N-PX 1 brdS17_0001141819_2023.txt BRDS17_0001141819_2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM N-PX ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY INVESTMENT COMPANY ACT FILE NUMBER: 811-10401 NAME OF REGISTRANT: Trust for Professional Managers ADDRESS OF PRINCIPAL EXECUTIVE OFFICES: 615 East Michigan Street Milwaukee, WI 53202 NAME AND ADDRESS OF AGENT FOR SERVICE: Jay S. Fitton U.S. Bancorp Fund Services, LLC 615 East Michigan Street, 2nd Floor Milwaukee, WI 53202 REGISTRANT'S TELEPHONE NUMBER: 513-629-8104 DATE OF FISCAL YEAR END: 05/31 DATE OF REPORTING PERIOD: 07/01/2022 - 06/30/2023 Jensen Global Quality Growth Fund -------------------------------------------------------------------------------------------------------------------------- ACCENTURE PLC Agenda Number: 935750174 -------------------------------------------------------------------------------------------------------------------------- Security: G1151C101 Meeting Type: Annual Meeting Date: 01-Feb-2023 Ticker: ACN ISIN: IE00B4BNMY34 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Appointment of Director: Jaime Ardila Mgmt For For 1b. Appointment of Director: Nancy McKinstry Mgmt For For 1c. Appointment of Director: Beth E. Mooney Mgmt For For 1d. Appointment of Director: Gilles C. Pelisson Mgmt For For 1e. Appointment of Director: Paula A. Price Mgmt For For 1f. Appointment of Director: Venkata (Murthy) Mgmt For For Renduchintala 1g. Appointment of Director: Arun Sarin Mgmt For For 1h. Appointment of Director: Julie Sweet Mgmt For For 1i. Appointment of Director: Tracey T. Travis Mgmt For For 2. To approve, in a non-binding vote, the Mgmt For For compensation of our named executive officers. 3. To approve, in a non-binding vote, the Mgmt 1 Year For frequency of future non-binding votes to approve the compensation of our named executive officers. 4. To ratify, in a non-binding vote, the Mgmt For For appointment of KPMG LLP ("KPMG") as independent auditor of Accenture and to authorize, in a binding vote, the Audit Committee of the Board of Directors to determine KPMG's remuneration. 5. To grant the Board of Directors the Mgmt For For authority to issue shares under Irish law. 6. To grant the Board of Directors the Mgmt For For authority to opt-out of pre-emption rights under Irish law. 7. To determine the price range at which Mgmt For For Accenture can re-allot shares that it acquires as treasury shares under Irish law. -------------------------------------------------------------------------------------------------------------------------- ALIMENTATION COUCHE-TARD INC Agenda Number: 715906547 -------------------------------------------------------------------------------------------------------------------------- Security: 01626P304 Meeting Type: MIX Meeting Date: 31-Aug-2022 Ticker: ISIN: CA01626P3043 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting TO VOTE 'IN FAVOR' OR 'AGAINST' ONLY FOR RESOLUTIONS 3 TO 8 AND 'IN FAVOR' OR 'ABSTAIN' ONLY FOR RESOLUTION NUMBERS 1 AND 2.1 TO 2.16. THANK YOU 1 APPOINT THE AUDITOR UNTIL THE NEXT ANNUAL Mgmt For For MEETING AND AUTHORIZE THE BOARD OF DIRECTORS TO SET THEIR REMUNERATION: PRICEWATERHOUSECOOPERS LLP 2.1 ELECT DIRECTOR: ALAIN BOUCHARD Mgmt For For 2.2 ELECT DIRECTOR: LOUIS VACHON Mgmt For For 2.3 ELECT DIRECTOR: JEAN BERNIER Mgmt For For 2.4 ELECT DIRECTOR: KARINNE BOUCHARD Mgmt For For 2.5 ELECT DIRECTOR: ERIC BOYKO Mgmt For For 2.6 ELECT DIRECTOR: JACQUES D'AMOURS Mgmt For For 2.7 ELECT DIRECTOR: JANICE L. FIELDS Mgmt For For 2.8 ELECT DIRECTOR: ERIC FORTIN Mgmt For For 2.9 ELECT DIRECTOR: RICHARD FORTIN Mgmt For For 2.10 ELECT DIRECTOR: BRIAN HANNASCH Mgmt For For 2.11 ELECT DIRECTOR: MELANIE KAU Mgmt For For 2.12 ELECT DIRECTOR: MARIE-JOSEE LAMOTHE Mgmt For For 2.13 ELECT DIRECTOR: MONIQUE F. LEROUX Mgmt For For 2.14 ELECT DIRECTOR: REAL PLOURDE Mgmt For For 2.15 ELECT DIRECTOR: DANIEL RABINOWICZ Mgmt For For 2.16 ELECT DIRECTOR: LOUIS TETU Mgmt For For 3 ON AN ADVISORY BASIS AND NOT TO DIMINISH Mgmt For For THE ROLE AND RESPONSIBILITIES OF THE BOARD OF DIRECTORS THAT THE SHAREHOLDERS ACCEPT THE APPROACH TO EXECUTIVE COMPENSATION AS DISCLOSED IN OUR 2022 MANAGEMENT INFORMATION CIRCULAR 4 PASS A SPECIAL RESOLUTION APPROVING THE Mgmt For For ADOPTION OF THE AMENDMENTS TO ARTICLES OF INCORPORATION OF THE CORPORATION AS DISCLOSED IN OUR 2022 MANAGEMENT INFORMATION CIRCULAR 5 PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For SHAREHOLDER PROPOSAL: FRENCH AS THE OFFICIAL LANGUAGE 6 PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For SHAREHOLDER PROPOSAL: INCREASE FORMAL EMPLOYEE REPRESENTATION IN HIGHLY STRATEGIC DECISION-MAKING 7 PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For SHAREHOLDER PROPOSAL: WOMEN IN MANAGEMENT: PROMOTION, ADVANCEMENT AND RISING IN RANKS 8 PLEASE NOTE THAT THIS RESOLUTION IS A Shr Against For SHAREHOLDER PROPOSAL: BUSINESS PROTECTION -------------------------------------------------------------------------------------------------------------------------- ALPHABET INC. Agenda Number: 935830946 -------------------------------------------------------------------------------------------------------------------------- Security: 02079K305 Meeting Type: Annual Meeting Date: 02-Jun-2023 Ticker: GOOGL ISIN: US02079K3059 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Larry Page Mgmt For For 1b. Election of Director: Sergey Brin Mgmt For For 1c. Election of Director: Sundar Pichai Mgmt For For 1d. Election of Director: John L. Hennessy Mgmt For For 1e. Election of Director: Frances H. Arnold Mgmt For For 1f. Election of Director: R. Martin "Marty" Mgmt For For Chavez 1g. Election of Director: L. John Doerr Mgmt For For 1h. Election of Director: Roger W. Ferguson Jr. Mgmt For For 1i. Election of Director: Ann Mather Mgmt For For 1j. Election of Director: K. Ram Shriram Mgmt For For 1k. Election of Director: Robin L. Washington Mgmt For For 2. Ratification of the appointment of Ernst & Mgmt For For Young LLP as Alphabet's independent registered public accounting firm for the fiscal year ending December 31, 2023 3. Approval of amendment and restatement of Mgmt For For Alphabet's Amended and Restated 2021 Stock Plan to increase the share reserve by 170,000,000 (post stock split) shares of Class C capital stock 4. Advisory vote to approve compensation Mgmt For For awarded to named executive officers 5. Advisory vote on the frequency of advisory Mgmt 3 Years For votes to approve compensation awarded to named executive officers 6. Stockholder proposal regarding a lobbying Shr Against For report 7. Stockholder proposal regarding a congruency Shr Against For report 8. Stockholder proposal regarding a climate Shr Against For lobbying report 9. Stockholder proposal regarding a report on Shr Against For reproductive rights and data privacy 10. Stockholder proposal regarding a human Shr Against For rights assessment of data center siting 11. Stockholder proposal regarding a human Shr Against For rights assessment of targeted ad policies and practices 12. Stockholder proposal regarding algorithm Shr Against For disclosures 13. Stockholder proposal regarding a report on Shr Against For alignment of YouTube policies with legislation 14. Stockholder proposal regarding a content Shr Against For governance report 15. Stockholder proposal regarding a Shr Against For performance review of the Audit and Compliance Committee 16. Stockholder proposal regarding bylaws Shr Against For amendment 17. Stockholder proposal regarding "executives Shr Against For to retain significant stock" 18. Stockholder proposal regarding equal Shr Against For shareholder voting -------------------------------------------------------------------------------------------------------------------------- AMADEUS IT GROUP S.A Agenda Number: 717207903 -------------------------------------------------------------------------------------------------------------------------- Security: E04648114 Meeting Type: AGM Meeting Date: 20-Jun-2023 Ticker: ISIN: ES0109067019 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK. IF NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR INSTRUCTIONS MAY BE REJECTED. 1 EXAMINATION AND APPROVAL OF THE ANNUAL Mgmt For For ACCOUNTS AND DIRECTORS REPORT OF THE COMPANY RELATED TO THE FY 2022 2 EXAMINATION AND APPROVAL OF THE Mgmt For For NON-FINANCIAL INFORMATION STATEMENT RELATED TO THE FY 2022 3 ANNUAL REPORT ON DIRECTORS REMUNERATION Mgmt For For 2022 FOR AN ADVISORY VOTE 4 APPROVAL OF THE PROPOSAL ON THE Mgmt For For APPROPRIATION OF 2022 RESULTS AND OTHER COMPANY RESERVES 5 EXAMINATION AND APPROVAL OF THE MANAGEMENT Mgmt For For CARRIED OUT BY THE BOARD OF DIRECTORS FOR THE YEAR ENDED 2022 6.1 APPOINTMENT OF MR FRITS DIRK VAN PAASSCHEN Mgmt For For AS INDEPENDENT DIRECTOR FOR A TERM OF THREE YEARS 6.2 RE ELECTION OF MR WILLIAM CONNELLY AS Mgmt For For INDEPENDENT DIRECTOR FOR A TERM OF ONE YEAR 6.3 RE ELECTION OF MR LUIS MAROTO CAMINO AS Mgmt For For EXECUTIVE DIRECTOR FOR A TERM OF ONE YEAR 6.4 RE ELECTION OF MRS PILAR GARCIA CEBALLOS Mgmt For For ZUNIGA AS INDEPENDENT DIRECTOR FOR A TERM OF ONE YEAR 6.5 RE ELECTION OF MR. STEPHAN GEMKOW AS Mgmt For For INDEPENDENT DIRECTOR FOR A TERM OF ONE YEAR 6.6 RE ELECTION OF MR PETER KUERPICK AS Mgmt For For INDEPENDENT DIRECTOR FOR A TERM OF ONE YEAR 6.7 RE ELECTION OF MRS XIAOQUN CLEVER AS Mgmt For For INDEPENDENT DIRECTOR FOR A TERM OF ONE YEAR 7 APPROVAL OF THE REMUNERATION OF THE MEMBERS Mgmt For For OF THE BOARD OF DIRECTORS FOR FINANCIAL YEAR 2023 8 DELEGATION OF POWERS TO THE BOARD FOR Mgmt For For FORMALIZATION REMEDY IMPLEMENTATION OF THE GENERAL MEETING RESOLUTIONS CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting NOT REACH QUORUM, THERE WILL BE A SECOND CALL ON 21 JUN 2023. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS WILL REMAIN VALID FOR ALL CALLS UNLESS THE AGENDA IS AMENDED. THANK YOU. CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting THAT IF YOU ARE CLASSIFIED AS AN INTERMEDIARY CLIENT UNDER THE SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD BE PROVIDING THE UNDERLYING SHAREHOLDER INFORMATION AT THE VOTE INSTRUCTION LEVEL. IF YOU ARE UNSURE ON HOW TO PROVIDE THIS LEVEL OF DATA TO BROADRIDGE OUTSIDE OF PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED CLIENT SERVICE REPRESENTATIVE FOR ASSISTANCE -------------------------------------------------------------------------------------------------------------------------- AON PLC Agenda Number: 935852726 -------------------------------------------------------------------------------------------------------------------------- Security: G0403H108 Meeting Type: Annual Meeting Date: 16-Jun-2023 Ticker: AON ISIN: IE00BLP1HW54 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Lester B. Knight Mgmt For For 1b. Election of Director: Gregory C. Case Mgmt For For 1c. Election of Director: Jin-Yong Cai Mgmt For For 1d. Election of Director: Jeffrey C. Campbell Mgmt For For 1e. Election of Director: Fulvio Conti Mgmt For For 1f. Election of Director: Cheryl A. Francis Mgmt For For 1g. Election of Director: Adriana Karaboutis Mgmt For For 1h. Election of Director: Richard C. Notebaert Mgmt For For 1i. Election of Director: Gloria Santona Mgmt For For 1j. Election of Director: Sarah E. Smith Mgmt For For 1k. Election of Director: Byron O. Spruell Mgmt For For 1l. Election of Director: Carolyn Y. Woo Mgmt For For 2. Advisory vote to approve the compensation Mgmt For For of the Company's named executive officers. 3. Advisory vote on the frequency of holding Mgmt 1 Year For an advisory vote on executive compensation. 4. Ratify the appointment of Ernst & Young LLP Mgmt For For as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023 5. Re-appoint Ernst & Young Chartered Mgmt For For Accountants as the Company's statutory auditor under Irish Law 6. Authorize the Board or the Audit Committee Mgmt For For of the Board to determine the remuneration of Ernst & Young Ireland, in its capacity as the Company's statutory auditor under Irish law. 7. Approve the Aon plc 2011 Incentive Plan, as Mgmt For For amended and restated. -------------------------------------------------------------------------------------------------------------------------- APPLE INC. Agenda Number: 935757700 -------------------------------------------------------------------------------------------------------------------------- Security: 037833100 Meeting Type: Annual Meeting Date: 10-Mar-2023 Ticker: AAPL ISIN: US0378331005 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a Election of Director: James Bell Mgmt For For 1b Election of Director: Tim Cook Mgmt For For 1c Election of Director: Al Gore Mgmt For For 1d Election of Director: Alex Gorsky Mgmt For For 1e Election of Director: Andrea Jung Mgmt For For 1f Election of Director: Art Levinson Mgmt For For 1g Election of Director: Monica Lozano Mgmt For For 1h Election of Director: Ron Sugar Mgmt For For 1i Election of Director: Sue Wagner Mgmt For For 2. Ratification of the appointment of Ernst & Mgmt For For Young LLP as Apple's independent registered public accounting firm for fiscal 2023 3. Advisory vote to approve executive Mgmt For For compensation 4. Advisory vote on the frequency of advisory Mgmt 1 Year For votes on executive compensation 5. A shareholder proposal entitled "Civil Shr Against For Rights and Non-Discrimination Audit Proposal" 6. A shareholder proposal entitled "Communist Shr Against For China Audit" 7. A shareholder proposal on Board policy for Shr Against For communication with shareholder proponents 8. A shareholder proposal entitled "Racial and Shr Against For Gender Pay Gaps" 9. A shareholder proposal entitled Shr Against For "Shareholder Proxy Access Amendments" -------------------------------------------------------------------------------------------------------------------------- ASTRAZENECA PLC Agenda Number: 716820041 -------------------------------------------------------------------------------------------------------------------------- Security: G0593M107 Meeting Type: AGM Meeting Date: 27-Apr-2023 Ticker: ISIN: GB0009895292 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 TO RECEIVE THE COMPANY'S ACCOUNTS THE Mgmt For For REPORTS OF THE DIRECTORS AND AUDITOR AND THE STRATEGIC REPORT FOR THE YEAR ENDED31 DECEMBER 2022 2 TO CONFIRM DIVIDENDS Mgmt For For 3 TO REAPPOINT PRICEWATERHOUSECOOPERS LLP AS Mgmt For For AUDITOR 4 TO AUTHORISE THE DIRECTORS TO AGREE THE Mgmt For For REMUNERATION 5A TO ELECT OR RE-ELECT MICHEL DEMARE Mgmt For For 5B TO ELECT OR RE-ELECT PASCAL SORIOT Mgmt For For 5C TO ELECT OR RE-ELECT ARADHANA SARIN Mgmt For For 5D TO ELECT OR RE-ELECT PHILIP BROADLEY Mgmt For For 5E TO ELECT OR RE-ELECT EUAN ASHLEY Mgmt For For 5F TO ELECT OR RE-ELECT DEBORAH DISANZO Mgmt For For 5G TO ELECT OR RE-ELECT DIANA LAYFIELD Mgmt For For 5H TO ELECT OR RE-ELECT SHERI MCCOY Mgmt For For 5I TO ELECT OR RE-ELECT TONY MOK Mgmt For For 5J TO ELECT OR RE-ELECT NAZNEEN RAHMAN Mgmt For For 5K TO ELECT OR RE-ELECT ANDREAS RUMMELT Mgmt For For 5L TO ELECT OR RE-ELECT MARCUS WALLENBERG Mgmt For For 6 TO APPROVE THE ANNUAL REPORT ON Mgmt For For REMUNERATION FOR THE YEAR ENDED 31DECEMBER 2022 7 TO AUTHORISE LIMITED POLITICAL DONATIONS Mgmt For For 8 TO AUTHORISE THE DIRECTORS TO ALLOT SHARES Mgmt For For 9 TO AUTHORISE THE DIRECTORS TO DISAPPLY Mgmt For For PRE-EMPTION RIGHTS 10 TO AUTHORISE THE DIRECTORS TO FURTHER Mgmt For For DISAPPLY PRE-EMPTION RIGHTS FOR ACQUISITIONS AND SPECIFIED CAPITAL INVESTMENTS 11 TO AUTHORISE THE COMPANY TO PURCHASE ITS Mgmt For For OWN SHARES 12 TO REDUCE THE NOTICE PERIOD FOR GENERAL Mgmt For For MEETINGS 13 TO ADOPT NEW ARTICLES OF ASSOCIATION Mgmt For For -------------------------------------------------------------------------------------------------------------------------- AUTOMATIC DATA PROCESSING, INC. Agenda Number: 935711829 -------------------------------------------------------------------------------------------------------------------------- Security: 053015103 Meeting Type: Annual Meeting Date: 09-Nov-2022 Ticker: ADP ISIN: US0530151036 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Peter Bisson Mgmt For For 1b. Election of Director: David V. Goeckeler Mgmt For For 1c. Election of Director: Linnie M. Haynesworth Mgmt For For 1d. Election of Director: John P. Jones Mgmt For For 1e. Election of Director: Francine S. Katsoudas Mgmt For For 1f. Election of Director: Nazzic S. Keene Mgmt For For 1g. Election of Director: Thomas J. Lynch Mgmt For For 1h. Election of Director: Scott F. Powers Mgmt For For 1i. Election of Director: William J. Ready Mgmt For For 1j. Election of Director: Carlos A. Rodriguez Mgmt For For 1k. Election of Director: Sandra S. Wijnberg Mgmt For For 2. Advisory Vote on Executive Compensation. Mgmt For For 3. Ratification of the Appointment of Mgmt For For Auditors. 4. Amendment to the Automatic Data Processing, Mgmt For For Inc. Employees' Savings-Stock Purchase Plan. -------------------------------------------------------------------------------------------------------------------------- BECTON, DICKINSON AND COMPANY Agenda Number: 935749789 -------------------------------------------------------------------------------------------------------------------------- Security: 075887109 Meeting Type: Annual Meeting Date: 24-Jan-2023 Ticker: BDX ISIN: US0758871091 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Election of Director: William M. Brown Mgmt For For 1B. Election of Director: Catherine M. Burzik Mgmt For For 1C. Election of Director: Carrie L. Byington Mgmt For For 1D. Election of Director: R Andrew Eckert Mgmt For For 1E. Election of Director: Claire M. Fraser Mgmt For For 1F. Election of Director: Jeffrey W. Henderson Mgmt For For 1G. Election of Director: Christopher Jones Mgmt For For 1H. Election of Director: Marshall O. Larsen Mgmt For For 1I. Election of Director: Thomas E. Polen Mgmt For For 1J. Election of Director: Timothy M. Ring Mgmt For For 1K. Election of Director: Bertram L. Scott Mgmt For For 2. Ratification of the selection of the Mgmt For For independent registered public accounting firm. 3. Advisory vote to approve named executive Mgmt For For officer compensation. 4. Advisory vote to approve the frequency of Mgmt 1 Year For named executive officer compensation advisory votes. 5. Approval of amendments to the 2004 Employee Mgmt For For and Director Equity-Based Compensation Plan. 6. A shareholder proposal to require prior Shr Against For shareholder approval of certain termination payments, if properly presented at the meeting. -------------------------------------------------------------------------------------------------------------------------- BROADRIDGE FINANCIAL SOLUTIONS, INC. Agenda Number: 935697005 -------------------------------------------------------------------------------------------------------------------------- Security: 11133T103 Meeting Type: Annual Meeting Date: 18-Aug-2022 Ticker: BR ISIN: US11133T1034 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Non-Voting agenda Mgmt No vote -------------------------------------------------------------------------------------------------------------------------- BROADRIDGE FINANCIAL SOLUTIONS, INC. Agenda Number: 935713809 -------------------------------------------------------------------------------------------------------------------------- Security: 11133T103 Meeting Type: Annual Meeting Date: 10-Nov-2022 Ticker: BR ISIN: US11133T1034 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director to serve until the Mgmt For For 2023 Annual Meeting: Leslie A. Brun 1b. Election of Director to serve until the Mgmt For For 2023 Annual Meeting: Pamela L. Carter 1c. Election of Director to serve until the Mgmt For For 2023 Annual Meeting: Richard J. Daly 1d. Election of Director to serve until the Mgmt For For 2023 Annual Meeting: Robert N. Duelks 1e. Election of Director to serve until the Mgmt For For 2023 Annual Meeting: Melvin L. Flowers 1f. Election of Director to serve until the Mgmt For For 2023 Annual Meeting: Timothy C. Gokey 1g. Election of Director to serve until the Mgmt For For 2023 Annual Meeting: Brett A. Keller 1h. Election of Director to serve until the Mgmt For For 2023 Annual Meeting: Maura A. Markus 1i. Election of Director to serve until the Mgmt For For 2023 Annual Meeting: Eileen K. Murray 1j. Election of Director to serve until the Mgmt For For 2023 Annual Meeting: Annette L. Nazareth 1k. Election of Director to serve until the Mgmt For For 2023 Annual Meeting: Thomas J. Perna 1l. Election of Director to serve until the Mgmt For For 2023 Annual Meeting: Amit K. Zavery 2) Advisory vote to approve the compensation Mgmt For For of the Company's Named Executive Officers (the Say on Pay Vote). 3) To ratify the appointment of Deloitte & Mgmt For For Touche LLP as the Company's independent registered public accountants for the fiscal year ending June 30, 2023. -------------------------------------------------------------------------------------------------------------------------- CANADIAN NATIONAL RAILWAY CO Agenda Number: 716820673 -------------------------------------------------------------------------------------------------------------------------- Security: 136375102 Meeting Type: AGM Meeting Date: 25-Apr-2023 Ticker: ISIN: CA1363751027 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting TO VOTE 'IN FAVOR' OR 'AGAINST' ONLY FOR RESOLUTIONS 1.A TO 1.K,3 AND 4 AND 'IN FAVOR' OR 'ABSTAIN' ONLY FOR RESOLUTION NUMBER 2. THANK YOU 1.A ELECTION OF DIRECTOR: SHAUNEEN BRUDER Mgmt For For 1.B ELECTION OF DIRECTOR: JO-ANN DEPASS Mgmt For For OLSOVSKY 1.C ELECTION OF DIRECTOR: DAVID FREEMAN Mgmt For For 1.D ELECTION OF DIRECTOR: DENISE GRAY Mgmt For For 1.E ELECTION OF DIRECTOR: JUSTIN M. HOWELL Mgmt For For 1.F ELECTION OF DIRECTOR: SUSAN C. JONES Mgmt For For 1.G ELECTION OF DIRECTOR: ROBERT KNIGHT Mgmt For For 1.H ELECTION OF DIRECTOR: MICHEL LETELLIER Mgmt For For 1.I ELECTION OF DIRECTOR: MARGARET A. MCKENZIE Mgmt For For 1.J ELECTION OF DIRECTOR: AL MONACO Mgmt For For 1.K ELECTION OF DIRECTOR: TRACY ROBINSON Mgmt For For 02 APPOINTMENT OF KPMG LLP AS AUDITORS Mgmt For For 03 NON-BINDING ADVISORY RESOLUTION TO ACCEPT Mgmt For For THE APPROACH TO EXECUTIVE COMPENSATION DISCLOSED IN THE MANAGEMENT INFORMATION CIRCULAR, THE FULL TEXT OF WHICH RESOLUTION IS SET OUT ON P. 11 OF THE MANAGEMENT INFORMATION CIRCULAR 04 NON-BINDING ADVISORY RESOLUTION TO ACCEPT Mgmt For For THE COMPANY'S CLIMATE ACTION PLAN AS DISCLOSED IN THE MANAGEMENT INFORMATION CIRCULAR, THE FULL TEXT OF WHICH RESOLUTION IS SET OUT ON P. 11 OF THE MANAGEMENT INFORMATION CIRCULAR -------------------------------------------------------------------------------------------------------------------------- COMPASS GROUP PLC Agenda Number: 716449322 -------------------------------------------------------------------------------------------------------------------------- Security: G23296208 Meeting Type: AGM Meeting Date: 09-Feb-2023 Ticker: ISIN: GB00BD6K4575 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 TO RECEIVE AND ADOPT THE DIRECTORS' ANNUAL Mgmt For For REPORT AND ACCOUNTS AND THE AUDITOR'S REPORT THEREON FOR THE FINANCIAL YEAR ENDED 30 SEPTEMBER 2022 2 TO RECEIVE AND ADOPT THE DIRECTORS' Mgmt For For REMUNERATION REPORT CONTAINED WITHIN THE ANNUAL REPORT AND ACCOUNTS FOR THE FINANCIAL YEAR ENDED 30 SEPTEMBER 2022 3 TO DECLARE A FINAL DIVIDEND OF 22.1 PENCE Mgmt For For PER ORDINARY SHARE IN RESPECT OF THE FINANCIAL YEAR ENDED 30 SEPTEMBER 2022 4 TO RE-ELECT IAN MEAKINS AS A DIRECTOR OF Mgmt For For THE COMPANY 5 TO RE-ELECT DOMINIC BLAKEMORE AS A DIRECTOR Mgmt For For OF THE COMPANY 6 TO RE-ELECT PALMER BROWN AS A DIRECTOR OF Mgmt For For THE COMPANY 7 TO RE-ELECT GARY GREEN AS A DIRECTOR OF THE Mgmt For For COMPANY 8 TO RE-ELECT CAROL ARROWSMITH AS A DIRECTOR Mgmt For For OF THE COMPANY 9 TO RE-ELECT STEFAN BOMHARD AS A DIRECTOR OF Mgmt For For THE COMPANY 10 TO RE-ELECT JOHN BRYANT AS A DIRECTOR OF Mgmt For For THE COMPANY 11 TO RE-ELECT ARLENE ISAACS-LOWE AS A Mgmt For For DIRECTOR OF THE COMPANY 12 TO RE-ELECT ANNE-FRANCOISE NESMES AS A Mgmt For For DIRECTOR OF THE COMPANY 13 TO RE-ELECT SUNDAR RAMAN AS A DIRECTOR OF Mgmt For For THE COMPANY 14 TO RE-ELECT NELSON SILVA AS A DIRECTOR OF Mgmt For For THE COMPANY 15 TO RE-ELECT IREENA VITTAL AS A DIRECTOR OF Mgmt For For THE COMPANY 16 TO REAPPOINT KPMG LLP AS THE COMPANY'S Mgmt For For AUDITOR UNTIL THE CONCLUSION OF THE NEXT ANNUAL GENERAL MEETING OF THE COMPANY 17 TO AUTHORISE THE AUDIT COMMITTEE TO AGREE Mgmt For For THE AUDITOR'S REMUNERATION 18 TO AUTHORISE DONATIONS TO POLITICAL Mgmt For For ORGANISATIONS 19 TO RENEW THE DIRECTORS' AUTHORITY TO ALLOT Mgmt For For SHARES 20 TO AUTHORISE THE DIRECTORS TO DISAPPLY Mgmt For For PRE-EMPTION RIGHTS OF NOT MORE THAN 5 PERCENT OF THE ISSUED ORDINARY SHARE CAPITAL 21 TO AUTHORISE THE DIRECTORS TO DISAPPLY Mgmt For For PRE-EMPTION RIGHTS OF NOT MORE THAN 5 PERCENT OF THE ISSUED ORDINARY SHARE CAPITAL IN LIMITED CIRCUMSTANCES 22 TO AUTHORISE THE COMPANY TO PURCHASE ITS Mgmt For For OWN SHARES 23 TO AUTHORISE THE DIRECTORS TO REDUCE Mgmt For For GENERAL MEETING NOTICE PERIODS -------------------------------------------------------------------------------------------------------------------------- DASSAULT SYSTEMES SE Agenda Number: 717142169 -------------------------------------------------------------------------------------------------------------------------- Security: F24571451 Meeting Type: MIX Meeting Date: 24-May-2023 Ticker: ISIN: FR0014003TT8 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT FOR SHAREHOLDERS NOT HOLDING SHARES Non-Voting DIRECTLY WITH A FRENCH CUSTODIAN, VOTING INSTRUCTIONS WILL BE FORWARDED TO YOUR GLOBAL CUSTODIAN ON VOTE DEADLINE DATE. THE GLOBAL CUSTODIAN AS THE REGISTERED INTERMEDIARY WILL SIGN THE PROXY CARD AND FORWARD TO THE LOCAL CUSTODIAN FOR LODGMENT CMMT FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID Non-Voting VOTING OPTION. FOR ANY ADDITIONAL RESOLUTIONS RAISED AT THE MEETING THE VOTING INSTRUCTION WILL DEFAULT TO 'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING THE PROXY CARD, THE VOTING INSTRUCTION WILL DEFAULT TO THE PREFERENCE OF YOUR CUSTODIAN CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK. IF NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR INSTRUCTIONS MAY BE REJECTED CMMT FOR SHAREHOLDERS HOLDING SHARES DIRECTLY Non-Voting REGISTERED IN THEIR OWN NAME ON THE COMPANY SHARE REGISTER, YOU SHOULD RECEIVE A PROXY CARD/VOTING FORM DIRECTLY FROM THE ISSUER. PLEASE SUBMIT YOUR VOTE DIRECTLY BACK TO THE ISSUER VIA THE PROXY CARD/VOTING FORM, DO NOT SUBMIT YOUR VOTE VIA BROADRIDGE SYSTEMS/PLATFORMS OR YOUR INSTRUCTIONS MAY BE REJECTED CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting ANY VOTED POSITIONS SETTLING THROUGH EUROCLEAR BANK CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE AT THIS MEETING, YOU (OR YOUR CREST SPONSORED MEMBER/CUSTODIAN) WILL BE REQUIRED TO INSTRUCT A TRANSFER OF THE RELEVANT CDIS TO THE ESCROW ACCOUNT SPECIFIED IN THE ASSOCIATED CORPORATE EVENT IN THE CREST SYSTEM. THIS TRANSFER WILL NEED TO BE COMPLETED BY THE SPECIFIED CREST SYSTEM DEADLINE. ONCE THIS TRANSFER HAS SETTLED, THE CDIS WILL BE BLOCKED IN THE CREST SYSTEM. THE CDIS WILL TYPICALLY BE RELEASED FROM ESCROW AS SOON AS PRACTICABLE ON RECORD DATE +1 DAY (OR ON MEETING DATE +1 DAY IF NO RECORD DATE APPLIES) UNLESS OTHERWISE SPECIFIED, AND ONLY AFTER THE AGENT HAS CONFIRMED AVAILABILITY OF THE POSITION. IN ORDER FOR A VOTE TO BE ACCEPTED, THE VOTED POSITION MUST BE BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN THE CREST SYSTEM. BY VOTING ON THIS MEETING, YOUR CREST SPONSORED MEMBER/CUSTODIAN MAY USE YOUR VOTE INSTRUCTION AS THE AUTHORIZATION TO TAKE THE NECESSARY ACTION WHICH WILL INCLUDE TRANSFERRING YOUR INSTRUCTED POSITION TO ESCROW. PLEASE CONTACT YOUR CREST SPONSORED MEMBER/CUSTODIAN DIRECTLY FOR FURTHER INFORMATION ON THE CUSTODY PROCESS AND WHETHER OR NOT THEY REQUIRE SEPARATE INSTRUCTIONS FROM YOU 1 APPROVAL OF THE PARENT COMPANY ANNUAL Mgmt For For FINANCIAL STATEMENTS 2 APPROVAL OF THE CONSOLIDATED FINANCIAL Mgmt For For STATEMENTS 3 ALLOCATION OF PROFIT Mgmt For For 4 RELATED-PARTY AGREEMENTS Mgmt For For 5 REAPPOINTMENT OF THE PRINCIPAL STATUTORY Mgmt For For AUDITOR 6 COMPENSATION POLICY FOR CORPORATE OFFICERS Mgmt For For (MANDATAIRES SOCIAUX) 7 COMPENSATION ELEMENTS PAID OR GRANTED IN Mgmt For For 2022 TO MR. CHARLES EDELSTENNE, CHAIRMAN OF THE BOARD OF DIRECTORS UNTIL JANUARY 8, 2023 8 COMPENSATION ELEMENTS PAID OR GRANTED IN Mgmt For For 2022 TO MR. BERNARD CHARLES, VICE CHAIRMAN OF THE BOARD OF DIRECTORS AND CHIEF EXECUTIVE OFFICER UNTIL JANUARY 8, 2023 9 APPROVAL OF THE INFORMATION CONTAINED IN Mgmt For For THE CORPORATE GOVERNANCE REPORT AND RELATING TO THE COMPENSATION OF CORPORATE OFFICERS (MANDATAIRES SOCIAUX) (ARTICLE L.22- 10-9 OF THE FRENCH COMMERCIAL CODE) 10 REAPPOINTMENT OF MS. CATHERINE DASSAULT Mgmt For For 11 APPOINTMENT OF A NEW DIRECTOR Mgmt For For 12 AUTHORIZATION TO REPURCHASE DASSAULT Mgmt For For SYSTNMES SHARES 13 AUTHORIZATION GRANTED TO THE BOARD OF Mgmt For For DIRECTORS TO REDUCE THE SHARE CAPITAL BY CANCELLATION OF PREVIOUSLY REPURCHASED SHARES IN THE FRAMEWORK OF THE SHARE BUYBACK PROGRAM 14 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL BY ISSUING SHARES OR CONVERTIBLE SECURITIES, WITH PREFERENTIAL SUBSCRIPTION RIGHTS FOR SHAREHOLDERS 15 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL BY ISSUING SHARES OR CONVERTIBLE SECURITIES, WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS FOR SHAREHOLDERS AND BY WAY OF A PUBLIC OFFERING 16 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL BY ISSUING SHARES OR CONVERTIBLE SECURITIES, WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS FOR SHAREHOLDERS, UNDER A PUBLIC OFFERING REFERRED TO IN ARTICLE L. 411-2-1 OF THE FRENCH MONETARY AND FINANCIAL CODE 17 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For BOARD OF DIRECTORS TO INCREASE THE NUMBER OF SECURITIES TO BE ISSUED IN THE EVENT OF A SHARE CAPITAL INCREASE WITH OR WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS 18 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL BY INCORPORATION OF RESERVES, PROFITS OR PREMIUMS 19 DELEGATION OF POWERS TO INCREASE THE SHARE Mgmt For For CAPITAL, UP TO A MAXIMUM OF 10%, TO REMUNERATE CONTRIBUTIONS IN KIND OF SHARES 20 AUTHORIZATION GRANTED TO THE BOARD OF Mgmt For For DIRECTORS TO ALLOCATE COMPANY SHARES TO CORPORATE OFFICERS (MANDATAIRES SOCIAUX) AND EMPLOYEES OF THE COMPANY AND ITS AFFILIATED COMPANIES, ENTAILING AUTOMATICALLY THAT SHAREHOLDERS WAIVE THEIR PREFERENTIAL SUBSCRIPTION RIGHTS 21 AUTHORIZATION GRANTED TO THE BOARD OF Mgmt For For DIRECTORS TO GRANT SHARE SUBSCRIPTION AND PURCHASE OPTIONS TO EXECUTIVE OFFICERS AND EMPLOYEES OF THE COMPANY AND ITS AFFILIATED COMPANIES ENTAILING THAT SHAREHOLDERS WAIVE THEIR PREFERENTIAL SUBSCRIPTION RIGHTS 22 AUTHORIZATION OF THE BOARD OF DIRECTORS TO Mgmt For For INCREASE THE SHARE CAPITAL FOR THE BENEFIT OF MEMBERS OF A CORPORATE SAVINGS PLAN, WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS 23 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL FOR THE BENEFIT OF A CATEGORY OF BENEFICIARIES, WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS, UNDER AN EMPLOYEE SHAREHOLDING PLAN 24 POWERS FOR FORMALITIES Mgmt For For CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting MEETING INFORMATION IS AVAILABLE BY CLICKING ON THE MATERIAL URL LINK: https://www.journal-officiel.gouv.fr/telech argements/BALO/pdf/2023/0417/202304172300921 .pdf CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting THAT IF YOU ARE CLASSIFIED AS AN INTERMEDIARY CLIENT UNDER THE SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD BE PROVIDING THE UNDERLYING SHAREHOLDER INFORMATION AT THE VOTE INSTRUCTION LEVEL. IF YOU ARE UNSURE ON HOW TO PROVIDE THIS LEVEL OF DATA TO BROADRIDGE OUTSIDE OF PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED CLIENT SERVICE REPRESENTATIVE FOR ASSISTANCE -------------------------------------------------------------------------------------------------------------------------- DIAGEO PLC Agenda Number: 716022948 -------------------------------------------------------------------------------------------------------------------------- Security: G42089113 Meeting Type: AGM Meeting Date: 06-Oct-2022 Ticker: ISIN: GB0002374006 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 REPORT AND ACCOUNTS 2022 Mgmt For For 2 DIRECTORS' REMUNERATION REPORT 2022 Mgmt For For 3 DECLARATION OF FINAL DIVIDEND Mgmt For For 4 APPOINTMENT OF KAREN BLACKETT (1,3,4) AS A Mgmt For For DIRECTOR 5 RE-APPOINTMENT OF MELISSA BETHELL (1,3,4) Mgmt For For AS A DIRECTOR 6 RE-APPOINTMENT OF LAVANYA CHANDRASHEKAR (2) Mgmt For For AS A DIRECTOR 7 RE-APPOINTMENT OF VALERIE Mgmt For For CHAPOULAUD-FLOQUET (1,3,4) AS A DIRECTOR 8 RE-APPOINTMENT OF JAVIER FERRAN (3) AS A Mgmt For For DIRECTOR 9 RE-APPOINTMENT OF SUSAN KILSBY (1,3,4) AS A Mgmt For For DIRECTOR 10 RE-APPOINTMENT OF SIR JOHN MANZONI (1,3,4) Mgmt For For AS A DIRECTOR 11 RE-APPOINTMENT OF LADY MENDELSOHN (1,3,4) Mgmt For For AS A DIRECTOR 12 RE-APPOINTMENT OF IVAN MENEZES (2) AS A Mgmt For For DIRECTOR 13 RE-APPOINTMENT OF ALAN STEWART (1,3,4) AS A Mgmt For For DIRECTOR 14 RE-APPOINTMENT OF IREENA VITTAL (1,3,4) AS Mgmt For For A DIRECTOR 15 REAPPOINT PRICEWATERHOUSECOOPERS LLP AS Mgmt For For AUDITORS 16 REMUNERATION OF AUDITOR Mgmt For For 17 AUTHORITY TO MAKE POLITICAL DONATIONS Mgmt For For AND/OR TO INCUR POLITICAL EXPENDITURE 18 AMENDMENT OF THE DIAGEO PLC 2017 IRISH Mgmt For For SHARE OWNERSHIP PLAN 19 AUTHORITY TO ALLOT SHARES Mgmt For For 20 DISAPPLICATION OF PRE-EMPTION RIGHTS Mgmt For For 21 AUTHORITY TO PURCHASE OWN ORDINARY SHARES Mgmt For For 22 REDUCED NOTICE OF A GENERAL MEETING OTHER Mgmt For For THAN AN AGM CMMT 07 SEP 2022: PLEASE NOTE THAT THIS IS A Non-Voting REVISION DUE TO MODIFICATION OF THE TEXT OF RESOLUTION 15. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU -------------------------------------------------------------------------------------------------------------------------- EQUIFAX INC. Agenda Number: 935792083 -------------------------------------------------------------------------------------------------------------------------- Security: 294429105 Meeting Type: Annual Meeting Date: 04-May-2023 Ticker: EFX ISIN: US2944291051 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Mark W. Begor Mgmt For For 1b. Election of Director: Mark L. Feidler Mgmt For For 1c. Election of Director: Karen L. Fichuk Mgmt For For 1d. Election of Director: G. Thomas Hough Mgmt For For 1e. Election of Director: Robert D. Marcus Mgmt For For 1f. Election of Director: Scott A. McGregor Mgmt For For 1g. Election of Director: John A. McKinley Mgmt For For 1h. Election of Director: Melissa D. Smith Mgmt For For 1i. Election of Director: Audrey Boone Tillman Mgmt For For 1j. Election of Director: Heather H. Wilson Mgmt For For 2. Advisory vote to approve named executive Mgmt For For officer compensation ("say-on-pay"). 3. Advisory vote on frequency of future Mgmt 1 Year For say-on-pay votes. 4. Ratification of the appointment of Ernst & Mgmt For For Young LLP as independent registered public accounting firm for 2023. 5. Approval of the 2023 Omnibus Incentive Mgmt For For Plan. 6. Shareholder proposal regarding a racial Shr Against For equity audit. -------------------------------------------------------------------------------------------------------------------------- GSK PLC Agenda Number: 715736926 -------------------------------------------------------------------------------------------------------------------------- Security: G3910J112 Meeting Type: OGM Meeting Date: 06-Jul-2022 Ticker: ISIN: GB0009252882 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 APPROVE MATTERS RELATING TO THE DEMERGER OF Mgmt For For HALEON GROUP FROM THE GSK GROUP 2 APPROVE THE RELATED PARTY TRANSACTION Mgmt For For ARRANGEMENTS CMMT 08 JUN 2022: PLEASE NOTE THAT THE MEETING Non-Voting TYPE CHANGED FROM EGM TO OGM. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU -------------------------------------------------------------------------------------------------------------------------- HERMES INTERNATIONAL SA Agenda Number: 716888637 -------------------------------------------------------------------------------------------------------------------------- Security: F48051100 Meeting Type: MIX Meeting Date: 20-Apr-2023 Ticker: ISIN: FR0000052292 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT FOR SHAREHOLDERS NOT HOLDING SHARES Non-Voting DIRECTLY WITH A FRENCH CUSTODIAN, VOTING INSTRUCTIONS WILL BE FORWARDED TO YOUR GLOBAL CUSTODIAN ON VOTE DEADLINE DATE. THE GLOBAL CUSTODIAN AS THE REGISTERED INTERMEDIARY WILL SIGN THE PROXY CARD AND FORWARD TO THE LOCAL CUSTODIAN FOR LODGMENT CMMT FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID Non-Voting VOTING OPTION. FOR ANY ADDITIONAL RESOLUTIONS RAISED AT THE MEETING THE VOTING INSTRUCTION WILL DEFAULT TO 'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING THE PROXY CARD, THE VOTING INSTRUCTION WILL DEFAULT TO THE PREFERENCE OF YOUR CUSTODIAN CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK. IF NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR INSTRUCTIONS MAY BE REJECTED CMMT FOR SHAREHOLDERS HOLDING SHARES DIRECTLY Non-Voting REGISTERED IN THEIR OWN NAME ON THE COMPANY SHARE REGISTER, YOU SHOULD RECEIVE A PROXY CARD/VOTING FORM DIRECTLY FROM THE ISSUER. PLEASE SUBMIT YOUR VOTE DIRECTLY BACK TO THE ISSUER VIA THE PROXY CARD/VOTING FORM, DO NOT SUBMIT YOUR VOTE VIA BROADRIDGE SYSTEMS/PLATFORMS OR YOUR INSTRUCTIONS MAY BE REJECTED CMMT 04 APR 2023: PLEASE NOTE THAT IMPORTANT Non-Voting ADDITIONAL MEETING INFORMATION IS AVAILABLE BY CLICKING ON THE MATERIAL URL LINK: https://www.journal-officiel.gouv.fr/telech argements/balo/pdf/2023/0310/202303102300495 .pdf AND PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION OF TEXT OF RESOLUTION 24. IF YOU HAVE ALREADY SENT IN YOUR VOTES TO MID 886691, PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting THAT IF YOU ARE CLASSIFIED AS AN INTERMEDIARY CLIENT UNDER THE SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD BE PROVIDING THE UNDERLYING SHAREHOLDER INFORMATION AT THE VOTE INSTRUCTION LEVEL. IF YOU ARE UNSURE ON HOW TO PROVIDE THIS LEVEL OF DATA TO BROADRIDGE OUTSIDE OF PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED CLIENT SERVICE REPRESENTATIVE FOR ASSISTANCE 1 APPROVAL OF THE PARENT COMPANY FINANCIAL Mgmt For For STATEMENTS 2 APPROVAL OF THE CONSOLIDATED FINANCIAL Mgmt For For STATEMENTS 3 EXECUTIVE MANAGEMENT DISCHARGE Mgmt For For 4 ALLOCATION OF NET INCOME - DISTRIBUTION OF Mgmt For For AN ORDINARY DIVIDEND 5 APPROVAL OF RELATED-PARTY AGREEMENTS Mgmt For For 6 AUTHORISATION GRANTED TO THE EXECUTIVE Mgmt For For MANAGEMENT TO TRADE IN THE COMPANYS SHARES 7 APPROVAL OF THE INFORMATION REFERRED TO IN Mgmt For For I OF ARTICLE L. 22-10-9 OF THE FRENCH COMMERCIAL CODE WITH REGARD TO COMPENSATION FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2022, FOR ALL CORPORATE OFFICERS (GLOBAL EX-POST VOTE) 8 APPROVAL OF TOTAL COMPENSATION AND BENEFITS Mgmt For For OF ALL KINDS PAID DURING OR AWARDED IN RESPECT OF THE FINANCIAL YEAR ENDED 31 DECEMBER 2022 TO MR AXEL DUMAS, EXECUTIVE CHAIRMAN (INDIVIDUAL EX-POST VOTE) 9 APPROVAL OF TOTAL COMPENSATION AND BENEFITS Mgmt For For OF ALL KINDS PAID DURING OR AWARDED IN RESPECT OF THE FINANCIAL YEAR ENDED 31 DECEMBER 2022 TO THE COMPANY MILE HERMS SAS, EXECUTIVE CHAIRMAN (INDIVIDUAL EX-POST VOTE) 10 APPROVAL OF TOTAL COMPENSATION AND BENEFITS Mgmt For For OF ALL KINDS PAID DURING OR AWARDED IN RESPECT OF THE FINANCIAL YEAR ENDED 31 DECEMBER 2022 TO MR RIC DE SEYNES, CHAIRMAN OF THE SUPERVISORY BOARD (INDIVIDUAL EX-POST VOTE) 11 APPROVAL OF THE COMPENSATION POLICY FOR Mgmt For For EXECUTIVE CHAIRMEN (EX-ANTE VOTE) 12 DETERMINATION OF THE TOTAL ANNUAL AMOUNT OF Mgmt For For REMUNERATION TO BE PAID TO SUPERVISORY BOARD MEMBERS - APPROVAL OF THE COMPENSATION POLICY FOR SUPERVISORY BOARD MEMBERS (EX-ANTE VOTE) 13 RE-ELECTION OF MS DOROTHE ALTMAYER AS Mgmt For For SUPERVISORY BOARD MEMBER FOR A TERM OF THREE YEARS 14 RE-ELECTION OF MS MONIQUE COHEN AS Mgmt For For SUPERVISORY BOARD MEMBER FOR A TERM OF THREE YEARS 15 RE-ELECTION OF MR RENAUD MOMMJA AS Mgmt For For SUPERVISORY BOARD MEMBER FOR A TERM OF THREE YEARS 16 RE-ELECTION OF MR ERIC DE SEYNES AS Mgmt For For SUPERVISORY BOARD MEMBER FOR A TERM OF THREE YEARS 17 RE-ELECTION OF THE COMPANY Mgmt For For PRICEWATERHOUSECOOPERS AUDIT AS STATUTORY AUDITOR FOR A TERM OF SIX FINANCIAL YEARS 18 RE-ELECTION OF THE COMPANY GRANT THORNTON Mgmt For For AUDIT AS STATUTORY AUDITOR FOR A TERM OF SIX FINANCIAL YEARS 19 AUTHORISATION TO BE GRANTED TO THE Mgmt For For EXECUTIVE MANAGEMENT TO REDUCE THE SHARE CAPITAL BY CANCELLATION OF ALL OR PART OF THE TREASURY SHARES HELD BY THE COMPANY (ARTICLE L. 22-10-62 OF THE FRENCH COMMERCIAL CODE) - GENERAL CANCELLATION PROGRAM 20 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For THE EXECUTIVE MANAGEMENT TO INCREASE THE SHARE CAPITAL BY INCORPORATION OF RESERVES, PROFITS AND/OR PREMIUMS AND FREE ALLOCATION OF SHARES AND/OR INCREASE IN THE PAR VALUE OF EXISTING SHARES 21 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For THE EXECUTIVE MANAGEMENT TO DECIDE ON THE ISSUE OF SHARES AND/OR ANY OTHER SECURITIES GIVING ACCESS TO THE SHARE CAPITAL WITH MAINTENANCE OF PREEMPTIVE SUBSCRIPTION RIGHTS 22 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For THE EXECUTIVE MANAGEMENT TO DECIDE ON THE ISSUE OF SHARES AND/OR ANY OTHER SECURITIES GIVING ACCESS TO THE SHARE CAPITAL, WITH PREEMPTIVE SUBSCRIPTION RIGHTS CANCELLED BUT WITH THE ABILITY TO ESTABLISH A PRIORITY PERIOD, BY PUBLIC OFFERING (OTHER THAN THAT REFERRED TO IN ARTICLE L. 411 2, 1 OF THE CMF) 23 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For THE EXECUTIVE MANAGEMENT TO DECIDE TO INCREASE THE SHARE CAPITAL BY ISSUING SHARES AND/OR ANY OTHER SECURITIES GIVING ACCESS TO THE SHARE CAPITAL, RESERVED FOR MEMBERS OF A COMPANY OR GROUP SAVINGS PLAN, WITH PREEMPTIVE SUBSCRIPTION RIGHTS CANCELLED 24 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For THE EXECUTIVE MANAGEMENT TO DECIDE ON THE ISSUE OF SHARES AND/OR ANY OTHER SECURITIES GIVING ACCESS TO THE SHARE CAPITAL, WITH PREEMPTIVE SUBSCRIPTION RIGHTS CANCELLED, BY PRIVATE PLACEMENT PURSUANT TO ARTICLE L. 411 - 2, 1 OF THE FRENCH MONETARY AND FINANCIAL CODE 25 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For THE EXECUTIVE MANAGEMENT TO DECIDE ON THE ISSUE OF SHARES AND/OR SECURITIES GIVING ACCESS TO THE SHARE CAPITAL, WITH PREEMPTIVE SUBSCRIPTION RIGHTS CANCELLED, IN ORDER TO COMPENSATE CONTRIBUTIONS IN KIND GRANTED TO THE COMPANY RELATING TO EQUITY SECURITIES OR SECURITIES GIVING ACCESS TO THE SHARE CAPITAL 26 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For THE EXECUTIVE MANAGEMENT TO DECIDE ON ONE OR MORE OPERATION(S) OF MERGER BY ABSORPTION, SPIN-OFF OR PARTIAL CONTRIBUTION OF ASSETS SUBJECT TO THE LEGAL REGIME FOR SPIN-OFFS (ARTICLE L. 236-9, II OF THE FRENCH COMMERCIAL CODE) 27 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For THE EXECUTIVE MANAGEMENT TO INCREASE THE CAPITAL BY ISSUING SHARES IN THE EVENT OF THE USE OF THE DELEGATION OF AUTHORITY GRANTED TO THE EXECUTIVE MANAGEMENT TO DECIDE ON ONE OR MORE MERGER(S) BY ABSORPTION, SPIN-OFF(S) OR PARTIAL(S) CONTRIBUTION(S) OF ASSETS SUBJECT TO THE LEGAL REGIME FOR SPIN-OFFS 28 AUTHORISATION TO BE GIVEN TO THE EXECUTIVE Mgmt For For MANAGEMENT TO GRANT FREE EXISTING SHARES 29 DELEGATION OF AUTHORITY TO CARRY OUT THE Mgmt For For FORMALITIES RELATED TO THE GENERAL MEETING CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE AT THIS MEETING, YOU (OR YOUR CREST SPONSORED MEMBER/CUSTODIAN) WILL BE REQUIRED TO INSTRUCT A TRANSFER OF THE RELEVANT CDIS TO THE ESCROW ACCOUNT SPECIFIED IN THE ASSOCIATED CORPORATE EVENT IN THE CREST SYSTEM. THIS TRANSFER WILL NEED TO BE COMPLETED BY THE SPECIFIED CREST SYSTEM DEADLINE. ONCE THIS TRANSFER HAS SETTLED, THE CDIS WILL BE BLOCKED IN THE CREST SYSTEM. THE CDIS WILL TYPICALLY BE RELEASED FROM ESCROW AS SOON AS PRACTICABLE ON RECORD DATE +1 DAY (OR ON MEETING DATE +1 DAY IF NO RECORD DATE APPLIES) UNLESS OTHERWISE SPECIFIED, AND ONLY AFTER THE AGENT HAS CONFIRMED AVAILABILITY OF THE POSITION. IN ORDER FOR A VOTE TO BE ACCEPTED, THE VOTED POSITION MUST BE BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN THE CREST SYSTEM. BY VOTING ON THIS MEETING, YOUR CREST SPONSORED MEMBER/CUSTODIAN MAY USE YOUR VOTE INSTRUCTION AS THE AUTHORIZATION TO TAKE THE NECESSARY ACTION WHICH WILL INCLUDE TRANSFERRING YOUR INSTRUCTED POSITION TO ESCROW. PLEASE CONTACT YOUR CREST SPONSORED MEMBER/CUSTODIAN DIRECTLY FOR FURTHER INFORMATION ON THE CUSTODY PROCESS AND WHETHER OR NOT THEY REQUIRE SEPARATE INSTRUCTIONS FROM YOU CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting ANY VOTED POSITIONS SETTLING THROUGH EUROCLEAR BANK CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting MEETING ID 870765 DUE TO SLIB NEED TO BE FLAGGED AS Y. ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED IF VOTE DEADLINE EXTENSIONS ARE GRANTED. THEREFORE PLEASE REINSTRUCT ON THIS MEETING NOTICE ON THE NEW JOB. IF HOWEVER VOTE DEADLINE EXTENSIONS ARE NOT GRANTED IN THE MARKET, THIS MEETING WILL BE CLOSED AND YOUR VOTE INTENTIONS ON THE ORIGINAL MEETING WILL BE APPLICABLE. PLEASE ENSURE VOTING IS SUBMITTED PRIOR TO CUTOFF ON THE ORIGINAL MEETING, AND AS SOON AS POSSIBLE ON THIS NEW AMENDED MEETING. THANK YOU -------------------------------------------------------------------------------------------------------------------------- INTUIT INC. Agenda Number: 935744006 -------------------------------------------------------------------------------------------------------------------------- Security: 461202103 Meeting Type: Annual Meeting Date: 19-Jan-2023 Ticker: INTU ISIN: US4612021034 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Eve Burton Mgmt For For 1b. Election of Director: Scott D. Cook Mgmt For For 1c. Election of Director: Richard L. Dalzell Mgmt For For 1d. Election of Director: Sasan K. Goodarzi Mgmt For For 1e. Election of Director: Deborah Liu Mgmt For For 1f. Election of Director: Tekedra Mawakana Mgmt For For 1g. Election of Director: Suzanne Nora Johnson Mgmt For For 1h. Election of Director: Thomas Szkutak Mgmt For For 1i. Election of Director: Raul Vazquez Mgmt For For 2. Advisory vote to approve Intuit's executive Mgmt For For compensation (say-on-pay) 3. Ratification of the selection of Ernst & Mgmt For For Young LLP as Intuit's independent registered public accounting firm for the fiscal year ending July 31, 2023 4. Approval of the Amended and Restated Mgmt For For Employee Stock Purchase Plan to increase the share reserve by an additional 2,000,000 shares -------------------------------------------------------------------------------------------------------------------------- JOHNSON & JOHNSON Agenda Number: 935776813 -------------------------------------------------------------------------------------------------------------------------- Security: 478160104 Meeting Type: Annual Meeting Date: 27-Apr-2023 Ticker: JNJ ISIN: US4781601046 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Darius Adamczyk Mgmt For For 1b. Election of Director: Mary C. Beckerle Mgmt For For 1c. Election of Director: D. Scott Davis Mgmt For For 1d. Election of Director: Jennifer A. Doudna Mgmt For For 1e. Election of Director: Joaquin Duato Mgmt For For 1f. Election of Director: Marillyn A. Hewson Mgmt For For 1g. Election of Director: Paula A. Johnson Mgmt For For 1h. Election of Director: Hubert Joly Mgmt For For 1I. Election of Director: Mark B. McClellan Mgmt For For 1j. Election of Director: Anne M. Mulcahy Mgmt For For 1k. Election of Director: Mark A. Weinberger Mgmt For For 1l. Election of Director: Nadja Y. West Mgmt For For 2. Advisory Vote to Approve Named Executive Mgmt For For Officer Compensation 3. Advisory Vote on the Frequency of Voting to Mgmt 1 Year For Approve Named Executive Officer Compensation 4. Ratification of Appointment of Mgmt For For PricewaterhouseCoopers LLP as the Independent Registered Public Accounting Firm 5. Proposal Withdrawn (Federal Securities Laws Shr Take No Action Mandatory Arbitration Bylaw) 6. Vaccine Pricing Report Shr Against For 7. Executive Compensation Adjustment Policy Shr Against For 8. Impact of Extended Patent Exclusivities on Shr Against For Product Access -------------------------------------------------------------------------------------------------------------------------- KONE OYJ Agenda Number: 716582247 -------------------------------------------------------------------------------------------------------------------------- Security: X4551T105 Meeting Type: AGM Meeting Date: 28-Feb-2023 Ticker: ISIN: FI0009013403 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK. ACCOUNTS WITH MULTIPLE BENEFICIAL OWNERS WILL REQUIRE DISCLOSURE OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION CMMT A POWER OF ATTORNEY (POA) IS REQUIRED TO Non-Voting APPOINT A REPRESENTATIVE TO ATTEND THE MEETING AND LODGE YOUR VOTING INSTRUCTIONS. IF YOU APPOINT A FINNISH SUB CUSTODIAN BANK, NO POA IS REQUIRED (UNLESS THE SHAREHOLDER IS FINNISH) CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK. IF NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR INSTRUCTIONS MAY BE REJECTED CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting THAT IF YOU ARE CLASSIFIED AS AN INTERMEDIARY CLIENT UNDER THE SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD BE PROVIDING THE UNDERLYING SHAREHOLDER INFORMATION AT THE VOTE INSTRUCTION LEVEL. IF YOU ARE UNSURE ON HOW TO PROVIDE THIS LEVEL OF DATA TO BROADRIDGE OUTSIDE OF PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED CLIENT SERVICE REPRESENTATIVE FOR ASSISTANCE 1 OPEN MEETING Non-Voting 2 CALL THE MEETING TO ORDER Non-Voting 3 DESIGNATE INSPECTOR OR SHAREHOLDER Non-Voting REPRESENTATIVE(S) OF MINUTES OF MEETING 4 ACKNOWLEDGE PROPER CONVENING OF MEETING Non-Voting 5 PREPARE AND APPROVE LIST OF SHAREHOLDERS Non-Voting 6 RECEIVE FINANCIAL STATEMENTS AND STATUTORY Non-Voting REPORTS 7 ACCEPT FINANCIAL STATEMENTS AND STATUTORY Mgmt For For REPORTS 8 APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For OF EUR 1.7475 PER CLASS A SHARE AND EUR 1.75 PER CLASS B SHARE 9 APPROVE DISCHARGE OF BOARD AND PRESIDENT Mgmt For For 10 APPROVE REMUNERATION REPORT (ADVISORY VOTE) Mgmt For For 11 APPROVE REMUNERATION OF DIRECTORS IN THE Mgmt For For AMOUNT OF EUR 220,000 FOR CHAIRMAN, EUR 125,000 FOR VICE CHAIRMAN, AND EUR 110,000 FOR OTHER DIRECTORS 12 FIX NUMBER OF DIRECTORS AT NINE Mgmt For For 13.A REELECT MATTI ALAHUHTA AS DIRECTOR Mgmt For For 13.B REELECT SUSAN DUINHOVEN AS DIRECTOR Mgmt For For 13.C ELECT MARIKA FREDRIKSSON AS NEW DIRECTOR Mgmt For For 13.D REELECT ANTTI HERLIN AS DIRECTOR Mgmt For For 13.E REELECT IIRIS HERLIN AS DIRECTOR Mgmt For For 13.F REELECT JUSSI HERLIN AS DIRECTOR Mgmt For For 13.G REELECT RAVI KANT AS DIRECTOR Mgmt For For 13.H ELECT MARCELA MANUBENS AS NEW DIRECTOR Mgmt For For 13.I REELECT KRISHNA MIKKILINENI AS DIRECTOR Mgmt For For 14 APPROVE REMUNERATION OF AUDITORS Mgmt For For 15 ELECT ONE AUDITOR FOR THE TERM ENDING ON Mgmt For For THE CONCLUSION OF AGM 2023 16 RATIFY ERNST & YOUNG AS AUDITORS Mgmt For For 17 AMEND ARTICLES RE: COMPANY BUSINESS; Mgmt For For GENERAL MEETING PARTICIPATION 18 AUTHORIZE SHARE REPURCHASE PROGRAM Mgmt For For 19 APPROVE ISSUANCE OF SHARES AND OPTIONS Mgmt For For WITHOUT PREEMPTIVE RIGHTS 20 CLOSE MEETING Non-Voting -------------------------------------------------------------------------------------------------------------------------- MASTERCARD INCORPORATED Agenda Number: 935858437 -------------------------------------------------------------------------------------------------------------------------- Security: 57636Q104 Meeting Type: Annual Meeting Date: 27-Jun-2023 Ticker: MA ISIN: US57636Q1040 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. ELECTION OF DIRECTOR: Merit E. Janow Mgmt For For 1b. ELECTION OF DIRECTOR: Candido Bracher Mgmt For For 1c. ELECTION OF DIRECTOR: Richard K. Davis Mgmt For For 1d. ELECTION OF DIRECTOR: Julius Genachowski Mgmt For For 1e. ELECTION OF DIRECTOR: Choon Phong Goh Mgmt For For 1f. ELECTION OF DIRECTOR: Oki Matsumoto Mgmt For For 1g. ELECTION OF DIRECTOR: Michael Miebach Mgmt For For 1h. ELECTION OF DIRECTOR: Youngme Moon Mgmt For For 1i. ELECTION OF DIRECTOR: Rima Qureshi Mgmt For For 1j. ELECTION OF DIRECTOR: Gabrielle Sulzberger Mgmt For For 1k. ELECTION OF DIRECTOR: Harit Talwar Mgmt For For 1l. ELECTION OF DIRECTOR: Lance Uggla Mgmt For For 2. Advisory approval of Mastercard's executive Mgmt For For compensation. 3. Advisory approval of the frequency of Mgmt 1 Year For future advisory votes on executive compensation. 4. Approval of Mastercard Incorporated Mgmt For For Employee Stock Purchase Plan. 5. Ratification of the appointment of Mgmt For For PricewaterhouseCoopers LLP as the independent registered public accounting firm for Mastercard for 2023. 6. Consideration of a stockholder proposal Shr Against For requesting a report on ensuring respect for civil liberties. 7. Consideration of a stockholder proposal Shr Against For requesting a report on Mastercard's stance on new Merchant Category Code. 8. Consideration of a stockholder proposal Shr Against For requesting lobbying disclosure. 9. Consideration of a stockholder proposal Shr Against For requesting stockholders approve advance notice bylaw amendments. 10. Consideration of a stockholder proposal Shr Against For requesting a report on the cost-benefit analysis of diversity and inclusion efforts. -------------------------------------------------------------------------------------------------------------------------- MICROSOFT CORPORATION Agenda Number: 935722567 -------------------------------------------------------------------------------------------------------------------------- Security: 594918104 Meeting Type: Annual Meeting Date: 13-Dec-2022 Ticker: MSFT ISIN: US5949181045 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Reid G. Hoffman Mgmt For For 1b. Election of Director: Hugh F. Johnston Mgmt For For 1c. Election of Director: Teri L. List Mgmt For For 1d. Election of Director: Satya Nadella Mgmt For For 1e. Election of Director: Sandra E. Peterson Mgmt For For 1f. Election of Director: Penny S. Pritzker Mgmt For For 1g. Election of Director: Carlos A. Rodriguez Mgmt For For 1h. Election of Director: Charles W. Scharf Mgmt For For 1i. Election of Director: John W. Stanton Mgmt For For 1j. Election of Director: John W. Thompson Mgmt For For 1k. Election of Director: Emma N. Walmsley Mgmt For For 1l. Election of Director: Padmasree Warrior Mgmt For For 2. Advisory vote to approve named executive Mgmt For For officer compensation 3. Ratification of the Selection of Deloitte & Mgmt For For Touche LLP as our Independent Auditor for Fiscal Year 2023 4. Shareholder Proposal - Cost/Benefit Shr Against For Analysis of Diversity and Inclusion 5. Shareholder Proposal - Report on Hiring of Shr Against For Persons with Arrest or Incarceration Records 6. Shareholder Proposal - Report on Investment Shr Against For of Retirement Funds in Companies Contributing to Climate Change 7. Shareholder Proposal - Report on Government Shr Against For Use of Microsoft Technology 8. Shareholder Proposal - Report on Shr Against For Development of Products for Military 9. Shareholder Proposal - Report on Tax Shr Against For Transparency -------------------------------------------------------------------------------------------------------------------------- NESTLE S.A. Agenda Number: 716817068 -------------------------------------------------------------------------------------------------------------------------- Security: H57312649 Meeting Type: AGM Meeting Date: 20-Apr-2023 Ticker: ISIN: CH0038863350 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK. IF NO BENEFICIAL OWNER DETAILS ARE PROVIDED, YOUR INSTRUCTION MAY BE REJECTED CMMT PART 2 OF THIS MEETING IS FOR VOTING ON Non-Voting AGENDA AND MEETING ATTENDANCE REQUESTS ONLY. PLEASE ENSURE THAT YOU HAVE FIRST VOTED IN FAVOUR OF THE REGISTRATION OF SHARES IN PART 1 OF THE MEETING. IT IS A MARKET REQUIREMENT FOR MEETINGS OF THIS TYPE THAT THE SHARES ARE REGISTERED AND MOVED TO A REGISTERED LOCATION AT THE CSD, AND SPECIFIC POLICIES AT THE INDIVIDUAL SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF THE VOTE INSTRUCTION, IT IS POSSIBLE THAT A MARKER MAY BE PLACED ON YOUR SHARES TO ALLOW FOR RECONCILIATION AND RE-REGISTRATION FOLLOWING A TRADE.THEREFORE WHILST THIS DOES NOT PREVENT THE TRADING OF SHARES, ANY THAT ARE REGISTERED MUST BE FIRST DEREGISTERED IF REQUIRED FOR SETTLEMENT. DEREGISTRATION CAN AFFECT THE VOTING RIGHTS OF THOSE SHARES. IF YOU HAVE CONCERNS REGARDING YOUR ACCOUNTS, PLEASE CONTACT YOUR CLIENT REPRESENTATIVE. 1.1 APPROVAL OF THE ANNUAL REVIEW, THE Mgmt For For FINANCIAL STATEMENTS OF NESTLE S.A. AND THE CONSOLIDATED FINANCIAL STATEMENTS OF THE NESTLE GROUP FOR 2022 1.2 ACCEPTANCE OF THE COMPENSATION REPORT 2022 Mgmt For For (ADVISORY VOTE) 2 DISCHARGE TO THE MEMBERS OF THE BOARD OF Mgmt For For DIRECTORS AND OF THE MANAGEMENT FOR 2022 3 APPROPRIATION OF PROFIT RESULTING FROM THE Mgmt For For BALANCE SHEET OF NESTLE S.A. (PROPOSED DIVIDEND) FOR THE FINANCIAL YEAR 2022 4.1.1 RE-ELECTION AS MEMBER AND CHAIRMAN OF THE Mgmt For For BOARD OF DIRECTORS: PAUL BULCKE 4.1.2 RE-ELECTION AS MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: ULF MARK SCHNEIDER 4.1.3 RE-ELECTION AS MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: HENRI DE CASTRIES 4.1.4 RE-ELECTION AS MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: RENATO FASSBIND 4.1.5 RE-ELECTION AS MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: PABLO ISLA 4.1.6 RE-ELECTION AS MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: PATRICK AEBISCHER 4.1.7 RE-ELECTION AS MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: KIMBERLY A. ROSS 4.1.8 RE-ELECTION AS MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: DICK BOER 4.1.9 RE-ELECTION AS MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: DINESH PALIWAL 4.110 RE-ELECTION AS MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: HANNE JIMENEZ DE MORA 4.111 RE-ELECTION AS MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: LINDIWE MAJELE SIBANDA 4.112 RE-ELECTION AS MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: CHRIS LEONG 4.113 RE-ELECTION AS MEMBER OF THE BOARD OF Mgmt For For DIRECTORS: LUCA MAESTRI 4.2.1 ELECTION TO THE BOARD OF DIRECTORS: RAINER Mgmt For For BLAIR 4.2.2 ELECTION TO THE BOARD OF DIRECTORS: Mgmt For For MARIE-GABRIELLE INEICHEN-FLEISCH 4.3.1 ELECTION AS MEMBER OF THE COMPENSATION Mgmt For For COMMITTEE: PABLO ISLA 4.3.2 ELECTION AS MEMBER OF THE COMPENSATION Mgmt For For COMMITTEE: PATRICK AEBISCHER 4.3.3 ELECTION AS MEMBER OF THE COMPENSATION Mgmt For For COMMITTEE: DICK BOER 4.3.4 ELECTION AS MEMBER OF THE COMPENSATION Mgmt For For COMMITTEE: DINESH PALIWAL 4.4 ELECTION OF THE STATUTORY AUDITORS: ERNST Mgmt For For AND YOUNG LTD, LAUSANNE BRANCH 4.5 ELECTION OF THE INDEPENDENT REPRESENTATIVE: Mgmt For For HARTMANN DREYER, ATTORNEYS-AT-LAW 5.1 APPROVAL OF THE COMPENSATION OF THE BOARD Mgmt For For OF DIRECTORS 5.2 APPROVAL OF THE COMPENSATION OF THE Mgmt For For EXECUTIVE BOARD 6 CAPITAL REDUCTION (BY CANCELLATION OF Mgmt For For SHARES) 7.1 AMENDMENTS OF PROVISIONS OF THE ARTICLES OF Mgmt For For ASSOCIATION PERTAINING TO THE GENERAL MEETING 7.2 AMENDMENTS OF PROVISIONS OF THE ARTICLES OF Mgmt For For ASSOCIATION PERTAINING TO THE BOARD OF DIRECTORS, COMPENSATION, CONTRACTS AND MANDATES AND MISCELLANEOUS PROVISIONS 8 IN THE EVENT OF ANY YET UNKNOWN NEW OR Shr Against For MODIFIED PROPOSAL BY A SHAREHOLDER DURING THE GENERAL MEETING, I INSTRUCT THE INDEPENDENT REPRESENTATIVE TO VOTE AS FOLLOWS: (YES = VOTE IN FAVOR OF ANY SUCH YET UNKNOWN PROPOSAL, NO = VOTE AGAINST ANY SUCH YET UNKNOWN PROPOSAL, ABSTAIN = ABSTAIN FROM VOTING) - THE BOARD OF DIRECTORS RECOMMENDS TO VOTE NO ON ANY SUCH YET UNKNOWN PROPOSAL -------------------------------------------------------------------------------------------------------------------------- NIKE, INC. Agenda Number: 935692803 -------------------------------------------------------------------------------------------------------------------------- Security: 654106103 Meeting Type: Annual Meeting Date: 09-Sep-2022 Ticker: NKE ISIN: US6541061031 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Class B Director: Alan B. Graf, Mgmt For For Jr. 1b. Election of Class B Director: Peter B. Mgmt For For Henry 1c. Election of Class B Director: Michelle A. Mgmt For For Peluso 2. To approve executive compensation by an Mgmt For For advisory vote. 3. To ratify the appointment of Mgmt For For PricewaterhouseCoopers LLP as independent registered public accounting firm. 4. To approve the amendment of the NIKE, Inc. Mgmt For For Employee Stock Purchase Plan to increase authorized shares. 5. To consider a shareholder proposal Shr Against For regarding a policy on China sourcing, if properly presented at the meeting. -------------------------------------------------------------------------------------------------------------------------- PEPSICO, INC. Agenda Number: 935784795 -------------------------------------------------------------------------------------------------------------------------- Security: 713448108 Meeting Type: Annual Meeting Date: 03-May-2023 Ticker: PEP ISIN: US7134481081 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Segun Agbaje Mgmt For For 1b. Election of Director: Jennifer Bailey Mgmt For For 1c. Election of Director: Cesar Conde Mgmt For For 1d. Election of Director: Ian Cook Mgmt For For 1e. Election of Director: Edith W. Cooper Mgmt For For 1f. Election of Director: Susan M. Diamond Mgmt For For 1g. Election of Director: Dina Dublon Mgmt For For 1h. Election of Director: Michelle Gass Mgmt For For 1i. Election of Director: Ramon L. Laguarta Mgmt For For 1j. Election of Director: Dave J. Lewis Mgmt For For 1k. Election of Director: David C. Page Mgmt For For 1l. Election of Director: Robert C. Pohlad Mgmt For For 1m. Election of Director: Daniel Vasella Mgmt For For 1n. Election of Director: Darren Walker Mgmt For For 1o. Election of Director: Alberto Weisser Mgmt For For 2. Ratification of the appointment of KPMG LLP Mgmt For For as the Company's independent registered public accounting firm for fiscal year 2023. 3. Advisory approval of the Company's Mgmt For For executive compensation 4. Advisory vote on frequency of future Mgmt 1 Year For shareholder advisory approval of the Company's executive compensation. 5. Shareholder Proposal - Independent Board Shr Against For Chair. 6. Shareholder Proposal - Global Transparency Shr Against For Report. 7. Shareholder Proposal - Report on Impacts of Shr Against For Reproductive Healthcare Legislation 8. Shareholder Proposal - Congruency Report on Shr Against For Net-Zero Emissions Policies. -------------------------------------------------------------------------------------------------------------------------- PFIZER INC. Agenda Number: 935778451 -------------------------------------------------------------------------------------------------------------------------- Security: 717081103 Meeting Type: Annual Meeting Date: 27-Apr-2023 Ticker: PFE ISIN: US7170811035 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Ronald E. Blaylock Mgmt For For 1b. Election of Director: Albert Bourla Mgmt For For 1c. Election of Director: Susan Mgmt For For Desmond-Hellmann 1d. Election of Director: Joseph J. Echevarria Mgmt For For 1e. Election of Director: Scott Gottlieb Mgmt For For 1f. Election of Director: Helen H. Hobbs Mgmt For For 1g. Election of Director: Susan Hockfield Mgmt For For 1h. Election of Director: Dan R. Littman Mgmt For For 1i. Election of Director: Shantanu Narayen Mgmt For For 1j. Election of Director: Suzanne Nora Johnson Mgmt For For 1k. Election of Director: James Quincey Mgmt For For 1l. Election of Director: James C. Smith Mgmt For For 2. Ratify the selection of KPMG LLP as Mgmt For For independent registered public accounting firm for 2023 3. 2023 advisory approval of executive Mgmt For For compensation 4. Advisory vote on frequency of future Mgmt 1 Year For advisory votes to approve executive compensation 5. Shareholder proposal regarding ratification Shr Against For of termination pay 6. Shareholder proposal regarding independent Shr Against For board chairman policy 7. Shareholder proposal regarding transfer of Shr Against For intellectual property to potential COVID-19 manufacturers feasibility report 8. Shareholder proposal regarding impact of Shr Against For extended patent exclusivities on product access report 9. Shareholder proposal regarding political Shr Against For contributions congruency report -------------------------------------------------------------------------------------------------------------------------- SAP SE Agenda Number: 716876303 -------------------------------------------------------------------------------------------------------------------------- Security: D66992104 Meeting Type: AGM Meeting Date: 11-May-2023 Ticker: ISIN: DE0007164600 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting DETAILS AS PROVIDED BY YOUR CUSTODIAN. IF NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR INSTRUCTION MAY BE REJECTED. CMMT FROM 10TH FEBRUARY, BROADRIDGE WILL CODE Non-Voting ALL AGENDAS FOR GERMAN MEETINGS IN ENGLISH ONLY. IF YOU WISH TO SEE THE AGENDA IN GERMAN, THIS WILL BE MADE AVAILABLE AS A LINK UNDER THE MATERIAL URL DROPDOWN AT THE TOP OF THE BALLOT. THE GERMAN AGENDAS FOR ANY EXISTING OR PAST MEETINGS WILL REMAIN IN PLACE. FOR FURTHER INFORMATION, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE CMMT ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting SPECIFIC CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WPHG). FOR QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS USUAL CMMT INFORMATION ON COUNTER PROPOSALS CAN BE Non-Voting FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED ON THE BALLOT ON PROXYEDGE CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting THAT IF YOU ARE CLASSIFIED AS AN INTERMEDIARY CLIENT UNDER THE SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD BE PROVIDING THE UNDERLYING SHAREHOLDER INFORMATION AT THE VOTE INSTRUCTION LEVEL. IF YOU ARE UNSURE ON HOW TO PROVIDE THIS LEVEL OF DATA TO BROADRIDGE OUTSIDE OF PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED CLIENT SERVICE REPRESENTATIVE FOR ASSISTANCE 1 RECEIVE FINANCIAL STATEMENTS AND STATUTORY Non-Voting REPORTS FOR FISCAL YEAR 2022 2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For OF EUR 2.05 PER SHARE 3 APPROVE DISCHARGE OF MANAGEMENT BOARD FOR Mgmt For For FISCAL YEAR 2022 4 APPROVE DISCHARGE OF SUPERVISORY BOARD FOR Mgmt For For FISCAL YEAR 2022 5 APPROVE REMUNERATION REPORT Mgmt For For 6 AUTHORIZE SHARE REPURCHASE PROGRAM AND Mgmt For For REISSUANCE OR CANCELLATION OF REPURCHASED SHARES 7 AUTHORIZE USE OF FINANCIAL DERIVATIVES WHEN Mgmt For For REPURCHASING SHARES 8.1 ELECT JENNIFER XIN-ZHE LI TO THE Mgmt For For SUPERVISORY BOARD 8.2 ELECT QI LU TO THE SUPERVISORY BOARD Mgmt For For 8.3 ELECT PUNIT RENJEN TO THE SUPERVISORY BOARD Mgmt For For 9 APPROVE REMUNERATION POLICY FOR THE Mgmt For For MANAGEMENT BOARD 10 APPROVE REMUNERATION POLICY FOR THE Mgmt For For SUPERVISORY BOARD 11.1 APPROVE VIRTUAL-ONLY SHAREHOLDER MEETINGS Mgmt For For UNTIL 2025 11.2 AMEND ARTICLES RE: PARTICIPATION OF Mgmt For For SUPERVISORY BOARD MEMBERS IN THE VIRTUAL ANNUAL GENERAL MEETING BY MEANS OF AUDIO AND VIDEO TRANSMISSION -------------------------------------------------------------------------------------------------------------------------- STARBUCKS CORPORATION Agenda Number: 935762193 -------------------------------------------------------------------------------------------------------------------------- Security: 855244109 Meeting Type: Annual Meeting Date: 23-Mar-2023 Ticker: SBUX ISIN: US8552441094 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Richard E. Allison, Mgmt For For Jr. 1b. Election of Director: Andrew Campion Mgmt For For 1c. Election of Director: Beth Ford Mgmt For For 1d. Election of Director: Mellody Hobson Mgmt For For 1e. Election of Director: Jorgen Vig Knudstorp Mgmt For For 1f. Election of Director: Satya Nadella Mgmt For For 1g. Election of Director: Laxman Narasimhan Mgmt For For 1h. Election of Director: Howard Schultz Mgmt For For 2. Approval, on a nonbinding basis, of the Mgmt For For compensation paid to our named executive officers 3. Approval, on a nonbinding basis, of the Mgmt 1 Year For frequency of future advisory votes on executive compensation 4. Ratify the selection of Deloitte & Touche Mgmt For For LLP as our independent registered public accounting firm for fiscal 2023 5. Report on Plant-Based Milk Pricing Shr Against For 6. CEO Succession Planning Policy Amendment Shr Against For 7. Annual Reports on Company Operations in Shr Against For China 8. Assessment of Worker Rights Commitments Shr Against For 9. Creation of Board Committee on Corporate Shr Against For Sustainability -------------------------------------------------------------------------------------------------------------------------- STRYKER CORPORATION Agenda Number: 935785444 -------------------------------------------------------------------------------------------------------------------------- Security: 863667101 Meeting Type: Annual Meeting Date: 10-May-2023 Ticker: SYK ISIN: US8636671013 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Mary K. Brainerd Mgmt For For 1b. Election of Director: Giovanni Caforio, Mgmt For For M.D. 1c. Election of Director: Srikant M. Datar, Mgmt For For Ph.D. 1d. Election of Director: Allan C. Golston Mgmt For For 1e. Election of Director: Kevin A. Lobo (Chair Mgmt For For of the Board, Chief Executive Officer and President) 1f. Election of Director: Sherilyn S. McCoy Mgmt For For (Lead Independent Director) 1g. Election of Director: Andrew K. Silvernail Mgmt For For 1h. Election of Director: Lisa M. Skeete Tatum Mgmt For For 1i. Election of Director: Ronda E. Stryker Mgmt For For 1j. Election of Director: Rajeev Suri Mgmt For For 2. Ratification of Appointment of Ernst & Mgmt For For Young LLP as Our Independent Registered Public Accounting Firm for 2023. 3. Advisory Vote to Approve Named Executive Mgmt For For Officer Compensation. 4. Advisory Vote on the Frequency of Future Mgmt 1 Year For Advisory Votes on Named Executive Officer Compensation. 5. Shareholder Proposal on Political Shr Against For Disclosure. -------------------------------------------------------------------------------------------------------------------------- TAIWAN SEMICONDUCTOR MFG. CO. LTD. Agenda Number: 935863298 -------------------------------------------------------------------------------------------------------------------------- Security: 874039100 Meeting Type: Annual Meeting Date: 06-Jun-2023 Ticker: TSM ISIN: US8740391003 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. To accept 2022 Business Report and Mgmt For For Financial Statements 2. To approve the issuance of employee Mgmt For For restricted stock awards for year 2023 3. To revise the Procedures for Endorsement Mgmt For For and Guarantee 4. In order to reflect the Audit Committee Mgmt For For name change to the Audit and Risk Committee, to revise the name of Audit Committee in the following TSMC policies: i. Procedures for Acquisition or Disposal of Assets ii. Procedures for Financial Derivatives Transactions iii. Procedures for Lending Funds to Other Parties iv. Procedures for Endorsement and Guarantee -------------------------------------------------------------------------------------------------------------------------- TEXAS INSTRUMENTS INCORPORATED Agenda Number: 935777120 -------------------------------------------------------------------------------------------------------------------------- Security: 882508104 Meeting Type: Annual Meeting Date: 27-Apr-2023 Ticker: TXN ISIN: US8825081040 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Mark A. Blinn Mgmt For For 1b. Election of Director: Todd M. Bluedorn Mgmt For For 1c. Election of Director: Janet F. Clark Mgmt For For 1d. Election of Director: Carrie S. Cox Mgmt For For 1e. Election of Director: Martin S. Craighead Mgmt For For 1f. Election of Director: Curtis C. Farmer Mgmt For For 1g. Election of Director: Jean M. Hobby Mgmt For For 1h. Election of Director: Haviv Ilan Mgmt For For 1i. Election of Director: Ronald Kirk Mgmt For For 1j. Election of Director: Pamela H. Patsley Mgmt For For 1k. Election of Director: Robert E. Sanchez Mgmt For For 1l. Election of Director: Richard K. Templeton Mgmt For For 2. Board proposal to approve amendment and Mgmt For For restatement of the TI Employees 2014 Stock Purchase Plan to extend the termination date. 3. Board proposal regarding advisory vote on Mgmt 1 Year For the frequency of future advisory votes on executive compensation. 4. Board proposal regarding advisory approval Mgmt For For of the Company's executive compensation. 5. Board proposal to ratify the appointment of Mgmt For For Ernst & Young LLP as the Company's independent registered public accounting firm for 2023. 6. Stockholder proposal to permit a combined Shr Against For 10% of stockholders to call a special meeting. 7. Stockholder proposal to report on due Shr Against For diligence efforts to trace end-user misuse of company products. -------------------------------------------------------------------------------------------------------------------------- THE HOME DEPOT, INC. Agenda Number: 935795659 -------------------------------------------------------------------------------------------------------------------------- Security: 437076102 Meeting Type: Annual Meeting Date: 18-May-2023 Ticker: HD ISIN: US4370761029 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Gerard J. Arpey Mgmt For For 1b. Election of Director: Ari Bousbib Mgmt For For 1c. Election of Director: Jeffery H. Boyd Mgmt For For 1d. Election of Director: Gregory D. Brenneman Mgmt For For 1e. Election of Director: J. Frank Brown Mgmt For For 1f. Election of Director: Albert P. Carey Mgmt For For 1g. Election of Director: Edward P. Decker Mgmt For For 1h. Election of Director: Linda R. Gooden Mgmt For For 1i. Election of Director: Wayne M. Hewett Mgmt For For 1j. Election of Director: Manuel Kadre Mgmt For For 1k. Election of Director: Stephanie C. Linnartz Mgmt For For 1l. Election of Director: Paula Santilli Mgmt For For 1m. Election of Director: Caryn Seidman-Becker Mgmt For For 2. Ratification of the Appointment of KPMG LLP Mgmt For For 3. Advisory Vote to Approve Executive Mgmt For For Compensation ("Say-on-Pay") 4. Advisory Vote on the Frequency of Future Mgmt 1 Year For Say-on-Pay Votes 5. Shareholder Proposal Regarding Amendment of Shr Against For Shareholder Written Consent Right 6. Shareholder Proposal Regarding Independent Shr Against For Board Chair 7. Shareholder Proposal Regarding Political Shr Against For Contributions Congruency Analysis 8. Shareholder Proposal Regarding Rescission Shr Against For of Racial Equity Audit Proposal Vote 9. Shareholder Proposal Regarding Senior Shr Against For Management Commitment to Avoid Political Speech -------------------------------------------------------------------------------------------------------------------------- UNITEDHEALTH GROUP INCORPORATED Agenda Number: 935835237 -------------------------------------------------------------------------------------------------------------------------- Security: 91324P102 Meeting Type: Annual Meeting Date: 05-Jun-2023 Ticker: UNH ISIN: US91324P1021 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Timothy Flynn Mgmt For For 1b. Election of Director: Paul Garcia Mgmt For For 1c. Election of Director: Kristen Gil Mgmt For For 1d. Election of Director: Stephen Hemsley Mgmt For For 1e. Election of Director: Michele Hooper Mgmt For For 1f. Election of Director: F. William McNabb III Mgmt For For 1g. Election of Director: Valerie Montgomery Mgmt For For Rice, M.D. 1h. Election of Director: John Noseworthy, M.D. Mgmt For For 1i. Election of Director: Andrew Witty Mgmt For For 2. Advisory approval of the Company's Mgmt For For executive compensation. 3. Advisory approval of the frequency of Mgmt 1 Year For holding future say-on-pay votes. 4. Ratification of the appointment of Deloitte Mgmt For For & Touche LLP as the independent registered public accounting firm for the Company for the year ending December 31, 2023. 5. If properly presented at the 2023 Annual Shr Against For Meeting of Shareholders, the shareholder proposal seeking a third-party racial equity audit. 6. If properly presented at the 2023 Annual Shr Against For Meeting of Shareholders, the shareholder proposal requiring a political contributions congruency report. 7. If properly presented at the 2023 Annual Shr Against For Meeting of Shareholders, the shareholder proposal seeking shareholder ratification of termination pay. -------------------------------------------------------------------------------------------------------------------------- VERISK ANALYTICS, INC. Agenda Number: 935809458 -------------------------------------------------------------------------------------------------------------------------- Security: 92345Y106 Meeting Type: Annual Meeting Date: 17-May-2023 Ticker: VRSK ISIN: US92345Y1064 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Vincent K. Brooks Mgmt For For 1b. Election of Director: Jeffrey Dailey Mgmt For For 1c. Election of Director: Wendy Lane Mgmt For For 1d. Election of Director: Lee M. Shavel Mgmt For For 1e. Election of Director: Kimberly S. Stevenson Mgmt For For 1f. Election of Director: Olumide Soroye Mgmt For For 2. To approve executive compensation on an Mgmt For For advisory, non-binding basis. 3. To recommend the frequency of executive Mgmt 1 Year For compensation votes on an advisory, non-binding basis. 4. To ratify the appointment of Deloitte & Mgmt For For Touche LLP as our independent auditor for the 2023 fiscal year. Jensen Quality Value Fund -------------------------------------------------------------------------------------------------------------------------- AMPHENOL CORPORATION Agenda Number: 935823953 -------------------------------------------------------------------------------------------------------------------------- Security: 032095101 Meeting Type: Annual Meeting Date: 18-May-2023 Ticker: APH ISIN: US0320951017 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1.1 Election of Director: Nancy A. Altobello Mgmt For For 1.2 Election of Director: David P. Falck Mgmt For For 1.3 Election of Director: Edward G. Jepsen Mgmt For For 1.4 Election of Director: Rita S. Lane Mgmt For For 1.5 Election of Director: Robert A. Livingston Mgmt For For 1.6 Election of Director: Martin H. Loeffler Mgmt For For 1.7 Election of Director: R. Adam Norwitt Mgmt For For 1.8 Election of Director: Prahlad Singh Mgmt For For 1.9 Election of Director: Anne Clarke Wolff Mgmt For For 2. Ratification of Deloitte & Touche LLP as Mgmt For For Independent Public Accountants of the Company 3. Advisory Vote to Approve Compensation of Mgmt For For Named Executive Officers 4. Advisory Vote on the Frequency of Future Mgmt 1 Year For Advisory Votes to Approve Compensation of Named Executive Officers 5. Stockholder Proposal: Improve Political Shr Against For Spending Disclosure -------------------------------------------------------------------------------------------------------------------------- BEST BUY CO., INC. Agenda Number: 935847270 -------------------------------------------------------------------------------------------------------------------------- Security: 086516101 Meeting Type: Annual Meeting Date: 14-Jun-2023 Ticker: BBY ISIN: US0865161014 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a) Election of Director: Corie S. Barry Mgmt For For 1b) Election of Director: Lisa M. Caputo Mgmt For For 1c) Election of Director: J. Patrick Doyle Mgmt For For 1d) Election of Director: David W. Kenny Mgmt For For 1e) Election of Director: Mario J. Marte Mgmt For For 1f) Election of Director: Karen A. McLoughlin Mgmt For For 1g) Election of Director: Claudia F. Munce Mgmt For For 1h) Election of Director: Richelle P. Parham Mgmt For For 1i) Election of Director: Steven E. Rendle Mgmt For For 1j) Election of Director: Sima D. Sistani Mgmt For For 1k) Election of Director: Melinda D. Mgmt For For Whittington 1l) Election of Director: Eugene A. Woods Mgmt For For 2) To ratify the appointment of Deloitte & Mgmt For For Touche LLP as our independent registered public accounting firm for the fiscal year ending February 3, 2024 3) To approve in a non-binding advisory vote Mgmt For For our named executive officer compensation 4) To recommend in a non binding advisory vote Mgmt 1 Year For the frequency of holding the advisory vote on our named executive officer compensation -------------------------------------------------------------------------------------------------------------------------- BROADRIDGE FINANCIAL SOLUTIONS, INC. Agenda Number: 935697005 -------------------------------------------------------------------------------------------------------------------------- Security: 11133T103 Meeting Type: Annual Meeting Date: 18-Aug-2022 Ticker: BR ISIN: US11133T1034 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Non-Voting agenda Mgmt No vote -------------------------------------------------------------------------------------------------------------------------- BROADRIDGE FINANCIAL SOLUTIONS, INC. Agenda Number: 935713809 -------------------------------------------------------------------------------------------------------------------------- Security: 11133T103 Meeting Type: Annual Meeting Date: 10-Nov-2022 Ticker: BR ISIN: US11133T1034 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director to serve until the Mgmt For For 2023 Annual Meeting: Leslie A. Brun 1b. Election of Director to serve until the Mgmt For For 2023 Annual Meeting: Pamela L. Carter 1c. Election of Director to serve until the Mgmt For For 2023 Annual Meeting: Richard J. Daly 1d. Election of Director to serve until the Mgmt For For 2023 Annual Meeting: Robert N. Duelks 1e. Election of Director to serve until the Mgmt For For 2023 Annual Meeting: Melvin L. Flowers 1f. Election of Director to serve until the Mgmt For For 2023 Annual Meeting: Timothy C. Gokey 1g. Election of Director to serve until the Mgmt For For 2023 Annual Meeting: Brett A. Keller 1h. Election of Director to serve until the Mgmt For For 2023 Annual Meeting: Maura A. Markus 1i. Election of Director to serve until the Mgmt For For 2023 Annual Meeting: Eileen K. Murray 1j. Election of Director to serve until the Mgmt For For 2023 Annual Meeting: Annette L. Nazareth 1k. Election of Director to serve until the Mgmt For For 2023 Annual Meeting: Thomas J. Perna 1l. Election of Director to serve until the Mgmt For For 2023 Annual Meeting: Amit K. Zavery 2) Advisory vote to approve the compensation Mgmt For For of the Company's Named Executive Officers (the Say on Pay Vote). 3) To ratify the appointment of Deloitte & Mgmt For For Touche LLP as the Company's independent registered public accountants for the fiscal year ending June 30, 2023. -------------------------------------------------------------------------------------------------------------------------- CADENCE DESIGN SYSTEMS, INC. Agenda Number: 935794126 -------------------------------------------------------------------------------------------------------------------------- Security: 127387108 Meeting Type: Annual Meeting Date: 04-May-2023 Ticker: CDNS ISIN: US1273871087 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Mark W. Adams Mgmt For For 1b. Election of Director: Ita Brennan Mgmt For For 1c. Election of Director: Lewis Chew Mgmt For For 1d. Election of Director: Anirudh Devgan Mgmt For For 1e. Election of Director: ML Krakauer Mgmt For For 1f. Election of Director: Julia Liuson Mgmt For For 1g. Election of Director: James D. Plummer Mgmt For For 1h. Election of Director: Alberto Mgmt For For Sangiovanni-Vincentelli 1i. Election of Director: John B. Shoven Mgmt For For 1j. Election of Director: Young K. Sohn Mgmt For For 2. To approve the amendment of the Omnibus Mgmt For For Equity Incentive Plan. 3. To vote on an advisory resolution to Mgmt For For approve named executive officer compensation. 4. To vote on the frequency of the advisory Mgmt 1 Year For vote on named executive officer compensation. 5. Ratification of the selection of Mgmt For For PricewaterhouseCoopers LLP as the independent registered public accounting firm of Cadence for its fiscal year ending December 31, 2023. 6. Stockholder proposal to remove the one-year Shr Against For holding period requirement to call a special stockholder meeting. -------------------------------------------------------------------------------------------------------------------------- CAMPBELL SOUP COMPANY Agenda Number: 935719130 -------------------------------------------------------------------------------------------------------------------------- Security: 134429109 Meeting Type: Annual Meeting Date: 30-Nov-2022 Ticker: CPB ISIN: US1344291091 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director for a one-year term Mgmt For For expiring at the 2023 Annual Meeting: Fabiola R. Arredondo 1b. Election of Director for a one-year term Mgmt For For expiring at the 2023 Annual Meeting: Howard M. Averill 1c. Election of Director for a one-year term Mgmt For For expiring at the 2023 Annual Meeting: John P. (JP) Bilbrey 1d. Election of Director for a one-year term Mgmt For For expiring at the 2023 Annual Meeting: Mark A. Clouse 1e. Election of Director for a one-year term Mgmt For For expiring at the 2023 Annual Meeting: Bennett Dorrance, Jr. 1f. Election of Director for a one-year term Mgmt For For expiring at the 2023 Annual Meeting: Maria Teresa (Tessa) Hilado 1g. Election of Director for a one-year term Mgmt For For expiring at the 2023 Annual Meeting: Grant H. Hill 1h. Election of Director for a one-year term Mgmt For For expiring at the 2023 Annual Meeting: Sarah Hofstetter 1i. Election of Director for a one-year term Mgmt For For expiring at the 2023 Annual Meeting: Marc B. Lautenbach 1j. Election of Director for a one-year term Mgmt For For expiring at the 2023 Annual Meeting: Mary Alice D. Malone 1k. Election of Director for a one-year term Mgmt For For expiring at the 2023 Annual Meeting: Keith R. McLoughlin 1l. Election of Director for a one-year term Mgmt For For expiring at the 2023 Annual Meeting: Kurt T. Schmidt 1m. Election of Director for a one-year term Mgmt For For expiring at the 2023 Annual Meeting: Archbold D. van Beuren 2. To ratify the appointment of Mgmt For For PricewaterhouseCoopers LLP as our independent registered public accounting firm for fiscal 2023. 3. To vote on an advisory resolution to Mgmt For For approve the fiscal 2022 compensation of our named executive officers, commonly referred to as a "say on pay" vote. 4. To approve the Campbell Soup Company 2022 Mgmt For For Long-Term Incentive Plan. 5. To vote on a shareholder proposal regarding Shr Against For a report on certain supply chain practices. 6. To vote on a shareholder proposal regarding Shr Against For a report on how the company's 401(k) retirement fund investments contribute to climate change. -------------------------------------------------------------------------------------------------------------------------- CARTER'S INC. Agenda Number: 935806426 -------------------------------------------------------------------------------------------------------------------------- Security: 146229109 Meeting Type: Annual Meeting Date: 17-May-2023 Ticker: CRI ISIN: US1462291097 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Rochester (Rock) Mgmt For For Anderson, Jr. 1b. Election of Director: Jeffrey H. Black Mgmt For For 1c. Election of Director: Hali Borenstein Mgmt For For 1d. Election of Director: Luis Borgen Mgmt For For 1e. Election of Director: Michael D. Casey Mgmt For For 1f. Election of Director: Jevin S. Eagle Mgmt For For 1g. Election of Director: Mark P. Hipp Mgmt For For 1h. Election of Director: William J. Montgoris Mgmt For For 1i. Election of Director: Stacey S. Rauch Mgmt For For 1j. Election of Director: Gretchen W. Schar Mgmt For For 1k. Election of Director: Stephanie P. Stahl Mgmt For For 2. Advisory approval of compensation for our Mgmt For For named executive officers. 3. An advisory vote on the frequency of Mgmt 1 Year For holding the say-on-pay vote in the future. 4. Ratification of the appointment of Mgmt For For PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for fiscal 2023. -------------------------------------------------------------------------------------------------------------------------- CBRE GROUP, INC. Agenda Number: 935802163 -------------------------------------------------------------------------------------------------------------------------- Security: 12504L109 Meeting Type: Annual Meeting Date: 17-May-2023 Ticker: CBRE ISIN: US12504L1098 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Brandon B. Boze Mgmt For For 1b. Election of Director: Beth F. Cobert Mgmt For For 1c. Election of Director: Reginald H. Gilyard Mgmt For For 1d. Election of Director: Shira D. Goodman Mgmt For For 1e. Election of Director: E.M. Blake Hutcheson Mgmt For For 1f. Election of Director: Christopher T. Jenny Mgmt For For 1g. Election of Director: Gerardo I. Lopez Mgmt For For 1h. Election of Director: Susan Meaney Mgmt For For 1i. Election of Director: Oscar Munoz Mgmt For For 1j. Election of Director: Robert E. Sulentic Mgmt For For 1k. Election of Director: Sanjiv Yajnik Mgmt For For 2. Ratify the appointment of KPMG LLP as our Mgmt For For independent registered public accounting firm for 2023. 3. Advisory vote to approve named executive Mgmt For For officer compensation for 2022. 4. Advisory vote to approve the frequency of Mgmt 1 Year For future advisory votes on named executive officer compensation. 5. Stockholder proposal regarding executive Shr Against For stock ownership retention. -------------------------------------------------------------------------------------------------------------------------- CHARLES RIVER LABORATORIES INTL., INC. Agenda Number: 935808999 -------------------------------------------------------------------------------------------------------------------------- Security: 159864107 Meeting Type: Annual Meeting Date: 09-May-2023 Ticker: CRL ISIN: US1598641074 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: James C. Foster Mgmt For For 1b. Election of Director: Nancy C. Andrews Mgmt For For 1c. Election of Director: Robert Bertolini Mgmt For For 1d. Election of Director: Deborah T. Kochevar Mgmt For For 1e. Election of Director: George Llado, Sr. Mgmt For For 1f. Election of Director: Martin W. Mackay Mgmt For For 1g. Election of Director: George E. Massaro Mgmt For For 1h. Election of Director: C. Richard Reese Mgmt For For 1i. Election of Director: Craig B. Thompson Mgmt For For 1j. Election of Director: Richard F. Wallman Mgmt For For 1k. Election of Director: Virginia M. Wilson Mgmt For For 2. Advisory Approval of 2022 Executive Officer Mgmt For For Compensation 3. Advisory Vote on the Frequency of Future Mgmt 1 Year For Advisory Votes on Executive Compensation 4. Ratification of PricewaterhouseCoopers LLC Mgmt For For as independent registered public accounting firm for 2023 5. Proposal to publish a report on non-human Mgmt Against For primates imported by Charles River Laboratories International, Inc. -------------------------------------------------------------------------------------------------------------------------- CHURCH & DWIGHT CO., INC. Agenda Number: 935780622 -------------------------------------------------------------------------------------------------------------------------- Security: 171340102 Meeting Type: Annual Meeting Date: 27-Apr-2023 Ticker: CHD ISIN: US1713401024 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director for a term of one Mgmt For For year: Bradlen S. Cashaw 1b. Election of Director for a term of one Mgmt For For year: Matthew T. Farrell 1c. Election of Director for a term of one Mgmt For For year: Bradley C. Irwin 1d. Election of Director for a term of one Mgmt For For year: Penry W. Price 1e. Election of Director for a term of one Mgmt For For year: Susan G. Saideman 1f. Election of Director for a term of one Mgmt For For year: Ravichandra K. Saligram 1g. Election of Director for a term of one Mgmt For For year: Robert K. Shearer 1h. Election of Director for a term of one Mgmt For For year: Janet S. Vergis 1i. Election of Director for a term of one Mgmt For For year: Arthur B. Winkleblack 1j. Election of Director for a term of one Mgmt For For year: Laurie J. Yoler 2. An advisory vote to approve compensation of Mgmt For For our named executive officers; 3. An advisory vote to approve the preferred Mgmt 1 Year For frequency of the advisory vote on compensation of our named executive officers. 4. Ratification of the appointment of Deloitte Mgmt For For & Touche LLP as our independent registered public accounting firm for 2023. 5. Approval of the Church & Dwight Co., Inc. Mgmt For For Employee Stock Purchase Plan. 6. Stockholder Proposal - Independent Board Shr Against For Chairman. -------------------------------------------------------------------------------------------------------------------------- COPART, INC. Agenda Number: 935722480 -------------------------------------------------------------------------------------------------------------------------- Security: 217204106 Meeting Type: Special Meeting Date: 31-Oct-2022 Ticker: CPRT ISIN: US2172041061 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. To approve an amendment and restatement of Mgmt For For Copart, Inc.'s Certificate of Incorporation to increase the number of shares of our common stock authorized for issuance from 400,000,000 shares to 1,600,000,000 shares, primarily to facilitate a 2-for-1 split of the Company's common stock in the form of a stock dividend (the "Authorized Share Increase Proposal"). 2. To authorize the adjournment of the special Mgmt For For meeting, if necessary, to solicit additional proxies if there are insufficient votes in favor of the Authorized Share Increase Proposal. -------------------------------------------------------------------------------------------------------------------------- COPART, INC. Agenda Number: 935730552 -------------------------------------------------------------------------------------------------------------------------- Security: 217204106 Meeting Type: Annual Meeting Date: 02-Dec-2022 Ticker: CPRT ISIN: US2172041061 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Willis J. Johnson Mgmt For For 1b. Election of Director: A. Jayson Adair Mgmt For For 1c. Election of Director: Matt Blunt Mgmt For For 1d. Election of Director: Steven D. Cohan Mgmt For For 1e. Election of Director: Daniel J. Englander Mgmt For For 1f. Election of Director: James E. Meeks Mgmt For For 1g. Election of Director: Thomas N. Tryforos Mgmt For For 1h. Election of Director: Diane M. Morefield Mgmt For For 1i. Election of Director: Stephen Fisher Mgmt For For 1j. Election of Director: Cherylyn Harley LeBon Mgmt For For 1k. Election of Director: Carl D. Sparks Mgmt For For 2. Advisory (non-binding) stockholder vote on Mgmt For For executive compensation (say-on-pay vote). 3. To ratify the appointment of Ernst & Young Mgmt For For LLP as our independent registered public accounting firm for the fiscal year ending July 31, 2023. -------------------------------------------------------------------------------------------------------------------------- CROWN HOLDINGS, INC. Agenda Number: 935790116 -------------------------------------------------------------------------------------------------------------------------- Security: 228368106 Meeting Type: Annual Meeting Date: 27-Apr-2023 Ticker: CCK ISIN: US2283681060 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR Timothy J. Donahue Mgmt For For Richard H. Fearon Mgmt For For Andrea J. Funk Mgmt For For Stephen J. Hagge Mgmt For For Jesse A. Lynn Mgmt For For James H. Miller Mgmt For For Josef M. Muller Mgmt For For B. Craig Owens Mgmt For For Angela M. Snyder Mgmt For For Caesar F. Sweitzer Mgmt For For Andrew J. Teno Mgmt For For Marsha C. Williams Mgmt For For Dwayne A. Wilson Mgmt For For 2. Ratification of the appointment of Mgmt For For independent auditors for the fiscal year ending December 31, 2023. 3. Approval by advisory vote of the resolution Mgmt For For on executive compensation as described in the Proxy Statement. 4. Approval by advisory vote on the frequency Mgmt 1 Year For of future Say-on-Pay votes. 5. Consideration of a Shareholder's proposal Shr Against For seeking Shareholder ratification of termination pay. -------------------------------------------------------------------------------------------------------------------------- DONALDSON COMPANY, INC. Agenda Number: 935716247 -------------------------------------------------------------------------------------------------------------------------- Security: 257651109 Meeting Type: Annual Meeting Date: 18-Nov-2022 Ticker: DCI ISIN: US2576511099 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR Douglas A. Milroy Mgmt For For Willard D. Oberton Mgmt For For Richard M. Olson Mgmt For For Jacinth C. Smiley Mgmt For For 2. A non-binding advisory vote on the Mgmt For For compensation of our Named Executive Officers 3. Ratification of the appointment of Mgmt For For PricewaterhouseCoopers LLP as Donaldson Company, Inc.'s independent registered public accounting firm for the fiscal year ending July 31, 2023. -------------------------------------------------------------------------------------------------------------------------- ENCOMPASS HEALTH CORPORATION Agenda Number: 935812291 -------------------------------------------------------------------------------------------------------------------------- Security: 29261A100 Meeting Type: Annual Meeting Date: 04-May-2023 Ticker: EHC ISIN: US29261A1007 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director to serve until 2024 Mgmt For For Annual Meeting: Greg D. Carmichael 1b. Election of Director to serve until 2024 Mgmt For For Annual Meeting: John W. Chidsey 1c. Election of Director to serve until 2024 Mgmt For For Annual Meeting: Donald L. Correll 1d. Election of Director to serve until 2024 Mgmt For For Annual Meeting: Joan E. Herman 1e. Election of Director to serve until 2024 Mgmt For For Annual Meeting: Leslye G. Katz 1f. Election of Director to serve until 2024 Mgmt For For Annual Meeting: Patricia A. Maryland 1g. Election of Director to serve until 2024 Mgmt For For Annual Meeting: Kevin J. O'Connor 1h. Election of Director to serve until 2024 Mgmt For For Annual Meeting: Christopher R. Reidy 1i. Election of Director to serve until 2024 Mgmt For For Annual Meeting: Nancy M. Schlichting 1j. Election of Director to serve until 2024 Mgmt For For Annual Meeting: Mark J. Tarr 1k. Election of Director to serve until 2024 Mgmt For For Annual Meeting: Terrance Williams 2. Ratification of the appointment of Mgmt For For PricewaterhouseCoopers LLP as the independent registered public accounting firm for 2023. 3. An advisory vote to approve executive Mgmt For For compensation. 4. To approve, on an advisory basis, the Mgmt 1 Year For frequency of future votes to approve, on an advisory basis, the named executive officers compensation. -------------------------------------------------------------------------------------------------------------------------- EQUIFAX INC. Agenda Number: 935792083 -------------------------------------------------------------------------------------------------------------------------- Security: 294429105 Meeting Type: Annual Meeting Date: 04-May-2023 Ticker: EFX ISIN: US2944291051 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Mark W. Begor Mgmt For For 1b. Election of Director: Mark L. Feidler Mgmt For For 1c. Election of Director: Karen L. Fichuk Mgmt For For 1d. Election of Director: G. Thomas Hough Mgmt For For 1e. Election of Director: Robert D. Marcus Mgmt For For 1f. Election of Director: Scott A. McGregor Mgmt For For 1g. Election of Director: John A. McKinley Mgmt For For 1h. Election of Director: Melissa D. Smith Mgmt For For 1i. Election of Director: Audrey Boone Tillman Mgmt For For 1j. Election of Director: Heather H. Wilson Mgmt For For 2. Advisory vote to approve named executive Mgmt For For officer compensation ("say-on-pay"). 3. Advisory vote on frequency of future Mgmt 1 Year For say-on-pay votes. 4. Ratification of the appointment of Ernst & Mgmt For For Young LLP as independent registered public accounting firm for 2023. 5. Approval of the 2023 Omnibus Incentive Mgmt For For Plan. 6. Shareholder proposal regarding a racial Shr Against For equity audit. -------------------------------------------------------------------------------------------------------------------------- EXPEDITORS INT'L OF WASHINGTON, INC. Agenda Number: 935785583 -------------------------------------------------------------------------------------------------------------------------- Security: 302130109 Meeting Type: Annual Meeting Date: 02-May-2023 Ticker: EXPD ISIN: US3021301094 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1.1 Election of Director: Glenn M. Alger Mgmt For For 1.2 Election of Director: Robert P. Carlile Mgmt For For 1.3 Election of Director: James M. DuBois Mgmt For For 1.4 Election of Director: Mark A. Emmert Mgmt For For 1.5 Election of Director: Diane H. Gulyas Mgmt For For 1.6 Election of Director: Jeffrey S. Musser Mgmt For For 1.7 Election of Director: Brandon S. Pedersen Mgmt For For 1.8 Election of Director: Liane J. Pelletier Mgmt For For 1.9 Election of Director: Olivia D. Polius Mgmt For For 2. Advisory Vote to Approve Named Executive Mgmt For For Officer Compensation 3. Approve the Frequency of Advisory Votes on Mgmt 1 Year For Named Executive Officer Compensation 4. Ratification of Independent Registered Mgmt For For Public Accounting Firm 5. Shareholder Proposal: Shareholder Shr Against For Ratification of Excessive Termination Pay 6. Shareholder Proposal Shr Against For -------------------------------------------------------------------------------------------------------------------------- F5, INC. Agenda Number: 935760721 -------------------------------------------------------------------------------------------------------------------------- Security: 315616102 Meeting Type: Annual Meeting Date: 09-Mar-2023 Ticker: FFIV ISIN: US3156161024 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director nominated by the Board Mgmt For For to hold office until the annual meeting of shareholders for fiscal year 2023: Marianne N. Budnik 1b. Election of Director nominated by the Board Mgmt For For to hold office until the annual meeting of shareholders for fiscal year 2023: Elizabeth L. Buse 1c. Election of Director nominated by the Board Mgmt For For to hold office until the annual meeting of shareholders for fiscal year 2023: Michael L. Dreyer 1d. Election of Director nominated by the Board Mgmt For For to hold office until the annual meeting of shareholders for fiscal year 2023: Alan J. Higginson 1e. Election of Director nominated by the Board Mgmt For For to hold office until the annual meeting of shareholders for fiscal year 2023: Peter S. Klein 1f. Election of Director nominated by the Board Mgmt For For to hold office until the annual meeting of shareholders for fiscal year 2023: Francois Locoh-Donou 1g. Election of Director nominated by the Board Mgmt For For to hold office until the annual meeting of shareholders for fiscal year 2023: Nikhil Mehta 1h. Election of Director nominated by the Board Mgmt For For to hold office until the annual meeting of shareholders for fiscal year 2023: Michael F. Montoya 1i. Election of Director nominated by the Board Mgmt For For to hold office until the annual meeting of shareholders for fiscal year 2023: Marie E. Myers 1j. Election of Director nominated by the Board Mgmt For For to hold office until the annual meeting of shareholders for fiscal year 2023: James M. Phillips 1k. Election of Director nominated by the Board Mgmt For For to hold office until the annual meeting of shareholders for fiscal year 2023: Sripada Shivananda 2. Approve the F5, Inc. Incentive Plan. Mgmt For For 3. Approve the F5, Inc. Employee Stock Mgmt For For Purchase Plan. 4. Ratify the selection of Mgmt For For PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for fiscal year 2023. 5. Advisory vote to approve the compensation Mgmt For For of our named executive officers. 6. Advisory vote on the frequency of the Mgmt 1 Year For advisory vote on approval of compensation of our named executive officers. -------------------------------------------------------------------------------------------------------------------------- FACTSET RESEARCH SYSTEMS INC. Agenda Number: 935726161 -------------------------------------------------------------------------------------------------------------------------- Security: 303075105 Meeting Type: Annual Meeting Date: 15-Dec-2022 Ticker: FDS ISIN: US3030751057 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director to serve a three-year Mgmt For For term expiring in 2025: James J. McGonigle 1b. Election of Director to serve a three-year Mgmt For For term expiring in 2025: F. Philip Snow 1c. Election of Director to serve a three-year Mgmt For For term expiring in 2025: Maria Teresa Tejada 2. To ratify the appointment of the accounting Mgmt For For firm of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending August 31, 2023. 3. To vote on a non-binding advisory Mgmt For For resolution to approve the compensation of our named executive officers. 4. To approve an amendment to the Certificate Mgmt For For of Incorporation to declassify the Board of Directors, including procedures relating to Board composition. 5. To approve an amendment to the Certificate Mgmt For For of Incorporation to remove certain business combination restrictions. 6. To approve an amendment to the Certificate Mgmt For For of Incorporation to add a Delaware forum selection provision. 7. To approve an amendment to the Certificate Mgmt For For of Incorporation to add a federal forum selection provision. 8. To approve an amendment to the Certificate Mgmt For For of Incorporation to remove a creditor compromise provision. 9. To approve amendment and restatement of the Mgmt For For Certificate of Incorporation to clarify, streamline and modernize the Certificate of Incorporation. -------------------------------------------------------------------------------------------------------------------------- GENERAL MILLS, INC. Agenda Number: 935697877 -------------------------------------------------------------------------------------------------------------------------- Security: 370334104 Meeting Type: Annual Meeting Date: 27-Sep-2022 Ticker: GIS ISIN: US3703341046 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: R. Kerry Clark Mgmt For For 1b. Election of Director: David M. Cordani Mgmt For For 1c. Election of Director: C. Kim Goodwin Mgmt For For 1d. Election of Director: Jeffrey L. Harmening Mgmt For For 1e. Election of Director: Maria G. Henry Mgmt For For 1f. Election of Director: Jo Ann Jenkins Mgmt For For 1g. Election of Director: Elizabeth C. Lempres Mgmt For For 1h. Election of Director: Diane L. Neal Mgmt For For 1i. Election of Director: Steve Odland Mgmt For For 1j. Election of Director: Maria A. Sastre Mgmt For For 1k. Election of Director: Eric D. Sprunk Mgmt For For 1l. Election of Director: Jorge A. Uribe Mgmt For For 2. Approval of the 2022 Stock Compensation Mgmt For For Plan. 3. Advisory Vote on Executive Compensation. Mgmt For For 4. Ratify Appointment of the Independent Mgmt For For Registered Public Accounting Firm. 5. Shareholder Proposal - Independent Board Shr Against For Chairman. 6. Shareholder Proposal Regarding a Plastic Shr Against For Packaging Report. -------------------------------------------------------------------------------------------------------------------------- GENPACT LIMITED Agenda Number: 935787385 -------------------------------------------------------------------------------------------------------------------------- Security: G3922B107 Meeting Type: Annual Meeting Date: 04-May-2023 Ticker: G ISIN: BMG3922B1072 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director to hold office until Mgmt For For the next annual Meeting: N.V. Tyagarajan 1b. Election of Director to hold office until Mgmt For For the next annual Meeting: James Madden 1c. Election of Director to hold office until Mgmt For For the next annual Meeting: Ajay Agrawal 1d. Election of Director to hold office until Mgmt For For the next annual Meeting: Stacey Cartwright 1e. Election of Director to hold office until Mgmt For For the next annual Meeting: Laura Conigliaro 1f. Election of Director to hold office until Mgmt For For the next annual Meeting: Tamara Franklin 1g. Election of Director to hold office until Mgmt For For the next annual Meeting: Carol Lindstrom 1h. Election of Director to hold office until Mgmt For For the next annual Meeting: CeCelia Morken 1i. Election of Director to hold office until Mgmt For For the next annual Meeting: Brian Stevens 1j. Election of Director to hold office until Mgmt For For the next annual Meeting: Mark Verdi 2. Approve, on a non-binding, advisory basis, Mgmt For For the compensation of our named executive officers. 3. Recommend, in a non-binding, advisory vote, Mgmt 1 Year For whether a non- binding, advisory shareholder vote to approve the compensation of our named executive officers should occur every one, two or three years. 4. Approve the appointment of KPMG Assurance Mgmt For For and Consulting Services LLP ("KPMG") as our independent registered public accounting firm for the fiscal year ending December 31, 2023. -------------------------------------------------------------------------------------------------------------------------- GENTEX CORPORATION Agenda Number: 935805880 -------------------------------------------------------------------------------------------------------------------------- Security: 371901109 Meeting Type: Annual Meeting Date: 18-May-2023 Ticker: GNTX ISIN: US3719011096 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR Mr. Joseph Anderson Mgmt For For Ms. Leslie Brown Mgmt For For Mr. Garth Deur Mgmt For For Mr. Steve Downing Mgmt For For Mr. Gary Goode Mgmt For For Mr. Richard Schaum Mgmt For For Ms. Kathleen Starkoff Mgmt For For Mr. Brian Walker Mgmt For For Dr. Ling Zang Mgmt For For 2. To ratify the appointment of Ernst & Young Mgmt For For LLP as the Company's auditors for the fiscal year ending December 31, 2023. 3. To approve, on an advisory basis, Mgmt For For compensation of the Company's named executive officers. 4. To determine, on an advisory basis, whether Mgmt 1 Year Against future shareholder advisory votes on named executive officer compensation should occur every one, two, or three years. -------------------------------------------------------------------------------------------------------------------------- GENUINE PARTS COMPANY Agenda Number: 935774693 -------------------------------------------------------------------------------------------------------------------------- Security: 372460105 Meeting Type: Annual Meeting Date: 01-May-2023 Ticker: GPC ISIN: US3724601055 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Elizabeth W. Camp Mgmt For For 1b. Election of Director: Richard Cox, Jr. Mgmt For For 1c. Election of Director: Paul D. Donahue Mgmt For For 1d. Election of Director: Gary P. Fayard Mgmt For For 1e. Election of Director: P. Russell Hardin Mgmt For For 1f. Election of Director: John R. Holder Mgmt For For 1g. Election of Director: Donna W. Hyland Mgmt For For 1h. Election of Director: John D. Johns Mgmt For For 1i. Election of Director: Jean-Jacques Lafont Mgmt For For 1j. Election of Director: Robert C. "Robin" Mgmt For For Loudermilk, Jr. 1k. Election of Director: Wendy B. Needham Mgmt For For 1l. Election of Director: Juliette W. Pryor Mgmt For For 1m. Election of Director: E. Jenner Wood III Mgmt For For 2. Advisory vote on executive compensation. Mgmt For For 3. Frequency of advisory vote on executive Mgmt 1 Year For compensation. 4. Ratification of the selection of Ernst & Mgmt For For Young LLP as the Company's independent auditor for the fiscal year ending December 31, 2023. -------------------------------------------------------------------------------------------------------------------------- HASBRO, INC. Agenda Number: 935802656 -------------------------------------------------------------------------------------------------------------------------- Security: 418056107 Meeting Type: Annual Meeting Date: 18-May-2023 Ticker: HAS ISIN: US4180561072 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Michael R. Burns Mgmt For For 1b. Election of Director: Hope F. Cochran Mgmt For For 1c. Election of Director: Christian P. Cocks Mgmt For For 1d. Election of Director: Lisa Gersh Mgmt For For 1e. Election of Director: Elizabeth Hamren Mgmt For For 1f. Election of Director: Blake Jorgensen Mgmt For For 1g. Election of Director: Tracy A. Leinbach Mgmt For For 1h. Election of Director: Laurel J. Richie Mgmt For For 1i. Election of Director: Richard S. Stoddart Mgmt For For 1j. Election of Director: Mary Best West Mgmt For For 1k. Election of Director: Linda Zecher Higgins Mgmt For For 2. Advisory Vote to Approve the Compensation Mgmt For For of Hasbro's Named Executive Officers. 3. Advisory Vote to Approve the Frequency of Mgmt 1 Year For the Vote on Compensation of Hasbro's Named Executive Officers. 4. Approval of Amendments to Hasbro's Restated Mgmt For For 2003 Stock Incentive Performance Plan, as amended. 5. Ratification of KPMG LLP as the Independent Mgmt For For Registered Public Accounting Firm for Fiscal Year 2023. -------------------------------------------------------------------------------------------------------------------------- KELLOGG COMPANY Agenda Number: 935773540 -------------------------------------------------------------------------------------------------------------------------- Security: 487836108 Meeting Type: Annual Meeting Date: 28-Apr-2023 Ticker: K ISIN: US4878361082 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director (term expires 2026): Mgmt For For Stephanie Burns 1b. Election of Director (term expires 2026): Mgmt For For Steve Cahillane 1c. Election of Director (term expires 2026): Mgmt For For La June Montgomery Tabron 2. Advisory resolution to approve executive Mgmt For For compensation. 3. Advisory vote on the frequency of holding Mgmt 1 Year For an advisory vote on executive compensation. 4. Ratification of the appointment of Mgmt For For PricewaterhouseCoopers LLP as Kellogg's independent registered public accounting firm for fiscal year 2023. 5. Shareowner proposal requesting a civil Shr Against For rights, nondiscrimination and return to merits audit, if properly presented at the meeting. 6. Shareowner proposal requesting additional Shr Against For reporting on pay equity disclosure, if properly presented at the meeting. -------------------------------------------------------------------------------------------------------------------------- LABORATORY CORP. OF AMERICA HOLDINGS Agenda Number: 935798972 -------------------------------------------------------------------------------------------------------------------------- Security: 50540R409 Meeting Type: Annual Meeting Date: 11-May-2023 Ticker: LH ISIN: US50540R4092 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Kerrii B. Anderson Mgmt For For 1b. Election of Director: Jean-Luc Belingard Mgmt For For 1c. Election of Director: Jeffrey A. Davis Mgmt For For 1d. Election of Director: D. Gary Gilliland, Mgmt For For M.D., Ph.D. 1e. Election of Director: Kirsten M. Kliphouse Mgmt For For 1f. Election of Director: Garheng Kong, M.D., Mgmt For For Ph.D. 1g. Election of Director: Peter M. Neupert Mgmt For For 1h. Election of Director: Richelle P. Parham Mgmt For For 1i. Election of Director: Adam H. Schechter Mgmt For For 1j. Election of Director: Kathryn E. Wengel Mgmt For For 1k. Election of Director: R. Sanders Williams, Mgmt For For M.D. 2. To approve, by non-binding vote, executive Mgmt For For compensation. 3. To recommend by non-binding vote, the Mgmt 1 Year For frequency of future non- binding votes on executive compensation. 4. Ratification of the appointment of Deloitte Mgmt For For and Touche LLP as Laboratory Corporation of America Holdings' independent registered public accounting firm for the year ending December 31, 2023. 5. Shareholder proposal relating to a policy Shr Against For regarding separation of the roles of Board Chairman and Chief Executive Officer. 6. Shareholder proposal regarding a Board Shr Against For report on transport of nonhuman primates within the U.S. 7. Shareholder proposal regarding a Board Shr Against For report on known risks of fulfilling information requests and mitigation strategies. -------------------------------------------------------------------------------------------------------------------------- LANDSTAR SYSTEM, INC. Agenda Number: 935790750 -------------------------------------------------------------------------------------------------------------------------- Security: 515098101 Meeting Type: Annual Meeting Date: 10-May-2023 Ticker: LSTR ISIN: US5150981018 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: David G. Bannister Mgmt For For 1b. Election of Director: James L. Liang Mgmt For For 1c. Election of Director: George P. Scanlon Mgmt For For 2. Ratification of the appointment of KPMG LLP Mgmt For For as the Company's independent registered public accounting firm for fiscal year 2023. 3. Approval of board declassification Mgmt For For amendment to the Company's Restated Certificate of Incorporation. 4. Advisory vote to approve executive Mgmt For For compensation. 5. Advisory vote on frequency of advisory vote Mgmt 1 Year For on executive compensation. -------------------------------------------------------------------------------------------------------------------------- LENNOX INTERNATIONAL INC. Agenda Number: 935808470 -------------------------------------------------------------------------------------------------------------------------- Security: 526107107 Meeting Type: Annual Meeting Date: 18-May-2023 Ticker: LII ISIN: US5261071071 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1.1 Election of Class III Director to hold Mgmt For For office for a two-year term expiring at the 2025 Annual Meeting: Janet K. Cooper 1.2 Election of Class I Director to hold office Mgmt For For for a three-year term expiring at the 2026 Annual Meeting: John W. Norris, III 1.3 Election of Class I Director to hold office Mgmt For For for a three-year term expiring at the 2026 Annual Meeting: Karen H. Quintos 1.4 Election of Class I Director to hold office Mgmt For For for a three-year term expiring at the 2026 Annual Meeting: Shane D. Wall 2. To conduct an advisory vote to approve the Mgmt For For compensation of our named executive officers as disclosed in the Proxy Statement 3. To conduct an advisory vote on the Mgmt 1 Year For frequency of future advisory votes on executive compensation 4. To ratify the appointment of KPMG LLP as Mgmt For For our independent registered public accounting firm for the 2023 fiscal year -------------------------------------------------------------------------------------------------------------------------- LEVI STRAUSS & CO Agenda Number: 935773348 -------------------------------------------------------------------------------------------------------------------------- Security: 52736R102 Meeting Type: Annual Meeting Date: 19-Apr-2023 Ticker: LEVI ISIN: US52736R1023 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Class I Director: Jill Beraud Mgmt For For 1b. Election of Class I Director: Spencer C. Mgmt For For Fleischer 1c. Election of Class I Director: Christopher Mgmt For For J. McCormick 1d. Election of Class I Director: Elliott Mgmt For For Rodgers 2. Advisory vote to approve executive Mgmt For For compensation. 3. Ratification of the appointment of Mgmt For For PricewaterhouseCoopers LLP as the independent registered public accounting firm for fiscal year 2023. -------------------------------------------------------------------------------------------------------------------------- MANHATTAN ASSOCIATES, INC. Agenda Number: 935791637 -------------------------------------------------------------------------------------------------------------------------- Security: 562750109 Meeting Type: Annual Meeting Date: 11-May-2023 Ticker: MANH ISIN: US5627501092 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Eddie Capel Mgmt For For 1b. Election of Director: Charles E. Moran Mgmt For For 2. Non-binding resolution to approve the Mgmt For For compensation of the Company's named executive officers. 3. Non-binding resolution to determine the Mgmt 1 Year For frequency of future advisory votes to approve the compensation of the Company's named executive officers. 4. Ratification of the appointment of Ernst & Mgmt For For Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023. -------------------------------------------------------------------------------------------------------------------------- MAXIMUS, INC. Agenda Number: 935760163 -------------------------------------------------------------------------------------------------------------------------- Security: 577933104 Meeting Type: Annual Meeting Date: 14-Mar-2023 Ticker: MMS ISIN: US5779331041 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Anne K. Altman Mgmt For For 1b. Election of Director: Bruce L. Caswell Mgmt For For 1c. Election of Director: John J. Haley Mgmt For For 1d. Election of Director: Jan D. Madsen Mgmt For For 1e. Election of Director: Richard A. Montoni Mgmt For For 1f. Election of Director: Gayathri Rajan Mgmt For For 1g. Election of Director: Raymond B. Ruddy Mgmt For For 1h. Election of Director: Michael J. Warren Mgmt For For 2. Ratification of the appointment of Ernst & Mgmt For For Young LLP as our independent public accountants for our 2023 fiscal year. 3. Advisory vote to approve the compensation Mgmt For For of the named executive officers. 4. Advisory vote on whether shareholders will Mgmt 1 Year For vote on named executive officer compensation every one, two or three years. -------------------------------------------------------------------------------------------------------------------------- MICROCHIP TECHNOLOGY INCORPORATED Agenda Number: 935688943 -------------------------------------------------------------------------------------------------------------------------- Security: 595017104 Meeting Type: Annual Meeting Date: 23-Aug-2022 Ticker: MCHP ISIN: US5950171042 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1.1 Election of Director: Matthew W. Chapman Mgmt For For 1.2 Election of Director: Esther L. Johnson Mgmt For For 1.3 Election of Director: Karlton D. Johnson Mgmt For For 1.4 Election of Director: Wade F. Meyercord Mgmt For For 1.5 Election of Director: Ganesh Moorthy Mgmt For For 1.6 Election of Director: Karen M. Rapp Mgmt For For 1.7 Election of Director: Steve Sanghi Mgmt For For 2. Proposal to ratify the appointment of Ernst Mgmt For For & Young LLP as the independent registered public accounting firm of Microchip for the fiscal year ending March 31, 2023. 3. Proposal to approve, on an advisory Mgmt For For (non-binding) basis, the compensation of our named executives. -------------------------------------------------------------------------------------------------------------------------- POOL CORPORATION Agenda Number: 935797425 -------------------------------------------------------------------------------------------------------------------------- Security: 73278L105 Meeting Type: Annual Meeting Date: 03-May-2023 Ticker: POOL ISIN: US73278L1052 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Peter D. Arvan Mgmt For For 1b. Election of Director: Martha "Marty" S. Mgmt For For Gervasi 1c. Election of Director: James "Jim" D. Hope Mgmt For For 1d. Election of Director: Debra S. Oler Mgmt For For 1e. Election of Director: Manuel J. Perez de la Mgmt For For Mesa 1f. Election of Director: Carlos A. Sabater Mgmt For For 1g. Election of Director: Robert C. Sledd Mgmt For For 1h. Election of Director: John E. Stokely Mgmt For For 1i. Election of Director: David G. Whalen Mgmt For For 2. Ratification of the retention of Ernst & Mgmt For For Young LLP, certified public accountants, as our independent registered public accounting firm for the 2023 fiscal year. 3. Say-on-pay vote: Advisory vote to approve Mgmt For For the compensation of our named executive officers as disclosed in the proxy statement. 4. Frequency vote: Advisory vote on frequency Mgmt 1 Year For of future Say-on-pay votes. -------------------------------------------------------------------------------------------------------------------------- RESMED INC. Agenda Number: 935716855 -------------------------------------------------------------------------------------------------------------------------- Security: 761152107 Meeting Type: Annual Meeting Date: 16-Nov-2022 Ticker: RMD ISIN: US7611521078 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director to serve until our Mgmt For For 2023 annual meeting: Carol Burt 1b. Election of Director to serve until our Mgmt For For 2023 annual meeting: Jan De Witte 1c. Election of Director to serve until our Mgmt For For 2023 annual meeting: Karen Drexler 1d. Election of Director to serve until our Mgmt For For 2023 annual meeting: Michael Farrell 1e. Election of Director to serve until our Mgmt For For 2023 annual meeting: Peter Farrell 1f. Election of Director to serve until our Mgmt For For 2023 annual meeting: Harjit Gill 1g. Election of Director to serve until our Mgmt For For 2023 annual meeting: John Hernandez 1h. Election of Director to serve until our Mgmt For For 2023 annual meeting: Richard Sulpizio 1i. Election of Director to serve until our Mgmt For For 2023 annual meeting: Desney Tan 1j. Election of Director to serve until our Mgmt For For 2023 annual meeting: Ronald Taylor 2. Ratify our selection of KPMG LLP as our Mgmt For For independent registered public accounting firm for the fiscal year ending June 30, 2023. 3. Approve, on an advisory basis, the Mgmt For For compensation paid to our named executive officers, as disclosed in the proxy statement ("say-on-pay"). -------------------------------------------------------------------------------------------------------------------------- THE KROGER CO. Agenda Number: 935864579 -------------------------------------------------------------------------------------------------------------------------- Security: 501044101 Meeting Type: Annual Meeting Date: 22-Jun-2023 Ticker: KR ISIN: US5010441013 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Nora A. Aufreiter Mgmt For For 1b. Election of Director: Kevin M. Brown Mgmt For For 1c. Election of Director: Elaine L. Chao Mgmt For For 1d. Election of Director: Anne Gates Mgmt For For 1e. Election of Director: Karen M. Hoguet Mgmt For For 1f. Election of Director: W. Rodney McMullen Mgmt For For 1g. Election of Director: Clyde R. Moore Mgmt For For 1h. Election of Director: Ronald L. Sargent Mgmt For For 1i. Election of Director: J. Amanda Sourry Knox Mgmt For For 1j. Election of Director: Mark S. Sutton Mgmt For For 1k. Election of Director: Ashok Vemuri Mgmt For For 2. Approval, on an advisory basis, of Kroger's Mgmt For For executive compensation. 3. Advisory Vote on Frequency of Future Votes Mgmt 1 Year For on Executive Compensation. 4. Ratification of PricewaterhouseCoopers LLP, Mgmt For For as auditors. 5. Report on Public Health Costs from Sale of Shr Against For Tobacco Products. 6. Listing of Charitable Contributions of Shr Against For $10,000 or More. 7. Report on Recyclability of Packaging. Shr Against For 8. Report on Racial and Gender Pay Gaps. Shr Against For 9. Report on EEO Policy Risks. Shr Against For -------------------------------------------------------------------------------------------------------------------------- THE TORO COMPANY Agenda Number: 935762143 -------------------------------------------------------------------------------------------------------------------------- Security: 891092108 Meeting Type: Annual Meeting Date: 21-Mar-2023 Ticker: TTC ISIN: US8910921084 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR Jeffrey M. Ettinger Mgmt For For Eric P. Hansotia Mgmt For For D. Christian Koch Mgmt For For 2. Ratification of the selection of KPMG LLP Mgmt For For as our independent registered public accounting firm for our fiscal year ending October 31, 2023. 3. Approval of, on an advisory basis, our Mgmt For For executive compensation. 4. Approval of, on an advisory basis, the Mgmt 1 Year For frequency of the advisory approval of our executive compensation. -------------------------------------------------------------------------------------------------------------------------- TRACTOR SUPPLY COMPANY Agenda Number: 935798643 -------------------------------------------------------------------------------------------------------------------------- Security: 892356106 Meeting Type: Annual Meeting Date: 11-May-2023 Ticker: TSCO ISIN: US8923561067 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1.1 Election of Director for a one-year term Mgmt For For ending at the 2024 Annual Meeting: Joy Brown 1.2 Election of Director for a one-year term Mgmt For For ending at the 2024 Annual Meeting: Ricardo Cardenas 1.3 Election of Director for a one-year term Mgmt For For ending at the 2024 Annual Meeting: Andre Hawaux 1.4 Election of Director for a one-year term Mgmt For For ending at the 2024 Annual Meeting: Denise L. Jackson 1.5 Election of Director for a one-year term Mgmt For For ending at the 2024 Annual Meeting: Ramkumar Krishnan 1.6 Election of Director for a one-year term Mgmt For For ending at the 2024 Annual Meeting: Edna K. Morris 1.7 Election of Director for a one-year term Mgmt For For ending at the 2024 Annual Meeting: Mark J. Weikel 1.8 Election of Director for a one-year term Mgmt For For ending at the 2024 Annual Meeting: Harry A. Lawton III 2 To ratify the appointment of Ernst & Young Mgmt For For LLP as the Company's independent registered public accounting firm for the fiscal year ending December 30, 2023 3. To approve, on a non-binding, advisory Mgmt For For basis, the compensation of the named executive officers of the Company (Say on Pay) 4. To approve, on a non-binding, advisory Mgmt 1 Year For basis, the frequency of the advisory vote on Say on Pay in future years -------------------------------------------------------------------------------------------------------------------------- UNITED RENTALS, INC. Agenda Number: 935784884 -------------------------------------------------------------------------------------------------------------------------- Security: 911363109 Meeting Type: Annual Meeting Date: 04-May-2023 Ticker: URI ISIN: US9113631090 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Jose B. Alvarez Mgmt For For 1b. Election of Director: Marc A. Bruno Mgmt For For 1c. Election of Director: Larry D. De Shon Mgmt For For 1d. Election of Director: Matthew J. Flannery Mgmt For For 1e. Election of Director: Bobby J. Griffin Mgmt For For 1f. Election of Director: Kim Harris Jones Mgmt For For 1g. Election of Director: Terri L. Kelly Mgmt For For 1h. Election of Director: Michael J. Kneeland Mgmt For For 1i. Election of Director: Francisco J. Mgmt For For Lopez-Balboa 1j. Election of Director: Gracia C. Martore Mgmt For For 1k. Election of Director: Shiv Singh Mgmt For For 2. Ratification of Appointment of Public Mgmt For For Accounting Firm. 3. Advisory Approval of Executive Mgmt For For Compensation. 4. Advisory Vote on Frequency of Executive Mgmt 1 Year For Compensation Vote. 5. Company Proposal to Improve Shareholder Mgmt For For Written Consent (Amend Certificate of Incorporation to Reduce Threshold to 15%). 6. Stockholder Proposal to Improve Shareholder Shr Against For Written Consent. -------------------------------------------------------------------------------------------------------------------------- VERISK ANALYTICS, INC. Agenda Number: 935809458 -------------------------------------------------------------------------------------------------------------------------- Security: 92345Y106 Meeting Type: Annual Meeting Date: 17-May-2023 Ticker: VRSK ISIN: US92345Y1064 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Vincent K. Brooks Mgmt For For 1b. Election of Director: Jeffrey Dailey Mgmt For For 1c. Election of Director: Wendy Lane Mgmt For For 1d. Election of Director: Lee M. Shavel Mgmt For For 1e. Election of Director: Kimberly S. Stevenson Mgmt For For 1f. Election of Director: Olumide Soroye Mgmt For For 2. To approve executive compensation on an Mgmt For For advisory, non-binding basis. 3. To recommend the frequency of executive Mgmt 1 Year For compensation votes on an advisory, non-binding basis. 4. To ratify the appointment of Deloitte & Mgmt For For Touche LLP as our independent auditor for the 2023 fiscal year. -------------------------------------------------------------------------------------------------------------------------- WILLIAMS-SONOMA, INC. Agenda Number: 935824068 -------------------------------------------------------------------------------------------------------------------------- Security: 969904101 Meeting Type: Annual Meeting Date: 31-May-2023 Ticker: WSM ISIN: US9699041011 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1.1 Election of Director: Laura Alber Mgmt For For 1.2 Election of Director: Esi Eggleston Bracey Mgmt For For 1.3 Election of Director: Scott Dahnke Mgmt For For 1.4 Election of Director: Anne Finucane Mgmt For For 1.5 Election of Director: Paula Pretlow Mgmt For For 1.6 Election of Director: William Ready Mgmt For For 1.7 Election of Director: Frits van Paasschen Mgmt For For 2. An advisory vote to approve executive Mgmt For For compensation 3. An advisory vote on the frequency of an Mgmt 1 Year For advisory vote to approve executive compensation 4. Ratification of the selection of Deloitte & Mgmt For For Touche LLP as our independent registered public accounting firm for the fiscal year ending January 28, 2024 * Management position unknown
SIGNATURES Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant) Trust for Professional Managers By (Signature) /s/ John Buckel Name John Buckel Title President Date 08/08/2023