Panetta For For Management 1.14 Elect Director William G. Parrett For For Management 1.15 Elect Director Naomi O. Seligman For For Management 2 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management 4 Report on Gender Pay Gap Against Against Shareholder 5 Require Independent Board Chairman Against For Shareholder -------------------------------------------------------------------------------- QORVO, INC. Ticker: QRVO Security ID: 74736K101 Meeting Date: AUG 06, 2019 Meeting Type: Annual Record Date: JUN 13, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ralph G. Quinsey For For Management 1.2 Elect Director Robert A. Bruggeworth For For Management 1.3 Elect Director Jeffery R. Gardner For For Management 1.4 Elect Director John R. Harding For For Management 1.5 Elect Director David H. Y. Ho For For Management 1.6 Elect Director Roderick D. Nelson For For Management 1.7 Elect Director Walden C. Rhines For For Management 1.8 Elect Director Susan L. Spradley For For Management 1.9 Elect Director Walter H. Wilkinson, Jr. For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- RAYTHEON COMPANY Ticker: RTN Security ID: 755111507 Meeting Date: OCT 11, 2019 Meeting Type: Special Record Date: SEP 10, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Advisory Vote on Golden Parachutes For For Management 3 Adjourn Meeting For For Management -------------------------------------------------------------------------------- STERIS PLC Ticker: STE Security ID: G8473T100 Meeting Date: JUL 30, 2019 Meeting Type: Annual Record Date: MAY 30, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Richard C. Breeden For For Management 1b Elect Director Cynthia L. Feldmann For For Management 1c Elect Director Jacqueline B. Kosecoff For For Management 1d Elect Director David B. Lewis For For Management 1e Elect Director Walter M. Rosebrough, For For Management Jr. 1f Elect Director Nirav R. Shah For For Management 1g Elect Director Mohsen M. Sohi For For Management 1h Elect Director Richard M. Steeves For For Management 2 Ratify Ernst & Young LLP as Auditor For For Management 3 Appoint Ernst & Young Chartered For For Management Accountants as Irish Statutory Auditor 4 Authorize Board to Fix Remuneration of For For Management Auditors 5 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- SYSCO CORPORATION Ticker: SYY Security ID: 871829107 Meeting Date: NOV 15, 2019 Meeting Type: Annual Record Date: SEP 16, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Thomas L. Bene For For Management 1b Elect Director Daniel J. Brutto For For Management 1c Elect Director John M. Cassaday For For Management 1d Elect Director Joshua D. Frank For For Management 1e Elect Director Larry C. Glasscock For For Management 1f Elect Director Bradley M. Halverson For For Management 1g Elect Director John M. Hinshaw For For Management 1h Elect Director Hans-Joachim Koerber For For Management 1i Elect Director Stephanie A. Lundquist For For Management 1j Elect Director Nancy S. Newcomb For For Management 1k Elect Director Nelson Peltz For For Management 1l Elect Director Edward D. Shirley For For Management 1m Elect Director Sheila G. Talton For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management 4 Require Independent Board Chairman Against Against Shareholder -------------------------------------------------------------------------------- TAPESTRY, INC. Ticker: TPR Security ID: 876030107 Meeting Date: NOV 07, 2019 Meeting Type: Annual Record Date: SEP 06, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1A Elect Director Darrell Cavens For For Management 1B Elect Director David Denton For For Management 1C Elect Director Anne Gates For For Management 1D Elect Director Andrea Guerra For For Management 1E Elect Director Susan Kropf For For Management 1F Elect Director Annabelle Yu Long For For Management 1G Elect Director Ivan Menezes For For Management 1H Elect Director Jide Zeitlin For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Omnibus Stock Plan For For Management -------------------------------------------------------------------------------- THE PROCTER & GAMBLE COMPANY Ticker: PG Security ID: 742718109 Meeting Date: OCT 08, 2019 Meeting Type: Annual Record Date: AUG 09, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Francis S. Blake For For Management 1b Elect Director Angela F. Braly For For Management 1c Elect Director Amy L. Chang For For Management 1d Elect Director Scott D. Cook For For Management 1e Elect Director Joseph Jimenez For For Management 1f Elect Director Terry J. Lundgren For For Management 1g Elect Director Christine M. McCarthy For For Management 1h Elect Director W. James McNerney, Jr. For For Management 1i Elect Director Nelson Peltz For For Management 1j Elect Director David S. Taylor For For Management 1k Elect Director Margaret C. Whitman For For Management 1l Elect Director Patricia A. Woertz For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Approve Omnibus Stock Plan For For Management -------------------------------------------------------------------------------- UNITED TECHNOLOGIES CORPORATION Ticker: UTX Security ID: 913017109 Meeting Date: OCT 11, 2019 Meeting Type: Special Record Date: SEP 10, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1 Issue Shares in Connection with Merger For For Management 2 Adjourn Meeting For For Management -------------------------------------------------------------------------------- VODAFONE GROUP PLC Ticker: VOD Security ID: 92857W308 Meeting Date: JUL 23, 2019 Meeting Type: Annual Record Date: MAY 17, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Elect Sanjiv Ahuja as Director For For Management 3 Elect David Thodey as Director For For Management 4 Re-elect Gerard Kleisterlee as Director For For Management 5 Re-elect Nick Read as Director For For Management 6 Re-elect Margherita Della Valle as For For Management Director 7 Re-elect Sir Crispin Davis as Director For For Management 8 Re-elect Michel Demare as Director For For Management 9 Re-elect Dame Clara Furse as Director For For Management 10 Re-elect Valerie Gooding as Director For For Management 11 Re-elect Renee James as Director For For Management 12 Re-elect Maria Amparo Moraleda For For Management Martinez as Director 13 Re-elect David Nish as Director For For Management 14 Approve Final Dividend For For Management 15 Approve Remuneration Report For For Management 16 Appoint Ernst & Young LLP as Auditors For For Management 17 Authorise the Audit and Risk Committee For For Management to Fix Remuneration of Auditors 18 Authorise Issue of Equity For For Management 19 Authorise Issue of Equity without For For Management Pre-emptive Rights 20 Authorise Issue of Equity without For For Management Pre-emptive Rights in Connection with an Acquisition or Other Capital Investment 21 Authorise Market Purchase of Ordinary For For Management Shares 22 Authorise EU Political Donations and For For Management Expenditure 23 Authorise the Company to Call General For For Management Meeting with Two Weeks' Notice -------------------------------------------------------------------------------- WORLDPAY, INC. Ticker: WP Security ID: 981558109 Meeting Date: JUL 24, 2019 Meeting Type: Special Record Date: JUN 03, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Advisory Vote on Golden Parachutes For For Management 3 Adjourn Meeting For For Management ===================== VANGUARD WINDSOR II FUND - ARISTOTLE ===================== Each investment advisor's votes cast are shown separately below. The votes reported reflect votes cast at the Fund's/advisor's discretion and exclude any votes cast pursuant to a regulatory requirement. ACCENTURE PLC Ticker: ACN Security ID: G1151C101 Meeting Date: JAN 30, 2020 Meeting Type: Annual Record Date: DEC 02, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Jaime Ardila For For Management 1b Elect Director Herbert Hainer For For Management 1c Elect Director Nancy McKinstry For For Management 1d Elect Director Gilles C. Pelisson For For Management 1e Elect Director Paula A. Price For For Management 1f Elect Director Venkata (Murthy) For For Management Renduchintala 1g Elect Director David Rowland For For Management 1h Elect Director Arun Sarin For For Management 1i Elect Director Julie Sweet For For Management 1j Elect Director Frank K. Tang For For Management 1k Elect Director Tracey T. Travis For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Amend Omnibus Stock Plan For For Management 4 Approve KPMG LLP as Auditors and For For Management Authorize Board to Fix Their Remuneration 5 Authorize Board to Allot and Issue For For Management Shares 6 Authorize Board to Opt-Out of For For Management Statutory Pre-Emption Rights 7 Determine Price Range for Reissuance For For Management of Treasury Shares -------------------------------------------------------------------------------- ADOBE INC. Ticker: ADBE Security ID: 00724F101 Meeting Date: APR 09, 2020 Meeting Type: Annual Record Date: FEB 12, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Amy L. Banse For For Management 1b Elect Director Frank A. Calderoni For For Management 1c Elect Director James E. Daley For For Management 1d Elect Director Laura B. Desmond For For Management 1e Elect Director Charles M. Geschke For For Management 1f Elect Director Shantanu Narayen For For Management 1g Elect Director Kathleen Oberg For For Management 1h Elect Director Dheeraj Pandey For For Management 1i Elect Director David A. Ricks For For Management 1j Elect Director Daniel L. Rosensweig For For Management 1k Elect Director John E. Warnock For For Management 2 Amend Qualified Employee Stock For For Management Purchase Plan 3 Ratify KPMG LLP as Auditors For For Management 4 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 5 Report on Gender Pay Gap Against Against Shareholder -------------------------------------------------------------------------------- ALCON INC. Ticker: ALC Security ID: H01301128 Meeting Date: MAY 06, 2020 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Discharge of Board and Senior For For Management Management 3 Approve Allocation of Income and For For Management Omission of Dividends 4.1 Approve Remuneration Report For For Management (Non-Binding) 4.2 Approve Remuneration of Directors in For For Management the Amount of CHF 3.3 Million 4.3 Approve Remuneration of Executive For For Management Committee in the Amount of CHF 35.3 Million 5.1 Reelect Michael Ball as Director For For Management 5.2 Reelect Lynn Bleil as Director For For Management 5.3 Reelect Arthur Cummings as Director For For Management 5.4 Reelect David Endicott as Director For For Management 5.5 Reelect Thomas Glanzmann as Director For For Management 5.6 Reelect Keith Grossmann as Director For For Management 5.7 Reelect Scott Maw as Director For For Management 5.8 Reelect Karen May as Director For For Management 5.9 Reelect Ines Poeschel as Director For For Management 5.10 Reelect Dieter Spaelti as Director For For Management 6.1 Reappoint Thomas Glanzmann as Member For For Management of the Compensation Committee 6.2 Reappoint Keith Grossmann as Member of For For Management the Compensation Committee 6.3 Reappoint Karen May as Member of the For For Management Compensation Committee 6.4 Reappoint Ines Poeschel as Member of For For Management the Compensation Committee 7 Designate Hartmann Dreyer For For Management Attorneys-at-Law as Independent Proxy 8 Ratify PricewaterhouseCoopers SA as For For Management Auditors 9 Transact Other Business (Voting) For For Management -------------------------------------------------------------------------------- ALLEGION PLC Ticker: ALLE Security ID: G0176J109 Meeting Date: JUN 04, 2020 Meeting Type: Annual Record Date: APR 09, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Kirk S. Hachigian For For Management 1b Elect Director Steven C. Mizell For For Management 1c Elect Director Nicole Parent Haughey For For Management 1d Elect Director David D. Petratis For For Management 1e Elect Director Dean I. Schaffer For For Management 1f Elect Director Charles L. Szews For For Management 1g Elect Director Martin E. Welch, III For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Approve PricewaterhouseCoopers as For For Management Auditors and Authorize Board to Fix Their Remuneration 5 Renew the Board's Authority to Issue For For Management Shares Under Irish Law 6 Renew the Board's Authority to Opt-Out For For Management of Statutory Pre-Emptions Rights -------------------------------------------------------------------------------- AMERIPRISE FINANCIAL, INC. Ticker: AMP Security ID: 03076C106 Meeting Date: APR 29, 2020 Meeting Type: Annual Record Date: MAR 02, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director James M. Cracchiolo For For Management 1b Elect Director Dianne Neal Blixt For For Management 1c Elect Director Amy DiGeso For For Management 1d Elect Director Lon R. Greenberg For For Management 1e Elect Director Jeffrey Noddle For For Management 1f Elect Director Robert F. Sharpe, Jr. For For Management 1g Elect Director Brian T. Shea For For Management 1h Elect Director W. Edward Walter, III For For Management 1i Elect Director Christopher J. Williams For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- AMGEN INC. Ticker: AMGN Security ID: 031162100 Meeting Date: MAY 19, 2020 Meeting Type: Annual Record Date: MAR 20, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Wanda M. Austin For For Management 1b Elect Director Robert A. Bradway For For Management 1c Elect Director Brian J. Druker For For Management 1d Elect Director Robert A. Eckert For For Management 1e Elect Director Greg C. Garland For For Management 1f Elect Director Fred Hassan For For Management 1g Elect Director Charles M. Holley, Jr. For For Management 1h Elect Director Tyler Jacks For For Management 1i Elect Director Ellen J. Kullman For For Management 1j Elect Director Ronald D. Sugar For For Management 1k Elect Director R. Sanders Williams For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management 4 Require Independent Board Chairman Against Against Shareholder -------------------------------------------------------------------------------- ANSYS, INC. Ticker: ANSS Security ID: 03662Q105 Meeting Date: MAY 15, 2020 Meeting Type: Annual Record Date: MAR 20, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Ajei S. Gopal For For Management 1b Elect Director Glenda M. Dorchak For For Management 1c Elect Director Robert M. Calderoni For For Management 2 Ratify Deloitte & Touche LLP as Auditor For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- ARAMARK Ticker: ARMK Security ID: 03852U106 Meeting Date: JAN 29, 2020 Meeting Type: Annual Record Date: DEC 09, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Susan M. Cameron For For Management 1b Elect Director Greg Creed For For Management 1c Elect Director Calvin Darden For For Management 1d Elect Director Richard W. Dreiling For For Management 1e Elect Director Irene M. Esteves For For Management 1f Elect Director Daniel J. Heinrich For For Management 1g Elect Director Paul C. Hilal For For Management 1h Elect Director Karen M. King For For Management 1i Elect Director Stephen I. Sadove For For Management 1j Elect Director Arthur B. Winkleblack For For Management 1k Elect Director John J. Zillmer For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Omnibus Stock Plan For For Management 5 Permit Shareholders to Call a Special For For Management Meeting of Shareholders and Delete Certain Obsolete Provisions -------------------------------------------------------------------------------- BANK OF AMERICA CORPORATION Ticker: BAC Security ID: 060505104 Meeting Date: APR 22, 2020 Meeting Type: Annual Record Date: MAR 02, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Sharon L. Allen For For Management 1b Elect Director Susan S. Bies For For Management 1c Elect Director Jack O. Bovender, Jr. For For Management 1d Elect Director Frank P. Bramble, Sr. For For Management 1e Elect Director Pierre J.P. de Weck For For Management 1f Elect Director Arnold W. Donald For For Management 1g Elect Director Linda P. Hudson For For Management 1h Elect Director Monica C. Lozano For For Management 1i Elect Director Thomas J. May For For Management 1j Elect Director Brian T. Moynihan For For Management 1k Elect Director Lionel L. Nowell, III For For Management 1l Elect Director Denise L. Ramos For For Management 1m Elect Director Clayton S. Rose For For Management 1n Elect Director Michael D. White For For Management 1o Elect Director Thomas D. Woods For For Management 1p Elect Director R. David Yost For For Management 1q Elect Director Maria T. Zuber For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Amend Proxy Access Right Against Against Shareholder 5 Provide Right to Act by Written Consent Against Against Shareholder 6 Report on Gender Pay Gap Against Against Shareholder 7 Review of Statement of the Purpose of Against Against Shareholder a Corporation and Report on Recommended Changes to Governance Documents, Policies, and Practices -------------------------------------------------------------------------------- BOK FINANCIAL CORPORATION Ticker: BOKF Security ID: 05561Q201 Meeting Date: APR 28, 2020 Meeting Type: Annual Record Date: MAR 02, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Alan S. Armstrong For For Management 1.2 Elect Director C. Fred Ball, Jr. For For Management 1.3 Elect Director Steven Bangert For For Management 1.4 Elect Director Peter C. Boylan, III For For Management 1.5 Elect Director Steven G. Bradshaw For For Management 1.6 Elect Director Chester E. Cadieux, III For For Management 1.7 Elect Director Gerard P. Clancy For For Management 1.8 Elect Director John W. Coffey For For Management 1.9 Elect Director Joseph W. Craft, III For For Management 1.10 Elect Director Jack E. Finley For For Management 1.11 Elect Director David F. Griffin For For Management 1.12 Elect Director V. Burns Hargis For For Management 1.13 Elect Director Douglas D. Hawthorne For For Management 1.14 Elect Director Kimberley D. Henry For For Management 1.15 Elect Director E. Carey Joullian, IV For For Management 1.16 Elect Director George B. Kaiser For For Management 1.17 Elect Director Stanley A. Lybarger For For Management 1.18 Elect Director Steven J. Malcolm For For Management 1.19 Elect Director Steven E. Nell For For Management 1.20 Elect Director E.C. Richards For For Management 1.21 Elect Director Claudia San Pedro For For Management 1.22 Elect Director Michael C. Turpen For For Management 1.23 Elect Director R.A. Walker For For Management 1.24 Elect Director Rose M. Washington For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- CABOT OIL & GAS CORPORATION Ticker: COG Security ID: 127097103 Meeting Date: APR 30, 2020 Meeting Type: Annual Record Date: MAR 04, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Dorothy M. Ables For For Management 1.2 Elect Director Rhys J. Best For For Management 1.3 Elect Director Robert S. Boswell For For Management 1.4 Elect Director Amanda M. Brock For For Management 1.5 Elect Director Peter B. Delaney For For Management 1.6 Elect Director Dan O. Dinges For For Management 1.7 Elect Director Robert Kelley For For Management 1.8 Elect Director W. Matt Ralls For For Management 1.9 Elect Director Marcus A. Watts For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- CAPITAL ONE FINANCIAL CORPORATION Ticker: COF Security ID: 14040H105 Meeting Date: APR 30, 2020 Meeting Type: Annual Record Date: MAR 03, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Richard D. Fairbank For For Management 1b Elect Director Aparna Chennapragada For For Management 1c Elect Director Ann Fritz Hackett For For Management 1d Elect Director Peter Thomas Killalea For For Management 1e Elect Director Cornelis "Eli" Leenaars For For Management 1f Elect Director Pierre E. Leroy For For Management 1g Elect Director Francois Locoh-Donou For For Management 1h Elect Director Peter E. Raskind For For Management 1i Elect Director Eileen Serra For For Management 1j Elect Director Mayo A. Shattuck, III For For Management 1k Elect Director Bradford H. Warner For For Management 1l Elect Director Catherine G. West For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Provide Right to Act by Written Consent For For Management 5 Require Independent Board Chairman Against Against Shareholder -------------------------------------------------------------------------------- CHUBB LIMITED Ticker: CB Security ID: H1467J104 Meeting Date: MAY 20, 2020 Meeting Type: Annual Record Date: MAR 27, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2.1 Allocate Disposable Profit For For Management 2.2 Approve Dividend Distribution From For For Management Legal Reserves Through Capital Contributions Reserve Subaccount 3 Approve Discharge of Board of Directors For For Management 4.1 Ratify PricewaterhouseCoopers AG For For Management (Zurich) as Statutory Auditor 4.2 Ratify PricewaterhouseCoopers LLP For For Management (United States) as Independent Registered Accounting Firm 4.3 Ratify BDO AG (Zurich) as Special For For Management Audit Firm 5.1 Elect Director Evan G. Greenberg For For Management 5.2 Elect Director Michael G. Atieh For For Management 5.3 Elect Director Sheila P. Burke For For Management 5.4 Elect Director James I. Cash For For Management 5.5 Elect Director Mary Cirillo For For Management 5.6 Elect Director Michael P. Connors For For Management 5.7 Elect Director John A. Edwardson For For Management 5.8 Elect Director Robert J. Hugin For For Management 5.9 Elect Director Robert W. Scully For For Management 5.10 Elect Director Eugene B. Shanks, Jr. For For Management 5.11 Elect Director Theodore E. Shasta For For Management 5.12 Elect Director David H. Sidwell For For Management 5.13 Elect Director Olivier Steimer For For Management 5.14 Elect Director Frances F. Townsend For For Management 6 Elect Evan G. Greenberg as Board For For Management Chairman 7.1 Elect Michael P. Connors as Member of For For Management the Compensation Committee 7.2 Elect Mary Cirillo as Member of the For For Management Compensation Committee 7.3 Elect John A. Edwardson as Member of For For Management the Compensation Committee 7.4 Elect Frances F. Townsend as Member of For For Management the Compensation Committee 8 Designate Homburger AG as Independent For For Management Proxy 9 Issue Shares Without Preemptive Rights For For Management 10 Approve CHF 52,613,190.00 Reduction in For For Management Share Capital via Cancellation in Nominal Value of CHF 24.15 each 11.1 Approve the Maximum Aggregate For For Management Remuneration of Directors 11.2 Approve Remuneration of Executive For For Management Management in the Amount of USD 46 Million for Fiscal 2021 12 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 13 Transact Other Business (Voting) For For Management -------------------------------------------------------------------------------- COMMERCE BANCSHARES, INC. Ticker: CBSH Security ID: 200525103 Meeting Date: APR 15, 2020 Meeting Type: Annual Record Date: FEB 14, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John R. Capps For For Management 1.2 Elect Director Karen L. Daniel For For Management 1.3 Elect Director W. Thomas Grant, II For For Management 1.4 Elect Director David W. Kemper For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- CORTEVA, INC. Ticker: CTVA Security ID: 22052L104 Meeting Date: APR 28, 2020 Meeting Type: Annual Record Date: MAR 09, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Lamberto Andreotti For For Management 1b Elect Director Robert A. Brown For For Management 1c Elect Director James C. Collins, Jr. For For Management 1d Elect Director Klaus A. Engel For For Management 1e Elect Director Michael O. Johanns For For Management 1f Elect Director Lois D. Juliber For For Management 1g Elect Director Rebecca B. Liebert For For Management 1h Elect Director Marcos M. Lutz For For Management 1i Elect Director Nayaki Nayyar For For Management 1j Elect Director Gregory R. Page For For Management 1k Elect Director Lee M. Thomas For For Management 1l Elect Director Patrick J. Ward For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 5 Approve Qualified Employee Stock For For Management Purchase Plan -------------------------------------------------------------------------------- CULLEN/FROST BANKERS, INC. Ticker: CFR Security ID: 229899109 Meeting Date: APR 29, 2020 Meeting Type: Annual Record Date: MAR 06, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Carlos Alvarez For For Management 1.2 Elect Director Chris M. Avery For For Management 1.3 Elect Director Anthony R. (Tony) Chase For For Management 1.4 Elect Director Cynthia J. Comparin For For Management 1.5 Elect Director Samuel G. Dawson For For Management 1.6 Elect Director Crawford H. Edwards For For Management 1.7 Elect Director Patrick B. Frost For For Management 1.8 Elect Director Phillip D. Green For For Management 1.9 Elect Director David J. Haemisegger For For Management 1.10 Elect Director Karen E. Jennings For For Management 1.11 Elect Director Charles W. Matthews For For Management 1.12 Elect Director Ida Clement Steen For For Management 1.13 Elect Director Graham Weston For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- D.R. HORTON, INC. Ticker: DHI Security ID: 23331A109 Meeting Date: JAN 22, 2020 Meeting Type: Annual Record Date: DEC 02, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Donald R. Horton For For Management 1b Elect Director Barbara K. Allen For For Management 1c Elect Director Brad S. Anderson For For Management 1d Elect Director Michael R. Buchanan For For Management 1e Elect Director Michael W. Hewatt For For Management 1f Elect Director Maribess L. Miller For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- DANAHER CORPORATION Ticker: DHR Security ID: 235851102 Meeting Date: MAY 05, 2020 Meeting Type: Annual Record Date: MAR 09, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Linda Hefner Filler For For Management 1.2 Elect Director Thomas P. Joyce, Jr. For For Management 1.3 Elect Director Teri List-Stoll For For Management 1.4 Elect Director Walter G. Lohr, Jr. For For Management 1.5 Elect Director Jessica L. Mega For For Management 1.6 Elect Director Pardis C. Sabeti For For Management 1.7 Elect Director Mitchell P. Rales For For Management 1.8 Elect Director Steven M. Rales For For Management 1.9 Elect Director John T. Schwieters For For Management 1.10 Elect Director Alan G. Spoon For For Management 1.11 Elect Director Raymond C. Stevens For For Management 1.12 Elect Director Elias A. Zerhouni For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Reduce Ownership Threshold for Against Against Shareholder Shareholders to Call Special Meeting -------------------------------------------------------------------------------- EAST WEST BANCORP, INC. Ticker: EWBC Security ID: 27579R104 Meeting Date: MAY 19, 2020 Meeting Type: Annual Record Date: MAR 23, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Molly Campbell For For Management 1.2 Elect Director Iris S. Chan For For Management 1.3 Elect Director Archana Deskus For For Management 1.4 Elect Director Rudolph I. Estrada For For Management 1.5 Elect Director Paul H. Irving For For Management 1.6 Elect Director Jack C. Liu For For Management 1.7 Elect Director Dominic Ng For For Management 1.8 Elect Director Lester M. Sussman For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify KPMG LLP as Auditors For For Management -------------------------------------------------------------------------------- EQUITY LIFESTYLE PROPERTIES, INC. Ticker: ELS Security ID: 29472R108 Meeting Date: APR 28, 2020 Meeting Type: Annual Record Date: FEB 20, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Andrew Berkenfield For For Management 1.2 Elect Director Philip Calian For For Management 1.3 Elect Director David Contis For For Management 1.4 Elect Director Constance Freedman For For Management 1.5 Elect Director Thomas Heneghan For For Management 1.6 Elect Director Tao Huang For For Management 1.7 Elect Director Marguerite Nader For For Management 1.8 Elect Director Scott Peppet For For Management 1.9 Elect Director Sheli Rosenberg For For Management 1.10 Elect Director Samuel Zell For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Increase Authorized Common Stock For For Management -------------------------------------------------------------------------------- GENERAL DYNAMICS CORPORATION Ticker: GD Security ID: 369550108 Meeting Date: MAY 06, 2020 Meeting Type: Annual Record Date: MAR 09, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director James S. Crown For For Management 1b Elect Director Rudy F. deLeon For For Management 1c Elect Director Cecil D. Haney For For Management 1d Elect Director Mark M. Malcolm For For Management 1e Elect Director James N. Mattis For For Management 1f Elect Director Phebe N. Novakovic For For Management 1g Elect Director C. Howard Nye For For Management 1h Elect Director William A. Osborn For For Management 1i Elect Director Catherine B. Reynolds For For Management 1j Elect Director Laura J. Schumacher For For Management 1k Elect Director John G. Stratton For For Management 1l Elect Director Peter A. Wall For For Management 2 Ratify KPMG LLP as Auditor For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Reduce Ownership Threshold for Against Against Shareholder Shareholders to Call Special Meeting -------------------------------------------------------------------------------- HALLIBURTON COMPANY Ticker: HAL Security ID: 406216101 Meeting Date: MAY 19, 2020 Meeting Type: Annual Record Date: MAR 20, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Abdulaziz F. Al Khayyal For For Management 1b Elect Director William E. Albrecht For For Management 1c Elect Director M. Katherine Banks For For Management 1d Elect Director Alan M. Bennett For For Management 1e Elect Director Milton Carroll For For Management 1f Elect Director Nance K. Dicciani For For Management 1g Elect Director Murry S. Gerber For For Management 1h Elect Director Patricia Hemingway Hall For For Management 1i Elect Director Robert A. Malone For For Management 1j Elect Director Jeffrey A. Miller For For Management 2 Ratify KPMG LLP as Auditor For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Omnibus Stock Plan For For Management -------------------------------------------------------------------------------- JOHNSON CONTROLS INTERNATIONAL PLC Ticker: JCI Security ID: G51502105 Meeting Date: MAR 04, 2020 Meeting Type: Annual Record Date: JAN 02, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Jean Blackwell For For Management 1b Elect Director Pierre Cohade For For Management 1c Elect Director Michael E. Daniels For For Management 1d Elect Director Juan Pablo del Valle For For Management Perochena 1e Elect Director W. Roy Dunbar For For Management 1f Elect Director Gretchen R. Haggerty For For Management 1g Elect Director Simone Menne For For Management 1h Elect Director George R. Oliver For For Management 1i Elect Director Jurgen Tinggren For For Management 1j Elect Director Mark Vergnano For For Management 1k Elect Director R. David Yost For For Management 1l Elect Director John D. Young For For Management 2a Ratify PricewaterhouseCoopers LLP as For For Management Auditors 2b Authorize Board to Fix Remuneration of For For Management Auditors 3 Authorize Market Purchases of Company For For Management Shares 4 Determine Price Range for Reissuance For For Management of Treasury Shares 5 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 6 Approve the Directors' Authority to For For Management Allot Shares 7 Approve the Disapplication of For For Management Statutory Pre-Emption Rights -------------------------------------------------------------------------------- JPMORGAN CHASE & CO. Ticker: JPM Security ID: 46625H100 Meeting Date: MAY 19, 2020 Meeting Type: Annual Record Date: MAR 20, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Linda B. Bammann For For Management 1b Elect Director Stephen B. Burke For For Management 1c Elect Director Todd A. Combs For For Management 1d Elect Director James S. Crown For For Management 1e Elect Director James Dimon For For Management 1f Elect Director Timothy P. Flynn For For Management 1g Elect Director Mellody Hobson For For Management 1h Elect Director Michael A. Neal For For Management 1i Elect Director Lee R. Raymond For For Management 1j Elect Director Virginia M. Rometty For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditor 4 Require Independent Board Chair Against Against Shareholder 5 Report on Reputational Risk Related to Against Against Shareholder Canadian Oil Sands, Oil Sands Pipeline Companies and Arctic Oil and Gas Exploration and Production. 6 Report on Climate Change Against Against Shareholder 7 Amend Shareholder Written Consent Against Against Shareholder Provisions 8 Report on Charitable Contributions Against Against Shareholder 9 Report on Gender/Racial Pay Gap Against Against Shareholder -------------------------------------------------------------------------------- LENNAR CORPORATION Ticker: LEN Security ID: 526057104 Meeting Date: APR 07, 2020 Meeting Type: Annual Record Date: FEB 10, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Rick Beckwitt For For Management 1b Elect Director Irving Bolotin For For Management 1c Elect Director Steven L. Gerard For For Management 1d Elect Director Tig Gilliam For For Management 1e Elect Director Sherrill W. Hudson For For Management 1f Elect Director Jonathan M. Jaffe For For Management 1g Elect Director Sidney Lapidus For For Management 1h Elect Director Teri P. McClure For For Management 1i Elect Director Stuart Miller For For Management 1j Elect Director Armando Olivera For For Management 1k Elect Director Jeffrey Sonnenfeld For For Management 1l Elect Director Scott Stowell For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- MARTIN MARIETTA MATERIALS, INC. Ticker: MLM Security ID: 573284106 Meeting Date: MAY 14, 2020 Meeting Type: Annual Record Date: MAR 06, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Dorothy M. Ables For For Management 1.2 Elect Director Sue W. Cole For For Management 1.3 Elect Director Smith W. Davis For For Management 1.4 Elect Director John J. Koraleski For For Management 1.5 Elect Director C. Howard Nye For For Management 1.6 Elect Director Laree E. Perez For For Management 1.7 Elect Director Thomas H. Pike For For Management 1.8 Elect Director Michael J. Quillen For For Management 1.9 Elect Director Donald W. Slager For For Management 1.10 Elect Director David C. Wajsgras For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- MITSUBISHI UFJ FINANCIAL GROUP, INC. Ticker: 8306 Security ID: 606822104 Meeting Date: JUN 29, 2020 Meeting Type: Annual Record Date: MAR 31, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Allocation of Income, with a For For Management Final Dividend of JPY 12.5 2.1 Elect Director Fujii, Mariko For For Management 2.2 Elect Director Honda, Keiko For For Management 2.3 Elect Director Kato, Kaoru For For Management 2.4 Elect Director Matsuyama, Haruka For For Management 2.5 Elect Director Toby S. Myerson For For Management 2.6 Elect Director Nomoto, Hirofumi For For Management 2.7 Elect Director Shingai, Yasushi For For Management 2.8 Elect Director Tarisa Watanagase For For Management 2.9 Elect Director Yamate, Akira For For Management 2.10 Elect Director Okamoto, Junichi For For Management 2.11 Elect Director Ogura, Ritsuo For For Management 2.12 Elect Director Hirano, Nobuyuki For For Management 2.13 Elect Director Mike, Kanetsugu For For Management 2.14 Elect Director Araki, Saburo For For Management 2.15 Elect Director Nagashima, Iwao For For Management 2.16 Elect Director Kamezawa, Hironori For For Management -------------------------------------------------------------------------------- NOVARTIS AG Ticker: NOVN Security ID: 66987V109 Meeting Date: FEB 28, 2020 Meeting Type: Annual Record Date: JAN 23, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Discharge of Board and Senior For For Management Management 3 Approve Allocation of Income and For For Management Dividends of CHF 2.95 per Share 4 Approve CHF 30.2 Million Reduction in For For Management Share Capital via Cancellation of Repurchased Shares 5.1 Approve Remuneration of Directors in For For Management the Amount of CHF 9 Million 5.2 Approve Maximum Remuneration of For For Management Executive Committee in the Amount of CHF 93 Million 5.3 Approve Remuneration Report For For Management 6.1 Reelect Joerg Reinhardt as Director For For Management and Board Chairman 6.2 Reelect Nancy Andrews as Director For For Management 6.3 Reelect Ton Buechner as Director For For Management 6.4 Reelect Patrice Bula as Director For For Management 6.5 Reelect Srikant Datar as Director For For Management 6.6 Reelect Elizabeth Doherty as Director For For Management 6.7 Reelect Ann Fudge as Director For For Management 6.8 Reelect Frans van Houten as Director For For Management 6.9 Reelect Andreas von Planta as Director For For Management 6.10 Reelect Charles Sawyers as Director For For Management 6.11 Reelect Enrico Vanni as Director For For Management 6.12 Reelect William Winters as Director For For Management 6.13 Elect Bridgette Heller as Director For For Management 6.14 Elect Simon Moroney as Director For For Management 7.1 Reappoint Patrice Bula as Member of For For Management the Compensation Committee 7.2 Reappoint Srikant Datar as Member of For For Management the Compensation Committee 7.3 Reappoint Enrico Vanni as Member of For For Management the Compensation Committee 7.4 Reappoint William Winters as Member of For For Management the Compensation Committee 7.5 Appoint Bridgette Heller as Member of For For Management the Compensation Committee 8 Ratify PricewaterhouseCoopers AG as For For Management Auditors 9 Designate Peter Zahn as Independent For For Management Proxy 10 Transact Other Business (Voting) For For Management -------------------------------------------------------------------------------- OSHKOSH CORPORATION Ticker: OSK Security ID: 688239201 Meeting Date: FEB 04, 2020 Meeting Type: Annual Record Date: DEC 13, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Keith J. Allman For For Management 1.2 Elect Director Wilson R. Jones For For Management 1.3 Elect Director Tyrone M. Jordan For For Management 1.4 Elect Director Kimberley Metcalf-Kupres For For Management 1.5 Elect Director Stephen D. Newlin For For Management 1.6 Elect Director Raymond T. Odierno For For Management 1.7 Elect Director Craig P. Omtvedt For For Management 1.8 Elect Director Duncan J. Palmer For For Management 1.9 Elect Director Sandra E. Rowland For For Management 1.10 Elect Director John S. Shiely For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- PAYPAL HOLDINGS, INC. Ticker: PYPL Security ID: 70450Y103 Meeting Date: MAY 21, 2020 Meeting Type: Annual Record Date: MAR 27, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Rodney C. Adkins For For Management 1b Elect Director Jonathan Christodoro For For Management 1c Elect Director John J. Donahoe For For Management 1d Elect Director David W. Dorman For For Management 1e Elect Director Belinda J. Johnson For For Management 1f Elect Director Gail J. McGovern For For Management 1g Elect Director Deborah M. Messemer For For Management 1h Elect Director David M. Moffett For For Management 1i Elect Director Ann M. Sarnoff For For Management 1j Elect Director Daniel H. Schulman For For Management 1k Elect Director Frank D. Yeary For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Provide Right to Act by Written Consent Against Against Shareholder 5 Adopt Human and Indigenous People's Against Against Shareholder Rights Policy -------------------------------------------------------------------------------- PHILLIPS 66 Ticker: PSX Security ID: 718546104 Meeting Date: MAY 06, 2020 Meeting Type: Annual Record Date: MAR 11, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Charles M. Holley For For Management 1b Elect Director Glenn F. Tilton For For Management 1c Elect Director Marna C. Whittington For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Report on Risks of Gulf Coast Against Against Shareholder Petrochemical Investments -------------------------------------------------------------------------------- PIONEER NATURAL RESOURCES COMPANY Ticker: PXD Security ID: 723787107 Meeting Date: MAY 21, 2020 Meeting Type: Annual Record Date: MAR 26, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Edison C. Buchanan For For Management 1b Elect Director Andrew F. Cates For For Management 1c Elect Director Phillip A. Gobe For For Management 1d Elect Director Larry R. Grillot For For Management 1e Elect Director Stacy P. Methvin For For Management 1f Elect Director Royce W. Mitchell For For Management 1g Elect Director Frank A. Risch For For Management 1h Elect Director Scott D. Sheffield For For Management 1i Elect Director Mona K. Sutphen For For Management 1j Elect Director J. Kenneth Thompson For For Management 1k Elect Director Phoebe A. Wood For For Management 1l Elect Director Michael D. Wortley For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- PPG INDUSTRIES, INC. Ticker: PPG Security ID: 693506107 Meeting Date: APR 16, 2020 Meeting Type: Annual Record Date: FEB 21, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Stephen F. Angel For For Management 1.2 Elect Director Hugh Grant For For Management 1.3 Elect Director Melanie L. Healey For For Management 2.1 Elect Director Kathleen A. Ligocki For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Declassify the Board of Directors For For Management 5 Reduce Supermajority Vote Requirement For For Management 6 Ratify PricewaterhouseCoopers LLP as For For Management Auditor -------------------------------------------------------------------------------- PTC INC. Ticker: PTC Security ID: 69370C100 Meeting Date: FEB 12, 2020 Meeting Type: Annual Record Date: DEC 09, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Janice Chaffin For For Management 1.2 Elect Director Phillip Fernandez For For Management 1.3 Elect Director James Heppelmann For For Management 1.4 Elect Director Klaus Hoehn For For Management 1.5 Elect Director Paul Lacy For For Management 1.6 Elect Director Corinna Lathan For For Management 1.7 Elect Director Blake Moret For For Management 1.8 Elect Director Robert Schechter For For Management 2 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- SONY CORP. Ticker: 6758 Security ID: 835699307 Meeting Date: JUN 26, 2020 Meeting Type: Annual Record Date: MAR 30, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Articles to Change Company Name For For Management 2.1 Elect Director Yoshida, Kenichiro For For Management 2.2 Elect Director Totoki, Hiroki For For Management 2.3 Elect Director Sumi, Shuzo For For Management 2.4 Elect Director Tim Schaaff For For Management 2.5 Elect Director Matsunaga, Kazuo For For Management 2.6 Elect Director Oka, Toshiko For For Management 2.7 Elect Director Akiyama, Sakie For For Management 2.8 Elect Director Wendy Becker For For Management 2.9 Elect Director Hatanaka, Yoshihiko For For Management 2.10 Elect Director Adam Crozier For For Management 2.11 Elect Director Kishigami, Keiko For For Management 2.12 Elect Director Joseph A. Kraft Jr For For Management 3 Approve Stock Option Plan For For Management -------------------------------------------------------------------------------- SUN COMMUNITIES, INC. Ticker: SUI Security ID: 866674104 Meeting Date: MAY 22, 2020 Meeting Type: Annual Record Date: MAR 23, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Gary A. Shiffman For For Management 1b Elect Director Meghan G. Baivier For For Management 1c Elect Director Stephanie W. Bergeron For For Management 1d Elect Director Brian M. Hermelin For For Management 1e Elect Director Ronald A. Klein For For Management 1f Elect Director Clunet R. Lewis For For Management 1g Elect Director Arthur A. Weiss For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Grant Thornton LLP as Auditor For For Management -------------------------------------------------------------------------------- THE COCA-COLA COMPANY Ticker: KO Security ID: 191216100 Meeting Date: APR 22, 2020 Meeting Type: Annual Record Date: FEB 24, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Herbert A. Allen For For Management 1.2 Elect Director Marc Bolland For For Management 1.3 Elect Director Ana Botin For For Management 1.4 Elect Director Christopher C. Davis For For Management 1.5 Elect Director Barry Diller For For Management 1.6 Elect Director Helene D. Gayle For For Management 1.7 Elect Director Alexis M. Herman For For Management 1.8 Elect Director Robert A. Kotick For For Management 1.9 Elect Director Maria Elena Lagomasino For For Management 1.10 Elect Director James Quincey For For Management 1.11 Elect Director Caroline J. Tsay For For Management 1.12 Elect Director David B. Weinberg For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditor For For Management 4 Report on the Health Impacts and Risks Against Against Shareholder of Sugar in the Company's Products -------------------------------------------------------------------------------- THE HOME DEPOT, INC. Ticker: HD Security ID: 437076102 Meeting Date: MAY 21, 2020 Meeting Type: Annual Record Date: MAR 23, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Gerard J. Arpey For For Management 1b Elect Director Ari Bousbib For For Management 1c Elect Director Jeffery H. Boyd For For Management 1d Elect Director Gregory D. Brenneman For For Management 1e Elect Director J. Frank Brown For For Management 1f Elect Director Albert P. Carey For For Management 1g Elect Director Helena B. Foulkes For For Management 1h Elect Director Linda R. Gooden For For Management 1i Elect Director Wayne M. Hewett For For Management 1j Elect Director Manuel Kadre For For Management 1k Elect Director Stephanie C. Linnartz For For Management 1l Elect Director Craig A. Menear For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Shareholder Written Consent Against Against Shareholder Provisions 5 Prepare Employment Diversity Report Against Against Shareholder and Report on Diversity Policies 6 Adopt Share Retention Policy For Against Against Shareholder Senior Executives 7 Report on Congruency Political Against Against Shareholder Analysis and Electioneering Expenditures -------------------------------------------------------------------------------- TWITTER, INC. Ticker: TWTR Security ID: 90184L102 Meeting Date: MAY 27, 2020 Meeting Type: Annual Record Date: APR 03, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Omid R. Kordestani For For Management 1b Elect Director Ngozi Okonjo-Iweala For For Management 1c Elect Director Bret Taylor For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Report on Risks of Omitting Viewpoint Against Against Shareholder and Ideology from EEO Policy -------------------------------------------------------------------------------- TYSON FOODS, INC. Ticker: TSN Security ID: 902494103 Meeting Date: FEB 06, 2020 Meeting Type: Annual Record Date: DEC 09, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director John Tyson For For Management 1b Elect Director Gaurdie E. Banister, Jr. For For Management 1c Elect Director Dean Banks For For Management 1d Elect Director Mike Beebe For For Management 1e Elect Director Mikel A. Durham For For Management 1f Elect Director Jonathan D. Mariner For For Management 1g Elect Director Kevin M. McNamara For For Management 1h Elect Director Cheryl S. Miller For For Management 1i Elect Director Jeffrey K. Schomburger For For Management 1j Elect Director Robert Thurber For For Management 1k Elect Director Barbara A. Tyson For For Management 1l Elect Director Noel White For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Report on Deforestation Impacts in Against Against Shareholder Company's Supply Chain 5 Report on Lobbying Payments and Policy Against Against Shareholder 6 Report on Human Rights Risk Assessment Against Against Shareholder Process 7 Adopt Share Retention Policy For Against Against Shareholder Senior Executives -------------------------------------------------------------------------------- UNILEVER NV Ticker: UNA Security ID: 904784709 Meeting Date: APR 30, 2020 Meeting Type: Annual Record Date: APR 02, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Discussion of the Annual Report and None None Management Accounts for the 2019 Financial Year 2 Approve Financial Statements and For For Management Allocation of Income 3 Approve Remuneration Report For For Management 4 Approve Discharge of Executive For For Management Directors 5 Approve Discharge of Non-Executive For For Management Directors 6 Reelect N Andersen as Non-Executive For For Management Director 7 Reelect L Cha as Non-Executive Director For For Management 8 Reelect V Colao as Non-Executive For For Management Director 9 Reelect J Hartmann as Non-Executive For For Management Director 10 Reelect A Jope as Executive Director For For Management 11 Reelect A Jung as Non-Executive For For Management Director 12 Reelect S Kilsby as Non-Executive For For Management Director 13 Reelect S Masiyiwa as Non-Executive For For Management Director 14 Reelect Y Moon as Non-Executive For For Management Director 15 Reelect G Pitkethly as Executive For For Management Director 16 Reelect J Rishton as Director For For Management 17 Reelect F Sijbesma as Director For For Management 18 Ratify KPMG as Auditors For For Management 19 Grant Board Authority to Issue Shares For For Management 20 Authorize Board to Exclude Preemptive For For Management Rights from Share Issuances for General Corporate Purposes 21 Authorize Board to Exclude Preemptive For For Management Rights from Share Issuances for Acquisition or Specified Capital Investment Purposes 22 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 23 Approve Reduction in Share Capital For For Management through Cancellation of Ordinary Shares -------------------------------------------------------------------------------- XYLEM INC. Ticker: XYL Security ID: 98419M100 Meeting Date: MAY 13, 2020 Meeting Type: Annual Record Date: MAR 16, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Jeanne Beliveau-Dunn For For Management 1b Elect Director Patrick K. Decker For For Management 1c Elect Director Robert F. Friel For For Management 1d Elect Director Jorge M. Gomez For For Management 1e Elect Director Victoria D. Harker For For Management 1f Elect Director Sten E. Jakobsson For For Management 1g Elect Director Steven R. Loranger For For Management 1h Elect Director Surya N. Mohapatra For For Management 1i Elect Director Jerome A. Peribere For For Management 1j Elect Director Markos I. Tambakeras For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Reduce Ownership Threshold for Against Against Shareholder Shareholders to Call Special Meeting ================= VANGUARD WINDSOR II FUND - HOTCHKIS & WILEY ================== Each investment advisor's votes cast are shown separately below. The votes reported reflect votes cast at the Fund's/advisor's discretion and exclude any votes cast pursuant to a regulatory requirement. ADIENT PLC Ticker: ADNT Security ID: G0084W101 Meeting Date: MAR 12, 2020 Meeting Type: Annual Record Date: JAN 15, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Julie L. Bushman For For Management 1b Elect Director Peter H. Carlin For For Management 1c Elect Director Raymond L. Conner For For Management 1d Elect Director Douglas G. Del Grosso For For Management 1e Elect Director Richard Goodman For For Management 1f Elect Director Jose M. Gutierrez For For Management 1g Elect Director Frederick A. "Fritz" For For Management Henderson 1h Elect Director Barb J. Samardzich For For Management 2 Approve PricewaterhouseCoopers LLP as For For Management Auditors and Authorize Board to Fix Their Remuneration 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Non Employee Director Restricted For For Management Stock Plan -------------------------------------------------------------------------------- ALPHABET INC. Ticker: GOOGL Security ID: 02079K305 Meeting Date: JUN 03, 2020 Meeting Type: Annual Record Date: APR 07, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Larry Page For For Management 1.2 Elect Director Sergey Brin For For Management 1.3 Elect Director Sundar Pichai For For Management 1.4 Elect Director John L. Hennessy For For Management 1.5 Elect Director Frances H. Arnold For For Management 1.6 Elect Director L. John Doerr For For Management 1.7 Elect Director Roger W. Ferguson Jr. For For Management 1.8 Elect Director Ann Mather For For Management 1.9 Elect Director Alan R. Mulally For For Management 1.10 Elect Director K. Ram Shiram For For Management 1.11 Elect Director Robin L. Washington For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 5 Approve Recapitalization Plan for all Against Against Shareholder Stock to Have One-vote per Share 6 Report on Arbitration of Against Against Shareholder Employment-Related Claims 7 Establish Human Rights Risk Oversight Against Against Shareholder Committee 8 Require Shareholder Approval of Bylaw Against Against Shareholder Amendments Adopted by the Board of Directors 9 Assess Feasibility of Including Against Against Shareholder Sustainability as a Performance Measure for Senior Executive Compensation 10 Report on Takedown Requests Against Against Shareholder 11 Require a Majority Vote for the Against Against Shareholder Election of Directors 12 Report on Gender/Racial Pay Gap Against Against Shareholder 13 Require Independent Director Nominee Against Against Shareholder with Human and/or Civil Rights Experience 14 Report on Whistleblower Policies and Against Against Shareholder Practices -------------------------------------------------------------------------------- AMERICAN INTERNATIONAL GROUP, INC. Ticker: AIG Security ID: 026874784 Meeting Date: MAY 13, 2020 Meeting Type: Annual Record Date: MAR 18, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director W. Don Cornwell For For Management 1b Elect Director Brian Duperreault For For Management 1c Elect Director John H. Fitzpatrick For For Management 1d Elect Director William G. Jurgensen For For Management 1e Elect Director Christopher S. Lynch For For Management 1f Elect Director Henry S. Miller For For Management 1g Elect Director Linda A. Mills For For Management 1h Elect Director Thomas F. Motamed For For Management 1i Elect Director Peter R. Porrino For For Management 1j Elect Director Amy L. Schioldager For For Management 1k Elect Director Douglas M. Steenland For For Management 1l Elect Director Therese M. Vaughan For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Amend Securities Transfer Restrictions For For Management 4 Ratify NOL Rights Plan (NOL Pill) For For Management 5 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 6 Reduce Ownership Threshold for Against Against Shareholder Shareholders to Call Special Meeting -------------------------------------------------------------------------------- ANTHEM, INC. Ticker: ANTM Security ID: 036752103 Meeting Date: MAY 21, 2020 Meeting Type: Annual Record Date: MAR 16, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Gail K. Boudreaux For For Management 1.2 Elect Director R. Kerry Clark For For Management 1.3 Elect Director Robert L. Dixon, Jr. For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management 4 Reduce Ownership Threshold for Against Against Shareholder Shareholders to Call Special Meeting -------------------------------------------------------------------------------- APACHE CORPORATION Ticker: APA Security ID: 037411105 Meeting Date: MAY 14, 2020 Meeting Type: Annual Record Date: MAR 16, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Annell R. Bay For For Management 2 Elect Director John J. Christmann, IV For For Management 3 Elect Director Juliet S. Ellis For For Management 4 Elect Director Chansoo Joung For For Management 5 Elect Director Rene R. Joyce For For Management 6 Elect Director John E. Lowe For For Management 7 Elect Director William C. Montgomery For For Management 8 Elect Director Amy H. Nelson For For Management 9 Elect Director Daniel W. Rabun For For Management 10 Elect Director Peter A. Ragauss For For Management 11 Ratify Ernst & Young LLP as Auditor For For Management 12 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- BANK OF AMERICA CORPORATION Ticker: BAC Security ID: 060505104 Meeting Date: APR 22, 2020 Meeting Type: Annual Record Date: MAR 02, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Sharon L. Allen For For Management 1b Elect Director Susan S. Bies For For Management 1c Elect Director Jack O. Bovender, Jr. For For Management 1d Elect Director Frank P. Bramble, Sr. For For Management 1e Elect Director Pierre J.P. de Weck For For Management 1f Elect Director Arnold W. Donald For For Management 1g Elect Director Linda P. Hudson For For Management 1h Elect Director Monica C. Lozano For For Management 1i Elect Director Thomas J. May For For Management 1j Elect Director Brian T. Moynihan For For Management 1k Elect Director Lionel L. Nowell, III For For Management 1l Elect Director Denise L. Ramos For For Management 1m Elect Director Clayton S. Rose For For Management 1n Elect Director Michael D. White For For Management 1o Elect Director Thomas D. Woods For For Management 1p Elect Director R. David Yost For For Management 1q Elect Director Maria T. Zuber For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Amend Proxy Access Right Against Against Shareholder 5 Provide Right to Act by Written Consent Against Against Shareholder 6 Report on Gender Pay Gap Against Against Shareholder 7 Review of Statement of the Purpose of Against Against Shareholder a Corporation and Report on Recommended Changes to Governance Documents, Policies, and Practices -------------------------------------------------------------------------------- BIOGEN INC. Ticker: BIIB Security ID: 09062X103 Meeting Date: JUN 03, 2020 Meeting Type: Annual Record Date: APR 06, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Alexander J. Denner For For Management 1b Elect Director Caroline D. Dorsa For For Management 1c Elect Director William A. Hawkins For For Management 1d Elect Director Nancy L. Leaming For For Management 1e Elect Director Jesus B. Mantas For For Management 1f Elect Director Richard C. Mulligan For For Management 1g Elect Director Robert W. Pangia For For Management 1h Elect Director Stelios Papadopoulos For For Management 1i Elect Director Brian S. Posner For For Management 1j Elect Director Eric K. Rowinsky For For Management 1k Elect Director Stephen A. Sherwin For For Management 1l Elect Director Michel Vounatsos For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- CAPITAL ONE FINANCIAL CORPORATION Ticker: COF Security ID: 14040H105 Meeting Date: APR 30, 2020 Meeting Type: Annual Record Date: MAR 03, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Richard D. Fairbank For For Management 1b Elect Director Aparna Chennapragada For For Management 1c Elect Director Ann Fritz Hackett For For Management 1d Elect Director Peter Thomas Killalea For For Management 1e Elect Director Cornelis "Eli" Leenaars For For Management 1f Elect Director Pierre E. Leroy For For Management 1g Elect Director Francois Locoh-Donou For For Management 1h Elect Director Peter E. Raskind For For Management 1i Elect Director Eileen Serra For For Management 1j Elect Director Mayo A. Shattuck, III For For Management 1k Elect Director Bradford H. Warner For For Management 1l Elect Director Catherine G. West For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Provide Right to Act by Written Consent For For Management 5 Require Independent Board Chairman Against Against Shareholder -------------------------------------------------------------------------------- CENTENE CORPORATION Ticker: CNC Security ID: 15135B101 Meeting Date: APR 28, 2020 Meeting Type: Annual Record Date: FEB 28, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Michael F. Neidorff For For Management 1b Elect Director H. James Dallas For For Management 1c Elect Director Robert K. Ditmore For For Management 1d Elect Director Richard A. Gephardt For For Management 1e Elect Director Lori J. Robinson For For Management 1f Elect Director William L. Trubeck For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify KPMG LLP as Auditors For For Management 4 Amend Qualified Employee Stock For For Management Purchase Plan 5 Report on Political Contributions Against Against Shareholder Disclosure 6 Eliminate Supermajority Vote Against For Shareholder Requirement -------------------------------------------------------------------------------- CIT GROUP INC. Ticker: CIT Security ID: 125581801 Meeting Date: MAY 12, 2020 Meeting Type: Annual Record Date: MAR 19, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Ellen R. Alemany For For Management 1b Elect Director Michael L. Brosnan For For Management 1c Elect Director Michael A. Carpenter For For Management 1d Elect Director Dorene C. Dominguez For For Management 1e Elect Director Alan Frank For For Management 1f Elect Director William M. Freeman For For Management 1g Elect Director R. Brad Oates For For Management 1h Elect Director Gerald Rosenfeld For For Management 1i Elect Director John R. Ryan For For Management 1j Elect Director Sheila A. Stamps For For Management 1k Elect Director Khanh T. Tran For For Management 1l Elect Director Laura S. Unger For For Management 2 Ratify Deloitte & Touche LLP as Auditor For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- CITIGROUP INC. Ticker: C Security ID: 172967424 Meeting Date: APR 21, 2020 Meeting Type: Annual Record Date: FEB 24, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Michael L. Corbat For For Management 1b Elect Director Ellen M. Costello For For Management 1c Elect Director Grace E. Dailey For For Management 1d Elect Director Barbara J. Desoer For For Management 1e Elect Director John C. Dugan For For Management 1f Elect Director Duncan P. Hennes For For Management 1g Elect Director Peter B. Henry For For Management 1h Elect Director S. Leslie Ireland For For Management 1i Elect Director Lew W. (Jay) Jacobs, IV For For Management 1j Elect Director Renee J. James For For Management 1k Elect Director Gary M. Reiner For For Management 1l Elect Director Diana L. Taylor For For Management 1m Elect Director James S. Turley For For Management 1n Elect Director Deborah C. Wright For For Management 1o Elect Director Alexander R. Wynaendts For For Management 1p Elect Director Ernesto Zedillo Ponce For For Management de Leon 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Omnibus Stock Plan For For Management 5 Amend Proxy Access Right Against Against Shareholder 6 Review on Governance Documents Against Against Shareholder 7 Report on Lobbying Payments and Policy Against Against Shareholder -------------------------------------------------------------------------------- CITIZENS FINANCIAL GROUP, INC. Ticker: CFG Security ID: 174610105 Meeting Date: APR 23, 2020 Meeting Type: Annual Record Date: FEB 25, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Bruce Van Saun For For Management 1.2 Elect Director Christine M. Cumming For For Management 1.3 Elect Director William P. Hankowsky For For Management 1.4 Elect Director Howard W. Hanna, III For For Management 1.5 Elect Director Leo I. ("Lee") Higdon For For Management 1.6 Elect Director Edward J. ("Ned") For For Management Kelly, III 1.7 Elect Director Charles J. ("Bud") Koch For For Management 1.8 Elect Director Robert G. Leary For For Management 1.9 Elect Director Terrance J. Lillis For For Management 1.10 Elect Director Shivan Subramaniam For For Management 1.11 Elect Director Wendy A. Watson For For Management 1.12 Elect Director Marita Zuraitis For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors 4 Provide Right to Call Special Meeting For For Management 5 Amend Certificate of Incorporation to For For Management Remove Non-Operative Provisions -------------------------------------------------------------------------------- CNH INDUSTRIAL NV Ticker: CNHI Security ID: N20944109 Meeting Date: APR 16, 2020 Meeting Type: Annual Record Date: MAR 19, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting None None Management 2.a Receive Explanation on Company's None None Management Reserves and Dividend Policy 2.b Adopt Financial Statements and For For Management Statutory Reports 2.c Approve Dividends of EUR 0.18 Per Share For For Management 2.d Approve Discharge of Directors For For Management 3.a Approve Remuneration Report For For Management 3.b Amend Remuneration Policy For For Management 3.c Approve Long Term Incentive Plan For For Management 4.a Reelect Suzanne Heywood as Executive For For Management Director 4.b Reelect Hubertus M. Muhlhauser as None None Management Executive Director 4.c Reelect Leo W. Houle as Non-Executive For For Management Director 4.d Reelect John B. Lanaway as For For Management Non-Executive Director 4.e Reelect Alessandro Nasi as For For Management Non-Executive Director 4.f Reelect Lorenzo Simonelli as For For Management Non-Executive Director 4.g Reelect Jacqueline A. Tammenoms Bakker For For Management as Non-Executive Director 4.h Reelect Jacques Theurillat as For For Management Non-Executive Director 4.i Elect Howard Buffett as Non-Executive For For Management Director 4.j Elect Nelda (Janine) Connors as For For Management Non-Executive Director 4.k Elect Tufan Erginbilgic as For For Management Non-Executive Director 4.l Elect Vagn Sorensen as Non-Executive For For Management Director 5 Ratify Ernst & Young as Auditors For For Management 6 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 7 Close Meeting None None Management -------------------------------------------------------------------------------- COMCAST CORPORATION Ticker: CMCSA Security ID: 20030N101 Meeting Date: JUN 03, 2020 Meeting Type: Annual Record Date: APR 03, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Kenneth J. Bacon For For Management 1.2 Elect Director Madeline S. Bell For For Management 1.3 Elect Director Naomi M. Bergman For For Management 1.4 Elect Director Edward D. Breen For For Management 1.5 Elect Director Gerald L. Hassell For For Management 1.6 Elect Director Jeffrey A. Honickman For For Management 1.7 Elect Director Maritza G. Montiel For For Management 1.8 Elect Director Asuka Nakahara For For Management 1.9 Elect Director David C. Novak For For Management 1.10 Elect Director Brian L. Roberts For For Management 2 Ratify Deloitte & Touche LLP as Auditor For For Management 3 Amend Stock Option Plan For For Management 4 Amend Restricted Stock Plan For For Management 5 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 6 Report on Lobbying Payments and Policy Against Against Shareholder 7 Require Independent Board Chair Against Against Shareholder 8 Report on Risks Posed by Failing to Against Against Shareholder Prevent Sexual Harassment -------------------------------------------------------------------------------- CORNING INCORPORATED Ticker: GLW Security ID: 219350105 Meeting Date: APR 30, 2020 Meeting Type: Annual Record Date: MAR 02, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Donald W. Blair For For Management 1b Elect Director Leslie A. Brun For For Management 1c Elect Director Stephanie A. Burns For For Management 1d Elect Director Richard T. Clark For For Management 1e Elect Director Robert F. Cummings, Jr. For For Management 1f Elect Director Deborah A. Henretta For For Management 1g Elect Director Daniel P. Huttenlocher For For Management 1h Elect Director Kurt M. Landgraf For For Management 1i Elect Director Kevin J. Martin For For Management 1j Elect Director Deborah D. Rieman For For Management 1k Elect Director Hansel E. Tookes, II For For Management 1l Elect Director Wendell P. Weeks For For Management 1m Elect Director Mark S. Wrighton For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- CUMMINS INC. Ticker: CMI Security ID: 231021106 Meeting Date: MAY 12, 2020 Meeting Type: Annual Record Date: MAR 10, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director N. Thomas Linebarger For For Management 2 Elect Director Robert J. Bernhard For For Management 3 Elect Director Franklin R. Chang Diaz For For Management 4 Elect Director Bruno V. Di Leo Allen For For Management 5 Elect Director Stephen B. Dobbs For For Management 6 Elect Director Robert K. Herdman For For Management 7 Elect Director Alexis M. Herman For For Management 8 Elect Director Thomas J. Lynch For For Management 9 Elect Director William I. Miller For For Management 10 Elect Director Georgia R. Nelson For For Management 11 Elect Director Karen H. Quintos For For Management 12 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 13 Ratify PricewaterhouseCoopers LLP as For For Management Auditor 14 Require Shareholder Approval of Bylaw Against Against Shareholder Amendments Adopted by the Board of Directors -------------------------------------------------------------------------------- DISCOVER FINANCIAL SERVICES Ticker: DFS Security ID: 254709108 Meeting Date: MAY 14, 2020 Meeting Type: Annual Record Date: MAR 16, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jeffrey S. Aronin For For Management 1.2 Elect Director Mary K. Bush For For Management 1.3 Elect Director Gregory C. Case For For Management 1.4 Elect Director Candace H. Duncan For For Management 1.5 Elect Director Joseph F. Eazor For For Management 1.6 Elect Director Cynthia A. Glassman For For Management 1.7 Elect Director Roger C. Hochschild For For Management 1.8 Elect Director Thomas G. Maheras For For Management 1.9 Elect Director Michael H. Moskow For For Management 1.10 Elect Director Mark A. Thierer For For Management 1.11 Elect Director Lawrence A. Weinbach - None None Management Withdrawn Resolution 1.12 Elect Director Jennifer L. Wong For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- EATON CORPORATION PLC Ticker: ETN Security ID: G29183103 Meeting Date: APR 22, 2020 Meeting Type: Annual Record Date: FEB 24, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Craig Arnold For For Management 1b Elect Director Christopher M. Connor For For Management 1c Elect Director Michael J. Critelli For For Management 1d Elect Director Richard H. Fearon For For Management 1e Elect Director Olivier Leonetti For For Management 1f Elect Director Deborah L. McCoy For For Management 1g Elect Director Silvio Napoli For For Management 1h Elect Director Gregory R. Page For For Management 1i Elect Director Sandra Pianalto For For Management 1j Elect Director Lori J. Ryerkerk For For Management 1k Elect Director Gerald B. Smith For For Management 1l Elect Director Dorothy C. Thompson For For Management 2 Approve Omnibus Stock Plan For For Management 3 Approve Ernst & Young LLP as Auditors For For Management and Authorize Board to Fix Their Remuneration 4 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 5 Authorize Issue of Equity with For For Management Pre-emptive Rights 6 Authorize Issue of Equity without For For Management Pre-emptive Rights 7 Authorize Share Repurchase of Issued For For Management Share Capital -------------------------------------------------------------------------------- EMBRAER SA Ticker: EMBR3 Security ID: 29082A107 Meeting Date: APR 29, 2020 Meeting Type: Annual/Special Record Date: MAR 23, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports for Fiscal Year Ended Dec. 31, 2019 2 Approve Treatment of Net Loss For For Management 3 Elect Fiscal Council Members For For Management 4 Approve Remuneration of Company's For For Management Management 5 Approve Remuneration of Fiscal Council For For Management Members 1 Amend Articles For For Management 2 Amend Articles Re: Indemnity Provision For For Management 3 Consolidate Bylaws For For Management 4 Approve Long-Term Incentive Plan For For Management -------------------------------------------------------------------------------- EQUITABLE HOLDINGS, INC. Ticker: EQH Security ID: 29452E101 Meeting Date: MAY 20, 2020 Meeting Type: Annual Record Date: MAR 23, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Daniel G. Kaye For For Management 1.2 Elect Director Joan Lamm-Tennant For For Management 1.3 Elect Director Kristi A. Matus For For Management 1.4 Elect Director Ramon de Oliveira For For Management 1.5 Elect Director Mark Pearson For For Management 1.6 Elect Director Bertram L. Scott For For Management 1.7 Elect Director George Stansfield For For Management 1.8 Elect Director Charles G.T. Stonehill For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Omnibus Stock Plan For For Management -------------------------------------------------------------------------------- FIFTH THIRD BANCORP Ticker: FITB Security ID: 316773100 Meeting Date: APR 14, 2020 Meeting Type: Annual Record Date: FEB 21, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Nicholas K. Akins For For Management 1.2 Elect Director B. Evan Bayh, III For For Management 1.3 Elect Director Jorge L. Benitez For For Management 1.4 Elect Director Katherine B. Blackburn For For Management 1.5 Elect Director Emerson L. Brumback For For Management 1.6 Elect Director Jerry W. Burris For For Management 1.7 Elect Director Greg D. Carmichael For For Management 1.8 Elect Director C. Bryan Daniels For For Management 1.9 Elect Director Thomas H. Harvey For For Management 1.10 Elect Director Gary R. Heminger For For Management 1.11 Elect Director Jewell D. Hoover For For Management 1.12 Elect Director Eileen A. Mallesch For For Management 1.13 Elect Director Michael B. McCallister For For Management 1.14 Elect Director Marsha C. Williams For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Advisory Vote on Say on Pay Frequency One Year One Year Management -------------------------------------------------------------------------------- GENERAL ELECTRIC COMPANY Ticker: GE Security ID: 369604103 Meeting Date: MAY 05, 2020 Meeting Type: Annual Record Date: MAR 09, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Sebastien Bazin For For Management 2 Elect Director Ashton Carter For For Management 3 Elect Director H. Lawrence Culp, Jr. For For Management 4 Elect Director Francisco D'Souza For For Management 5 Elect Director Edward Garden For For Management 6 Elect Director Thomas W. Horton For For Management 7 Elect Director Risa Lavizzo-Mourey For For Management 8 Elect Director Catherine Lesjak For For Management 9 Elect Director Paula Rosput Reynolds For For Management 10 Elect Director Leslie Seidman For For Management 11 Elect Director James Tisch For For Management 12 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 13 Ratify KPMG LLP as Auditors For For Management 14 Require Independent Board Chairman Against Against Shareholder -------------------------------------------------------------------------------- GENERAL MOTORS COMPANY Ticker: GM Security ID: 37045V100 Meeting Date: JUN 16, 2020 Meeting Type: Annual Record Date: APR 17, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Mary T. Barra For For Management 1b Elect Director Wesley G. Bush For For Management 1c Elect Director Linda R. Gooden For For Management 1d Elect Director Joseph Jimenez For For Management 1e Elect Director Jane L. Mendillo For For Management 1f Elect Director Judith A. Miscik For For Management 1g Elect Director Patricia F. Russo For For Management 1h Elect Director Thomas M. Schoewe For For Management 1i Elect Director Theodore M. Solso For For Management 1j Elect Director Carol M. Stephenson For For Management 1k Elect Director Devin N. Wenig For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Ratify Ernst & Young LLP as Auditors For For Management 5 Approve Omnibus Stock Plan For For Management 6 Provide Right to Act by Written Consent Against Against Shareholder 7 Amend Proxy Access Right Against Against Shareholder 8 Report on Human Rights Policy Against Against Shareholder Implementation 9 Report on Lobbying Payments and Policy Against Against Shareholder -------------------------------------------------------------------------------- GLAXOSMITHKLINE PLC Ticker: GSK Security ID: 37733W105 Meeting Date: MAY 06, 2020 Meeting Type: Annual Record Date: MAR 16, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For For Management 3 Approve Remuneration Policy For For Management 4 Elect Sir Jonathan Symonds as Director For For Management 5 Elect Charles Bancroft as Director For For Management 6 Re-elect Emma Walmsley as Director For For Management 7 Re-elect Vindi Banga as Director For For Management 8 Re-elect Dr Hal Barron as Director For For Management 9 Re-elect Dr Vivienne Cox as Director For For Management 10 Re-elect Lynn Elsenhans as Director For For Management 11 Re-elect Dr Laurie Glimcher as Director For For Management 12 Re-elect Dr Jesse Goodman as Director For For Management 13 Re-elect Judy Lewent as Director For For Management 14 Re-elect Iain Mackay as Director For For Management 15 Re-elect Urs Rohner as Director For For Management 16 Reappoint Deloitte LLP as Auditors For For Management 17 Authorise the Audit & Risk Committee For For Management to Fix Remuneration of Auditors 18 Authorise EU Political Donations and For For Management Expenditure 19 Authorise Issue of Equity For For Management 20 Authorise Issue of Equity without For For Management Pre-emptive Rights 21 Authorise Issue of Equity without For For Management Pre-emptive Rights in Connection with an Acquisition or Other Capital Investment 22 Authorise Market Purchase of Ordinary For For Management Shares 23 Approve the Exemption from Statement For For Management of the Name of the Senior Statutory Auditor in Published Copies of the Auditors' Reports 24 Authorise the Company to Call General For For Management Meeting with Two Weeks' Notice -------------------------------------------------------------------------------- HALLIBURTON COMPANY Ticker: HAL Security ID: 406216101 Meeting Date: MAY 19, 2020 Meeting Type: Annual Record Date: MAR 20, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Abdulaziz F. Al Khayyal For For Management 1b Elect Director William E. Albrecht For For Management 1c Elect Director M. Katherine Banks For For Management 1d Elect Director Alan M. Bennett For For Management 1e Elect Director Milton Carroll For For Management 1f Elect Director Nance K. Dicciani For For Management 1g Elect Director Murry S. Gerber For For Management 1h Elect Director Patricia Hemingway Hall For For Management 1i Elect Director Robert A. Malone For For Management 1j Elect Director Jeffrey A. Miller For For Management 2 Ratify KPMG LLP as Auditor For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Omnibus Stock Plan For For Management -------------------------------------------------------------------------------- HARLEY-DAVIDSON, INC. Ticker: HOG Security ID: 412822108 Meeting Date: MAY 21, 2020 Meeting Type: Annual Record Date: MAR 12, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Troy Alstead For For Management 1.2 Elect Director R. John Anderson For For Management 1.3 Elect Director Michael J. Cave For For Management 1.4 Elect Director Allan Golston For For Management 1.5 Elect Director Sara L. Levinson For For Management 1.6 Elect Director N. Thomas Linebarger For For Management 1.7 Elect Director Brian R. Niccol For For Management 1.8 Elect Director Maryrose T. Sylvester For For Management 1.9 Elect Director Jochen Zeitz For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Provide Proxy Access Right For For Management 4 Approve Omnibus Stock Plan For For Management 5 Ratify Ernst & Young LLP as Auditor For For Management -------------------------------------------------------------------------------- HCA HEALTHCARE, INC. Ticker: HCA Security ID: 40412C101 Meeting Date: MAY 01, 2020 Meeting Type: Annual Record Date: MAR 09, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Thomas F. Frist, III For For Management 1b Elect Director Samuel N. Hazen For For Management 1c Elect Director Meg G. Crofton For For Management 1d Elect Director Robert J. Dennis For For Management 1e Elect Director Nancy-Ann DeParle For For Management 1f Elect Director William R. Frist For For Management 1g Elect Director Charles O. Holliday, Jr. For For Management 1h Elect Director Michael W. Michelson For For Management 1i Elect Director Wayne J. Riley For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Approve Omnibus Stock Plan For For Management 5 Provide Right to Call Special Meeting For For Management 6 Provide Right to Act by Written Consent Against Against Shareholder -------------------------------------------------------------------------------- HESS CORPORATION Ticker: HES Security ID: 42809H107 Meeting Date: JUN 03, 2020 Meeting Type: Annual Record Date: APR 09, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Terrence J. Checki For For Management 1b Elect Director Leonard S. Coleman, Jr. For For Management 1c Elect Director Joaquin Duato For For Management 1d Elect Director John B. Hess For For Management 1e Elect Director Edith E. Holiday For For Management 1f Elect Director Marc S. Lipschultz For For Management 1g Elect Director David McManus For For Management 1h Elect Director Kevin O. Meyers For For Management 1i Elect Director James H. Quigley For For Management 1j Elect Director William G. Schrader For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- HEWLETT PACKARD ENTERPRISE COMPANY Ticker: HPE Security ID: 42824C109 Meeting Date: APR 01, 2020 Meeting Type: Annual Record Date: FEB 03, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Daniel Ammann For For Management 1b Elect Director Pamela L. Carter For For Management 1c Elect Director Jean M. Hobby For For Management 1d Elect Director George R. Kurtz For For Management 1e Elect Director Raymond J. Lane For For Management 1f Elect Director Ann M. Livermore For For Management 1g Elect Director Antonio F. Neri For For Management 1h Elect Director Charles H. Noski For For Management 1i Elect Director Raymond E. Ozzie For For Management 1j Elect Director Gary M. Reiner For For Management 1k Elect Director Patricia F. Russo For For Management 1l Elect Director Lip-Bu Tan For For Management 1m Elect Director Mary Agnes Wilderotter For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Require Shareholder Approval of Bylaw Against Against Shareholder Amendments Adopted by the Board of Directors -------------------------------------------------------------------------------- INTERNATIONAL PAPER COMPANY Ticker: IP Security ID: 460146103 Meeting Date: MAY 11, 2020 Meeting Type: Annual Record Date: MAR 12, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director William J. Burns For For Management 1b Elect Director Christopher M. Connor For For Management 1c Elect Director Ahmet C. Dorduncu For For Management 1d Elect Director Ilene S. Gordon For For Management 1e Elect Director Anders Gustafsson For For Management 1f Elect Director Jacqueline C. Hinman For For Management 1g Elect Director Clinton A. Lewis, Jr. For For Management 1h Elect Director Kathryn D. Sullivan For For Management 1i Elect Director Mark S. Sutton For For Management 1j Elect Director J. Steven Whisler For For Management 1k Elect Director Ray G. Young For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Reduce Ownership Threshold for Against Against Shareholder Shareholders to Call Special Meeting -------------------------------------------------------------------------------- JOHNSON CONTROLS INTERNATIONAL PLC Ticker: JCI Security ID: G51502105 Meeting Date: MAR 04, 2020 Meeting Type: Annual Record Date: JAN 02, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Jean Blackwell For For Management 1b Elect Director Pierre Cohade For For Management 1c Elect Director Michael E. Daniels For For Management 1d Elect Director Juan Pablo del Valle For For Management Perochena 1e Elect Director W. Roy Dunbar For For Management 1f Elect Director Gretchen R. Haggerty For For Management 1g Elect Director Simone Menne For For Management 1h Elect Director George R. Oliver For For Management 1i Elect Director Jurgen Tinggren For For Management 1j Elect Director Mark Vergnano For For Management 1k Elect Director R. David Yost For For Management 1l Elect Director John D. Young For For Management 2a Ratify PricewaterhouseCoopers LLP as For For Management Auditors 2b Authorize Board to Fix Remuneration of For For Management Auditors 3 Authorize Market Purchases of Company For For Management Shares 4 Determine Price Range for Reissuance For For Management of Treasury Shares 5 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 6 Approve the Directors' Authority to For For Management Allot Shares 7 Approve the Disapplication of For For Management Statutory Pre-Emption Rights -------------------------------------------------------------------------------- KOSMOS ENERGY LTD. Ticker: KOS Security ID: 500688106 Meeting Date: JUN 10, 2020 Meeting Type: Annual Record Date: APR 13, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1A Elect Director Andrew G. Inglis For For Management 1B Elect Director Richard Dearlove For For Management 2 Approve Ernst & Young LLP as Auditors For For Management and Authorize Board to Fix Their Remuneration Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Approve Reverse Stock Split For For Management -------------------------------------------------------------------------------- MAGNA INTERNATIONAL INC. Ticker: MG Security ID: 559222401 Meeting Date: MAY 07, 2020 Meeting Type: Annual Record Date: MAR 20, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Scott B. Bonham For For Management 1.2 Elect Director Peter G. Bowie For For Management 1.3 Elect Director Mary S. Chan For For Management 1.4 Elect Director V. Peter Harder For For Management 1.5 Elect Director Kurt J. Lauk For For Management 1.6 Elect Director Robert F. MacLellan For For Management 1.7 Elect Director Cynthia A. Niekamp For For Management 1.8 Elect Director William A. Ruh For For Management 1.9 Elect Director Indira V. Samarasekera For For Management 1.10 Elect Director Donald J. Walker For For Management 1.11 Elect Director Lisa S. Westlake For For Management 1.12 Elect Director William L. Young For For Management 2 Approve Deloitte LLP as Auditors and For For Management Authorize Board to Fix Their Remuneration 3 Advisory Vote on Executive For For Management Compensation Approach -------------------------------------------------------------------------------- MARATHON OIL CORPORATION Ticker: MRO Security ID: 565849106 Meeting Date: MAY 27, 2020 Meeting Type: Annual Record Date: MAR 31, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Gregory H. Boyce For For Management 1b Elect Director Chadwick C. Deaton For For Management 1c Elect Director Marcela E. Donadio For For Management 1d Elect Director Jason B. Few For For Management 1e Elect Director Douglas L. Foshee For For Management 1f Elect Director M. Elise Hyland For For Management 1g Elect Director Lee M. Tillman For For Management 1h Elect Director J. Kent Wells For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- MARATHON PETROLEUM CORPORATION Ticker: MPC Security ID: 56585A102 Meeting Date: APR 29, 2020 Meeting Type: Annual Record Date: MAR 02, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Declassify the Board of Directors For For Management 2a Elect Director Steven A. Davis For For Management 2b Elect Director J. Michael Stice For For Management 2c Elect Director John P. Surma For For Management 2d Elect Director Susan Tomasky For For Management 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 5 Adopt Simple Majority Vote For For Shareholder 6 Report on Integrating Community Against Against Shareholder Impacts Into Executive Compensation Program -------------------------------------------------------------------------------- MEDTRONIC PLC Ticker: MDT Security ID: G5960L103 Meeting Date: DEC 06, 2019 Meeting Type: Annual Record Date: OCT 10, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Richard H. Anderson For For Management 1b Elect Director Craig Arnold For For Management 1c Elect Director Scott C. Donnelly For For Management 1d Elect Director Andrea J. Goldsmith For For Management 1e Elect Director Randall J. Hogan, III For For Management 1f Elect Director Omar Ishrak For For Management 1g Elect Director Michael O. Leavitt For For Management 1h Elect Director James T. Lenehan For For Management 1i Elect Director Geoffrey S. Martha For For Management 1j Elect Director Elizabeth G. Nabel For For Management 1k Elect Director Denise M. O'Leary For For Management 1l Elect Director Kendall J. Powell For For Management 2 Approve PricewaterhouseCoopers LLP as For For Management Auditors and Authorize Board to Fix Their Remuneration 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Renew the Board's Authority to Issue For For Management Shares Under Irish Law 5 Renew the Board's Authority to Opt-Out For For Management of Statutory Pre-Emptions Rights Under Irish Law 6 Authorize Overseas Market Purchases of For For Management Ordinary Shares -------------------------------------------------------------------------------- MICROSOFT CORPORATION Ticker: MSFT Security ID: 594918104 Meeting Date: DEC 04, 2019 Meeting Type: Annual Record Date: OCT 08, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William H. Gates, III For For Management 1.2 Elect Director Reid G. Hoffman For For Management 1.3 Elect Director Hugh F. Johnston For For Management 1.4 Elect Director Teri L. List-Stoll For For Management 1.5 Elect Director Satya Nadella For For Management 1.6 Elect Director Sandra E. Peterson For For Management 1.7 Elect Director Penny S. Pritzker For For Management 1.8 Elect Director Charles W. Scharf For For Management 1.9 Elect Director Arne M. Sorenson For For Management 1.10 Elect Director John W. Stanton For For Management 1.11 Elect Director John W. Thompson For For Management 1.12 Elect Director Emma N. Walmsley For For Management 1.13 Elect Director Padmasree Warrior For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors 4 Report on Employee Representation on Against Against Shareholder the Board of Directors 5 Report on Gender Pay Gap Against Against Shareholder -------------------------------------------------------------------------------- MONDELEZ INTERNATIONAL, INC. Ticker: MDLZ Security ID: 609207105 Meeting Date: MAY 13, 2020 Meeting Type: Annual Record Date: MAR 12, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lewis W.K. Booth For For Management 1.2 Elect Director Charles E. Bunch For For Management 1.3 Elect Director Debra A. Crew For For Management 1.4 Elect Director Lois D. Juliber For For Management 1.5 Elect Director Peter W. May For For Management 1.6 Elect Director Jorge S. Mesquita For For Management 1.7 Elect Director Fredric G. Reynolds For For Management 1.8 Elect Director Christiana S. Shi For For Management 1.9 Elect Director Patrick T. Siewert For For Management 1.10 Elect Director Michael A. Todman For For Management 1.11 Elect Director Jean-Francois M. L. van For For Management Boxmeer 1.12 Elect Director Dirk Van de Put For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Consider Pay Disparity Between Against Against Shareholder Executives and Other Employees -------------------------------------------------------------------------------- MORGAN STANLEY Ticker: MS Security ID: 617446448 Meeting Date: MAY 21, 2020 Meeting Type: Annual Record Date: MAR 23, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Elizabeth Corley For For Management 1b Elect Director Alistair Darling For For Management 1c Elect Director Thomas H. Glocer For For Management 1d Elect Director James P. Gorman For For Management 1e Elect Director Robert H. Herz For For Management 1f Elect Director Nobuyuki Hirano For For Management 1g Elect Director Stephen J. Luczo For For Management 1h Elect Director Jami Miscik For For Management 1i Elect Director Dennis M. Nally For For Management 1j Elect Director Takeshi Ogasawara For For Management 1k Elect Director Hutham S. Olayan For For Management 1l Elect Director Mary L. Schapiro For For Management 1m Elect Director Perry M. Traquina For For Management 1n Elect Director Rayford Wilkins, Jr. For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- MURPHY OIL CORPORATION Ticker: MUR Security ID: 626717102 Meeting Date: MAY 13, 2020 Meeting Type: Annual Record Date: MAR 16, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director T. Jay Collins For For Management 1b Elect Director Steven A. Cosse For For Management 1c Elect Director Claiborne P. Deming For For Management 1d Elect Director Lawrence R. Dickerson For For Management 1e Elect Director Roger W. Jenkins For For Management 1f Elect Director Elisabeth W. Keller For For Management 1g Elect Director James V. Kelley For For Management 1h Elect Director Walentin Mirosh For For Management 1i Elect Director R. Madison Murphy For For Management 1j Elect Director Jeffrey W. Nolan For For Management 1k Elect Director Robert N. Ryan, Jr. For For Management 1l Elect Director Neal E. Schmale For For Management 1m Elect Director Laura A. Sugg For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Approve Omnibus Stock Plan For For Management 4 Ratify KPMG LLP as Auditor For For Management -------------------------------------------------------------------------------- NATIONAL OILWELL VARCO, INC. Ticker: NOV Security ID: 637071101 Meeting Date: MAY 20, 2020 Meeting Type: Annual Record Date: MAR 23, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1A Elect Director Clay C. Williams For For Management 1B Elect Director Greg L. Armstrong For For Management 1C Elect Director Marcela E. Donadio For For Management 1D Elect Director Ben A. Guill For For Management 1E Elect Director James T. Hackett For For Management 1F Elect Director David D. Harrison For For Management 1G Elect Director Eric L. Mattson For For Management 1H Elect Director Melody B. Meyer For For Management 1I Elect Director William R. Thomas For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Omnibus Stock Plan For For Management -------------------------------------------------------------------------------- OMNICOM GROUP INC. Ticker: OMC Security ID: 681919106 Meeting Date: JUN 09, 2020 Meeting Type: Annual Record Date: APR 22, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John D. Wren For For Management 1.2 Elect Director Mary C. Choksi For For Management 1.3 Elect Director Leonard S. Coleman, Jr. For For Management 1.4 Elect Director Susan S. Denison For For Management 1.5 Elect Director Ronnie S. Hawkins For For Management 1.6 Elect Director Deborah J. Kissire For For Management 1.7 Elect Director Gracia C. Martore For For Management 1.8 Elect Director Linda Johnson Rice For For Management 1.9 Elect Director Valerie M. Williams For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify KPMG LLP as Auditors For For Management 4 Amend Proxy Access Right Against Against Shareholder -------------------------------------------------------------------------------- PACCAR INC Ticker: PCAR Security ID: 693718108 Meeting Date: APR 21, 2020 Meeting Type: Annual Record Date: FEB 25, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Mark C. Pigott For For Management 1.2 Elect Director Dame Alison J. Carnwath For For Management 1.3 Elect Director Franklin L. Feder For For Management 1.4 Elect Director R. Preston Feight For For Management 1.5 Elect Director Beth E. Ford For For Management 1.6 Elect Director Kirk S. Hachigian For For Management 1.7 Elect Director Roderick C. McGeary For For Management 1.8 Elect Director John M. Pigott For For Management 1.9 Elect Director Mark A. Schulz For For Management 1.10 Elect Director Gregory M. E. Spierkel For For Management 1.11 Elect Director Charles R. Williamson For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Amend Certificate of Incorporation to For For Management Confirm Shareholders Right to Call Special Meetings 4 Provide Right to Act by Written Consent Against Against Shareholder -------------------------------------------------------------------------------- PPL CORPORATION Ticker: PPL Security ID: 69351T106 Meeting Date: MAY 13, 2020 Meeting Type: Annual Record Date: FEB 28, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director John W. Conway For For Management 1b Elect Director Steven G. Elliott For For Management 1c Elect Director Raja Rajamannar For For Management 1d Elect Director Craig A. Rogerson For For Management 1e Elect Director Vincent Sorgi For For Management 1f Elect Director William H. Spence For For Management 1g Elect Director Natica von Althann For For Management 1h Elect Director Keith H. Williamson For For Management 1i Elect Director Phoebe A. Wood For For Management 1j Elect Director Armando Zagalo de Lima For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors 4 Require Independent Board Chairman Against Against Shareholder -------------------------------------------------------------------------------- ROYAL DUTCH SHELL PLC Ticker: RDSB Security ID: 780259206 Meeting Date: MAY 19, 2020 Meeting Type: Annual Record Date: APR 08, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Policy For For Management 3 Approve Remuneration Report For For Management 4 Elect Dick Boer as Director For For Management 5 Elect Andrew Mackenzie as Director For For Management 6 Elect Martina Hund-Mejean as Director For For Management 7 Re-elect Ben van Beurden as Director For For Management 8 Re-elect Neil Carson as Director For For Management 9 Re-elect Ann Godbehere as Director For For Management 10 Re-elect Euleen Goh as Director For For Management 11 Re-elect Charles Holliday as Director For For Management 12 Re-elect Catherine Hughes as Director For For Management 13 Re-elect Sir Nigel Sheinwald as For For Management Director 14 Re-elect Jessica Uhl as Director For For Management 15 Re-elect Gerrit Zalm as Director For For Management 16 Reappoint Ernst & Young LLP as Auditors For For Management 17 Authorise the Audit Committee to Fix For For Management Remuneration of Auditors 18 Authorise Issue of Equity For For Management 19 Authorise Issue of Equity without For For Management Pre-emptive Rights 20 Authorise Market Purchase of Ordinary For For Management Shares 21 Request Shell to Set and Publish Against Against Shareholder Targets for Greenhouse Gas (GHG) Emissions -------------------------------------------------------------------------------- SANOFI Ticker: SAN Security ID: 80105N105 Meeting Date: APR 28, 2020 Meeting Type: Annual Record Date: MAR 30, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Treatment of Losses and For For Management Dividends of EUR 3.15 per Share 4 Approve Auditors' Special Report on For For Management Related-Party Transactions 5 Ratify Appointment of Paul Hudson as For For Management Director 6 Reelect Laurent Attal as Director For For Management 7 Reelect Carole Piwnica as Director For For Management 8 Reelect Diane Souza as Director For For Management 9 Reelect Thomas Sudhof as Director For For Management 10 Elect Rachel Duan as Director For For Management 11 Elect Lise Kingo as Director For For Management 12 Approve Remuneration of Directors in For For Management the Aggregate Amount of EUR 2 Million 13 Approve Remuneration Policy of For For Management Directors 14 Approve Remuneration Policy of For For Management Chairman of the Board 15 Approve Remuneration Policy of CEO For For Management 16 Approve Compensation Report of For For Management Corporate Officers 17 Approve Compensation of Serge For For Management Weinberg, Chairman of the Board 18 Approve Compensation of Paul Hudson, For For Management CEO Since Sept. 1, 2019 19 Approve Compensation of Olivier For For Management Brandicourt, CEO Until Aug. 31, 2019 20 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 21 Authorize Filing of Required For For Management Documents/Other Formalities -------------------------------------------------------------------------------- STATE STREET CORPORATION Ticker: STT Security ID: 857477103 Meeting Date: MAY 20, 2020 Meeting Type: Annual Record Date: MAR 11, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Patrick de Saint-Aignan For For Management 1b Elect Director Marie A. Chandoha For For Management 1c Elect Director Lynn A. Dugle For For Management 1d Elect Director Amelia C. Fawcett For For Management 1e Elect Director William C. Freda For For Management 1f Elect Director Sara Mathew For For Management 1g Elect Director William L. Meaney For For Management 1h Elect Director Ronald P. O'Hanley For For Management 1i Elect Director Sean O'Sullivan For For Management 1j Elect Director Richard P. Sergel For For Management 1k Elect Director Gregory L. Summe For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- TE CONNECTIVITY LTD. Ticker: TEL Security ID: H84989104 Meeting Date: MAR 11, 2020 Meeting Type: Annual Record Date: FEB 20, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Pierre R. Brondeau For For Management 1b Elect Director Terrence R. Curtin For For Management 1c Elect Director Carol A. ('John') For For Management Davidson 1d Elect Director Lynn A. Dugle For For Management 1e Elect Director William A. Jeffrey For For Management 1f Elect Director David M. Kerko For For Management 1g Elect Director Thomas J. Lynch For For Management 1h Elect Director Yong Nam For For Management 1i Elect Director Daniel J. Phelan For For Management 1j Elect Director Abhijit Y. Talwalkar For For Management 1k Elect Director Mark C. Trudeau For For Management 1l Elect Director Dawn C. Willoughby For For Management 1m Elect Director Laura H. Wright For For Management 2 Elect Board Chairman Thomas J. Lynch For For Management 3a Elect Daniel J. Phelan as Member of For For Management Management Development and Compensation Committee 3b Elect Abhijit Y. Talwalkar as Member For For Management of Management Development and Compensation Committee 3c Elect Mark C. Trudeau as Member of For For Management Management Development and Compensation Committee 3d Elect Dawn C. Willoughby as Member of For For Management Management Development and Compensation Committee 4 Designate Rene Schwarzenbach as For For Management Independent Proxy 5.1 Accept Annual Report for Fiscal Year For For Management Ended September 27, 2019 5.2 Accept Statutory Financial Statements For For Management for Fiscal Year Ended September 27, 2019 5.3 Approve Consolidated Financial For For Management Statements for Fiscal Year Ended September 27, 2019 6 Approve Discharge of Board and Senior For For Management Management 7.1 Ratify Deloitte & Touche LLP as For For Management Independent Registered Public Accounting Firm for Fiscal Year 2020 7.2 Ratify Deloitte AG as Swiss Registered For For Management Auditors 7.3 Ratify PricewaterhouseCoopers AG as For For Management Special Auditors 8 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 9 Approve the Increase in Maximum For For Management Aggregate Remuneration of Executive Management 10 Approve the Increase in Maximum For For Management Aggregate Remuneration of Board of Directors 11 Approve Allocation of Available For For Management Earnings at September 27, 2019 12 Approve Declaration of Dividend For For Management 13 Amend Articles of Association Re: For For Management Authorized Capital 14 Approve Reduction of Share Capital For For Management 15 Adjourn Meeting For For Management -------------------------------------------------------------------------------- TELEFONAKTIEBOLAGET LM ERICSSON Ticker: ERIC.B Security ID: 294821608 Meeting Date: MAR 31, 2020 Meeting Type: Annual Record Date: FEB 11, 2020 # Proposal Mgt Rec Vote Cast Sponsor A Indicate FOR if you are both the None Did Not Vote Management Record Holder and Beneficial Owner of the ADS or AGAINST if you are the Record Holder of such ADS Acting on Behalf of the Beneficial Owner 1 Elect Chairman of Meeting For Did Not Vote Management 2 Prepare and Approve List of None None Management Shareholders 3 Approve Agenda of Meeting None None Management 4 Acknowledge Proper Convening of Meeting None None Management 5 Designate Inspector(s) of Minutes of None None Management Meeting 6 Receive Financial Statements and None None Management Statutory Reports 7 Receive President's Report None None Management 8.1 Accept Financial Statements and For Did Not Vote Management Statutory Reports 8.2 Approve Discharge of Board and For Did Not Vote Management President 8.3 Approve Allocation of Income and For Did Not Vote Management Dividends of SEK 1.50 Per Share 9 Determine Number of Directors (10) and For Did Not Vote Management Deputy Directors (0) of Board 10 Approve Remuneration of Directors in For Did Not Vote Management the Amount of SEK 4.2 Million for Chairman and SEK 1.05 Million for Other Directors, Approve Remuneration for Committee Work 11.1 Reelect Jon Baksaas as Director For Did Not Vote Management 11.2 Reelect Jan Carlson as Director For Did Not Vote Management 11.3 Reelect Nora Denzel as Director For Did Not Vote Management 11.4 Reelect Borje Ekholm as Director For Did Not Vote Management 11.5 Reelect Eric A. Elzvik as Director For Did Not Vote Management 11.6 Reelect Kurt Jofs as Director For Did Not Vote Management 11.7 Reelect Ronnie Leten as Director For Did Not Vote Management 11.8 Reelect Kristin S. Rinne as Director For Did Not Vote Management 11.9 Reelect Helena Stjernholm as Director For Did Not Vote Management 11.10 Reelect Jacob Wallenberg as Director For Did Not Vote Management 12 Reelect Ronnie Leten as Board Chairman For Did Not Vote Management 13 Determine Number of Auditors (1) and For Did Not Vote Management Deputy Auditors (0) 14 Approve Remuneration of Auditors For Did Not Vote Management 15 Ratify Deloitte as Auditors For Did Not Vote Management 16 Approve Remuneration Policy And Other For Did Not Vote Management Terms of Employment For Executive Management 17.1 Approve Long-Term Variable For Did Not Vote Management Compensation Program 2020 (LTV 2020) 17.2 Approve Equity Plan Financing of LTV For Did Not Vote Management 2020 17.3 Approve Alternative Equity Plan For Did Not Vote Management Financing of LTV 2020 18 Approve Equity Plan Financing of LTV For Did Not Vote Management 2018 and 2019 19 Approve Equity Plan Financing of LTV For Did Not Vote Management 2016 and 2017 20.1 Eliminate Differentiated Voting Rights None Did Not Vote Shareholder 20.2 Amend Articles Re: Editorial Changes None Did Not Vote Shareholder 21.1 Instruct Board to Work for the Swedish None Did Not Vote Shareholder Companies Act to be Amended so the Possibility of Differentiation of Voting Rights is Abolished 21.2 Instruct Board to Prepare a Proposal None Did Not Vote Shareholder for Representation of Small and Medium-Sized Shareholders in the Board and Nomination Committee 22 Appoint Special Examination of the None Did Not Vote Shareholder Company's and the Auditors' Actions 23 Instruct the Board to Propose Equal None Did Not Vote Shareholder Voting Rights for All Shares on Annual Meeting 2021 24 Close Meeting None None Management -------------------------------------------------------------------------------- TERADATA CORPORATION Ticker: TDC Security ID: 88076W103 Meeting Date: MAY 05, 2020 Meeting Type: Annual Record Date: MAR 06, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Daniel R. Fishback For For Management 1b Elect Director David E. Kepler For For Management 1c Elect Director Kimberly K. Nelson For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- TEXAS INSTRUMENTS INCORPORATED Ticker: TXN Security ID: 882508104 Meeting Date: APR 23, 2020 Meeting Type: Annual Record Date: FEB 24, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Mark A. Blinn For For Management 1b Elect Director Todd M. Bluedorn For For Management 1c Elect Director Janet F. Clark For For Management 1d Elect Director Carrie S. Cox For For Management 1e Elect Director Martin S. Craighead For For Management 1f Elect Director Jean M. Hobby For For Management 1g Elect Director Michael D. Hsu For For Management 1h Elect Director Ronald Kirk For For Management 1i Elect Director Pamela H. Patsley For For Management 1j Elect Director Robert E. Sanchez For For Management 1k Elect Director Richard k. Templeton For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- THE BANK OF NEW YORK MELLON CORPORATION Ticker: BK Security ID: 064058100 Meeting Date: APR 15, 2020 Meeting Type: Annual Record Date: FEB 18, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Linda Z. Cook For For Management 1b Elect Director Joseph J. Echevarria For For Management 1c Elect Director Thomas P. "Todd" Gibbons For For Management 1d Elect Director Jeffrey A. Goldstein For For Management 1e Elect Director Edmund F. "Ted" Kelly For For Management 1f Elect Director Jennifer B. Morgan For For Management 1g Elect Director Elizabeth E. Robinson For For Management 1h Elect Director Samuel C. Scott, III For For Management 1i Elect Director Frederick O. Terrell For For Management 1j Elect Director Alfred W. "AI" Zollar For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify KPMG LLP as Auditors For For Management 4 Report on Gender Pay Gap Against Against Shareholder 5 Require Shareholder Approval of Bylaw Against Against Shareholder Amendments Adopted by the Board of Directors -------------------------------------------------------------------------------- THE GOLDMAN SACHS GROUP, INC. Ticker: GS Security ID: 38141G104 Meeting Date: APR 30, 2020 Meeting Type: Annual Record Date: MAR 02, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director M. Michele Burns For For Management 1b Elect Director Drew G. Faust For For Management 1c Elect Director Mark A. Flaherty For For Management 1d Elect Director Ellen J. Kullman For For Management 1e Elect Director Lakshmi N. Mittal For For Management 1f Elect Director Adebayo O. Ogunlesi For For Management 1g Elect Director Peter Oppenheimer For For Management 1h Elect Director David M. Solomon For For Management 1i Elect Director Jan E. Tighe For For Management 1j Elect Director David A. Viniar For For Management 1k Elect Director Mark O. Winkelman For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Provide Right to Act by Written Consent Against Against Shareholder 5 Review of Statement on the Purpose of Against Against Shareholder a Corporation -------------------------------------------------------------------------------- THE GOODYEAR TIRE & RUBBER COMPANY Ticker: GT Security ID: 382550101 Meeting Date: APR 06, 2020 Meeting Type: Annual Record Date: FEB 11, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director James A. Firestone For For Management 1b Elect Director Werner Geissler For For Management 1c Elect Director Peter S. Hellman For For Management 1d Elect Director Laurette T. Koellner For For Management 1e Elect Director Richard J. Kramer For For Management 1f Elect Director W. Alan McCollough For For Management 1g Elect Director John E. McGlade For For Management 1h Elect Director Roderick A. Palmore For For Management 1i Elect Director Hera K. Siu For For Management 1j Elect Director Stephanie A. Streeter For For Management 1k Elect Director Michael R. Wessel For For Management 1l Elect Director Thomas L. Williams For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Require Shareholder Approval of Bylaw Against Against Shareholder Amendments Adopted by the Board of Directors -------------------------------------------------------------------------------- THE INTERPUBLIC GROUP OF COMPANIES, INC. Ticker: IPG Security ID: 460690100 Meeting Date: MAY 21, 2020 Meeting Type: Annual Record Date: MAR 30, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jocelyn Carter-Miller For For Management 1.2 Elect Director Mary J. Steele Guilfoile For For Management 1.3 Elect Director Dawn Hudson For For Management 1.4 Elect Director Jonathan F. Miller For For Management 1.5 Elect Director Patrick Q. Moore For For Management 1.6 Elect Director Michael I. Roth For For Management 1.7 Elect Director Linda S. Sanford For For Management 1.8 Elect Director David M. Thomas For For Management 1.9 Elect Director E. Lee Wyatt, Jr. For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Reduce Ownership Threshold for Against Against Shareholder Shareholders to Call Special Meeting -------------------------------------------------------------------------------- THE SOUTHERN COMPANY Ticker: SO Security ID: 842587107 Meeting Date: MAY 27, 2020 Meeting Type: Annual Record Date: MAR 30, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Janaki Akella For For Management 1b Elect Director Juanita Powell Baranco For For Management 1c Elect Director Jon A. Boscia For For Management 1d Elect Director Henry A. 'Hal' Clark, For For Management III 1e Elect Director Anthony F. 'Tony' For For Management Earley, Jr. 1f Elect Director Thomas A. Fanning For For Management 1g Elect Director David J. Grain For For Management 1h Elect Director Donald M. James For For Management 1i Elect Director John D. Johns For For Management 1j Elect Director Dale E. Klein For For Management 1k Elect Director Ernest J. Moniz For For Management 1l Elect Director William G. Smith, Jr. For For Management 1m Elect Director Steven R. Specker For For Management 1n Elect Director E. Jenner Wood, III For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors 4 Require Independent Board Chair Against Against Shareholder 5 Report on Lobbying Payments and Policy Against Against Shareholder -------------------------------------------------------------------------------- THE TRAVELERS COMPANIES, INC. Ticker: TRV Security ID: 89417E109 Meeting Date: MAY 21, 2020 Meeting Type: Annual Record Date: MAR 24, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Alan L. Beller For For Management 1b Elect Director Janet M. Dolan For For Management 1c Elect Director Patricia L. Higgins For For Management 1d Elect Director William J. Kane For For Management 1e Elect Director Clarence Otis, Jr. For For Management 1f Elect Director Elizabeth E. Robinson For For Management 1g Elect Director Philip T. (Pete) For For Management Ruegger, III 1h Elect Director Todd C. Schermerhorn For For Management 1i Elect Director Alan D. Schnitzer For For Management 1j Elect Director Donald J. Shepard For For Management 1k Elect Director Laurie J. Thomsen For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- UNILEVER PLC Ticker: ULVR Security ID: 904767704 Meeting Date: APR 29, 2020 Meeting Type: Annual Record Date: MAR 04, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For For Management 3 Re-elect Nils Andersen as Director For For Management 4 Re-elect Laura Cha as Director For For Management 5 Re-elect Vittorio Colao as Director For For Management 6 Re-elect Dr Judith Hartmann as Director For For Management 7 Re-elect Alan Jope as Director For For Management 8 Re-elect Andrea Jung as Director For For Management 9 Re-elect Susan Kilsby as Director For For Management 10 Re-elect Strive Masiyiwa as Director For For Management 11 Re-elect Youngme Moon as Director For For Management 12 Re-elect Graeme Pitkethly as Director For For Management 13 Re-elect John Rishton as Director For For Management 14 Re-elect Feike Sijbesma as Director For For Management 15 Reappoint KPMG LLP as Auditors For For Management 16 Authorise Board to Fix Remuneration of For For Management Auditors 17 Authorise EU Political Donations and For For Management Expenditure 18 Authorise Issue of Equity For For Management 19 Authorise Issue of Equity without For For Management Pre-emptive Rights 20 Authorise Issue of Equity without For For Management Pre-emptive Rights in Connection with an Acquisition or Other Capital Investment 21 Authorise Market Purchase of Ordinary For For Management Shares 22 Authorise the Company to Call General For For Management Meeting with Two Weeks' Notice -------------------------------------------------------------------------------- UNITEDHEALTH GROUP INCORPORATED Ticker: UNH Security ID: 91324P102 Meeting Date: JUN 01, 2020 Meeting Type: Annual Record Date: APR 07, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Richard T. Burke For For Management 1b Elect Director Timothy P. Flynn For For Management 1c Elect Director Stephen J. Hemsley For For Management 1d Elect Director Michele J. Hooper For For Management 1e Elect Director F. William McNabb, III For For Management 1f Elect Director Valerie C. Montgomery For For Management Rice 1g Elect Director John H. Noseworthy For For Management 1h Elect Director Glenn M. Renwick For For Management 1i Elect Director David S. Wichmann For For Management 1j Elect Director Gail R. Wilensky For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors 4 Approve Omnibus Stock Plan For For Management 5 Require Shareholder Approval of Bylaw Against Against Shareholder Amendments Adopted by the Board of Directors -------------------------------------------------------------------------------- WELLS FARGO & COMPANY Ticker: WFC Security ID: 949746101 Meeting Date: APR 28, 2020 Meeting Type: Annual Record Date: FEB 28, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Steven D. Black For For Management 1b Elect Director Celeste A. Clark For For Management 1c Elect Director Theodore F. Craver, Jr. For For Management 1d Elect Director Wayne M. Hewett For For Management 1e Elect Director Donald M. James For For Management 1f Elect Director Maria R. Morris For For Management 1g Elect Director Charles H. Noski For For Management 1h Elect Director Richard B. Payne, Jr. For For Management 1i Elect Director Juan A. Pujadas For For Management 1j Elect Director Ronald L. Sargent For For Management 1k Elect Director Charles W. Scharf For For Management 1l Elect Director Suzanne M. Vautrinot For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify KPMG LLP as Auditors For For Management 4 Require Shareholder Approval of Bylaw Against Against Shareholder Amendments Adopted by the Board of Directors 5 Report on Incentive-Based Compensation Against Against Shareholder and Risks of Material Losses 6 Report on Global Median Gender Pay Gap Against Against Shareholder -------------------------------------------------------------------------------- ZIMMER BIOMET HOLDINGS, INC. Ticker: ZBH Security ID: 98956P102 Meeting Date: MAY 08, 2020 Meeting Type: Annual Record Date: MAR 09, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Christopher B. Begley For For Management 1b Elect Director Betsy J. Bernard For For Management 1c Elect Director Gail K. Boudreaux For For Management 1d Elect Director Michael J. Farrell For For Management 1e Elect Director Larry C. Glasscock For For Management 1f Elect Director Robert A. Hagemann For For Management 1g Elect Director Bryan C. Hanson For For Management 1h Elect Director Arthur J. Higgins For For Management 1i Elect Director Maria Teresa Hilado For For Management 1j Elect Director Syed Jafry For For Management 1k Elect Director Michael W. Michelson For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation ====================== VANGUARD WINDSOR II FUND - LAZARD ======================= Each investment advisor's votes cast are shown separately below. The votes reported reflect votes cast at the Fund's/advisor's discretion and exclude any votes cast pursuant to a regulatory requirement. 3M COMPANY Ticker: MMM Security ID: 88579Y101 Meeting Date: MAY 12, 2020 Meeting Type: Annual Record Date: MAR 17, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Thomas "Tony" K. Brown For For Management 1b Elect Director Pamela J. Craig For For Management 1c Elect Director David B. Dillon For For Management 1d Elect Director Michael L. Eskew For For Management 1e Elect Director Herbert L. Henkel For For Management 1f Elect Director Amy E. Hood For For Management 1g Elect Director Muhtar Kent For For Management 1h Elect Director Dambisa F. Moyo For For Management 1i Elect Director Gregory R. Page For For Management 1j Elect Director Michael F. Roman For For Management 1k Elect Director Patricia A. Woertz For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Consider Pay Disparity Between Against Against Shareholder Executives and Other Employees -------------------------------------------------------------------------------- ACCENTURE PLC Ticker: ACN Security ID: G1151C101 Meeting Date: JAN 30, 2020 Meeting Type: Annual Record Date: DEC 02, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Jaime Ardila For For Management 1b Elect Director Herbert Hainer For For Management 1c Elect Director Nancy McKinstry For For Management 1d Elect Director Gilles C. Pelisson For For Management 1e Elect Director Paula A. Price For For Management 1f Elect Director Venkata (Murthy) For For Management Renduchintala 1g Elect Director David Rowland For For Management 1h Elect Director Arun Sarin For For Management 1i Elect Director Julie Sweet For For Management 1j Elect Director Frank K. Tang For For Management 1k Elect Director Tracey T. Travis For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Amend Omnibus Stock Plan For For Management 4 Approve KPMG LLP as Auditors and For For Management Authorize Board to Fix Their Remuneration 5 Authorize Board to Allot and Issue For For Management Shares 6 Authorize Board to Opt-Out of For For Management Statutory Pre-Emption Rights 7 Determine Price Range for Reissuance For For Management of Treasury Shares -------------------------------------------------------------------------------- ALPHABET INC. Ticker: GOOGL Security ID: 02079K305 Meeting Date: JUN 03, 2020 Meeting Type: Annual Record Date: APR 07, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Larry Page For For Management 1.2 Elect Director Sergey Brin For For Management 1.3 Elect Director Sundar Pichai For For Management 1.4 Elect Director John L. Hennessy For For Management 1.5 Elect Director Frances H. Arnold For For Management 1.6 Elect Director L. John Doerr For Withhold Management 1.7 Elect Director Roger W. Ferguson Jr. For For Management 1.8 Elect Director Ann Mather For For Management 1.9 Elect Director Alan R. Mulally For Withhold Management 1.10 Elect Director K. Ram Shiram For Withhold Management 1.11 Elect Director Robin L. Washington For Withhold Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Amend Omnibus Stock Plan For Against Management 4 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 5 Approve Recapitalization Plan for all Against For Shareholder Stock to Have One-vote per Share 6 Report on Arbitration of Against Against Shareholder Employment-Related Claims 7 Establish Human Rights Risk Oversight Against For Shareholder Committee 8 Require Shareholder Approval of Bylaw Against Against Shareholder Amendments Adopted by the Board of Directors 9 Assess Feasibility of Including Against Against Shareholder Sustainability as a Performance Measure for Senior Executive Compensation 10 Report on Takedown Requests Against For Shareholder 11 Require a Majority Vote for the Against For Shareholder Election of Directors 12 Report on Gender/Racial Pay Gap Against Against Shareholder 13 Require Independent Director Nominee Against Against Shareholder with Human and/or Civil Rights Experience 14 Report on Whistleblower Policies and Against Against Shareholder Practices -------------------------------------------------------------------------------- ANALOG DEVICES, INC. Ticker: ADI Security ID: 032654105 Meeting Date: MAR 11, 2020 Meeting Type: Annual Record Date: JAN 06, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Ray Stata For For Management 1b Elect Director Vincent Roche For For Management 1c Elect Director James A. Champy For For Management 1d Elect Director Anantha P. Chandrakasan For For Management 1e Elect Director Bruce R. Evans For For Management 1f Elect Director Edward H. Frank For For Management 1g Elect Director Karen M. Golz For For Management 1h Elect Director Mark M. Little For For Management 1i Elect Director Kenton J. Sicchitano For For Management 1j Elect Director Susie Wee For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Approve Omnibus Stock Plan For For Management 4 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- ANTHEM, INC. Ticker: ANTM Security ID: 036752103 Meeting Date: MAY 21, 2020 Meeting Type: Annual Record Date: MAR 16, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Gail K. Boudreaux For For Management 1.2 Elect Director R. Kerry Clark For For Management 1.3 Elect Director Robert L. Dixon, Jr. For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management 4 Reduce Ownership Threshold for Against For Shareholder Shareholders to Call Special Meeting -------------------------------------------------------------------------------- AON PLC Ticker: AON Security ID: G0408V102 Meeting Date: FEB 04, 2020 Meeting Type: Special Record Date: JAN 31, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Scheme of Arrangement For For Management 2 Approve Reduction of Share Capital and For For Management Creation of Distributable Profits 3 Approve Terms of an Off-Exchange For For Management Buyback and Cancellation of Class B Ordinary Shares 4 Approve Delisting of Shares from the For For Management New York Stock Exchange 5 Adjourn Meeting For Against Management -------------------------------------------------------------------------------- AON PLC Ticker: AON Security ID: G0408V111 Meeting Date: FEB 04, 2020 Meeting Type: Court Record Date: JAN 31, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Scheme of Arrangement For For Management -------------------------------------------------------------------------------- AON PLC Ticker: AON Security ID: G0403H108 Meeting Date: JUN 19, 2020 Meeting Type: Annual Record Date: APR 17, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lester B. Knight For For Management 1.2 Elect Director Gregory C. Case For For Management 1.3 Elect Director Jin-Yong Cai For For Management 1.4 Elect Director Jeffrey C. Campbell For For Management 1.5 Elect Director Fulvio Conti For For Management 1.6 Elect Director Cheryl A. Francis For For Management 1.7 Elect Director J. Michael Losh For For Management 1.8 Elect Director Richard B. Myers For For Management 1.9 Elect Director Richard C. Notebaert For For Management 1.10 Elect Director Gloria Santona For For Management 1.11 Elect Director Carolyn Y. Woo For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management 4 Ratify Ernst & Young Chartered For For Management Accountants as Statutory Auditor 5 Authorize Board to Fix Remuneration of For For Management Auditors -------------------------------------------------------------------------------- APPLE INC. Ticker: AAPL Security ID: 037833100 Meeting Date: FEB 26, 2020 Meeting Type: Annual Record Date: JAN 02, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director James Bell For For Management 1b Elect Director Tim Cook For For Management 1c Elect Director Al Gore For For Management 1d Elect Director Andrea Jung For For Management 1e Elect Director Art Levinson For For Management 1f Elect Director Ron Sugar For For Management 1g Elect Director Sue Wagner For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Proxy Access Amendments Against Against Shareholder 5 Assess Feasibility of Including Against Against Shareholder Sustainability as a Performance Measure for Senior Executive Compensation 6 Report on Freedom of Expression and Against For Shareholder Access to Information Policies -------------------------------------------------------------------------------- APTIV PLC Ticker: APTV Security ID: G6095L109 Meeting Date: APR 23, 2020 Meeting Type: Annual Record Date: FEB 24, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Kevin P. Clark For For Management 2 Elect Director Nancy E. Cooper For For Management 3 Elect Director Nicholas M. Donofrio For For Management 4 Elect Director Rajiv L. Gupta For For Management 5 Elect Director Joseph L. Hooley For For Management 6 Elect Director Sean O. Mahoney For For Management 7 Elect Director Paul M. Meister For For Management 8 Elect Director Robert K. Ortberg For For Management 9 Elect Director Colin J. Parris For For Management 10 Elect Director Ana G. Pinczuk For For Management 11 Elect Director Lawrence A. Zimmerman For For Management 12 Approve Ernst & Young LLP as Auditors For For Management and Authorize Board to Fix Their Remuneration 13 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- BANK OF AMERICA CORPORATION Ticker: BAC Security ID: 060505104 Meeting Date: APR 22, 2020 Meeting Type: Annual Record Date: MAR 02, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Sharon L. Allen For For Management 1b Elect Director Susan S. Bies For For Management 1c Elect Director Jack O. Bovender, Jr. For For Management 1d Elect Director Frank P. Bramble, Sr. For For Management 1e Elect Director Pierre J.P. de Weck For For Management 1f Elect Director Arnold W. Donald For For Management 1g Elect Director Linda P. Hudson For For Management 1h Elect Director Monica C. Lozano For For Management 1i Elect Director Thomas J. May For For Management 1j Elect Director Brian T. Moynihan For For Management 1k Elect Director Lionel L. Nowell, III For For Management 1l Elect Director Denise L. Ramos For For Management 1m Elect Director Clayton S. Rose For For Management 1n Elect Director Michael D. White For For Management 1o Elect Director Thomas D. Woods For For Management 1p Elect Director R. David Yost For For Management 1q Elect Director Maria T. Zuber For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Amend Proxy Access Right Against For Shareholder 5 Provide Right to Act by Written Consent Against For Shareholder 6 Report on Gender Pay Gap Against Against Shareholder 7 Review of Statement of the Purpose of Against Against Shareholder a Corporation and Report on Recommended Changes to Governance Documents, Policies, and Practices -------------------------------------------------------------------------------- CATERPILLAR INC. Ticker: CAT Security ID: 149123101 Meeting Date: JUN 10, 2020 Meeting Type: Annual Record Date: APR 13, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Kelly A. Ayotte For For Management 1.2 Elect Director David L. Calhoun For For Management 1.3 Elect Director Daniel M. Dickinson For For Management 1.4 Elect Director Juan Gallardo For For Management 1.5 Elect Director William A. Osborn For For Management 1.6 Elect Director Debra L. Reed-Klages For For Management 1.7 Elect Director Edward B. Rust, Jr. For For Management 1.8 Elect Director Susan C. Schwab For For Management 1.9 Elect Director D. James Umpleby, III For For Management 1.10 Elect Director Miles D. White For For Management 1.11 Elect Director Rayford Wilkins, Jr. For For Management 2 Ratify PricewaterhouseCoopers as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Report on Lobbying Payments and Policy Against Against Shareholder 5 Require Independent Board Chair Against For Shareholder 6 Provide Right to Act by Written Consent Against For Shareholder -------------------------------------------------------------------------------- CISCO SYSTEMS, INC. Ticker: CSCO Security ID: 17275R102 Meeting Date: DEC 10, 2019 Meeting Type: Annual Record Date: OCT 11, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director M. Michele Burns For For Management 1b Elect Director Wesley G. Bush For For Management 1c Elect Director Michael D. Capellas For For Management 1d Elect Director Mark Garrett For For Management 1e Elect Director Kristina M. Johnson For For Management 1f Elect Director Roderick C. McGeary For For Management 1g Elect Director Charles H. Robbins For For Management 1h Elect Director Arun Sarin For For Management 1i Elect Director Brenton L. Saunders For For Management 1j Elect Director Carol B. Tome For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Require Independent Board Chairman Against For Shareholder -------------------------------------------------------------------------------- COMMERCE BANCSHARES, INC. Ticker: CBSH Security ID: 200525103 Meeting Date: APR 15, 2020 Meeting Type: Annual Record Date: FEB 14, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John R. Capps For For Management 1.2 Elect Director Karen L. Daniel For For Management 1.3 Elect Director W. Thomas Grant, II For For Management 1.4 Elect Director David W. Kemper For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- CONOCOPHILLIPS Ticker: COP Security ID: 20825C104 Meeting Date: MAY 12, 2020 Meeting Type: Annual Record Date: MAR 16, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Charles E. Bunch For For Management 1b Elect Director Caroline Maury Devine For For Management 1c Elect Director John V. Faraci For For Management 1d Elect Director Jody Freeman For For Management 1e Elect Director Gay Huey Evans For For Management 1f Elect Director Jeffrey A. Joerres For For Management 1g Elect Director Ryan M. Lance For For Management 1h Elect Director William H. McRaven For For Management 1i Elect Director Sharmila Mulligan For For Management 1j Elect Director Arjun N. Murti For For Management 1k Elect Director Robert A. Niblock For For Management 1l Elect Director David T. Seaton For For Management 1m Elect Director R. A. Walker For For Management 2 Ratify Ernst & Young LLP as Auditor For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- DANAHER CORPORATION Ticker: DHR Security ID: 235851102 Meeting Date: MAY 05, 2020 Meeting Type: Annual Record Date: MAR 09, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Linda Hefner Filler For For Management 1.2 Elect Director Thomas P. Joyce, Jr. For For Management 1.3 Elect Director Teri List-Stoll For For Management 1.4 Elect Director Walter G. Lohr, Jr. For For Management 1.5 Elect Director Jessica L. Mega For For Management 1.6 Elect Director Pardis C. Sabeti For For Management 1.7 Elect Director Mitchell P. Rales For For Management 1.8 Elect Director Steven M. Rales For For Management 1.9 Elect Director John T. Schwieters For For Management 1.10 Elect Director Alan G. Spoon For For Management 1.11 Elect Director Raymond C. Stevens For For Management 1.12 Elect Director Elias A. Zerhouni For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Reduce Ownership Threshold for Against For Shareholder Shareholders to Call Special Meeting -------------------------------------------------------------------------------- DEERE & COMPANY Ticker: DE Security ID: 244199105 Meeting Date: FEB 26, 2020 Meeting Type: Annual Record Date: DEC 31, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Samuel R. Allen For For Management 1b Elect Director Alan C. Heuberger For For Management 1c Elect Director Charles O. Holliday, Jr. For For Management 1d Elect Director Dipak C. Jain For For Management 1e Elect Director Michael O. Johanns For For Management 1f Elect Director Clayton M. Jones For For Management 1g Elect Director John C. May For For Management 1h Elect Director Gregory R. Page For For Management 1i Elect Director Sherry M. Smith For For Management 1j Elect Director Dmitri L. Stockton For For Management 1k Elect Director Sheila G. Talton For For Management 2 Adopt the Jurisdiction of For Against Management Incorporation as the Exclusive Forum for Certain Disputes 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Approve Omnibus Stock Plan For For Management 5 Ratify Deloitte & Touche LLP as For For Management Auditors 6 Disclose Board Qualifications Matrix Against Against Shareholder -------------------------------------------------------------------------------- DOLLAR GENERAL CORPORATION Ticker: DG Security ID: 256677105 Meeting Date: MAY 27, 2020 Meeting Type: Annual Record Date: MAR 19, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Warren F. Bryant For For Management 1b Elect Director Michael M. Calbert For For Management 1c Elect Director Sandra B. Cochran None None Management *Withdrawn Resolution* 1d Elect Director Patricia D. Fili-Krushel For For Management 1e Elect Director Timothy I. McGuire For For Management 1f Elect Director William C. Rhodes, III For For Management 1g Elect Director Debra A. Sandler For For Management 1h Elect Director Ralph E. Santana For For Management 1i Elect Director Todd J. Vasos For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management 4 Approve Charter Amendment to Replace For For Management Supermajority Vote Requirements with a Majority Vote Requirement 5 Approve Bylaw Amendment to Replace For For Management Supermajority Vote Requirements with a Majority Vote Requirement -------------------------------------------------------------------------------- E*TRADE FINANCIAL CORPORATION Ticker: ETFC Security ID: 269246401 Meeting Date: MAY 07, 2020 Meeting Type: Annual Record Date: MAR 11, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Richard J. Carbone For For Management 1b Elect Director Robert J. Chersi For For Management 1c Elect Director Jaime W. Ellertson For For Management 1d Elect Director James P. Healy For For Management 1e Elect Director Kevin T. Kabat For For Management 1f Elect Director James Lam For For Management 1g Elect Director Rodger A. Lawson For For Management 1h Elect Director Shelley B. Leibowitz For For Management 1i Elect Director Michael A. Pizzi For For Management 1j Elect Director Rebecca Saeger For For Management 1k Elect Director Donna L. Weaver For For Management 1l Elect Director Joshua A. Weinreich For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors 4 Adopt Simple Majority Vote None For Shareholder -------------------------------------------------------------------------------- EOG RESOURCES, INC. Ticker: EOG Security ID: 26875P101 Meeting Date: APR 30, 2020 Meeting Type: Annual Record Date: MAR 06, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Janet F. Clark For For Management 1b Elect Director Charles R. Crisp For For Management 1c Elect Director Robert P. Daniels For For Management 1d Elect Director James C. Day For For Management 1e Elect Director C. Christopher Gaut For For Management 1f Elect Director Julie J. Robertson For For Management 1g Elect Director Donald F. Textor For For Management 1h Elect Director William R. Thomas For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- FIDELITY NATIONAL INFORMATION SERVICES, INC. Ticker: FIS Security ID: 31620M106 Meeting Date: MAY 28, 2020 Meeting Type: Annual Record Date: APR 01, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Lee Adrean For For Management 1b Elect Director Ellen R. Alemany For For Management 1c Elect Director Lisa A. Hook For For Management 1d Elect Director Keith W. Hughes For For Management 1e Elect Director Gary L. Lauer For For Management 1f Elect Director Gary A. Norcross For For Management 1g Elect Director Louise M. Parent For For Management 1h Elect Director Brian T. Shea For For Management 1i Elect Director James B. Stallings, Jr. For For Management 1j Elect Director Jeffrey E. Stiefler For For Management 2 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 3 Ratify KPMG LLP as Auditors For For Management -------------------------------------------------------------------------------- HONEYWELL INTERNATIONAL INC. Ticker: HON Security ID: 438516106 Meeting Date: APR 27, 2020 Meeting Type: Annual Record Date: FEB 28, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1A Elect Director Darius Adamczyk For For Management 1B Elect Director Duncan B. Angove For For Management 1C Elect Director William S. Ayer For For Management 1D Elect Director Kevin Burke For For Management 1E Elect Director D. Scott Davis For For Management 1F Elect Director Linnet F. Deily For For Management 1G Elect Director Deborah Flint For For Management 1H Elect Director Judd Gregg For For Management 1I Elect Director Clive Hollick For For Management 1J Elect Director Grace D. Lieblein For For Management 1K Elect Director Raymond T. Odierno For For Management 1L Elect Director George Paz For For Management 1M Elect Director Robin L. Washington For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as Auditor For For Management 4 Require Shareholder Approval of Bylaw Against Against Shareholder Amendments Adopted by the Board of Directors 5 Report on Lobbying Payments and Policy Against For Shareholder -------------------------------------------------------------------------------- HUMANA INC. Ticker: HUM Security ID: 444859102 Meeting Date: APR 23, 2020 Meeting Type: Annual Record Date: FEB 24, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Kurt J. Hilzinger For For Management 1b Elect Director Frank J. Bisignano For For Management 1c Elect Director Bruce D. Broussard For For Management 1d Elect Director Frank A. D'Amelio For For Management 1e Elect Director W. Roy Dunbar For For Management 1f Elect Director Wayne A.I. Frederick For For Management 1g Elect Director John W. Garratt For For Management 1h Elect Director David A. Jones, Jr. For For Management 1i Elect Director Karen W. Katz For For Management 1j Elect Director William J. McDonald For For Management 1k Elect Director James J. O'Brien For For Management 1l Elect Director Marissa T. Peterson For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- INTERCONTINENTAL EXCHANGE, INC. Ticker: ICE Security ID: 45866F104 Meeting Date: MAY 15, 2020 Meeting Type: Annual Record Date: MAR 17, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Sharon Y. Bowen For For Management 1b Elect Director Charles R. Crisp For For Management 1c Elect Director Duriya M. Farooqui For For Management 1d Elect Director Jean-Marc Forneri For For Management 1e Elect Director The Right Hon. the Lord For For Management Hague of Richmond 1f Elect Director Frederick W. Hatfield For For Management 1g Elect Director Thomas E. Noonan For For Management 1h Elect Director Frederic V. Salerno For For Management 1i Elect Director Jeffrey C. Sprecher For For Management 1j Elect Director Judith A. Sprieser For For Management 1k Elect Director Vincent Tese For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- INTERNATIONAL BUSINESS MACHINES CORPORATION Ticker: IBM Security ID: 459200101 Meeting Date: APR 28, 2020 Meeting Type: Annual Record Date: FEB 28, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Thomas Buberl For For Management 1.2 Elect Director Michael L. Eskew For For Management 1.3 Elect Director David N. Farr For For Management 1.4 Elect Director Alex Gorsky For For Management 1.5 Elect Director Michelle J. Howard For For Management 1.6 Elect Director Arvind Krishna For For Management 1.7 Elect Director Andrew N. Liveris For For Management 1.8 Elect Director Frederick William For For Management McNabb, III 1.9 Elect Director Martha E. Pollack For For Management 1.10 Elect Director Virginia M. Rometty For For Management 1.11 Elect Director Joseph R. Swedish For For Management 1.12 Elect Director Sidney Taurel For For Management 1.13 Elect Director Peter R. Voser For For Management 1.14 Elect Director Frederick H. Waddell For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Governing Documents to allow Against For Shareholder Removal of Directors 5 Provide Right to Act by Written Consent Against For Shareholder 6 Require Independent Board Chairman Against For Shareholder -------------------------------------------------------------------------------- IQVIA HOLDINGS INC. Ticker: IQV Security ID: 46266C105 Meeting Date: APR 06, 2020 Meeting Type: Annual Record Date: FEB 12, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Carol J. Burt For For Management 1.2 Elect Director Colleen A. Goggins For For Management 1.3 Elect Director Ronald A. Rittenmeyer For For Management 2 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- JOHNSON & JOHNSON Ticker: JNJ Security ID: 478160104 Meeting Date: APR 23, 2020 Meeting Type: Annual Record Date: FEB 25, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Mary C. Beckerle For For Management 1b Elect Director D. Scott Davis For For Management 1c Elect Director Ian E. L. Davis For For Management 1d Elect Director Jennifer A. Doudna For For Management 1e Elect Director Alex Gorsky For For Management 1f Elect Director Marillyn A. Hewson For For Management 1g Elect Director Hubert Joly For For Management 1h Elect Director Mark B. McClellan For For Management 1i Elect Director Anne M. Mulcahy For For Management 1j Elect Director Charles Prince For For Management 1k Elect Director A. Eugene Washington For For Management 1l Elect Director Mark A. Weinberger For For Management 1m Elect Director Ronald A. Williams For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Amend Certificate of Incorporation to For For Management Permit Removal of Directors With or Without Cause 5 Require Independent Board Chair Against Against Shareholder 6 Report on Governance Measures Against Against Shareholder Implemented Related to Opioids -------------------------------------------------------------------------------- JPMORGAN CHASE & CO. Ticker: JPM Security ID: 46625H100 Meeting Date: MAY 19, 2020 Meeting Type: Annual Record Date: MAR 20, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Linda B. Bammann For For Management 1b Elect Director Stephen B. Burke For For Management 1c Elect Director Todd A. Combs For For Management 1d Elect Director James S. Crown For For Management 1e Elect Director James Dimon For For Management 1f Elect Director Timothy P. Flynn For For Management 1g Elect Director Mellody Hobson For For Management 1h Elect Director Michael A. Neal For For Management 1i Elect Director Lee R. Raymond For For Management 1j Elect Director Virginia M. Rometty For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditor 4 Require Independent Board Chair Against Against Shareholder 5 Report on Reputational Risk Related to Against Against Shareholder Canadian Oil Sands, Oil Sands Pipeline Companies and Arctic Oil and Gas Exploration and Production. 6 Report on Climate Change Against For Shareholder 7 Amend Shareholder Written Consent Against Against Shareholder Provisions 8 Report on Charitable Contributions Against Against Shareholder 9 Report on Gender/Racial Pay Gap Against Against Shareholder -------------------------------------------------------------------------------- KIMBERLY-CLARK CORPORATION Ticker: KMB Security ID: 494368103 Meeting Date: APR 29, 2020 Meeting Type: Annual Record Date: MAR 02, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Abelardo E. Bru For For Management 1.2 Elect Director Robert W. Decherd For For Management 1.3 Elect Director Michael D. Hsu For For Management 1.4 Elect Director Mae C. Jemison For For Management 1.5 Elect Director S. Todd Maclin For For Management 1.6 Elect Director Sherilyn S. McCoy For For Management 1.7 Elect Director Christa S. Quarles For For Management 1.8 Elect Director Ian C. Read For For Management 1.9 Elect Director Dunia A. Shive For For Management 1.10 Elect Director Mark T. Smucker For For Management 1.11 Elect Director Michael D. White For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Provide Right to Act by Written Consent Against For Shareholder -------------------------------------------------------------------------------- LABORATORY CORPORATION OF AMERICA HOLDINGS Ticker: LH Security ID: 50540R409 Meeting Date: MAY 13, 2020 Meeting Type: Annual Record Date: MAR 25, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Kerrii B. Anderson For For Management 1b Elect Director Jean-Luc Belingard For For Management 1c Elect Director Jeffrey A. Davis For For Management 1d Elect Director D. Gary Gilliland For For Management 1e Elect Director Garheng Kong For For Management 1f Elect Director Peter M. Neupert For For Management 1g Elect Director Richelle P. Parham For For Management 1h Elect Director Adam H. Schechter For For Management 1i Elect Director R. Sanders Williams For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditor 4 Reduce Ownership Threshold for Against Against Shareholder Shareholders to Call Special Meeting -------------------------------------------------------------------------------- LOWE'S COMPANIES, INC. Ticker: LOW Security ID: 548661107 Meeting Date: MAY 29, 2020 Meeting Type: Annual Record Date: MAR 23, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Raul Alvarez For For Management 1.2 Elect Director David H. Batchelder For For Management 1.3 Elect Director Angela F. Braly For For Management 1.4 Elect Director Sandra B. Cochran For For Management 1.5 Elect Director Laurie Z. Douglas For For Management 1.6 Elect Director Richard W. Dreiling For For Management 1.7 Elect Director Marvin R. Ellison For For Management 1.8 Elect Director Brian C. Rogers For For Management 1.9 Elect Director Bertram L. Scott For For Management 1.10 Elect Director Lisa W. Wardell For For Management 1.11 Elect Director Eric C. Wiseman For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as Auditor For For Management 4 Reduce Ownership Threshold for For For Management Shareholders to Call Special Meeting 5 Approve Qualified Employee Stock For For Management Purchase Plan 6 Reduce Ownership Threshold for Against For Shareholder Shareholders to Call Special Meeting -------------------------------------------------------------------------------- MCDONALD'S CORPORATION Ticker: MCD Security ID: 580135101 Meeting Date: MAY 21, 2020 Meeting Type: Annual Record Date: MAR 23, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Lloyd Dean For For Management 1b Elect Director Robert Eckert For For Management 1c Elect Director Catherine Engelbert For For Management 1d Elect Director Margaret Georgiadis For For Management 1e Elect Director Enrique Hernandez, Jr. For For Management 1f Elect Director Christopher Kempczinski For For Management 1g Elect Director Richard Lenny For For Management 1h Elect Director John Mulligan For For Management 1i Elect Director Sheila Penrose For For Management 1j Elect Director John Rogers, Jr. For For Management 1k Elect Director Paul Walsh For For Management 1l Elect Director Miles White For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management 4 Amend Omnibus Stock Plan For For Management 5 Reduce Ownership Threshold for Against For Shareholder Shareholders to Call Special Meeting 6 Report on Sugar and Public Health Against Against Shareholder -------------------------------------------------------------------------------- MEDTRONIC PLC Ticker: MDT Security ID: G5960L103 Meeting Date: DEC 06, 2019 Meeting Type: Annual Record Date: OCT 10, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Richard H. Anderson For For Management 1b Elect Director Craig Arnold For For Management 1c Elect Director Scott C. Donnelly For For Management 1d Elect Director Andrea J. Goldsmith For For Management 1e Elect Director Randall J. Hogan, III For For Management 1f Elect Director Omar Ishrak For For Management 1g Elect Director Michael O. Leavitt For For Management 1h Elect Director James T. Lenehan For For Management 1i Elect Director Geoffrey S. Martha For For Management 1j Elect Director Elizabeth G. Nabel For For Management 1k Elect Director Denise M. O'Leary For For Management 1l Elect Director Kendall J. Powell For For Management 2 Approve PricewaterhouseCoopers LLP as For For Management Auditors and Authorize Board to Fix Their Remuneration 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Renew the Board's Authority to Issue For For Management Shares Under Irish Law 5 Renew the Board's Authority to Opt-Out For For Management of Statutory Pre-Emptions Rights Under Irish Law 6 Authorize Overseas Market Purchases of For For Management Ordinary Shares -------------------------------------------------------------------------------- MICROSOFT CORPORATION Ticker: MSFT Security ID: 594918104 Meeting Date: DEC 04, 2019 Meeting Type: Annual Record Date: OCT 08, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William H. Gates, III For For Management 1.2 Elect Director Reid G. Hoffman For For Management 1.3 Elect Director Hugh F. Johnston For For Management 1.4 Elect Director Teri L. List-Stoll For For Management 1.5 Elect Director Satya Nadella For For Management 1.6 Elect Director Sandra E. Peterson For For Management 1.7 Elect Director Penny S. Pritzker For For Management 1.8 Elect Director Charles W. Scharf For For Management 1.9 Elect Director Arne M. Sorenson For For Management 1.10 Elect Director John W. Stanton For For Management 1.11 Elect Director John W. Thompson For For Management 1.12 Elect Director Emma N. Walmsley For For Management 1.13 Elect Director Padmasree Warrior For For Management 2 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors 4 Report on Employee Representation on Against Against Shareholder the Board of Directors 5 Report on Gender Pay Gap Against For Shareholder -------------------------------------------------------------------------------- MONDELEZ INTERNATIONAL, INC. Ticker: MDLZ Security ID: 609207105 Meeting Date: MAY 13, 2020 Meeting Type: Annual Record Date: MAR 12, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lewis W.K. Booth For For Management 1.2 Elect Director Charles E. Bunch For For Management 1.3 Elect Director Debra A. Crew For For Management 1.4 Elect Director Lois D. Juliber For For Management 1.5 Elect Director Peter W. May For For Management 1.6 Elect Director Jorge S. Mesquita For For Management 1.7 Elect Director Fredric G. Reynolds For For Management 1.8 Elect Director Christiana S. Shi For For Management 1.9 Elect Director Patrick T. Siewert For For Management 1.10 Elect Director Michael A. Todman For For Management 1.11 Elect Director Jean-Francois M. L. van For For Management Boxmeer 1.12 Elect Director Dirk Van de Put For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Consider Pay Disparity Between Against Against Shareholder Executives and Other Employees -------------------------------------------------------------------------------- MOTOROLA SOLUTIONS, INC. Ticker: MSI Security ID: 620076307 Meeting Date: MAY 11, 2020 Meeting Type: Annual Record Date: MAR 13, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Gregory Q. Brown For For Management 1b Elect Director Kenneth D. Denman For For Management 1c Elect Director Egon P. Durban For For Management 1d Elect Director Clayton M. Jones For For Management 1e Elect Director Judy C. Lewent For For Management 1f Elect Director Gregory K. Mondre For For Management 1g Elect Director Anne R. Pramaggiore For For Management 1h Elect Director Joseph M. Tucci For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditor 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Report on Political Contributions Against For Shareholder -------------------------------------------------------------------------------- NORFOLK SOUTHERN CORPORATION Ticker: NSC Security ID: 655844108 Meeting Date: MAY 14, 2020 Meeting Type: Annual Record Date: MAR 06, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Thomas D. Bell, Jr. For For Management 1b Elect Director Mitchell E. Daniels, Jr. For For Management 1c Elect Director Marcela E. Donadio For For Management 1d Elect Director John C. Huffard, Jr. For For Management 1e Elect Director Christopher T. Jones For For Management 1f Elect Director Thomas C. Kelleher For For Management 1g Elect Director Steven F. Leer For For Management 1h Elect Director Michael D. Lockhart For For Management 1i Elect Director Amy E. Miles For For Management 1j Elect Director Claude Mongeau For For Management 1k Elect Director Jennifer F. Scanlon For For Management 1l Elect Director James A. Squires For For Management 1m Elect Director John R. Thompson For For Management 2a Amend Articles Re: Voting Standard for For For Management Amendment of Articles 2b Amend Articles Re: Simple Majority For For Management Voting Standard to Approve Merger, Share Exchange, Conversion, Sale,or Dissolution of the Corporation 2c Amend Articles Re: Simple Majority For For Management Voting Standard to Approve Re-Domestication of the Corporation and Affiliated Transactions 3 Ratify KPMG LLP as Auditor For For Management 4 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 5 Provide Right to Act by Written Consent Against Against Shareholder -------------------------------------------------------------------------------- PALO ALTO NETWORKS, INC. Ticker: PANW Security ID: 697435105 Meeting Date: DEC 09, 2019 Meeting Type: Annual Record Date: OCT 15, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Asheem Chandna For Withhold Management 1b Elect Director James J. Goetz For Withhold Management 1c Elect Director Mark D. McLaughlin For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation -------------------------------------------------------------------------------- PFIZER INC. Ticker: PFE Security ID: 717081103 Meeting Date: APR 23, 2020 Meeting Type: Annual Record Date: FEB 25, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ronald E. Blaylock For For Management 1.2 Elect Director Albert Bourla For For Management 1.3 Elect Director W. Don Cornwell For For Management 1.4 Elect Director Joseph J. Echevarria For For Management 1.5 Elect Director Scott Gottlieb For For Management 1.6 Elect Director Helen H. Hobbs For For Management 1.7 Elect Director Susan Hockfield For For Management 1.8 Elect Director James M. Kilts For For Management 1.9 Elect Director Dan R. Littman For For Management 1.10 Elect Director Shantanu Narayen For For Management 1.11 Elect Director Suzanne Nora Johnson For For Management 1.12 Elect Director James Quincey For For Management 1.13 Elect Director James C. Smith For For Management 2 Ratify KPMG LLP as Auditor For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Provide Right to Act by Written Consent Against Against Shareholder 5 Amend Proxy Access Right Against For Shareholder 6 Report on Lobbying Payments and Policy Against Against Shareholder 7 Require Independent Board Chair Against For Shareholder 8 Report on Gender Pay Gap Against For Shareholder 9 Elect Director Susan Desmond-Hellmann For For Management -------------------------------------------------------------------------------- PROLOGIS, INC. Ticker: PLD Security ID: 74340W103 Meeting Date: APR 29, 2020 Meeting Type: Annual Record Date: MAR 06, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Hamid R. Moghadam For For Management 1b Elect Director Cristina G. Bita For For Management 1c Elect Director George L. Fotiades For For Management 1d Elect Director Lydia H. Kennard For For Management 1e Elect Director Irving F. Lyons, III For For Management 1f Elect Director Avid Modjtabai For For Management 1g Elect Director David P. O'Connor For For Management 1h Elect Director Olivier Piani For For Management 1i Elect Director Jeffrey L. Skelton For For Management 1j Elect Director Carl B. Webb For For Management 1k Elect Director William D. Zollars For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Approve Omnibus Stock Plan For For Management 4 Increase Authorized Common Stock For For Management 5 Ratify KPMG LLP as Auditors For For Management -------------------------------------------------------------------------------- PTC INC. Ticker: PTC Security ID: 69370C100 Meeting Date: FEB 12, 2020 Meeting Type: Annual Record Date: DEC 09, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Janice Chaffin For For Management 1.2 Elect Director Phillip Fernandez For For Management 1.3 Elect Director James Heppelmann For For Management 1.4 Elect Director Klaus Hoehn For For Management 1.5 Elect Director Paul Lacy For For Management 1.6 Elect Director Corinna Lathan For For Management 1.7 Elect Director Blake Moret For For Management 1.8 Elect Director Robert Schechter For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- ROSS STORES, INC. Ticker: ROST Security ID: 778296103 Meeting Date: MAY 20, 2020 Meeting Type: Annual Record Date: MAR 24, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Michael Balmuth For For Management 1b Elect Director K. Gunnar Bjorklund For For Management 1c Elect Director Michael J. Bush For For Management 1d Elect Director Norman A. Ferber For For Management 1e Elect Director Sharon D. Garrett For For Management 1f Elect Director Stephen D. Milligan For For Management 1g Elect Director Patricia H. Mueller For For Management 1h Elect Director George P. Orban For For Management 1i Elect Director Gregory L. Quesnel For For Management 1j Elect Director Larree M. Renda For For Management 1k Elect Director Barbara Rentler For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- SALESFORCE.COM, INC. Ticker: CRM Security ID: 79466L302 Meeting Date: JUN 11, 2020 Meeting Type: Annual Record Date: APR 16, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Marc Benioff For For Management 1b Elect Director Craig Conway For For Management 1c Elect Director Parker Harris For For Management 1d Elect Director Alan Hassenfeld For For Management 1e Elect Director Neelie Kroes For For Management 1f Elect Director Colin Powell For For Management 1g Elect Director Sanford Robertson For For Management 1h Elect Director John V. Roos For For Management 1i Elect Director Robin Washington For For Management 1j Elect Director Maynard Webb For For Management 1k Elect Director Susan Wojcicki For For Management 2 Amend Omnibus Stock Plan For For Management 3 Amend Qualified Employee Stock For For Management Purchase Plan 4 Ratify Ernst & Young LLP as Auditors For For Management 5 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 6 Provide Right to Act by Written Consent Against For Shareholder -------------------------------------------------------------------------------- SKYWORKS SOLUTIONS, INC. Ticker: SWKS Security ID: 83088M102 Meeting Date: MAY 06, 2020 Meeting Type: Annual Record Date: MAR 12, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director David J. Aldrich For For Management 1b Elect Director Alan S. Batey For For Management 1c Elect Director Kevin L. Beebe For For Management 1d Elect Director Timothy R. Furey For For Management 1e Elect Director Liam K. Griffin For For Management 1f Elect Director Christine King For For Management 1g Elect Director David P. McGlade For For Management 1h Elect Director Robert A. Schriesheim For For Management 1i Elect Director Kimberly S. Stevenson For For Management 2 Ratify KPMG LLP as Auditor For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Qualified Employee Stock For For Management Purchase Plan 5 Eliminate Supermajority Vote For For Management Requirement to Approve Merger or Consolidation, Disposition of All or Substantially All of Assets, or Issuance of a Substantial Amount of Securities 6 Eliminate Supermajority Vote For For Management Requirement to Approve Business Combination 7 Eliminate Supermajority Vote For For Management Requirement to Amend Charter Provisions Governing Directors 8 Eliminate Supermajority Vote For For Management Requirement to Amend Charter Provision Governing Action by Stockholders 9 Provide Right to Act by Written Consent Against For Shareholder -------------------------------------------------------------------------------- TEXAS INSTRUMENTS INCORPORATED Ticker: TXN Security ID: 882508104 Meeting Date: APR 23, 2020 Meeting Type: Annual Record Date: FEB 24, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Mark A. Blinn For For Management 1b Elect Director Todd M. Bluedorn For For Management 1c Elect Director Janet F. Clark For For Management 1d Elect Director Carrie S. Cox For For Management 1e Elect Director Martin S. Craighead For For Management 1f Elect Director Jean M. Hobby For For Management 1g Elect Director Michael D. Hsu For For Management 1h Elect Director Ronald Kirk For For Management 1i Elect Director Pamela H. Patsley For For Management 1j Elect Director Robert E. Sanchez For For Management 1k Elect Director Richard k. Templeton For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- THE BOEING COMPANY Ticker: BA Security ID: 097023105 Meeting Date: APR 27, 2020 Meeting Type: Annual Record Date: FEB 27, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Robert A. Bradway For For Management 1b Elect Director David L. Calhoun For For Management 1c Elect Director Arthur D. Collins, Jr. For For Management 1d Elect Director Edmund P. Giambastiani, For For Management Jr. 1e Elect Director Lynn J. Good For For Management 1f Elect Director Nikki R. Haley - None None Management Withdrawn Resolution 1g Elect Director Akhil Johri For For Management 1h Elect Director Lawrence W. Kellner For For Management 1i Elect Director Caroline B. Kennedy For For Management 1j Elect Director Steven M. Mollenkopf For For Management 1k Elect Director John M. Richardson For For Management 1l Elect Director Susan C. Schwab For For Management 1m Elect Director Ronald A. Williams For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors 4 Require Director Nominee Qualifications Against Against Shareholder 5 Report on Lobbying Payments and Policy Against For Shareholder 6 Require Independent Board Chairman Against Against Shareholder 7 Provide Right to Act by Written Consent Against For Shareholder 8 Adopt Share Retention Policy For Against Against Shareholder Senior Executives 9 Increase Disclosure of Compensation Against For Shareholder Adjustments -------------------------------------------------------------------------------- THE COCA-COLA COMPANY Ticker: KO Security ID: 191216100 Meeting Date: APR 22, 2020 Meeting Type: Annual Record Date: FEB 24, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Herbert A. Allen For For Management 1.2 Elect Director Marc Bolland For For Management 1.3 Elect Director Ana Botin For For Management 1.4 Elect Director Christopher C. Davis For For Management 1.5 Elect Director Barry Diller For For Management 1.6 Elect Director Helene D. Gayle For For Management 1.7 Elect Director Alexis M. Herman For For Management 1.8 Elect Director Robert A. Kotick For For Management 1.9 Elect Director Maria Elena Lagomasino For For Management 1.10 Elect Director James Quincey For For Management 1.11 Elect Director Caroline J. Tsay For For Management 1.12 Elect Director David B. Weinberg For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditor For For Management 4 Report on the Health Impacts and Risks Against Against Shareholder of Sugar in the Company's Products -------------------------------------------------------------------------------- THE HOME DEPOT, INC. Ticker: HD Security ID: 437076102 Meeting Date: MAY 21, 2020 Meeting Type: Annual Record Date: MAR 23, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Gerard J. Arpey For For Management 1b Elect Director Ari Bousbib For For Management 1c Elect Director Jeffery H. Boyd For For Management 1d Elect Director Gregory D. Brenneman For For Management 1e Elect Director J. Frank Brown For For Management 1f Elect Director Albert P. Carey For For Management 1g Elect Director Helena B. Foulkes For For Management 1h Elect Director Linda R. Gooden For For Management 1i Elect Director Wayne M. Hewett For For Management 1j Elect Director Manuel Kadre For For Management 1k Elect Director Stephanie C. Linnartz For For Management 1l Elect Director Craig A. Menear For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Shareholder Written Consent Against Against Shareholder Provisions 5 Prepare Employment Diversity Report Against For Shareholder and Report on Diversity Policies 6 Adopt Share Retention Policy For Against For Shareholder Senior Executives 7 Report on Congruency Political Against For Shareholder Analysis and Electioneering Expenditures -------------------------------------------------------------------------------- THE PNC FINANCIAL SERVICES GROUP, INC. Ticker: PNC Security ID: 693475105 Meeting Date: APR 28, 2020 Meeting Type: Annual Record Date: JAN 31, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Joseph Alvarado For For Management 1.2 Elect Director Charles E. Bunch For For Management 1.3 Elect Director Debra A. Cafaro For For Management 1.4 Elect Director Marjorie Rodgers For For Management Cheshire 1.5 Elect Director William S. Demchak For For Management 1.6 Elect Director Andrew T. Feldstein For For Management 1.7 Elect Director Richard J. Harshman For For Management 1.8 Elect Director Daniel R. Hesse For For Management 1.9 Elect Director Linda R. Medler For For Management 1.10 Elect Director Martin Pfinsgraff For For Management 1.11 Elect Director Toni Townes-Whitley For For Management 1.12 Elect Director Michael J. Ward For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Qualified Employee Stock For For Management Purchase Plan -------------------------------------------------------------------------------- THE WALT DISNEY COMPANY Ticker: DIS Security ID: 254687106 Meeting Date: MAR 11, 2020 Meeting Type: Annual Record Date: JAN 13, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Susan E. Arnold For For Management 1b Elect Director Mary T. Barra For For Management 1c Elect Director Safra A. Catz For For Management 1d Elect Director Francis A. deSouza For For Management 1e Elect Director Michael B.G. Froman For For Management 1f Elect Director Robert A. Iger For For Management 1g Elect Director Maria Elena Lagomasino For For Management 1h Elect Director Mark G. Parker For For Management 1i Elect Director Derica W. Rice For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 4 Amend Omnibus Stock Plan For For Management 5 Report on Lobbying Payments and Policy Against Against Shareholder -------------------------------------------------------------------------------- THERMO FISHER SCIENTIFIC INC. Ticker: TMO Security ID: 883556102 Meeting Date: MAY 20, 2020 Meeting Type: Annual Record Date: MAR 27, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Marc N. Casper For For Management 1b Elect Director Nelson J. Chai For For Management 1c Elect Director C. Martin Harris For For Management 1d Elect Director Tyler Jacks For For Management 1e Elect Director Judy C. Lewent For For Management 1f Elect Director Thomas J. Lynch For For Management 1g Elect Director Jim P. Manzi For For Management 1h Elect Director James C. Mullen For For Management 1i Elect Director Lars R. Sorensen For For Management 1j Elect Director Debora L. Spar For For Management 1k Elect Director Scott M. Sperling For For Management 1l Elect Director Dion J. Weisler For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditor -------------------------------------------------------------------------------- VISA INC. Ticker: V Security ID: 92826C839 Meeting Date: JAN 28, 2020 Meeting Type: Annual Record Date: NOV 29, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Lloyd A. Carney For For Management 1b Elect Director Mary B. Cranston For For Management 1c Elect Director Francisco Javier For For Management Fernandez-Carbajal 1d Elect Director Alfred F. Kelly, Jr. For For Management 1e Elect Director Ramon L. Laguarta For For Management 1f Elect Director John F. Lundgren For For Management 1g Elect Director Robert W. Matschullat For For Management 1h Elect Director Denise M. Morrison For For Management 1i Elect Director Suzanne Nora Johnson For For Management 1j Elect Director John A. C. Swainson For For Management 1k Elect Director Maynard G. Webb, Jr. For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify KPMG LLP as Auditors For For Management -------------------------------------------------------------------------------- VULCAN MATERIALS COMPANY Ticker: VMC Security ID: 929160109 Meeting Date: MAY 08, 2020 Meeting Type: Annual Record Date: MAR 11, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Melissa H. Anderson For For Management 1b Elect Director O. B. Grayson Hall, Jr. For For Management 1c Elect Director James T. Prokopanko For For Management 1d Elect Director George Willis For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- ZOETIS INC. Ticker: ZTS Security ID: 98978V103 Meeting Date: MAY 20, 2020 Meeting Type: Annual Record Date: MAR 26, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Gregory Norden For For Management 1b Elect Director Louise M. Parent For For Management 1c Elect Director Kristin C. Peck For For Management 1d Elect Director Robert W. Scully For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Ratify KPMG LLP as Auditor For For Management ====================== VANGUARD WINDSOR II FUND - SANDERS ====================== Each investment advisor's votes cast are shown separately below. The votes reported reflect votes cast at the Fund's/advisor's discretion and exclude any votes cast pursuant to a regulatory requirement. ABBVIE INC. Ticker: ABBV Security ID: 00287Y109 Meeting Date: MAY 08, 2020 Meeting Type: Annual Record Date: MAR 13, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert J. Alpern For For Management 1.2 Elect Director Edward M. Liddy For For Management 1.3 Elect Director Melody B. Meyer For For Management 1.4 Elect Director Frederick H. Waddell For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Eliminate Supermajority Vote For For Management Requirement 5 Report on Lobbying Payments and Policy Against Against Shareholder 6 Require Independent Board Chairman Against For Shareholder 7 Report on Integrating Risks Related to Against Against Shareholder Drug Pricing into Senior Executive Compensation -------------------------------------------------------------------------------- ANTHEM, INC. Ticker: ANTM Security ID: 036752103 Meeting Date: MAY 21, 2020 Meeting Type: Annual Record Date: MAR 16, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Gail K. Boudreaux For For Management 1.2 Elect Director R. Kerry Clark For For Management 1.3 Elect Director Robert L. Dixon, Jr. For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management 4 Reduce Ownership Threshold for Against For Shareholder Shareholders to Call Special Meeting -------------------------------------------------------------------------------- APPLE INC. Ticker: AAPL Security ID: 037833100 Meeting Date: FEB 26, 2020 Meeting Type: Annual Record Date: JAN 02, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director James Bell For For Management 1b Elect Director Tim Cook For For Management 1c Elect Director Al Gore For For Management 1d Elect Director Andrea Jung For For Management 1e Elect Director Art Levinson For For Management 1f Elect Director Ron Sugar For For Management 1g Elect Director Sue Wagner For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Proxy Access Amendments Against For Shareholder 5 Assess Feasibility of Including Against Against Shareholder Sustainability as a Performance Measure for Senior Executive Compensation 6 Report on Freedom of Expression and Against Against Shareholder Access to Information Policies -------------------------------------------------------------------------------- APTIV PLC Ticker: APTV Security ID: G6095L109 Meeting Date: APR 23, 2020 Meeting Type: Annual Record Date: FEB 24, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Kevin P. Clark For For Management 2 Elect Director Nancy E. Cooper For For Management 3 Elect Director Nicholas M. Donofrio For For Management 4 Elect Director Rajiv L. Gupta For For Management 5 Elect Director Joseph L. Hooley For For Management 6 Elect Director Sean O. Mahoney For For Management 7 Elect Director Paul M. Meister For For Management 8 Elect Director Robert K. Ortberg For For Management 9 Elect Director Colin J. Parris For For Management 10 Elect Director Ana G. Pinczuk For For Management 11 Elect Director Lawrence A. Zimmerman For For Management 12 Approve Ernst & Young LLP as Auditors For For Management and Authorize Board to Fix Their Remuneration 13 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- BANCO DE SABADELL SA Ticker: SAB Security ID: E15819191 Meeting Date: MAR 25, 2020 Meeting Type: Annual Record Date: MAR 20, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Consolidated and Standalone For For Management Financial Statements and Discharge of Board 2 Approve Non-Financial Information For For Management Statement 3 Approve Allocation of Income and For For Management Dividends 4 Elect Mireya Gine Torrens as Director For For Management 5 Fix Maximum Variable Compensation For Against Management Ratio of Designated Group Members 6 Authorize Board to Ratify and Execute For For Management Approved Resolutions 7 Advisory Vote on Remuneration Report For Against Management -------------------------------------------------------------------------------- BANK OF AMERICA CORPORATION Ticker: BAC Security ID: 060505104 Meeting Date: APR 22, 2020 Meeting Type: Annual Record Date: MAR 02, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Sharon L. Allen For For Management 1b Elect Director Susan S. Bies For For Management 1c Elect Director Jack O. Bovender, Jr. For For Management 1d Elect Director Frank P. Bramble, Sr. For For Management 1e Elect Director Pierre J.P. de Weck For For Management 1f Elect Director Arnold W. Donald For For Management 1g Elect Director Linda P. Hudson For For Management 1h Elect Director Monica C. Lozano For For Management 1i Elect Director Thomas J. May For For Management 1j Elect Director Brian T. Moynihan For For Management 1k Elect Director Lionel L. Nowell, III For For Management 1l Elect Director Denise L. Ramos For For Management 1m Elect Director Clayton S. Rose For For Management 1n Elect Director Michael D. White For For Management 1o Elect Director Thomas D. Woods For For Management 1p Elect Director R. David Yost For For Management 1q Elect Director Maria T. Zuber For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Amend Proxy Access Right Against For Shareholder 5 Provide Right to Act by Written Consent Against For Shareholder 6 Report on Gender Pay Gap Against Against Shareholder 7 Review of Statement of the Purpose of Against Against Shareholder a Corporation and Report on Recommended Changes to Governance Documents, Policies, and Practices -------------------------------------------------------------------------------- BARCLAYS PLC Ticker: BARC Security ID: G08036124 Meeting Date: MAY 07, 2020 Meeting Type: Annual Record Date: MAY 05, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For For Management 3 Approve Remuneration Policy For For Management 4 Elect Dawn Fitzpatrick as Director For For Management 5 Elect Mohamed A. El-Erian as Director For For Management 6 Elect Brian Gilvary as Director For For Management 7 Re-elect Mike Ashley as Director For For Management 8 Re-elect Tim Breedon as Director For For Management 9 Re-elect Sir Ian Cheshire as Director For For Management 10 Re-elect Mary Anne Citrino as Director For For Management 11 Re-elect Mary Francis as Director For For Management 12 Re-elect Crawford Gillies as Director For For Management 13 Re-elect Nigel Higgins as Director For For Management 14 Re-elect Tushar Morzaria as Director For For Management 15 Re-elect Diane Schueneman as Director For For Management 16 Re-elect James Staley as Director For For Management 17 Reappoint KPMG LLP as Auditors For For Management 18 Authorise the Board Audit Committee to For For Management Fix Remuneration of Auditors 19 Authorise EU Political Donations and For For Management Expenditure 20 Authorise Issue of Equity For For Management 21 Authorise Issue of Equity without For For Management Pre-emptive Rights 22 Authorise Issue of Equity without For For Management Pre-emptive Rights in Connection with an Acquisition or Other Capital Investment 23 Authorise Issue of Equity in Relation For For Management to the Issuance of Contingent Equity Conversion Notes 24 Authorise Issue of Equity without For For Management Pre-emptive Rights in Relation to the Issuance of Contingent Equity Conversion Notes 25 Authorise Market Purchase of Ordinary For For Management Shares 26 Authorise the Company to Call General For For Management Meeting with Two Weeks' Notice 27 Approve SAYE Share Option Scheme For For Management 28 Amend Share Value Plan For For Management 29 Approve Barclays' Commitment in For For Management Tackling Climate Change 30 Approve ShareAction Requisitioned Against Against Shareholder Resolution -------------------------------------------------------------------------------- BNP PARIBAS SA Ticker: BNP Security ID: F1058Q238 Meeting Date: MAY 19, 2020 Meeting Type: Annual/Special Record Date: MAY 15, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Allocation of Income and For For Management Absence of Dividends 4 Approve Auditors' Special Report on For For Management Related-Party Transactions 5 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 6 Reelect Jean Lemierre as Director For For Management 7 Reelect Jacques Aschenbroich as For For Management Director 8 Reelect Monique Cohen as Director For For Management 9 Reelect Daniela Schwarzer as Director For For Management 10 Reelect Fields Wicker-Miurin as For For Management Director 11 Approve Remuneration Policy of For For Management Directors 12 Approve Remuneration Policy of For For Management Chairman of the Board 13 Approve Remuneration Policy of CEO and For For Management Vice-CEO 14 Approve Compensation of Corporate For For Management Officers 15 Approve Compensation of Jean Lemierre, For For Management Chairman of the Board 16 Approve Compensation of Jean-Laurent For For Management Bonnafe, CEO 17 Approve Compensation of Philippe For For Management Bordenave, Vice-CEO 18 Approve the Overall Envelope of For For Management Compensation of Certain Senior Management, Responsible Officers and the Risk-takers 19 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 1 Billion 20 Authorize Capital Increase of Up to For For Management EUR 240 Million for Future Exchange Offers 21 Authorize Board to Set Issue Price for For For Management 10 Percent Per Year of Issued Capital Pursuant to Issue Authority without Preemptive Rights 22 Set Total Limit for Capital Increase For For Management to Result from Issuance Requests Under Items 20-21 at EUR 240 Million 23 Authorize Capitalization of Reserves For For Management of Up to EUR 1 Billion for Bonus Issue or Increase in Par Value 24 Set Total Limit for Capital Increase For For Management to Result from Issuance Requests Under Items 19-21 at EUR 1 Billion 25 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans 26 Authorize Decrease in Share Capital For For Management via Cancellation of Repurchased Shares 27 Amend Article 7 of Bylaws Re: Employee For For Management Shareholder Representative 28 Amend Article 15 of Bylaws Re: Board For For Management Members Deliberation via Written Consultation 29 Amend Articles 7, 10, 11, 19 of Bylaws For For Management to Comply with Legal Changes 30 Authorize Filing of Required For For Management Documents/Other Formalities -------------------------------------------------------------------------------- BP PLC Ticker: BP Security ID: 055622104 Meeting Date: MAY 27, 2020 Meeting Type: Annual Record Date: MAR 12, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For For Management 3 Approve Remuneration Policy For For Management 4(a) Elect Bernard Looney as Director For For Management 4(b) Re-elect Brian Gilvary as Director For For Management 4(c) Re-elect Dame Alison Carnwath as For For Management Director 4(d) Re-elect Pamela Daley as Director For For Management 4(e) Re-elect Sir Ian Davis as Director For For Management 4(f) Re-elect Dame Ann Dowling as Director For For Management 4(g) Re-elect Helge Lund as Director For For Management 4(h) Re-elect Melody Meyer as Director For For Management 4(i) Re-elect Brendan Nelson as Director For For Management 4(j) Re-elect Paula Reynolds as Director For For Management 4(k) Re-elect Sir John Sawers as Director For For Management 5 Reappoint Deloitte LLP as Auditors For For Management 6 Authorise Audit Committee to Fix For For Management Remuneration of Auditors 7 Approve Executive Directors' Incentive For For Management Plan 8 Authorise EU Political Donations and For For Management Expenditure 9 Authorise Issue of Equity For For Management 10 Authorise Issue of Equity without For For Management Pre-emptive Rights 11 Authorise Issue of Equity without For For Management Pre-emptive Rights in Connection with an Acquisition or Other Capital Investment 12 Authorise Market Purchase of Ordinary For For Management Shares 13 Authorise the Company to Call General For For Management Meeting with Two Weeks' Notice -------------------------------------------------------------------------------- CATERPILLAR INC. Ticker: CAT Security ID: 149123101 Meeting Date: JUN 10, 2020 Meeting Type: Annual Record Date: APR 13, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Kelly A. Ayotte For For Management 1.2 Elect Director David L. Calhoun For For Management 1.3 Elect Director Daniel M. Dickinson For For Management 1.4 Elect Director Juan Gallardo For For Management 1.5 Elect Director William A. Osborn For For Management 1.6 Elect Director Debra L. Reed-Klages For For Management 1.7 Elect Director Edward B. Rust, Jr. For For Management 1.8 Elect Director Susan C. Schwab For For Management 1.9 Elect Director D. James Umpleby, III For For Management 1.10 Elect Director Miles D. White For For Management 1.11 Elect Director Rayford Wilkins, Jr. For For Management 2 Ratify PricewaterhouseCoopers as For Against Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Report on Lobbying Payments and Policy Against Against Shareholder 5 Require Independent Board Chair Against For Shareholder 6 Provide Right to Act by Written Consent Against For Shareholder -------------------------------------------------------------------------------- CHINA CONSTRUCTION BANK CORPORATION Ticker: 939 Security ID: Y1397N101 Meeting Date: JUN 19, 2020 Meeting Type: Annual Record Date: MAY 19, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve 2019 Report of the Board of For For Management Directors 2 Approve 2019 Report of the Board of For For Management Supervisors 3 Approve 2019 Final Financial Accounts For For Management 4 Approve 2019 Profit Distribution Plan For For Management 5 Approve 2020 Budget for Fixed Assets For For Management Investment 6 Elect Tian Guoli as Director For For Management 7 Elect Feng Bing as Director For For Management 8 Elect Zhang Qi as Director For For Management 9 Elect Xu Jiandong as Director For For Management 10 Elect Malcolm Christopher McCarthy as For For Management Director 11 Elect Yang Fenglai as Supervisor For For Management 12 Elect Liu Huan as Supervisor For For Management 13 Elect Ben Shenglin as Supervisor For For Management 14 Approve Ernst & Young Hua Ming LLP as For For Management Domestic Auditor and Ernst & Young as International Auditor and Authorize Board to Fix Their Remuneration 15 Approve Authorization for Temporary For For Management Limit on Charitable Donations for 2020 16 Approve Capital Plan of China For For Management Construction Bank for 2021 to 2023 -------------------------------------------------------------------------------- CIGNA CORPORATION Ticker: CI Security ID: 125523100 Meeting Date: APR 22, 2020 Meeting Type: Annual Record Date: FEB 24, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David M. Cordani For For Management 1.2 Elect Director William J. DeLaney For For Management 1.3 Elect Director Eric J. Foss For For Management 1.4 Elect Director Elder Granger For For Management 1.5 Elect Director Isaiah Harris, Jr. For For Management 1.6 Elect Director Roman Martinez, IV For For Management 1.7 Elect Director Kathleen M. Mazzarella For For Management 1.8 Elect Director Mark B. McClellan For For Management 1.9 Elect Director John M. Partridge For For Management 1.10 Elect Director William L. Roper For For Management 1.11 Elect Director Eric C. Wiseman For For Management 1.12 Elect Director Donna F. Zarcone For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Reduce Ownership Threshold for Against For Shareholder Shareholders to Call Special Meeting 5 Report on Gender Pay Gap Against For Shareholder -------------------------------------------------------------------------------- CITIGROUP INC. Ticker: C Security ID: 172967424 Meeting Date: APR 21, 2020 Meeting Type: Annual Record Date: FEB 24, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Michael L. Corbat For For Management 1b Elect Director Ellen M. Costello For For Management 1c Elect Director Grace E. Dailey For For Management 1d Elect Director Barbara J. Desoer For For Management 1e Elect Director John C. Dugan For For Management 1f Elect Director Duncan P. Hennes For For Management 1g Elect Director Peter B. Henry For For Management 1h Elect Director S. Leslie Ireland For For Management 1i Elect Director Lew W. (Jay) Jacobs, IV For For Management 1j Elect Director Renee J. James For For Management 1k Elect Director Gary M. Reiner For For Management 1l Elect Director Diana L. Taylor For For Management 1m Elect Director James S. Turley For For Management 1n Elect Director Deborah C. Wright For For Management 1o Elect Director Alexander R. Wynaendts For For Management 1p Elect Director Ernesto Zedillo Ponce For For Management de Leon 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Omnibus Stock Plan For For Management 5 Amend Proxy Access Right Against For Shareholder 6 Review on Governance Documents Against Against Shareholder 7 Report on Lobbying Payments and Policy Against Against Shareholder -------------------------------------------------------------------------------- D.R. HORTON, INC. Ticker: DHI Security ID: 23331A109 Meeting Date: JAN 22, 2020 Meeting Type: Annual Record Date: DEC 02, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Donald R. Horton For For Management 1b Elect Director Barbara K. Allen For For Management 1c Elect Director Brad S. Anderson For For Management 1d Elect Director Michael R. Buchanan For For Management 1e Elect Director Michael W. Hewatt For For Management 1f Elect Director Maribess L. Miller For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- EOG RESOURCES, INC. Ticker: EOG Security ID: 26875P101 Meeting Date: APR 30, 2020 Meeting Type: Annual Record Date: MAR 06, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Janet F. Clark For For Management 1b Elect Director Charles R. Crisp For For Management 1c Elect Director Robert P. Daniels For For Management 1d Elect Director James C. Day For For Management 1e Elect Director C. Christopher Gaut For For Management 1f Elect Director Julie J. Robertson For For Management 1g Elect Director Donald F. Textor For For Management 1h Elect Director William R. Thomas For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- FACEBOOK, INC. Ticker: FB Security ID: 30303M102 Meeting Date: MAY 27, 2020 Meeting Type: Annual Record Date: APR 03, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Peggy Alford For For Management 1.2 Elect Director Marc L. Andreessen For Withhold Management 1.3 Elect Director Andrew W. Houston For For Management 1.4 Elect Director Nancy Killefer For For Management 1.5 Elect Director Robert M. Kimmitt For For Management 1.6 Elect Director Sheryl K. Sandberg For For Management 1.7 Elect Director Peter A. Thiel For Withhold Management 1.8 Elect Director Tracey T. Travis For For Management 1.9 Elect Director Mark Zuckerberg For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Approve Non-Employee Director For Against Management Compensation Policy 4 Approve Recapitalization Plan for all Against For Shareholder Stock to Have One-vote per Share 5 Require Independent Board Chair Against For Shareholder 6 Require a Majority Vote for the Against For Shareholder Election of Directors 7 Report on Political Advertising Against For Shareholder 8 Require Independent Director Nominee Against Against Shareholder with Human and/or Civil Rights Experience 9 Report on Civil and Human Rights Risk Against For Shareholder Assessment 10 Report on Online Child Sexual Against For Shareholder Exploitation 11 Report on Median Gender/Racial Pay Gap Against For Shareholder -------------------------------------------------------------------------------- FIFTH THIRD BANCORP Ticker: FITB Security ID: 316773100 Meeting Date: APR 14, 2020 Meeting Type: Annual Record Date: FEB 21, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Nicholas K. Akins For For Management 1.2 Elect Director B. Evan Bayh, III For For Management 1.3 Elect Director Jorge L. Benitez For For Management 1.4 Elect Director Katherine B. Blackburn For For Management 1.5 Elect Director Emerson L. Brumback For For Management 1.6 Elect Director Jerry W. Burris For For Management 1.7 Elect Director Greg D. Carmichael For For Management 1.8 Elect Director C. Bryan Daniels For For Management 1.9 Elect Director Thomas H. Harvey For For Management 1.10 Elect Director Gary R. Heminger For For Management 1.11 Elect Director Jewell D. Hoover For For Management 1.12 Elect Director Eileen A. Mallesch For For Management 1.13 Elect Director Michael B. McCallister For For Management 1.14 Elect Director Marsha C. Williams For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Advisory Vote on Say on Pay Frequency One Year One Year Management -------------------------------------------------------------------------------- GENUINE PARTS COMPANY Ticker: GPC Security ID: 372460105 Meeting Date: APR 27, 2020 Meeting Type: Annual Record Date: FEB 18, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Elizabeth W. Camp For For Management 1.2 Elect Director Richard Cox, Jr. For For Management 1.3 Elect Director Paul D. Donahue For For Management 1.4 Elect Director Gary P. Fayard For For Management 1.5 Elect Director P. Russell Hardin For For Management 1.6 Elect Director John R. Holder For For Management 1.7 Elect Director Donna W. Hyland For For Management 1.8 Elect Director John D. Johns For For Management 1.9 Elect Director Jean-Jacques Lafont For For Management 1.10 Elect Director Robert C. "Robin" For For Management Loudermilk, Jr. 1.11 Elect Director Wendy B. Needham For For Management 1.12 Elect Director E. Jenner Wood, III For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management 4 Report on EEO Against For Shareholder -------------------------------------------------------------------------------- HALLIBURTON COMPANY Ticker: HAL Security ID: 406216101 Meeting Date: MAY 19, 2020 Meeting Type: Annual Record Date: MAR 20, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Abdulaziz F. Al Khayyal For For Management 1b Elect Director William E. Albrecht For For Management 1c Elect Director M. Katherine Banks For For Management 1d Elect Director Alan M. Bennett For For Management 1e Elect Director Milton Carroll For For Management 1f Elect Director Nance K. Dicciani For For Management 1g Elect Director Murry S. Gerber For For Management 1h Elect Director Patricia Hemingway Hall For For Management 1i Elect Director Robert A. Malone For For Management 1j Elect Director Jeffrey A. Miller For For Management 2 Ratify KPMG LLP as Auditor For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Omnibus Stock Plan For For Management -------------------------------------------------------------------------------- INDUSTRIAL & COMMERCIAL BANK OF CHINA LIMITED Ticker: 1398 Security ID: Y3990B112 Meeting Date: NOV 22, 2019 Meeting Type: Special Record Date: OCT 22, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Gu Shu as Director For For Management 2 Approve Payment Plan of Remuneration For For Management to Directors for 2018 3 Approve Payment Plan of Remuneration For For Management to Supervisors for 2018 4 Approve Application for Provisional For For Management Authorization Limit on External Donations 5 Elect Cao Liqun as Director For For Shareholder 6 Elect Feng Weidong as Director For For Shareholder -------------------------------------------------------------------------------- INDUSTRIAL & COMMERCIAL BANK OF CHINA LIMITED Ticker: 1398 Security ID: Y3990B112 Meeting Date: JAN 08, 2020 Meeting Type: Special Record Date: DEC 27, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Yang Guozhong as Supervisor For For Shareholder -------------------------------------------------------------------------------- INDUSTRIAL AND COMMERCIAL BANK OF CHINA LIMITED Ticker: 1398 Security ID: Y3990B112 Meeting Date: JUN 12, 2020 Meeting Type: Annual Record Date: JUN 03, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve 2019 Work Report of the Board For For Management of Directors 2 Approve 2019 Work Report of the Board For For Management of Supervisors 3 Approve 2019 Audited Accounts For For Management 4 Approve 2019 Profit Distribution Plan For For Management 5 Approve 2020 Fixed Asset Investment For For Management Budget 6 Approve KPMG Huazhen LLP and KPMG as For For Management Domestic External Auditors and KPMG as Domestic External Auditors 7 Elect Shen Si as Director For For Management 8 Approve Issuance of Undated Additional For For Management Tier 1 Capital Bonds and Eligible Tier 2 Capital Instruments 9 Approve Issuance of Equity or For Against Management Equity-Linked Securities without Preemptive Rights 10 Approve Issuance of Eligible Tier 2 For For Shareholder Capital Instruments 11 Approve Application for Authorization For For Shareholder Limit for Special Donations for COVID-19 Pandemic Prevention and Control 12 Elect Liao Lin as Director For For Shareholder -------------------------------------------------------------------------------- JPMORGAN CHASE & CO. Ticker: JPM Security ID: 46625H100 Meeting Date: MAY 19, 2020 Meeting Type: Annual Record Date: MAR 20, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Linda B. Bammann For For Management 1b Elect Director Stephen B. Burke For For Management 1c Elect Director Todd A. Combs For For Management 1d Elect Director James S. Crown For For Management 1e Elect Director James Dimon For For Management 1f Elect Director Timothy P. Flynn For For Management 1g Elect Director Mellody Hobson For For Management 1h Elect Director Michael A. Neal For For Management 1i Elect Director Lee R. Raymond For For Management 1j Elect Director Virginia M. Rometty For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditor 4 Require Independent Board Chair Against For Shareholder 5 Report on Reputational Risk Related to Against Against Shareholder Canadian Oil Sands, Oil Sands Pipeline Companies and Arctic Oil and Gas Exploration and Production. 6 Report on Climate Change Against Against Shareholder 7 Amend Shareholder Written Consent Against Against Shareholder Provisions 8 Report on Charitable Contributions Against Against Shareholder 9 Report on Gender/Racial Pay Gap Against Against Shareholder -------------------------------------------------------------------------------- LENNAR CORPORATION Ticker: LEN Security ID: 526057302 Meeting Date: APR 07, 2020 Meeting Type: Annual Record Date: FEB 10, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Rick Beckwitt For For Management 1b Elect Director Irving Bolotin For For Management 1c Elect Director Steven L. Gerard For For Management 1d Elect Director Tig Gilliam For For Management 1e Elect Director Sherrill W. Hudson For For Management 1f Elect Director Jonathan M. Jaffe For For Management 1g Elect Director Sidney Lapidus For For Management 1h Elect Director Teri P. McClure For For Management 1i Elect Director Stuart Miller For For Management 1j Elect Director Armando Olivera For For Management 1k Elect Director Jeffrey Sonnenfeld For For Management 1l Elect Director Scott Stowell For Against Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- LENNAR CORPORATION Ticker: LEN Security ID: 526057104 Meeting Date: APR 07, 2020 Meeting Type: Annual Record Date: FEB 10, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Rick Beckwitt For For Management 1b Elect Director Irving Bolotin For For Management 1c Elect Director Steven L. Gerard For For Management 1d Elect Director Tig Gilliam For For Management 1e Elect Director Sherrill W. Hudson For For Management 1f Elect Director Jonathan M. Jaffe For For Management 1g Elect Director Sidney Lapidus For For Management 1h Elect Director Teri P. McClure For For Management 1i Elect Director Stuart Miller For For Management 1j Elect Director Armando Olivera For For Management 1k Elect Director Jeffrey Sonnenfeld For For Management 1l Elect Director Scott Stowell For Against Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- MEDTRONIC PLC Ticker: MDT Security ID: G5960L103 Meeting Date: DEC 06, 2019 Meeting Type: Annual Record Date: OCT 10, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Richard H. Anderson For For Management 1b Elect Director Craig Arnold For For Management 1c Elect Director Scott C. Donnelly For For Management 1d Elect Director Andrea J. Goldsmith For For Management 1e Elect Director Randall J. Hogan, III For For Management 1f Elect Director Omar Ishrak For For Management 1g Elect Director Michael O. Leavitt For For Management 1h Elect Director James T. Lenehan For For Management 1i Elect Director Geoffrey S. Martha For For Management 1j Elect Director Elizabeth G. Nabel For For Management 1k Elect Director Denise M. O'Leary For For Management 1l Elect Director Kendall J. Powell For For Management 2 Approve PricewaterhouseCoopers LLP as For For Management Auditors and Authorize Board to Fix Their Remuneration 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Renew the Board's Authority to Issue For For Management Shares Under Irish Law 5 Renew the Board's Authority to Opt-Out For For Management of Statutory Pre-Emptions Rights Under Irish Law 6 Authorize Overseas Market Purchases of For For Management Ordinary Shares -------------------------------------------------------------------------------- MERCK & CO., INC. Ticker: MRK Security ID: 58933Y105 Meeting Date: MAY 26, 2020 Meeting Type: Annual Record Date: MAR 27, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Leslie A. Brun For For Management 1b Elect Director Thomas R. Cech For For Management 1c Elect Director Mary Ellen Coe For For Management 1d Elect Director Pamela J. Craig For For Management 1e Elect Director Kenneth C. Frazier For For Management 1f Elect Director Thomas H. Glocer For For Management 1g Elect Director Risa J. Lavizzo-Mourey For For Management 1h Elect Director Paul B. Rothman For For Management 1i Elect Director Patricia F. Russo For For Management 1j Elect Director Christine E. Seidman For For Management 1k Elect Director Inge G. Thulin For For Management 1l Elect Director Kathy J. Warden For For Management 1m Elect Director Peter C. Wendell For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Provide Right to Act by Written Consent Against For Shareholder 5 Report on Corporate Tax Savings Against Against Shareholder Allocation -------------------------------------------------------------------------------- MICRON TECHNOLOGY, INC. Ticker: MU Security ID: 595112103 Meeting Date: JAN 16, 2020 Meeting Type: Annual Record Date: NOV 18, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert L. Bailey For For Management 1.2 Elect Director Richard M. Beyer For For Management 1.3 Elect Director Steven J. Gomo For For Management 1.4 Elect Director Mary Pat McCarthy For For Management 1.5 Elect Director Sanjay Mehrotra For For Management 1.6 Elect Director Robert E. Switz For For Management 1.7 Elect Director MaryAnn Wright For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- MICROSOFT CORPORATION Ticker: MSFT Security ID: 594918104 Meeting Date: DEC 04, 2019 Meeting Type: Annual Record Date: OCT 08, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William H. Gates, III For For Management 1.2 Elect Director Reid G. Hoffman For For Management 1.3 Elect Director Hugh F. Johnston For For Management 1.4 Elect Director Teri L. List-Stoll For For Management 1.5 Elect Director Satya Nadella For For Management 1.6 Elect Director Sandra E. Peterson For For Management 1.7 Elect Director Penny S. Pritzker For For Management 1.8 Elect Director Charles W. Scharf For For Management 1.9 Elect Director Arne M. Sorenson For For Management 1.10 Elect Director John W. Stanton For For Management 1.11 Elect Director John W. Thompson For For Management 1.12 Elect Director Emma N. Walmsley For For Management 1.13 Elect Director Padmasree Warrior For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors 4 Report on Employee Representation on Against Against Shareholder the Board of Directors 5 Report on Gender Pay Gap Against For Shareholder -------------------------------------------------------------------------------- NESTLE SA Ticker: NESN Security ID: H57312649 Meeting Date: APR 23, 2020 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1.1 Accept Financial Statements and For For Management Statutory Reports 1.2 Approve Remuneration Report For For Management 2 Approve Discharge of Board and Senior For For Management Management 3 Approve Allocation of Income and For For Management Dividends of CHF 2.70 per Share 4.1.a Reelect Paul Bulcke as Director and For For Management Board Chairman 4.1.b Reelect Ulf Schneider as Director For For Management 4.1.c Reelect Henri de Castries as Director For For Management 4.1.d Reelect Renato Fassbind as Director For For Management 4.1.e Reelect Ann Veneman as Director For For Management 4.1.f Reelect Eva Cheng as Director For For Management 4.1.g Reelect Patrick Aebischer as Director For For Management 4.1.h Reelect Ursula Burns as Director For For Management 4.1.i Reelect Kasper Rorsted as Director For For Management 4.1.j Reelect Pablo Isla as Director For For Management 4.1.k Reelect Kimberly Ross as Director For For Management 4.1.l Reelect Dick Boer as Director For For Management 4.1.m Reelect Dinesh Paliwal as Director For For Management 4.2 Elect Hanne Jimenez de Mora as Director For For Management 4.3.1 Appoint Patrick Aebischer as Member of For For Management the Compensation Committee 4.3.2 Appoint Ursula Burns as Member of the For For Management Compensation Committee 4.3.3 Appoint Pablo Isla as Member of the For For Management Compensation Committee 4.3.4 Appoint Dick Boer as Member of the For For Management Compensation Committee 4.4 Ratify Ernst & Young AG as Auditors For For Management 4.5 Designate Hartmann Dreyer as For For Management Independent Proxy 5.1 Approve Remuneration of Directors in For For Management the Amount of CHF 10 Million 5.2 Approve Remuneration of Executive For For Management Committee in the Amount of CHF 55 Million 6 Approve CHF 9.5 Million Reduction in For For Management Share Capital via Cancellation of Repurchased Shares 7 Transact Other Business (Voting) Against Against Management -------------------------------------------------------------------------------- PEPSICO, INC. Ticker: PEP Security ID: 713448108 Meeting Date: MAY 06, 2020 Meeting Type: Annual Record Date: MAR 02, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Shona L. Brown For For Management 1b Elect Director Cesar Conde For For Management 1c Elect Director Ian Cook For For Management 1d Elect Director Dina Dublon For For Management 1e Elect Director Richard W. Fisher For For Management 1f Elect Director Michelle Gass For For Management 1g Elect Director Ramon L. Laguarta For For Management 1h Elect Director David C. Page For For Management 1i Elect Director Robert C. Pohlad For For Management 1j Elect Director Daniel Vasella For For Management 1k Elect Director Darren Walker For For Management 1l Elect Director Alberto Weisser For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Reduce Ownership Threshold for Against For Shareholder Shareholders to Call Special Meeting 5 Report on Sugar and Public Health Against Against Shareholder -------------------------------------------------------------------------------- PFIZER INC. Ticker: PFE Security ID: 717081103 Meeting Date: APR 23, 2020 Meeting Type: Annual Record Date: FEB 25, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ronald E. Blaylock For For Management 1.2 Elect Director Albert Bourla For For Management 1.3 Elect Director W. Don Cornwell For For Management 1.4 Elect Director Joseph J. Echevarria For For Management 1.5 Elect Director Scott Gottlieb For For Management 1.6 Elect Director Helen H. Hobbs For For Management 1.7 Elect Director Susan Hockfield For For Management 1.8 Elect Director James M. Kilts For For Management 1.9 Elect Director Dan R. Littman For For Management 1.10 Elect Director Shantanu Narayen For For Management 1.11 Elect Director Suzanne Nora Johnson For For Management 1.12 Elect Director James Quincey For For Management 1.13 Elect Director James C. Smith For For Management 2 Ratify KPMG LLP as Auditor For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Provide Right to Act by Written Consent Against Against Shareholder 5 Amend Proxy Access Right Against For Shareholder 6 Report on Lobbying Payments and Policy Against Against Shareholder 7 Require Independent Board Chair Against For Shareholder 8 Report on Gender Pay Gap Against For Shareholder 9 Elect Director Susan Desmond-Hellmann For For Management -------------------------------------------------------------------------------- ROYAL BANK OF SCOTLAND GROUP PLC Ticker: RBS Security ID: G7S86Z172 Meeting Date: APR 29, 2020 Meeting Type: Annual Record Date: APR 27, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Policy For For Management 3 Approve Remuneration Report For For Management 4 Approve Final Dividend For Abstain Management 5 Approve Special Dividend For Abstain Management 6 Re-elect Howard Davies as Director For For Management 7 Elect Alison Rose-Slade as Director For For Management 8 Re-elect Katie Murray as Director For For Management 9 Re-elect Frank Dangeard as Director For For Management 10 Re-elect Patrick Flynn as Director For For Management 11 Re-elect Morten Friis as Director For For Management 12 Re-elect Robert Gillespie as Director For For Management 13 Elect Yasmin Jetha as Director For For Management 14 Re-elect Baroness Noakes as Director For For Management 15 Re-elect Mike Rogers as Director For For Management 16 Re-elect Mark Seligman as Director For For Management 17 Re-elect Lena Wilson as Director For For Management 18 Reappoint Ernst & Young LLP as Auditors For For Management 19 Authorise the Group Audit Committee to For For Management Fix Remuneration of Auditors 20 Authorise Issue of Equity For For Management 21 Authorise Issue of Equity without For For Management Pre-emptive Rights 22 Authorise Issue of Equity without For For Management Pre-emptive Rights in Connection with an Acquisition or Other Capital Investment 23 Authorise Issue of Equity in For For Management Connection with Equity Convertible Notes 24 Authorise Issue of Equity without For For Management Pre-emptive Rights in Connection with Equity Convertible Notes 25 Authorise the Company to Call General For For Management Meeting with Two Weeks' Notice 26 Authorise EU Political Donations and For For Management Expenditure 27 Authorise Market Purchase of Ordinary For For Management Shares 28 Authorise Off-Market Purchase of For For Management Ordinary Shares 29 Adopt New Articles of Association For For Management 30 Approve Employee Share Ownership Plan For For Management -------------------------------------------------------------------------------- SAMSUNG ELECTRONICS CO., LTD. Ticker: 005930 Security ID: Y74718100 Meeting Date: MAR 18, 2020 Meeting Type: Annual Record Date: DEC 31, 2019 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Allocation of Income 2.1 Elect Han Jong-hee as Inside Director For For Management 2.2 Elect Choi Yoon-ho as Inside Director For For Management 3 Approve Total Remuneration of Inside For For Management Directors and Outside Directors -------------------------------------------------------------------------------- STANLEY BLACK & DECKER, INC. Ticker: SWK Security ID: 854502101 Meeting Date: APR 17, 2020 Meeting Type: Annual Record Date: FEB 14, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Andrea J. Ayers For For Management 1.2 Elect Director George W. Buckley For For Management 1.3 Elect Director Patrick D. Campbell For For Management 1.4 Elect Director Carlos M. Cardoso For For Management 1.5 Elect Director Robert B. Coutts For For Management 1.6 Elect Director Debra A. Crew For For Management 1.7 Elect Director Michael D. Hankin For For Management 1.8 Elect Director James M. Loree For For Management 1.9 Elect Director Dmitri L. Stockton For For Management 1.10 Elect Director Irving Tan For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management 4 Provide Right to Act by Written Consent Against For Shareholder -------------------------------------------------------------------------------- SUMITOMO MITSUI FINANCIAL GROUP, INC. Ticker: 8316 Security ID: J7771X109 Meeting Date: JUN 26, 2020 Meeting Type: Annual Record Date: MAR 31, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Allocation of Income, with a For For Management Final Dividend of JPY 100 2.1 Elect Director Kunibe, Takeshi For For Management 2.2 Elect Director Ota, Jun For For Management 2.3 Elect Director Takashima, Makoto For For Management 2.4 Elect Director Nagata, Haruyuki For For Management 2.5 Elect Director Nakashima, Toru For For Management 2.6 Elect Director Inoue, Atsuhiko For For Management 2.7 Elect Director Mikami, Toru For For Management 2.8 Elect Director Shimizu, Yoshihiko For For Management 2.9 Elect Director Matsumoto, Masayuki For Against Management 2.10 Elect Director Arthur M. Mitchell For For Management 2.11 Elect Director Yamazaki, Shozo For For Management 2.12 Elect Director Kono, Masaharu For For Management 2.13 Elect Director Tsutsui, Yoshinobu For For Management 2.14 Elect Director Shimbo, Katsuyoshi For For Management 2.15 Elect Director Sakurai, Eriko For For Management -------------------------------------------------------------------------------- SUNCOR ENERGY INC. Ticker: SU Security ID: 867224107 Meeting Date: MAY 06, 2020 Meeting Type: Annual Record Date: MAR 09, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Patricia M. Bedient For For Management 1.2 Elect Director Mel E. Benson For For Management 1.3 Elect Director John D. Gass For For Management 1.4 Elect Director Dennis M. Houston For For Management 1.5 Elect Director Mark S. Little For For Management 1.6 Elect Director Brian P. MacDonald For For Management 1.7 Elect Director Maureen McCaw For For Management 1.8 Elect Director Lorraine Mitchelmore For For Management 1.9 Elect Director Eira M. Thomas For For Management 1.10 Elect Director Michael M. Wilson For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote on Executive For For Management Compensation Approach -------------------------------------------------------------------------------- SYNCHRONY FINANCIAL Ticker: SYF Security ID: 87165B103 Meeting Date: MAY 21, 2020 Meeting Type: Annual Record Date: MAR 26, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Margaret M. Keane For For Management 1b Elect Director Fernando Aguirre For For Management 1c Elect Director Paget L. Alves For For Management 1d Elect Director Arthur W. Coviello, Jr. For For Management 1e Elect Director William W. Graylin For For Management 1f Elect Director Roy A. Guthrie For For Management 1g Elect Director Richard C. Hartnack For For Management 1h Elect Director Jeffrey G. Naylor For For Management 1i Elect Director Laurel J. Richie For For Management 1j Elect Director Olympia J. Snowe For For Management 1k Elect Director Ellen M. Zane For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify KPMG LLP as Auditors For For Management -------------------------------------------------------------------------------- TAIWAN SEMICONDUCTOR MANUFACTURING CO., LTD. Ticker: 2330 Security ID: 874039100 Meeting Date: JUN 09, 2020 Meeting Type: Annual Record Date: APR 09, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Business Operations Report and For For Management Financial Statements 2 Amend Procedures for Lending Funds to For For Management Other Parties 3.1 Elect Yancey Hai, with SHAREHOLDER NO. For For Management D100708xxx as Independent Director -------------------------------------------------------------------------------- TRUIST FINANCIAL CORPORATION Ticker: TFC Security ID: 89832Q109 Meeting Date: APR 28, 2020 Meeting Type: Annual Record Date: FEB 21, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jennifer S. Banner For For Management 1.2 Elect Director K. David Boyer, Jr. For For Management 1.3 Elect Director Agnes Bundy Scanlan For For Management 1.4 Elect Director Anna R. Cablik For For Management 1.5 Elect Director Dallas S. Clement For For Management 1.6 Elect Director Paul D. Donahue For For Management 1.7 Elect Director Paul R. Garcia For For Management 1.8 Elect Director Patrick C. Graney, III For For Management 1.9 Elect Director Linnie M. Haynesworth For For Management 1.10 Elect Director Kelly S. King For For Management 1.11 Elect Director Easter A. Maynard For For Management 1.12 Elect Director Donna S. Morea For For Management 1.13 Elect Director Charles A. Patton For For Management 1.14 Elect Director Nido R. Qubein For For Management 1.15 Elect Director David M. Ratcliffe For For Management 1.16 Elect Director William H. Rogers, Jr. For For Management 1.17 Elect Director Frank P. Scruggs, Jr. For For Management 1.18 Elect Director Christine Sears For For Management 1.19 Elect Director Thomas E. Skains For For Management 1.20 Elect Director Bruce L. Tanner For For Management 1.21 Elect Director Thomas N. Thompson For For Management 1.22 Elect Director Steven C. Voorhees For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Require Independent Board Chairman Against For Shareholder -------------------------------------------------------------------------------- UNITEDHEALTH GROUP INCORPORATED Ticker: UNH Security ID: 91324P102 Meeting Date: JUN 01, 2020 Meeting Type: Annual Record Date: APR 07, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Richard T. Burke For For Management 1b Elect Director Timothy P. Flynn For For Management 1c Elect Director Stephen J. Hemsley For For Management 1d Elect Director Michele J. Hooper For For Management 1e Elect Director F. William McNabb, III For For Management 1f Elect Director Valerie C. Montgomery For For Management Rice 1g Elect Director John H. Noseworthy For For Management 1h Elect Director Glenn M. Renwick For For Management 1i Elect Director David S. Wichmann For For Management 1j Elect Director Gail R. Wilensky For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors 4 Approve Omnibus Stock Plan For For Management 5 Require Shareholder Approval of Bylaw Against Against Shareholder Amendments Adopted by the Board of Directors -------------------------------------------------------------------------------- VERIZON COMMUNICATIONS INC. Ticker: VZ Security ID: 92343V104 Meeting Date: MAY 07, 2020 Meeting Type: Annual Record Date: MAR 09, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Shellye L. Archambeau For For Management 1.2 Elect Director Mark T. Bertolini For For Management 1.3 Elect Director Vittorio Colao For For Management 1.4 Elect Director Melanie L. Healey For For Management 1.5 Elect Director Clarence Otis, Jr. For For Management 1.6 Elect Director Daniel H. Schulman For For Management 1.7 Elect Director Rodney E. Slater For For Management 1.8 Elect Director Hans E. Vestberg For For Management 1.9 Elect Director Gregory G. Weaver For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management 4 Eliminate Above-Market Earnings in Against Against Shareholder Executive Retirement Plans 5 Reduce Ownership Threshold for Against For Shareholder Shareholders to Call Special Meeting 6 Report on Lobbying Payments and Policy Against Against Shareholder 7 Assess Feasibility of Data Privacy as Against Against Shareholder a Performance Measure for Senior Executive Compensation 8 Submit Severance Agreement Against For Shareholder (Change-in-Control) to Shareholder Vote -------------------------------------------------------------------------------- WELLS FARGO & COMPANY Ticker: WFC Security ID: 949746101 Meeting Date: APR 28, 2020 Meeting Type: Annual Record Date: FEB 28, 2020 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Steven D. Black For For Management 1b Elect Director Celeste A. Clark For For Management 1c Elect Director Theodore F. Craver, Jr. For For Management 1d Elect Director Wayne M. Hewett For For Management 1e Elect Director Donald M. James For For Management 1f Elect Director Maria R. Morris For For Management 1g Elect Director Charles H. Noski For For Management 1h Elect Director Richard B. Payne, Jr. For For Management 1i Elect Director Juan A. Pujadas For For Management 1j Elect Director Ronald L. Sargent For For Management 1k Elect Director Charles W. Scharf For For Management 1l Elect Director Suzanne M. Vautrinot For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify KPMG LLP as Auditors For For Management 4 Require Shareholder Approval of Bylaw Against Against Shareholder Amendments Adopted by the Board of Directors 5 Report on Incentive-Based Compensation Against For Shareholder and Risks of Material Losses 6 Report on Global Median Gender Pay Gap Against For Shareholder ========== END NPX REPORT SIGNATURES Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. VANGUARD WINDSOR FUNDS By: /s/Mortimer J. Buckley Mortimer J. Buckley* Chief Executive Officer, President, and Trustee Date: September 1, 2020 *By: /s/Anne E. Robinson Anne E. Robinson, pursuant to a Power of Attorney filed on January 18, 2018, see File Number 33-32216. Incorporated by Reference.