UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM N-PX

ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERE

 MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number 811-10571

BLUE CHIP INVESTOR FUNDS

(Exact name of registrant as specified in charter)

1939 Friendship Drive, Suite C, El Cajon, CA 92020

(Address of principal executive offices)              (Zip code)

Ross C. Provence

Blue Chip Investor Funds

1939 Friendship Drive, Suite C, El Cajon, CA 92020

(Name and address of agent for service)

Registrant's telephone number, including area code: (619) 588-9700

Date of fiscal year end: December 31

Date of reporting period: July 1, 2016 - June 30, 2017

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

A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public.  A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number.  Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609.  The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

ITEM 1. PROXY VOTING RECORD:

Disclose the following information for each matter relating to a portfolio security considered at any shareholder meeting held during the period covered by the report and with respect to which the registrant was entitled to vote:

(a). The name of the issuer of the portfolio security;

(b). The exchange ticker symbol of the portfolio security;

(c). The Council on Uniform Securities Identification Procedures ("CUSIP") number for the portfolio security;

(d). The shareholder meeting date;

(e). A brief identification of the matter voted on;

 (f). Whether the matter was proposed by the issuer or by a security holder;

(g). Whether the Registrant cast its vote on the matter;

(h). How the Registrant cast its vote (e.g., for or against proposal, or abstain; for or withhold regarding   

       election of directors); and

 (i). Whether the Registrant cast its vote for or against management.

Blue Chip Investor Fund

Custodied at US Bank, N.A.

FEDEX CORPORATION

Security

31428X106

Meeting Type

Annual

Ticker Symbol

FDX

Meeting Date

26-Sep-2016

ISIN

US31428X1063

Agenda

934470218 - Management

Record Date

01-Aug-2016

Holding Recon Date

01-Aug-2016

City /

Country

/

United States

Vote Deadline Date

23-Sep-2016

SEDOL(s)

Quick Code

Item

Proposal

Proposed by

Vote

Management Recommendation

For/Against Management

Preferred Provider Recommendation

1A.

ELECTION OF DIRECTOR: JAMES L. BARKSDALE

Management

For

For

For

None

1B.

ELECTION OF DIRECTOR: JOHN A. EDWARDSON

Management

For

For

For

None

1C.

ELECTION OF DIRECTOR: MARVIN R. ELLISON

Management

For

For

For

None

1D.

ELECTION OF DIRECTOR: JOHN C. ("CHRIS") INGLIS

Management

For

For

For

None

1E.

ELECTION OF DIRECTOR: KIMBERLY A. JABAL

Management

For

For

For

None

1F.

ELECTION OF DIRECTOR: SHIRLEY ANN JACKSON

Management

For

For

For

None

1G.

ELECTION OF DIRECTOR: R. BRAD MARTIN

Management

For

For

For

None

1H.

ELECTION OF DIRECTOR: JOSHUA COOPER RAMO

Management

For

For

For

None

1I.

ELECTION OF DIRECTOR: SUSAN C. SCHWAB

Management

For

For

For

None

1J.

ELECTION OF DIRECTOR: FREDERICK W. SMITH

Management

For

For

For

None

1K.

ELECTION OF DIRECTOR: DAVID P. STEINER

Management

For

For

For

None

1L.

ELECTION OF DIRECTOR: PAUL S. WALSH

Management

For

For

For

None

2.

ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION.

Management

For

For

For

None

3.

RATIFICATION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.

Management

For

For

For

None

4.

STOCKHOLDER PROPOSAL REGARDING LOBBYING ACTIVITY AND EXPENDITURE REPORT.

Shareholder

Against

Against

For

None

5.

STOCKHOLDER PROPOSAL REGARDING SIMPLE MAJORITY VOTE- COUNTING.

Shareholder

Against

Against

For

None

6.

STOCKHOLDER PROPOSAL REGARDING HOLY LAND PRINCIPLES.

Shareholder

Against

Against

For

None

7.

STOCKHOLDER PROPOSAL REGARDING APPLICATION OF COMPANY NON-DISCRIMINATION POLICIES IN STATES WITH PRO- DISCRIMINATION LAWS.

Shareholder

Against

Against

For

None

SPECTRUM BRANDS HOLDINGS, INC.

Security

84763R101

Meeting Type

Annual

Ticker Symbol

SPB

Meeting Date

24-Jan-2017

ISIN

US84763R1014

Agenda

934518145 - Management

Record Date

14-Dec-2016

Holding Recon Date

14-Dec-2016

City /

Country

/

United States

Vote Deadline Date

23-Jan-2017

SEDOL(s)

Quick Code

Item

Proposal

Proposed by

Vote

Management Recommendation

For/Against Management

Preferred Provider Recommendation

1.

DIRECTOR

Management

1

KENNETH C. AMBRECHT

For

For

For

None

2

ANDREAS ROUVE

For

For

For

None

2.

TO RATIFY THE APPOINTMENT BY THE BOARD OF DIRECTORS OF KPMG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL 2017.

Management

For

For

For

None

3.

TO APPROVE A NON-BINDING ADVISORY RESOLUTION APPROVING THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS.

Management

For

For

For

None

4.

TO APPROVE, ON A NON-BINDING ADVISORY BASIS, THE FREQUENCY OF THE STOCKHOLDER VOTE ON THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS.

Management

1 Year

1 Year

For

None

5.

TO APPROVE THE AMENDED & RESTATED SPECTRUM BRANDS HOLDINGS, INC. 2011 OMNIBUS EQUITY AWARD PLAN.

Management

For

For

For

None

QUALCOMM INCORPORATED

Security

747525103

Meeting Type

Annual

Ticker Symbol

QCOM

Meeting Date

07-Mar-2017

ISIN

US7475251036

Agenda

934522435 - Management

Record Date

09-Jan-2017

Holding Recon Date

09-Jan-2017

City /

Country

/

United States

Vote Deadline Date

06-Mar-2017

SEDOL(s)

Quick Code

Item

Proposal

Proposed by

Vote

Management Recommendation

For/Against Management

Preferred Provider Recommendation

1A.

ELECTION OF DIRECTOR: BARBARA T. ALEXANDER

Management

For

For

For

None

1B.

ELECTION OF DIRECTOR: JEFFREY W. HENDERSON

Management

For

For

For

None

1C.

ELECTION OF DIRECTOR: THOMAS W. HORTON

Management

For

For

For

None

1D.

ELECTION OF DIRECTOR: PAUL E. JACOBS

Management

For

For

For

None

1E.

ELECTION OF DIRECTOR: ANN M. LIVERMORE

Management

For

For

For

None

1F.

ELECTION OF DIRECTOR: HARISH MANWANI

Management

For

For

For

None

1G.

ELECTION OF DIRECTOR: MARK D. MCLAUGHLIN

Management

For

For

For

None

1H.

ELECTION OF DIRECTOR: STEVE MOLLENKOPF

Management

For

For

For

None

1I.

ELECTION OF DIRECTOR: CLARK T. RANDT, JR.

Management

For

For

For

None

1J.

ELECTION OF DIRECTOR: FRANCISCO ROS

Management

For

For

For

None

1K.

ELECTION OF DIRECTOR: ANTHONY J. VINCIQUERRA

Management

For

For

For

None

2.

RATIFICATION OF THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT PUBLIC ACCOUNTANTS FOR OUR FISCAL YEAR ENDING SEPTEMBER 24, 2017.

Management

For

For

For

None

3.

APPROVAL, ON AN ADVISORY BASIS, OF OUR EXECUTIVE COMPENSATION.

Management

For

For

For

None

4.

STOCKHOLDER PROPOSAL TO AMEND THE PROXY ACCESS PROVISION OF OUR AMENDED AND RESTATED BYLAWS, IF PROPERLY PRESENTED AT THE ANNUAL MEETING.

Shareholder

Against

Against

For

None

U.S. BANCORP

Security

902973304

Meeting Type

Annual

Ticker Symbol

USB

Meeting Date

18-Apr-2017

ISIN

US9029733048

Agenda

934535672 - Management

Record Date

21-Feb-2017

Holding Recon Date

21-Feb-2017

City /

Country

/

United States

Vote Deadline Date

17-Apr-2017

SEDOL(s)

Quick Code

Item

Proposal

Proposed by

Vote

Management Recommendation

For/Against Management

Preferred Provider Recommendation

1A.

ELECTION OF DIRECTOR: DOUGLAS M. BAKER, JR.

Management

For

For

For

None

1B.

ELECTION OF DIRECTOR: WARNER L. BAXTER

Management

For

For

For

None

1C.

ELECTION OF DIRECTOR: MARC N. CASPER

Management

For

For

For

None

1D.

ELECTION OF DIRECTOR: ANDREW CECERE

Management

For

For

For

None

1E.

ELECTION OF DIRECTOR: ARTHUR D. COLLINS, JR.

Management

For

For

For

None

1F.

ELECTION OF DIRECTOR: RICHARD K. DAVIS

Management

For

For

For

None

1G.

ELECTION OF DIRECTOR: KIMBERLY J. HARRIS

Management

For

For

For

None

1H.

ELECTION OF DIRECTOR: ROLAND A. HERNANDEZ

Management

For

For

For

None

1I.

ELECTION OF DIRECTOR: DOREEN WOO HO

Management

For

For

For

None

1J.

ELECTION OF DIRECTOR: OLIVIA F. KIRTLEY

Management

For

For

For

None

1K.

ELECTION OF DIRECTOR: KAREN S. LYNCH

Management

For

For

For

None

1L.

ELECTION OF DIRECTOR: DAVID B. O'MALEY

Management

For

For

For

None

1M.

ELECTION OF DIRECTOR: O'DELL M. OWENS, M.D., M.P.H.

Management

For

For

For

None

1N.

ELECTION OF DIRECTOR: CRAIG D. SCHNUCK

Management

For

For

For

None

1O.

ELECTION OF DIRECTOR: SCOTT W. WINE

Management

For

For

For

None

2.

THE RATIFICATION OF THE SELECTION OF ERNST & YOUNG LLP AS OUR INDEPENDENT AUDITOR FOR THE 2017 FISCAL YEAR.

Management

For

For

For

None

3.

AN ADVISORY VOTE TO APPROVE THE COMPENSATION OF OUR EXECUTIVES DISCLOSED IN THE PROXY STATEMENT.

Management

For

For

For

None

4.

AN ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION.

Management

1 Year

1 Year

For

None

5.

SHAREHOLDER PROPOSAL: A SHAREHOLDER PROPOSAL SEEKING THE ADOPTION OF A POLICY REQUIRING THAT THE CHAIRMAN OF THE BOARD BE AN INDEPENDENT DIRECTOR.

Shareholder

Against

Against

For

None

HANESBRANDS INC.

Security

410345102

Meeting Type

Annual

Ticker Symbol

HBI

Meeting Date

25-Apr-2017

ISIN

US4103451021

Agenda

934534593 - Management

Record Date

14-Feb-2017

Holding Recon Date

14-Feb-2017

City /

Country

/

United States

Vote Deadline Date

24-Apr-2017

SEDOL(s)

Quick Code

Item

Proposal

Proposed by

Vote

Management Recommendation

For/Against Management

Preferred Provider Recommendation

1A.

ELECTION OF DIRECTOR: GERALD W. EVANS, JR.

Management

For

For

For

None

1B.

ELECTION OF DIRECTOR: BOBBY J. GRIFFIN

Management

For

For

For

None

1C.

ELECTION OF DIRECTOR: JAMES C. JOHNSON

Management

For

For

For

None

1D.

ELECTION OF DIRECTOR: JESSICA T. MATHEWS

Management

For

For

For

None

1E.

ELECTION OF DIRECTOR: FRANCK J. MOISON

Management

For

For

For

None

1F.

ELECTION OF DIRECTOR: ROBERT F. MORAN

Management

For

For

For

None

1G.

ELECTION OF DIRECTOR: RONALD L. NELSON

Management

For

For

For

None

1H.

ELECTION OF DIRECTOR: RICHARD A. NOLL

Management

For

For

For

None

1I.

ELECTION OF DIRECTOR: DAVID V. SINGER

Management

For

For

For

None

1J.

ELECTION OF DIRECTOR: ANN E. ZIEGLER

Management

For

For

For

None

2.

TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS HANESBRANDS' INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR HANESBRANDS' 2017 FISCAL YEAR

Management

For

For

For

None

3.

TO APPROVE, ON AN ADVISORY BASIS, EXECUTIVE COMPENSATION AS DESCRIBED IN THE PROXY STATEMENT FOR THE ANNUAL MEETING

Management

For

For

For

None

4.

TO RECOMMEND, ON AN ADVISORY BASIS, THE FREQUENCY OF FUTURE ADVISORY VOTES REGARDING EXECUTIVE COMPENSATION

Management

1 Year

1 Year

For

None

INTERNATIONAL BUSINESS MACHINES CORP.

Security

459200101

Meeting Type

Annual

Ticker Symbol

IBM

Meeting Date

25-Apr-2017

ISIN

US4592001014

Agenda

934539973 - Management

Record Date

24-Feb-2017

Holding Recon Date

24-Feb-2017

City /

Country

/

United States

Vote Deadline Date

24-Apr-2017

SEDOL(s)

Quick Code

Item

Proposal

Proposed by

Vote

Management Recommendation

For/Against Management

Preferred Provider Recommendation

1A.

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: K.I. CHENAULT

Management

For

For

For

None

1B.

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: M.L. ESKEW

Management

For

For

For

None

1C.

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: D.N. FARR

Management

For

For

For

None

1D.

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: M. FIELDS

Management

For

For

For

None

1E.

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: A. GORSKY

Management

For

For

For

None

1F.

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: S.A. JACKSON

Management

For

For

For

None

1G.

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: A.N. LIVERIS

Management

For

For

For

None

1H.

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: W.J. MCNERNEY, JR.

Management

For

For

For

None

1I.

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: H.S. OLAYAN

Management

For

For

For

None

1J.

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: J.W. OWENS

Management

For

For

For

None

1K.

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: V.M. ROMETTY

Management

For

For

For

None

1L.

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: S. TAUREL

Management

For

For

For

None

1M.

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: P.R. VOSER

Management

For

For

For

None

2.

RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Management

For

For

For

None

3.

ADVISORY VOTE ON EXECUTIVE COMPENSATION

Management

For

For

For

None

4.

ADVISORY VOTE REGARDING FREQUENCY OF ADVISORY VOTE ON EXECUTIVE COMPENSATION

Management

1 Year

1 Year

For

None

5.

STOCKHOLDER PROPOSAL ON LOBBYING DISCLOSURE

Shareholder

Against

Against

For

None

6.

STOCKHOLDER PROPOSAL ON SPECIAL SHAREOWNER MEETINGS

Shareholder

Against

Against

For

None

7.

STOCKHOLDER PROPOSAL TO ADOPT A PROXY ACCESS BY-LAW

Shareholder

Against

Against

For

None

WELLS FARGO & COMPANY

Security

949746101

Meeting Type

Annual

Ticker Symbol

WFC

Meeting Date

25-Apr-2017

ISIN

US9497461015

Agenda

934543314 - Management

Record Date

01-Mar-2017

Holding Recon Date

01-Mar-2017

City /

Country

/

United States

Vote Deadline Date

24-Apr-2017

SEDOL(s)

Quick Code

Item

Proposal

Proposed by

Vote

Management Recommendation

For/Against Management

Preferred Provider Recommendation

1A.

ELECTION OF DIRECTOR: JOHN D. BAKER II

Management

For

For

For

None

1B.

ELECTION OF DIRECTOR: JOHN S. CHEN

Management

For

For

For

None

1C.

ELECTION OF DIRECTOR: LLOYD H. DEAN

Management

For

For

For

None

1D.

ELECTION OF DIRECTOR: ELIZABETH A. DUKE

Management

For

For

For

None

1E.

ELECTION OF DIRECTOR: ENRIQUE HERNANDEZ, JR.

Management

For

For

For

None

1F.

ELECTION OF DIRECTOR: DONALD M. JAMES

Management

For

For

For

None

1G.

ELECTION OF DIRECTOR: CYNTHIA H. MILLIGAN

Management

For

For

For

None

1H.

ELECTION OF DIRECTOR: KAREN B. PEETZ

Management

For

For

For

None

1I.

ELECTION OF DIRECTOR: FEDERICO F. PENA

Management

For

For

For

None

1J.

ELECTION OF DIRECTOR: JAMES H. QUIGLEY

Management

For

For

For

None

1K.

ELECTION OF DIRECTOR: STEPHEN W. SANGER

Management

For

For

For

None

1L.

ELECTION OF DIRECTOR: RONALD L. SARGENT

Management

For

For

For

None

1M.

ELECTION OF DIRECTOR: TIMOTHY J. SLOAN

Management

For

For

For

None

1N.

ELECTION OF DIRECTOR: SUSAN G. SWENSON

Management

For

For

For

None

1O.

ELECTION OF DIRECTOR: SUZANNE M. VAUTRINOT

Management

For

For

For

None

2.

ADVISORY RESOLUTION TO APPROVE EXECUTIVE COMPENSATION.

Management

For

For

For

None

3.

ADVISORY PROPOSAL ON THE FREQUENCY OF FUTURE ADVISORY VOTES TO APPROVE EXECUTIVE COMPENSATION.

Management

1 Year

1 Year

For

None

4.

RATIFY THE APPOINTMENT OF KPMG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2017.

Management

For

For

For

None

5.

STOCKHOLDER PROPOSAL - RETAIL BANKING SALES PRACTICES REPORT.

Shareholder

Against

Against

For

None

6.

STOCKHOLDER PROPOSAL - CUMULATIVE VOTING.

Shareholder

Against

Against

For

None

7.

STOCKHOLDER PROPOSAL - DIVESTING NON-CORE BUSINESS REPORT.

Shareholder

Against

Against

For

None

8.

STOCKHOLDER PROPOSAL - GENDER PAY EQUITY REPORT.

Shareholder

Against

Against

For

None

9.

STOCKHOLDER PROPOSAL - LOBBYING REPORT.

Shareholder

Against

Against

For

None

10.

STOCKHOLDER PROPOSAL - INDIGENOUS PEOPLES' RIGHTS POLICY.

Shareholder

Against

Against

For

None

SUNCOR ENERGY INC.

Security

867224107

Meeting Type

Annual

Ticker Symbol

SU

Meeting Date

27-Apr-2017

ISIN

CA8672241079

Agenda

934551979 - Management

Record Date

07-Mar-2017

Holding Recon Date

07-Mar-2017

City /

Country

/

Canada

Vote Deadline Date

24-Apr-2017

SEDOL(s)

Quick Code

Item

Proposal

Proposed by

Vote

Management Recommendation

For/Against Management

Preferred Provider Recommendation

01

DIRECTOR

Management

1

PATRICIA M. BEDIENT

For

For

For

None

2

MEL E. BENSON

For

For

For

None

3

JACYNTHE CÔTÉ

For

For

For

None

4

DOMINIC D'ALESSANDRO

For

For

For

None

5

JOHN D. GASS

For

For

For

None

6

JOHN R. HUFF

For

For

For

None

7

MAUREEN MCCAW

For

For

For

None

8

MICHAEL W. O'BRIEN

For

For

For

None

9

EIRA M. THOMAS

For

For

For

None

10

STEVEN W. WILLIAMS

For

For

For

None

11

MICHAEL M. WILSON

For

For

For

None

02

RE-APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS AUDITOR OF SUNCOR ENERGY INC. FOR THE ENSUING YEAR.

Management

For

For

For

None

03

TO CONSIDER AND, IF DEEMED FIT, APPROVE AN AMENDMENT TO THE SUNCOR ENERGY INC. STOCK OPTION PLAN TO INCREASE THE NUMBER OF COMMON SHARES RESERVED FOR ISSUANCE THEREUNDER BY 25,000,000 COMMON SHARES.

Management

For

For

For

None

04

TO ACCEPT THE APPROACH TO EXECUTIVE COMPENSATION DISCLOSED IN THE MANAGEMENT PROXY CIRCULAR OF SUNCOR ENERGY INC. DATED MARCH 1, 2017.

Management

For

For

For

None

HARLEY-DAVIDSON, INC.

Security

412822108

Meeting Type

Annual

Ticker Symbol

HOG

Meeting Date

29-Apr-2017

ISIN

US4128221086

Agenda

934541841 - Management

Record Date

23-Feb-2017

Holding Recon Date

23-Feb-2017

City /

Country

/

United States

Vote Deadline Date

28-Apr-2017

SEDOL(s)

Quick Code

Item

Proposal

Proposed by

Vote

Management Recommendation

For/Against Management

Preferred Provider Recommendation

1.

DIRECTOR

Management

1

TROY ALSTEAD

For

For

For

None

2

R. JOHN ANDERSON

For

For

For

None

3

MICHAEL J. CAVE

For

For

For

None

4

ALLAN GOLSTON

For

For

For

None

5

MATTHEW S. LEVATICH

For

For

For

None

6

SARA L. LEVINSON

For

For

For

None

7

N. THOMAS LINEBARGER

For

For

For

None

8

BRIAN R. NICCOL

For

For

For

None

9

MARYROSE T. SYLVESTER

For

For

For

None

10

JOCHEN ZEITZ

For

For

For

None

2.

TO APPROVE, BY ADVISORY VOTE, THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.

Management

For

For

For

None

3.

TO CONSIDER THE FREQUENCY OF THE ADVISORY VOTE ON THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.

Management

1 Year

1 Year

For

None

4.

TO RATIFY THE SELECTION OF ERNST & YOUNG LLP, INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM, TO BE THE AUDITORS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2017.

Management

For

For

For

None

AMERICAN EXPRESS COMPANY

Security

025816109

Meeting Type

Annual

Ticker Symbol

AXP

Meeting Date

01-May-2017

ISIN

US0258161092

Agenda

934545231 - Management

Record Date

03-Mar-2017

Holding Recon Date

03-Mar-2017

City /

Country

/

United States

Vote Deadline Date

28-Apr-2017

SEDOL(s)

Quick Code

Item

Proposal

Proposed by

Vote

Management Recommendation

For/Against Management

Preferred Provider Recommendation

1A.

ELECTION OF DIRECTOR: CHARLENE BARSHEFSKY

Management

For

For

For

None

1B.

ELECTION OF DIRECTOR: JOHN J. BRENNAN

Management

For

For

For

None

1C.

ELECTION OF DIRECTOR: URSULA M. BURNS

Management

For

For

For

None

1D.

ELECTION OF DIRECTOR: KENNETH I. CHENAULT

Management

For

For

For

None

1E.

ELECTION OF DIRECTOR: PETER CHERNIN

Management

For

For

For

None

1F.

ELECTION OF DIRECTOR: RALPH DE LA VEGA

Management

For

For

For

None

1G.

ELECTION OF DIRECTOR: ANNE L. LAUVERGEON

Management

For

For

For

None

1H.

ELECTION OF DIRECTOR: MICHAEL O. LEAVITT

Management

For

For

For

None

1I.

ELECTION OF DIRECTOR: THEODORE J. LEONSIS

Management

For

For

For

None

1J.

ELECTION OF DIRECTOR: RICHARD C. LEVIN

Management

For

For

For

None

1K.

ELECTION OF DIRECTOR: SAMUEL J. PALMISANO

Management

For

For

For

None

1L.

ELECTION OF DIRECTOR: DANIEL L. VASELLA

Management

For

For

For

None

1M.

ELECTION OF DIRECTOR: ROBERT D. WALTER

Management

For

For

For

None

1N.

ELECTION OF DIRECTOR: RONALD A. WILLIAMS

Management

For

For

For

None

2.

RATIFICATION OF APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2017.

Management

For

For

For

None

3.

APPROVAL, ON AN ADVISORY BASIS, OF THE COMPANY'S EXECUTIVE COMPENSATION.

Management

For

For

For

None

4.

ADVISORY RESOLUTION TO APPROVE THE FREQUENCY OF FUTURE ADVISORY VOTES ON THE COMPANY'S EXECUTIVE COMPENSATION.

Management

1 Year

1 Year

For

None

5.

SHAREHOLDER PROPOSAL TO PERMIT SHAREHOLDERS TO ACT BY WRITTEN CONSENT.

Shareholder

Against

Against

For

None

6.

SHAREHOLDER PROPOSAL TO REQUIRE GENDER PAY EQUITY DISCLOSURE.

Shareholder

Against

Against

For

None

VERIZON COMMUNICATIONS INC.

Security

92343V104

Meeting Type

Annual

Ticker Symbol

VZ

Meeting Date

04-May-2017

ISIN

US92343V1044

Agenda

934546461 - Management

Record Date

06-Mar-2017

Holding Recon Date

06-Mar-2017

City /

Country

/

United States

Vote Deadline Date

03-May-2017

SEDOL(s)

Quick Code

Item

Proposal

Proposed by

Vote

Management Recommendation

For/Against Management

Preferred Provider Recommendation

1A.

ELECTION OF DIRECTOR: SHELLYE L. ARCHAMBEAU

Management

For

For

For

None

1B.

ELECTION OF DIRECTOR: MARK T. BERTOLINI

Management

For

For

For

None

1C.

ELECTION OF DIRECTOR: RICHARD L. CARRION

Management

For

For

For

None

1D.

ELECTION OF DIRECTOR: MELANIE L. HEALEY

Management

For

For

For

None

1E.

ELECTION OF DIRECTOR: M. FRANCES KEETH

Management

For

For

For

None

1F.

ELECTION OF DIRECTOR: KARL- LUDWIG KLEY

Management

For

For

For

None

1G.

ELECTION OF DIRECTOR: LOWELL C. MCADAM

Management

For

For

For

None

1H.

ELECTION OF DIRECTOR: CLARENCE OTIS, JR.

Management

For

For

For

None

1I.

ELECTION OF DIRECTOR: RODNEY E. SLATER

Management

For

For

For

None

1J.

ELECTION OF DIRECTOR: KATHRYN A. TESIJA

Management

For

For

For

None

1K.

ELECTION OF DIRECTOR: GREGORY D. WASSON

Management

For

For

For

None

1L.

ELECTION OF DIRECTOR: GREGORY G. WEAVER

Management

For

For

For

None

2.

RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Management

For

For

For

None

3.

ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION

Management

For

For

For

None

4.

ADVISORY VOTE RELATED TO FUTURE VOTES ON EXECUTIVE COMPENSATION

Management

1 Year

1 Year

For

None

5.

APPROVAL OF 2017 LONG-TERM INCENTIVE PLAN

Management

For

For

For

None

6.

HUMAN RIGHTS COMMITTEE

Shareholder

Against

Against

For

None

7.

REPORT ON GREENHOUSE GAS REDUCTION TARGETS

Shareholder

Against

Against

For

None

8.

SPECIAL SHAREOWNER MEETINGS

Shareholder

Against

Against

For

None

9.

EXECUTIVE COMPENSATION CLAWBACK POLICY

Shareholder

Abstain

Against

Against

None

10.

STOCK RETENTION POLICY

Shareholder

Abstain

Against

Against

None

11.

LIMIT MATCHING CONTRIBUTIONS FOR EXECUTIVES

Shareholder

Abstain

Against

Against

None

BERKSHIRE HATHAWAY INC.

Security

084670108

Meeting Type

Annual

Ticker Symbol

BRKA

Meeting Date

06-May-2017

ISIN

US0846701086

Agenda

934542196 - Management

Record Date

08-Mar-2017

Holding Recon Date

08-Mar-2017

City /

Country

/

United States

Vote Deadline Date

05-May-2017

SEDOL(s)

Quick Code

Item

Proposal

Proposed by

Vote

Management Recommendation

For/Against Management

Preferred Provider Recommendation

1.

DIRECTOR

Management

1

WARREN E. BUFFETT

For

For

For

None

2

CHARLES T. MUNGER

For

For

For

None

3

HOWARD G. BUFFETT

For

For

For

None

4

STEPHEN B. BURKE

For

For

For

None

5

SUSAN L. DECKER

For

For

For

None

6

WILLIAM H. GATES III

For

For

For

None

7

DAVID S. GOTTESMAN

For

For

For

None

8

CHARLOTTE GUYMAN

For

For

For

None

9

THOMAS S. MURPHY

For

For

For

None

10

RONALD L. OLSON

For

For

For

None

11

WALTER SCOTT, JR.

For

For

For

None

12

MERYL B. WITMER

For

For

For

None

2.

NON-BINDING RESOLUTION TO APPROVE THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS, AS DESCRIBED IN THE 2017 PROXY STATEMENT.

Management

For

For

For

None

3.

NON-BINDING RESOLUTION TO DETERMINE THE FREQUENCY (WHETHER ANNUAL, BIENNIAL OR TRIENNIAL) WITH WHICH SHAREHOLDERS OF THE COMPANY SHALL BE ENTITLED TO HAVE AN ADVISORY VOTE ON EXECUTIVE COMPENSATION.

Management

3 Years

3 Years

For

None

4.

SHAREHOLDER PROPOSAL REGARDING POLITICAL CONTRIBUTIONS.

Shareholder

Against

Against

For

None

5.

SHAREHOLDER PROPOSAL REGARDING METHANE GAS EMISSIONS.

Shareholder

Against

Against

For

None

6.

SHAREHOLDER PROPOSAL REGARDING DIVESTING OF INVESTMENTS IN COMPANIES INVOLVED WITH FOSSIL FUELS.

Shareholder

Against

Against

For

None

LKQ CORPORATION

Security

501889208

Meeting Type

Annual

Ticker Symbol

LKQ

Meeting Date

08-May-2017

ISIN

US5018892084

Agenda

934551436 - Management

Record Date

16-Mar-2017

Holding Recon Date

16-Mar-2017

City /

Country

/

United States

Vote Deadline Date

05-May-2017

SEDOL(s)

Quick Code

Item

Proposal

Proposed by

Vote

Management Recommendation

For/Against Management

Preferred Provider Recommendation

1A.

ELECTION OF DIRECTOR: SUKHPAL SINGH AHLUWALIA

Management

For

For

For

None

1B.

ELECTION OF DIRECTOR: A. CLINTON ALLEN

Management

For

For

For

None

1C.

ELECTION OF DIRECTOR: ROBERT M. HANSER

Management

For

For

For

None

1D.

ELECTION OF DIRECTOR: JOSEPH M. HOLSTEN

Management

For

For

For

None

1E.

ELECTION OF DIRECTOR: BLYTHE J. MCGARVIE

Management

For

For

For

None

1F.

ELECTION OF DIRECTOR: PAUL M. MEISTER

Management

For

For

For

None

1G.

ELECTION OF DIRECTOR: JOHN F. O'BRIEN

Management

For

For

For

None

1H.

ELECTION OF DIRECTOR: GUHAN SUBRAMANIAN

Management

For

For

For

None

1I.

ELECTION OF DIRECTOR: WILLIAM M. WEBSTER, IV

Management

For

For

For

None

1J.

ELECTION OF DIRECTOR: DOMINICK ZARCONE

Management

For

For

For

None

2.

RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR OUR FISCAL YEAR ENDING DECEMBER 31, 2017.

Management

For

For

For

None

3.

APPROVAL, ON AN ADVISORY BASIS, OF THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.

Management

For

For

For

None

4.

ADVISORY VOTE ON THE FREQUENCY OF HOLDING AN ADVISORY VOTE ON EXECUTIVE COMPENSATION.

Management

1 Year

1 Year

For

None

WYNDHAM WORLDWIDE CORPORATION

Security

98310W108

Meeting Type

Annual

Ticker Symbol

WYN

Meeting Date

09-May-2017

ISIN

US98310W1080

Agenda

934554874 - Management

Record Date

17-Mar-2017

Holding Recon Date

17-Mar-2017

City /

Country

/

United States

Vote Deadline Date

08-May-2017

SEDOL(s)

Quick Code

Item

Proposal

Proposed by

Vote

Management Recommendation

For/Against Management

Preferred Provider Recommendation

1.

DIRECTOR

Management

1

MYRA J. BIBLOWIT

For

For

For

None

2

LOUISE F. BRADY

For

For

For

None

3

JAMES E. BUCKMAN

For

For

For

None

4

GEORGE HERRERA

For

For

For

None

5

STEPHEN P. HOLMES

For

For

For

None

6

BRIAN M. MULRONEY

For

For

For

None

7

PAULINE D.E. RICHARDS

For

For

For

None

8

MICHAEL H. WARGOTZ

For

For

For

None

2.

TO VOTE ON AN ADVISORY RESOLUTION TO APPROVE EXECUTIVE COMPENSATION

Management

For

For

For

None

3.

TO VOTE ON AN ADVISORY RESOLUTION ON THE FREQUENCY OF THE ADVISORY VOTE ON EXECUTIVE COMPENSATION

Management

1 Year

1 Year

For

None

4.

TO VOTE ON A PROPOSAL TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP TO SERVE AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2017

Management

For

For

For

None

5.

TO VOTE ON A SHAREHOLDER PROPOSAL REGARDING POLITICAL CONTRIBUTIONS DISCLOSURE IF PROPERLY PRESENTED AT THE MEETING

Shareholder

Against

Against

For

None

EXPRESS SCRIPTS HOLDING COMPANY

Security

30219G108

Meeting Type

Annual

Ticker Symbol

ESRX

Meeting Date

11-May-2017

ISIN

US30219G1085

Agenda

934549316 - Management

Record Date

13-Mar-2017

Holding Recon Date

13-Mar-2017

City /

Country

/

United States

Vote Deadline Date

10-May-2017

SEDOL(s)

Quick Code

Item

Proposal

Proposed by

Vote

Management Recommendation

For/Against Management

Preferred Provider Recommendation

1A.

ELECTION OF DIRECTOR: MAURA C. BREEN

Management

For

For

For

None

1B.

ELECTION OF DIRECTOR: WILLIAM J. DELANEY

Management

For

For

For

None

1C.

ELECTION OF DIRECTOR: ELDER GRANGER, MD, MG, USA (RETIRED)

Management

For

For

For

None

1D.

ELECTION OF DIRECTOR: NICHOLAS J. LAHOWCHIC

Management

For

For

For

None

1E.

ELECTION OF DIRECTOR: THOMAS P. MAC MAHON

Management

For

For

For

None

1F.

ELECTION OF DIRECTOR: FRANK MERGENTHALER

Management

For

For

For

None

1G.

ELECTION OF DIRECTOR: WOODROW A. MYERS, JR., MD

Management

For

For

For

None

1H.

ELECTION OF DIRECTOR: RODERICK A. PALMORE

Management

For

For

For

None

1I.

ELECTION OF DIRECTOR: GEORGE PAZ

Management

For

For

For

None

1J.

ELECTION OF DIRECTOR: WILLIAM L. ROPER, MD, MPH

Management

For

For

For

None

1K.

ELECTION OF DIRECTOR: SEYMOUR STERNBERG

Management

For

For

For

None

1L.

ELECTION OF DIRECTOR: TIMOTHY WENTWORTH

Management

For

For

For

None

2.

TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR 2017.

Management

For

For

For

None

3.

TO APPROVE, BY NON-BINDING VOTE, EXECUTIVE COMPENSATION.

Management

For

For

For

None

4.

TO RECOMMEND, BY NON-BINDING VOTE, THE FREQUENCY OF EXECUTIVE COMPENSATION VOTES.

Management

1 Year

1 Year

For

None

5.

STOCKHOLDER PROPOSAL REQUESTING THE BOARD ADOPT A POLICY AND AMEND THE COMPANY'S GOVERNANCE DOCUMENTS, AS NECESSARY, TO REQUIRE THE CHAIRMAN OF THE BOARD, WHENEVER POSSIBLE, TO BE AN INDEPENDENT MEMBER OF THE BOARD.

Shareholder

Against

Against

For

None

6.

STOCKHOLDER PROPOSAL REQUESTING THE COMPANY TO REPORT ANNUALLY TO THE BOARD AND STOCKHOLDERS, IDENTIFYING WHETHER THERE EXISTS A GENDER PAY-GAP AMONG THE COMPANY'S EMPLOYEES, AND IF SO, THE MEASURES BEING TAKEN TO ELIMINATE ANY SUCH PAY DISPARITIES AND TO FACILITATE AN ENVIRONMENT THAT PROMOTES OPPORTUNITIES FOR EQUAL ADVANCEMENT OF WOMEN.

Shareholder

Against

Against

For

None

LABORATORY CORP. OF AMERICA HOLDINGS

Security

50540R409

Meeting Type

Annual

Ticker Symbol

LH

Meeting Date

11-May-2017

ISIN

US50540R4092

Agenda

934559090 - Management

Record Date

14-Mar-2017

Holding Recon Date

14-Mar-2017

City /

Country

/

United States

Vote Deadline Date

10-May-2017

SEDOL(s)

Quick Code

Item

Proposal

Proposed by

Vote

Management Recommendation

For/Against Management

Preferred Provider Recommendation

1A.

ELECTION OF DIRECTOR: KERRII B. ANDERSON

Management

For

For

For

None

1B.

ELECTION OF DIRECTOR: JEAN-LUC BELINGARD

Management

For

For

For

None

1C.

ELECTION OF DIRECTOR: D. GARY GILLILAND, M.D., PH.D.

Management

For

For

For

None

1D.

ELECTION OF DIRECTOR: DAVID P. KING

Management

For

For

For

None

1E.

ELECTION OF DIRECTOR: GARHENG KONG, M.D., PH.D.

Management

For

For

For

None

1F.

ELECTION OF DIRECTOR: ROBERT E. MITTELSTAEDT, JR.

Management

For

For

For

None

1G.

ELECTION OF DIRECTOR: PETER M. NEUPERT

Management

For

For

For

None

1H.

ELECTION OF DIRECTOR: RICHELLE P. PARHAM

Management

For

For

For

None

1I.

ELECTION OF DIRECTOR: ADAM H. SCHECHTER

Management

For

For

For

None

1J.

ELECTION OF DIRECTOR: R. SANDERS WILLIAMS, M.D.

Management

For

For

For

None

2.

TO APPROVE, BY NON-BINDING VOTE, EXECUTIVE COMPENSATION.

Management

For

For

For

None

3.

TO RECOMMEND BY NON-BINDING VOTE, THE FREQUENCY OF FUTURE NON-BINDING VOTES ON EXECUTIVE COMPENSATION.

Management

1 Year

1 Year

For

None

4.

RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS LABORATORY CORPORATION OF AMERICA HOLDINGS' INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2017.

Management

For

For

For

None

5.

SHAREHOLDER PROPOSAL TO REQUIRE BOARD REPORTS RELATED TO THE ZIKA VIRUS.

Shareholder

Against

Against

For

None

INGREDION INC

Security

457187102

Meeting Type

Annual

Ticker Symbol

INGR

Meeting Date

17-May-2017

ISIN

US4571871023

Agenda

934574799 - Management

Record Date

21-Mar-2017

Holding Recon Date

21-Mar-2017

City /

Country

/

United States

Vote Deadline Date

16-May-2017

SEDOL(s)

Quick Code

Item

Proposal

Proposed by

Vote

Management Recommendation

For/Against Management

Preferred Provider Recommendation

1A.

ELECTION OF DIRECTOR: LUIS ARANGUREN-TRELLEZ

Management

For

For

For

None

1B.

ELECTION OF DIRECTOR: DAVID B. FISCHER

Management

For

For

For

None

1C.

ELECTION OF DIRECTOR: ILENE S. GORDON

Management

For

For

For

None

1D.

ELECTION OF DIRECTOR: PAUL HANRAHAN

Management

For

For

For

None

1E.

ELECTION OF DIRECTOR: RHONDA L. JORDAN

Management

For

For

For

None

1F.

ELECTION OF DIRECTOR: GREGORY B. KENNY

Management

For

For

For

None

1G.

ELECTION OF DIRECTOR: BARBARA A. KLEIN

Management

For

For

For

None

1H.

ELECTION OF DIRECTOR: VICTORIA J. REICH

Management

For

For

For

None

1I.

ELECTION OF DIRECTOR: JORGE A. URIBE

Management

For

For

For

None

1J.

ELECTION OF DIRECTOR: DWAYNE A. WILSON

Management

For

For

For

None

2.

TO APPROVE, BY ADVISORY VOTE, THE COMPENSATION OF THE COMPANY'S "NAMED EXECUTIVE OFFICERS"

Management

For

For

For

None

3.

TO RECOMMEND, BY ADVISORY VOTE, WHETHER TO HAVE STOCKHOLDERS VOTE TO APPROVE, BY ADVISORY VOTE, THE COMPENSATION OF THE COMPANY'S "NAMED EXECUTIVE OFFICERS" EVERY YEAR, EVERY TWO YEARS OR EVERY THREE YEARS

Management

1 Year

1 Year

For

None

4.

TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY AND ITS SUBSIDIARIES, IN RESPECT OF THE COMPANY'S OPERATIONS IN 2017

Management

For

For

For

None

COGNIZANT TECHNOLOGY SOLUTIONS CORP.

Security

192446102

Meeting Type

Annual

Ticker Symbol

CTSH

Meeting Date

06-Jun-2017

ISIN

US1924461023

Agenda

934600265 - Management

Record Date

10-Apr-2017

Holding Recon Date

10-Apr-2017

City /

Country

/

United States

Vote Deadline Date

05-Jun-2017

SEDOL(s)

Quick Code

Item

Proposal

Proposed by

Vote

Management Recommendation

For/Against Management

Preferred Provider Recommendation

1A.

ELECTION OF DIRECTOR: ZEIN ABDALLA

Management

For

For

For

None

1B.

ELECTION OF DIRECTOR: BETSY S. ATKINS

Management

For

For

For

None

1C.

ELECTION OF DIRECTOR: MAUREEN BREAKIRON-EVANS

Management

For

For

For

None

1D.

ELECTION OF DIRECTOR: JONATHAN CHADWICK

Management

For

For

For

None

1E.

ELECTION OF DIRECTOR: JOHN M. DINEEN

Management

For

For

For

None

1F.

ELECTION OF DIRECTOR: FRANCISCO D'SOUZA

Management

For

For

For

None

1G.

ELECTION OF DIRECTOR: JOHN N. FOX, JR.

Management

For

For

For

None

1H.

ELECTION OF DIRECTOR: JOHN E. KLEIN

Management

For

For

For

None

1I.

ELECTION OF DIRECTOR: LEO S. MACKAY, JR.

Management

For

For

For

None

1J.

ELECTION OF DIRECTOR: MICHAEL PATSALOS-FOX

Management

For

For

For

None

1K.

ELECTION OF DIRECTOR: ROBERT E. WEISSMAN

Management

For

For

For

None

2.

APPROVAL, ON AN ADVISORY (NON- BINDING) BASIS, OF THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS.

Management

For

For

For

None

3.

APPROVAL, ON AN ADVISORY (NON- BINDING) BASIS, OF THE FREQUENCY OF FUTURE ADVISORY VOTES ON THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS.

Management

1 Year

1 Year

For

None

4.

APPROVAL OF THE COMPANY'S 2017 INCENTIVE AWARD PLAN.

Management

For

For

For

None

5.

RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, 2017.

Management

For

For

For

None

6.

STOCKHOLDER PROPOSAL REQUESTING THAT THE BOARD OF DIRECTORS TAKE THE STEPS NECESSARY TO ELIMINATE THE SUPERMAJORITY VOTING PROVISIONS OF THE COMPANY'S CERTIFICATE OF INCORPORATION AND BY-LAWS.

Management

For

For

For

None

7.

STOCKHOLDER PROPOSAL REQUESTING THAT THE BOARD OF DIRECTORS TAKE THE STEPS NECESSARY TO PERMIT STOCKHOLDER ACTION BY WRITTEN CONSENT.

Shareholder

Against

Against

For

None

CARMAX, INC.

Security

143130102

Meeting Type

Annual

Ticker Symbol

KMX

Meeting Date

26-Jun-2017

ISIN

US1431301027

Agenda

934621562 - Management

Record Date

21-Apr-2017

Holding Recon Date

21-Apr-2017

City /

Country

/

United States

Vote Deadline Date

23-Jun-2017

SEDOL(s)

Quick Code

Item

Proposal

Proposed by

Vote

Management Recommendation

For/Against Management

Preferred Provider Recommendation

1A.

ELECTION OF DIRECTOR: RONALD E. BLAYLOCK

Management

For

For

For

None

1B.

ELECTION OF DIRECTOR: SONA CHAWLA

Management

For

For

For

None

1C.

ELECTION OF DIRECTOR: ALAN B. COLBERG

Management

For

For

For

None

1D.

ELECTION OF DIRECTOR: THOMAS J. FOLLIARD

Management

For

For

For

None

1E.

ELECTION OF DIRECTOR: JEFFREY E. GARTEN

Management

For

For

For

None

1F.

ELECTION OF DIRECTOR: SHIRA GOODMAN

Management

For

For

For

None

1G.

ELECTION OF DIRECTOR: W. ROBERT GRAFTON

Management

For

For

For

None

1H.

ELECTION OF DIRECTOR: EDGAR H. GRUBB

Management

For

For

For

None

1I.

ELECTION OF DIRECTOR: WILLIAM D. NASH

Management

For

For

For

None

1J.

ELECTION OF DIRECTOR: MARCELLA SHINDER

Management

For

For

For

None

1K.

ELECTION OF DIRECTOR: JOHN T. STANDLEY

Management

For

For

For

None

1L.

ELECTION OF DIRECTOR: MITCHELL D. STEENROD

Management

For

For

For

None

1M.

ELECTION OF DIRECTOR: WILLIAM R. TIEFEL

Management

For

For

For

None

2.

TO RATIFY THE APPOINTMENT OF KPMG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.

Management

For

For

For

None

3.

TO APPROVE, IN AN ADVISORY (NON- BINDING) VOTE, THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.

Management

For

For

For

None

4.

TO DETERMINE, IN AN ADVISORY (NON- BINDING) VOTE, WHETHER A SHAREHOLDER VOTE TO APPROVE THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS SHOULD OCCUR EVERY ONE, TWO, OR THREE YEARS.

Management

1 Year

1 Year

For

None

5.

TO APPROVE THE CARMAX, INC. ANNUAL PERFORMANCE-BASED BONUS PLAN, AS AMENDED AND RESTATED.

Management

For

For

For

None

6.

TO VOTE ON A SHAREHOLDER PROPOSAL FOR A REPORT ON POLITICAL CONTRIBUTIONS, IF PROPERLY PRESENTED AT THE MEETING.

Shareholder

Against

Against

For

None

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.

BLUE CHIP INVESTOR FUNDS

By: /s/Ross C. Provence                                                    

       Ross C. Provence, President

Date:                   8/2/17