0001162044-22-000881.txt : 20220801 0001162044-22-000881.hdr.sgml : 20220801 20220801132515 ACCESSION NUMBER: 0001162044-22-000881 CONFORMED SUBMISSION TYPE: N-PX PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220630 FILED AS OF DATE: 20220801 DATE AS OF CHANGE: 20220801 EFFECTIVENESS DATE: 20220801 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FRANK FUNDS CENTRAL INDEX KEY: 0001281790 IRS NUMBER: 200766084 STATE OF INCORPORATION: OH FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: N-PX SEC ACT: 1940 Act SEC FILE NUMBER: 811-21532 FILM NUMBER: 221123820 BUSINESS ADDRESS: STREET 1: 781 CRANDON BOULEVARD STREET 2: UNIT 202 CITY: KEY BISCAYNE STATE: FL ZIP: 33149 BUSINESS PHONE: 9738877698 MAIL ADDRESS: STREET 1: 781 CRANDON BOULEVARD STREET 2: UNIT 202 CITY: KEY BISCAYNE STATE: FL ZIP: 33149 0001281790 S000004757 Frank Value Fund C000012947 INVESTOR CLASS FRNKX C000093501 CLASS C FNKCX C000093502 INSTITUTIONAL CLASS FNKIX 0001281790 S000022879 West Hills Tactical Core Fund C000066369 West Hills Tactical Core Fund LEBOX 0001281790 S000061828 Camelot Event Driven Fund C000200195 Class A Shares C000200196 Institutional Class Shares N-PX 1 franknpx2022.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549



FORM N-PX


ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY


Investment Company Act file number 811-21532


Frank Funds

(Exact name of registrant as specified in charter)


781 Crandon Blvd. Unit 602

Key Biscayne, Florida 33149

(Address of principal executive offices)

 (Zip code)


Brian J. Frank

Frank Capital Partners LLC

781 Crandon Blvd. Unit 602

Key Biscayne, Florida 33149


(Name and address of agent for service)


Copies to:

JoAnn M. Strasser

Thompson Hine LLP

312 Walnut Street, 14th Floor

Cincinnati, Ohio 45202


Registrant's telephone number, including area code: 973-887-7698


Date of fiscal year end: June 30


Date of reporting period: June 30, 2022


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 (Sections 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. Section 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.




Frank Value Fund

CARDINAL HEALTH

Ticker Symbol:CAH Cusip Number:14149Y108
Record Date: 9/7/2021 Meeting Date: 11/5/2021
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Carrie S. Cox For Issuer For With
1B Election of Director: Bruce L. Downey For Issuer For With
1C Election of Director: Sheri H. Edison For Issuer For With
1D Election of Director: David C. Evans For Issuer For With
1E Election of Director: Patricia A. Hemingway Hall For Issuer For With
1F Election of Director: Akhil Johri For Issuer For With
1G Election of Director: Michael C. Kaufmann For Issuer For With
1H Election of Director: Gregory B. Kenny For Issuer For With
1I Election of Director: Nancy Killefer For Issuer For With
1J Election of Director: Dean A. Scarborough For Issuer For With
1K Election of Director: John H. Weiland For Issuer For With
2 To ratify the appointment of Ernst & Young LLP as our independent auditor for the fiscal year ending June 30, 2022. For Issuer For With
3 To approve, on a non-binding advisory basis, the compensation of our named executive officers. For Issuer For With
4 To approve the Cardinal Health, Inc. 2021 Long-Term Incentive Plan. For Issuer For With
5 To approve an amendment to our Restated Code of Regulations to reduce the share ownership threshold for calling a special meeting of shareholders. For Issuer For With
6 Shareholder proposal to adopt a policy that the chairman of the board be an independent director, if properly presented. For Stockholder Against Against

CIVEO CORPORATION

Ticker Symbol:CVEO Cusip Number:17878Y207
Record Date: 3/29/2022 Meeting Date: 5/18/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of director: Martin A. Lambert For Issuer For With
1B Election of director: Constance B. Moore For Issuer For With
1C Election of director: Richard A. Navarre For Issuer For With
2 Advisory Vote to Approve Executive compensation For Issuer For With
3 Appointment of auditors For Issuer For With

COCA-COLA FEMSA

Ticker Symbol:KOF Cusip Number:191241108
Record Date: 3/1/2022 Meeting Date: 3/28/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Report of the chief executive officer of the Company, which includes the financial statements of the Company for the 2021 fiscal year; the opinion of the Board of Directors of the Company regarding the content of the report of the chief executive officer; report of the Board of Directors of the Company regarding the main policies and accounting and information criteria applied during the preparation of the Company's financial information, including report of the ...(due to space limits, see proxy material for full proposal) For Issuer N/A N/A
2 Application of the results for the 2021 fiscal year of the Company, and a dividend declaration and payment in cash, in Mexican pesos For Issuer N/A N/A
3 Determination of the maximum amount to be allocate for the Company's stock repurchase fund. For Issuer N/A N/A
4N Election of Director (series "L" Director): Luis Alfonso Nicolau Guterrez For Issuer N/A N/A
4O Election of Director (series "L" Director): Victor Alberto Tiburcio Celorio For Issuer N/A N/A
4P Election of Director (series "L" Director): Luis Rubio Freidberg For Issuer N/A N/A
5 Resolution with respect to the remuneration of the members of the Board of Directors, qualification of their independence, and election of the chairman and secretaries of the Board of Directors of the Company. For Issuer N/A N/A
6 Election of members of the following Committees of the Company: (i) Planning and Finance, (ii) Audit, and (iii) Corporate Practices; appointment of each of their respective chairman, and resolution with respect to their remuneration For Issuer N/A N/A
7 Appointment of delegates for the formalization of the Meeting's resolutions For Issuer N/A N/A
8 Reading and, if applicable, approval of the Meeting's minute. For Issuer N/A N/A

COCA-COLA FEMSA, S.A.B DE C.V.

Ticker Symbol:KOF Cusip Number:191241108
Record Date: 6/17/2021 Meeting Date: 7/12/2021
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Proposal, discussion and, if applicable, resolution on the modification of the Company's corporate purpose and consequently, to ArOcle 2 of its By-laws Abstained Issuer N/A N/A
2 Proposal, discussion and, if applicable, resolution on the modification of the manner in which the Board of Directors of the Company is installed and how its resolutions are approved and consequently, to Article 29 of its By-laws. Abstained Issuer N/A N/A
3 Appointment of delegates for the formalization of the Meeting's resolutions. Abstained Issuer N/A N/A
4 Reading and, if applicable, approval of the Meeting's minute Abstained Issuer N/A N/A

CVR ENERGY

Ticker Symbol:CVI Cusip Number:?12662P108?
Record Date: 4/4/2022 Meeting Date: 6/2/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Vote board of directors. For Issuer For With
2 To approve on a non-binding vote, our named executive officer compensation. For Issuer For With
3 To ratify the appointment of Grant Thorton, LLP as CVR Energy's independent registered public accounting firm for 2022. For Issuer For With

DELEK US HOLDINGS

Ticker Symbol:DK Cusip Number:24665A103
Record Date: 3/25/2022 Meeting Date: 5/3/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1.1 Election of director: Ezra Uzi Yemin For Issuer For With
1.2 Election of director: William J. Finnerty For Issuer For With
1.3 Election of director: Richard J. Marcogliese For Issuer For With
1.4 Election of director: Leonardo Moreno For Issuer For With
1.5 Election of director: Gary M. Sullivan, Jr. For Issuer For With
1.6 Election of director: Vicky Sulti For Issuer For With
1.7 Election of director: Laurie Z. Tolson For Issuer For With
1.8 Election of director: Shlomo Zohar For Issuer For With
2 To adopt the advisory resolution approving executive compensation. For Issuer For With
3 Ratification of the appointment of Ernst & Young as our independent registered public accounting firm for 2022. For Issuer For With
4 To approve the amendment to the 2016 Long-Term Incentive Plan to increase the number of shares available for issuance thereunder. Against Issuer For Against
5 To approve the amendment and restatement of our Amended and Restated Certificate of Incorporation adding certain provisions required by the Jones Act. For Issuer For With

DRIL-QUIP

Ticker Symbol:DRQ Cusip Number:262037104
Record Date: 3/21/2022 Meeting Date: 5/17/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1.1 Election of director: Terrance B. Jupp For Issuer For With
1.2 Election of director: Carri A. Lockhart For Issuer For With
1.3 Election of director: Darryl K. Willis For Issuer For With
2 Approval of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for 2022. For Issuer For With
3 Advisory vote to approve compensation for the Company's named executive officers. For Issuer For With

EBAY INC

Ticker Symbol:EBAY Cusip Number:278642103
Record Date: 4/12/2022 Meeting Date: 6/8/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of director: Adriane M. Brown For Issuer For With
1B Election of director: Logan D. Green For Issuer For With
1C Election of director: E. Carol Hayles For Issuer For With
1D Election of director: Jamie Iannone For Issuer For With
1E Election of director: Kathleen C. Mitic For Issuer For With
1F Election of director: Paul S. Pressler For Issuer For With
1G Election of director: Mohak Shroff For Issuer For With
1H Election of director: Robert H. Swan For Issuer For With
1I Election of director: Perry M. Traquina For Issuer For With
2 Ratification of appointment of independent auditors. For Issuer For With
3 Advisory vote to approve named executive compensation. For Issuer For With
4 Approval of amendment and restatement of employee stock repurchase plan. For Issuer For With
5 Special shareholder meeting if presented. Against Stockholder Against With

FTS INTERNATIONAL

Ticker Symbol:FTSI Cusip Number:30283W302
Record Date: 1/21/2022 Meeting Date: 3/3/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 A proposal to approve and adopt the Agreement and Plan of Merger, dated as of October 21, 2021, by and among FTS International, Inc ("FTSI"), ProFrac Holdings LLC, ("Parent") and ProFrac Aquisitions, Inc., a Delaware corporation and wholly owned subsidiary of Parent ("Merger Sub"), as may be amended from time to time (the "Merger Agreement"), pursuant to which Merger Sub will be merged with and into FTSI, with FTSI surviving the Merger as a wholly owned subsidiary of Parent (the "Merger"). Against Issuer For Against
2 A proposal to approve, on a non-binding, advisory basis, certain compensation that will or may be paid by FTSI to its named executive officers that is based on or otherwise related to the Merger. Abstained Issuer For N/A
3 A proposal to approve an adjournment of the special meeting, including if necessary to solicit additional proxies in favor of the proposal to approve and adopt the Merger Agreement, if there are not sufficient votes at the time of such adjournment to approve and adopt the Merger Agreement. Abstained Issuer For N/A

H&R BLOCK

Ticker Symbol:HRB Cusip Number:093671105
Record Date: 7/9/2021 Meeting Date: 9/9/2021
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Sean H. Cohan For Issuer For With
1B Election of Director: Robert A. Gerard For Issuer For With
1C Election of Director: Anuradha (Anu) Gupta For Issuer For With
1D Election of Director: Richard A. Johnson For Issuer For With
1E Election of Director: Jeffrey J. Jones II For Issuer For With
1F Election of Director: Mia F. Mends For Issuer For With
1G Election of Director: Yolande G. Piazza For Issuer For With
1H Election of Director: Victoria J. Reich For Issuer For With
1I Election of Director: Ma?hew E. Winter For Issuer For With
1J Election of Director: Christianna Wood For Issuer For With
2 Ratification of the appointment of Deloite & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2022. For Issuer For With
3 Advisory approval of the Company's named executive officer compensation. For Issuer For With

NEWMONT CORPORATION

Ticker Symbol:NEM Cusip Number:651639106
Record Date: 2/22/2022 Meeting Date: 4/21/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of director: Patrick Awuah For Issuer For With
1B Election of director: Gregory Boyce For Issuer For With
1C Election of director: Bruce Brook For Issuer For With
1D Election of director: Maura Clark For Issuer For With
1E Election of director: Emma Fitzgerald For Issuer For With
1F Election of director: Mary Laschinger For Issuer For With
1G Election of director: Jose Manuel Madero For Issuer For With
1H Election of director: Rene Medori For Issuer For With
1I Election of director: Jane Nelson For Issuer For With
1J Election of director: Thomas Palmer For Issuer For With
1K Election of director: Julio Quintana For Issuer For With
1L Election of director: Susan Story For Issuer For With
2 Approve, on an advisory basis, named officer compensation. For Issuer For With
3 Ratify appointment of Independent Registered Public Accounting Firm for 2022. For Issuer For With

NEXTIER OILFIELD SOLUTIONS

Ticker Symbol:NEX Cusip Number:65290C105
Record Date: 4/18/2022 Meeting Date: 6/14/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of director to serve until 2023 annual meeting: Robert W. Drummond For Issuer For With
1B Election of director to serve until 2023 annual meeting: Stuart M. Brightman For Issuer For With
1C Election of director to serve until 2023 annual meeting: Gary M. Halverson For Issuer For With
1D Election of director to serve until 2023 annual meeting: Patrick M. Murray For Issuer For With
1E Election of director to serve until 2023 annual meeting: Amy H. Nelson For Issuer For With
1F Election of director to serve until 2023 annual meeting: Melvin G. Riggs For Issuer For With
1G Election of director to serve until 2023 annual meeting: Bernando J. Rodriguez For Issuer For With
1H Election of director to serve until 2023 annual meeting: Michael Roemer For Issuer For With
1I Election of director to serve until 2023 annual meeting: James C. Stewart For Stockholder For With
1J Election of director to serve until 2023 annual meeting: Scott R. Wille For Issuer For With
2 To ratify the appointment of KPMG LLP as our independent auditor for fiscal 2022. For Issuer For With
3 To approve in an advisory vote our named executives compensation. For Issuer For With

NOW INC

Ticker Symbol:DNOW Cusip Number:67011P100
Record Date: 3/28/2022 Meeting Date: 5/25/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director to hold office for one-year term: Terry Bonno For Issuer For With
1B Election of Director to hold office for one-year term: David Cherechinsky For Issuer For With
1C Election of Director to hold office for one-year term: Galen Cobb For Issuer For With
1D Election of Director to hold office for one-year term: James Crandell For Issuer For With
1E Election of Director to hold office for one-year term: Sonya Reed For Issuer For With
2 To consider and act upon a proposal to ratify the appointment of Ernst & Young LLP as independent auditors of the Company for 2022. For Issuer For With
3 To consider and act upon an advisory proposal to approve the compensation of our named executive officers. For Issuer For With

OMNICOM GROUP

Ticker Symbol:OMC Cusip Number:681919106
Record Date: 3/14/2022 Meeting Date: 5/3/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of director: John D. Wren. For Issuer For With
1B Election of director: Mary C. Chokski For Issuer For With
1C Election of director: Leonard S. Coleman Jr. For Issuer For With
1D Election of director: Mark D. Gerstein For Issuer For With
1E Election of director: Ronnie S. Hawkins For Issuer For With
1F Election of director: Deborah J. Kissire For Issuer For With
1G Election of director: Gracia C. Martore For Issuer For With
1H Election of director: Patricia Salas Pineda For Issuer For With
1I Election of director: Linda Johnson Rice For Issuer For With
1J Election of director: Valarie M. Williams For Issuer For With
2 Advisor resolution to approve executive compensation. For Issuer For With
3 Ratification of the appointment of KPMG LLP as the Company's independent auditors for the 2022 fiscal year. For Issuer For With
4 Shareholder proposal regarding political spending disclosure. Against Stockholder Against With

PAYPAL HOLDINGS

Ticker Symbol:PYPL Cusip Number:70450Y103
Record Date: 4/5/2022 Meeting Date: 6/2/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of director: Rodney C. Adkins For Issuer For With
1B Election of director: Jonathan Christodoro For Issuer For With
1C Election of director: John L. Donahoe For Issuer For With
1D Election of director: David W. Dorman For Issuer For With
1E Election of director: Belinda J. Johnson For Issuer For With
1F Election of director: Enrique Lores For Issuer For With
1G Election of director: Gail J. McGovern For Issuer For With
1H Election of director: Deborah M. Messemer For Issuer For With
1I Election of director: David M. Moffett For Issuer For With
1J Election of director: Ann M. Sarnoff For Issuer For With
1K Election of director: Daniel H. Schulman For Issuer For With
1L Election of director: Frank D. Yeary For Issuer For With
2 Advisory vote to approve named executive compensation. For Issuer For With
3 Advisory vote on the frequency of Advisory vote to approve named executive compensation. For Issuer For With
4 Ratification of the appointment of our auditor for 2022. For Issuer For With
5 Shareholder proposal: special shareholder meeting improvement. Against Stockholder Against With

PHILIP MORRIS INTERNATIONAL

Ticker Symbol:PMI Cusip Number:718172109
Record Date: 3/11/2022 Meeting Date: 5/4/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of director: Brant Bonin Bough For Issuer For With
1B Election of director: Andre Calantzopoulos For Issuer For With
1C Election of director: Michel Combes For Issuer For With
1D Election of director: Juan Jose Daboub For Issuer For With
1E Election of director: Werner Geissler For Issuer For With
1F Election of director: Lisa A. Hook For Issuer For With
1G Election of director: Jun Maklhara For Issuer For With
1H Election of director: Kalpana Morparia For Issuer For With
1I Election of director: Lucio A. Noto For Issuer For With
1J Election of director: Jacek Olczak For Issuer For With
1K Election of director: Frederik Paulsen For Issuer For With
1L Election of director: Robert B. Polet For Issuer For With
1M Election of director: Dessislava Temperley For Issuer For With
1N Election of director: Shlomo Yanai For Issuer For With
2 Advisory vote approving executive compensation. For Issuer For With
3 2022 performance incentive plan. For Issuer For With
4 Ratification of selection of independent auditors. For Issuer For With
5 Shareholder proposal to phase out all health-hazadous and addictive products produced by Philip Morris international inc. by 2025. Against Stockholder Against With

TWITTER

Ticker Symbol:TWTR Cusip Number:90184L102
Record Date: 3/30/2022 Meeting Date: 5/25/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Egon Durban For Issuer For With
1B Election of Director: Patrick Pichette For Issuer For With
2 The approval, on an advisory basis, of the compensation of our named executive officers. For Issuer For With
3 Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2022. For Issuer For With
4 The approval of an amendment to our amended and restated certificate of incorporation to declassify our board of directors. For Issuer For With
5 A stockholder proposal regarding a report on risks of the use of concealment clauses, if properly presented at the Annual Meeting. Against Stockholder Against With
6 A stockholder proposal regarding a director candidate with human and/or civil rights expertise if properly presented at the Annual Meeting Against Stockholder Against With
7 A stockholder proposal regarding an audit analyzing the Company's impacts on civil rights and non-discrimination if properly presented at the Annual Meeting Against Stockholder Against With
8 A stockholder proposal regarding an electoral spending report, if properly presented at the Annual Meeting. Against Stockholder Against With
9 A stockholder proposal regarding a report on lobbying activities and expenditures, if properly presented at the Annual Meeting. Against Stockholder Against With

WALGREENS BOOTS ALLIANCE

Ticker Symbol:WAG Cusip Number:931427108
Record Date: 11/29/2021 Meeting Date: 1/27/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Janice M. Babiak For Issuer For With
1B Election of Director: David J. Braller For Issuer For With
1C Election of Director: Rosalind G. Brewer For Issuer For With
1D Election of Director: William C. Foote For Issuer For With
1E Election of Director: Ginger L. Graham For Issuer For With
1F Election of Director: Varlarie B. Jarrett For Issuer For With
1G Election of Director: John A. Lederer For Issuer For With
1H Election of Director: Dominic P. Murphy For Issuer For With
1I Election of Director: Stefano Pessina For Issuer For With
1J Election of Director: Nancy M. Schilchting For Issuer For With
2 Advisory vote to approved named executive officer compensation. For Issuer For With
3 Ratification of the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for fiscal year 2022. For Issuer For With
4 Stockholder proposal requesting conversion to a public benefit corporation. Against Stockholder Against With
5 Stockholder proposal to reduce the ownership threshold for calling special meetings of stockholders. Against Stockholder Against With
6 Stockholder proposal requesting report on public health costs due to tobacco sales and impact on overall market returns. Against Stockholder Against With

ZEVIA PBC

Ticker Symbol:ZVIA Cusip Number:98955K104
Record Date: 4/12/2022 Meeting Date: 6/2/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of director for term expiring in 2025: Andrew Ruben. For Issuer For With
1B Election of director for term expiring in 2025: Padraic L. Spence. For Issuer For With
1C Election of director for term expiring in 2025: Amy E. Taylor. For Issuer For With
2 To ratify the appointment of Deloitte & Touche LLP as Zevia PBC's independent registered public accounting firm for 2022. For Issuer For With


* Management Recommended Vote


Camelot Event Driven Fund

ANHEUSER-BUSCH INBEV SA

Ticker Symbol:BUD Cusip Number:03524A108
Record Date: 3/15/2022 Meeting Date: 5/10/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 a. Special report by the Board of Directors on the authorised capital, drawn up in accordance with Article 7:199 of the ...(due to space limits, see proxy material for full proposal). For Issuer For With
10 Remuneration policy Proposed resolution: approving the remuneration policy drafted in accordance with article 7:89/1 of the Belgian Code of Companies and Associations. The 2021 annual report containing the remuneration policy is available on the Company's website. For Issuer For With
11 Remuneration report Proposed resolution: approving the remuneration report for the financial year 2021. The 2021 annual report containing the remuneration report is available on the Company's website. For Issuer For With
12 Filings Proposed resolution: without prejudice to other delegations of powers to the extent applicable, granting powers to Jan Vandermeersch, Global Legal Director Corporate, with power to substitute, to proceed to (i) the signing of the restated articles of association and their filings with the clerk's office of the Enterprise Court of Brussels as a result of the approval of the resolutions referred to in item 1 above, and (ii) any other filings and publication formalities in relation to the above resolutions. For Issuer For With
5 Approval of the statutory annual accounts Proposed resolution: approving the statutory annual accounts relating to the accounting year ended on 31 December 2021. (see reverse side for additional text). For Issuer For With
6 Discharge to the directors Proposed resolution: granting discharge to the directors for the performance of their duties during the accounting year ended on 31 December 2021. For Issuer For With
7 Discharge to the statutory auditor Proposed resolution: granting discharge to the statutory auditor for the performance of his duties during the accounting year ended on 31 December 2021. For Issuer For With
8A Proposed resolution: upon proposal from the Restricted Shareholders, renewing the appointment as Restricted Share Director of Mr. Martin J. Barrington, for a period of one year ending at the end of the shareholders' meeting which will be asked to approve the accounts for the year 2022. For Issuer For With
8B Proposed resolution: upon proposal from the Restricted Shareholders, renewing the appointment as Restricted Share Director of Mr. William F. Gifford, Jr., for a period of one year ending at the end of the shareholders' meeting which will be asked to approve the accounts for the year 2022. For Issuer For With
8C Proposed resolution: upon proposal from the Restricted Shareholders, renewing the appointment as Restricted Share Director of Mr. Alejandro Santo Domingo Davila, for a period of one year ending at the end of the shareholders' meeting which will be asked to approve the accounts for the year 2022. For Issuer For With
8D Proposed resolution: acknowledging the resignation of Mr. Roberto Thompson Motta as director and, upon proposal from the ...(due to space limits, see proxy material for full proposal). For Issuer For With
9 Appointment of statutory auditor and remuneration Proposed resolution: renewing, upon recommendation of the Audit ...(due to space limits, see proxy material for full proposal). For Issuer For With

AUTOLIV, INC.

Ticker Symbol:ALV Cusip Number:052800109
Record Date: 3/15/2022 Meeting Date: 5/10/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Mikael Bratt For Issuer For With
1B Election of Director: Laurie Brlas For Issuer For With
1C Election of Director: Jan Carlson For Issuer For With
1D Election of Director: Hasse Johansson For Issuer For With
1E Election of Director: Leif Johansson For Issuer For With
1F Election of Director: Franz-Josef Kortum For Issuer For With
1G Election of Director: Frederic Lissalde For Issuer For With
1H Election of Director: Min Liu For Issuer For With
1I Election of Director: Xiaozhi Liu For Issuer For With
1J Election of Director: Martin Lundstedt For Issuer For With
1K Election of Director: Ted Senko For Issuer For With
2 Advisory Vote on Autoliv, Inc.'s 2021 Executive Compensation. Against Issuer For Against
3 Ratification of Ernst & Young AB as independent registered public accounting firm of the company for the fiscal year ending December 31, 2022. For Issuer For With

BAB, INC.

Ticker Symbol:BABB Cusip Number:055183107
Record Date: 3/23/2022 Meeting Date: 5/20/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director to serve for a one-year term Annual Meeting in 2023: Michael W. Evans Abstained Issuer For N/A
1B Election of Director to serve for a one-year term Annual Meeting in 2023: Steven G. Feldman Abstained Issuer For N/A
1C Election of Director to serve for a one-year term Annual Meeting in 2023: James A. Lentz Abstained Issuer For N/A
1D Election of Director to serve for a one-year term Annual Meeting in 2023: Michael K. Murtaugh Abstained Issuer For N/A
2 To act upon a proposal to ratify the appointment of Sassetti LLC as independent auditors of the Company for the fiscal year ending November 30, 2022. For Issuer For With
3 To vote in the discretion of the proxy holder, on all business as may properly come before the Meeting or any adjournment thereof. (As of the date of the Proxy Statement, the Board is not aware of any such other business). Against Issuer For Against

BAUSCH HEALTH COMPANIES, INC.

Ticker Symbol:BHC Cusip Number:071734107
Record Date: 4/28/2022 Meeting Date: 6/21/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Thomas J. Appio For Issuer For With
1B Election of Director: Richard U. De Schutter For Issuer For With
1C Election of Director: Brett Icahn For Issuer For With
1D Election of Director: Dr. Argeris (Jerry) N. Karabelas For Issuer For With
1E Election of Director: Sarah B. Kavanagh For Issuer For With
1F Election of Director: Steven D. Miller For Issuer For With
1G Election of Director: Dr. Richard C. Mulligan For Issuer For With
1H Election of Director: Joseph C. Papa For Issuer For With
1I Election of Director: Robert N. Power For Issuer For With
1J Election of Director: Russel C. Robertson For Issuer For With
1K Election of Director: Thomas W. Ross, Sr. For Issuer For With
1L Election of Director: Amy B. Wechsler, M.D. For Issuer For With
2 The approval, in an advisory vote, of the compensation of our Named Executive Officers. For Issuer For With
3 The approval of an amendment and restatement of the Company's Amended and Restated 2014 Omnibus Incentive Plan. For Issuer For With
4 The appointment of PricewaterhouseCoopers LLP to serve as the Company's auditor until the close of the 2023 Annual Meeting of Shareholders and to authorize the Board to fix the auditor's remuneration. For Issuer For With

BP P.L.C.

Ticker Symbol:BP Cusip Number:055622104
Record Date: 3/18/2022 Meeting Date: 5/12/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
O1 To receive the Annual Report and Accounts for the year ended 31 December 2021. (A response to this proposal is mandatory) For Issuer For With
O10 To re-elect Sir J Sawers as a director. (A response to this proposal is mandatory) For Issuer For With
O11 To re-elect Mr T Morzaria as a director. (A response to this proposal is mandatory) For Issuer For With
O12 To re-elect Mrs K Richardson as a director. (A response to this proposal is mandatory) For Issuer For With
O13 To re-elect Dr J Teyssen as a director. (A response to this proposal is mandatory) For Issuer For With
O14 To reappoint Deloitte LLP as auditor. (A response to this proposal is mandatory) For Issuer For With
O15 To authorize the audit committee to fix the auditor's remuneration. (A response to this proposal is mandatory) For Issuer For With
O16 To approve the renewal of the BP ShareMatch UK Plan 2001 (as amended). (A response to this proposal is mandatory) For Issuer For With
O17 To approve the renewal of the BP Sharesave UK Plan 2001 (as amended). (A response to this proposal is mandatory) For Issuer For With
O18 To authorize the company to make political donations and political expenditure. (A response to this proposal is mandatory) For Issuer For With
O19 To authorize the directors to allot shares. (A response to this proposal is mandatory) For Issuer For With
O2 To approve the directors' remuneration report. (A response to this proposal is mandatory) For Issuer For With
O20 To authorize the disapplication of pre-emption rights. (A response to this proposal is mandatory) For Issuer For With
O21 To authorize the additional disapplication of pre-emption rights. (A response to this proposal is mandatory) For Issuer For With
O22 To give limited authority for the purchase of its own shares by the company. (A response to this proposal is mandatory) For Issuer For With
O23 To authorize the calling of general meetings of the company (not being an annual general meeting) by notice of at least 14 clear days. (A response to this proposal is mandatory) Against Stockholder Against With
O3 That the report "Net Zero - from ambition to action" is supported. (A response to this proposal is mandatory) For Issuer For With
O4 To re-elect Mr H Lund as a director. (A response to this proposal is mandatory) For Issuer For With
O5 To re-elect Mr B Looney as a director. (A response to this proposal is mandatory) For Issuer For With
O6 To re-elect Mr M Auchincloss as a director. (A response to this proposal is mandatory) For Issuer For With
O7 To re-elect Mrs P R Reynolds as a director. (A response to this proposal is mandatory) For Issuer For With
O8 To re-elect Miss P Daley as a director. (A response to this proposal is mandatory) For Issuer For With
O9 To re-elect Mrs M B Meyer as a director. (A response to this proposal is mandatory) For Issuer For With

BROOKFIELD ASSET MANAGEMENT INC.

Ticker Symbol:BAM Cusip Number:112585104
Record Date: 4/22/2022 Meeting Date: 6/10/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 "Election of Director: M. Elyse Allan Election of Director: Angela F. Braly Election of Director: Janice Fukakusa Election of Director: Maureen Kempston Darkes Election of Director: Frank J. McKenna Election of Director: Hutham S. Olayan Election of Director: Seek Ngee Huat Election of Director: Diana L. Taylor" For Issuer For With
2 The appointment of Deloitte LLP as the external auditor and authorizing the directors to set its remuneration. For Issuer For With
3 The Say on Pay Resolution set out in the Corporation's Management Information Circular dated April 28, 2022 (the "Circular"). For Issuer For With
4 The Shareholder Proposal set out in the Circular. For Stockholder Against Against

BROOKFIELD PROPERTY PARTNERS L.P.

Ticker Symbol:BPY Cusip Number:G16249107
Record Date: 6/8/2021 Meeting Date: 7/16/2021
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 To consider, pursuant to an interim order of the Ontario Superior Court of Justice (Commercial List) dated June 7, 2021, as the same may be varied (the "Interim Order""), and, if deemed advisable, approve, with or without variation, a resolution of holders (the "BPY Unitholders") of limited partnership units (the "BPY Units") of Brookfield Property Partners L.P. ("BPY"), the full text of which is attached as Appendix C to the accompanying circular/prospectus (the "Document"), to approve an arrangement (the "Arrangement") pursuant to section 182 of the Business Corporations Act (Ontario) as amended, being made pursuant to an Arrangement Agreement dated March 31, 2021, by and among Brookfield Asset Management Inc. ("BAM"), BPY Arrangement Corporation ("Purchaser Sub" and together with BAM, the "Purchaser Parties") and BPY whereby the Purchaser Parties have agreed to acquire, directly and indirectly, all of the issued and outstanding BPY Units and exchangeable limited partnership units ("Exchange LP Units") of Brookfield Office Properties Exchange LP ("Exchange LP"), all as more particularly described and set forth in the Document. Against Issuer For Against
2 To consider and, if deemed advisable, approve, with or without variation, a resolution of BPY Unitholders to amend (the "BPY LPA Amendment" and together with the Arrangement and the transactions contemplated by the BPY LPA Amendment and the Arrangement, the "Transaction") the second amended and restated limited partnership agreement dated August 8, 2013, as amended, of BPY to provide for the Arrangement and the grant of dissent rights to registered BPY Unitholders in connection with the Transaction, the full text of which is attached as Appendix C to the Document. Against Issuer For Against

BROOKFIELD PROPERTY PARTNERS L.P.

Ticker Symbol:BPYPP Cusip Number:G16249107
Record Date: 6/8/2021 Meeting Date: 7/16/2021
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 To consider, pursuant to an interim order of the Ontario Superior Court of Justice (Commercial List) dated June 7, 2021, as the same may be varied (the "Interim Order"), and, if deemed advisable, approve, with or without variation, a resolution of holders (the "BPY Unitholders") of limited partnership units (the "BPY Units") of Brookfield Property Partners L.P. ("BPY"), the full text of which is attached as Appendix C to the accompanying circular/prospectus (the "Document"), to approve an arrangement (the "Arrangement") pursuant to section 182 of the Business Corporations Act (Ontario) as amended, being made pursuant to an Arrangement Agreement dated March 31, 2021, by and among Brookfield Asset Management Inc. ("BAM"), BPY Arrangement Corporation ("Purchaser Sub" and together with BAM, the "Purchaser Parties") and BPY whereby the Purchaser Parties have agreed to acquire, directly and indirectly, all of the issued and outstanding BPY Units and exchangeable limited partnership units ("Exchange LP Units") of Brookfield Office Properties Exchange LP ("Exchange LP"), all as more particularly described and set forth in the Document. Against Issuer For Against
2 To consider and, if deemed advisable, approve, with or without variation, a resolution of BPY Unitholders to amend (the "BPY LPA Amendment" and together with the Arrangement and the transactions contemplated by the BPY LPA Amendment and the Arrangement, the "Transaction") the second amended and restated limited partnership agreement dated August 8, 2013, as amended, of BPY to provide for the Arrangement and the grant of dissent rights to registered BPY Unitholders in connection with the Transaction, the full text of which is attached as Appendix C to the Document. Against Issuer For Against

CHEVRON CORPORATION

Ticker Symbol:CVX Cusip Number:166764100
Record Date: 3/28/2022 Meeting Date: 5/28/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
10 Special Meetings Against Stockholder Against With
1A Election of Director: Wanda M. Austin For Issuer For With
1B Election of Director: John B. Frank For Issuer For With
1C Election of Director: Alice P. Gast For Issuer For With
1D Election of Director: Enrique Hernandez, Jr. For Issuer For With
1E Election of Director: Marillyn A. Hewson For Issuer For With
1F Election of Director: Jon M. Huntsman Jr. For Issuer For With
1G Election of Director: Charles W. Moorman For Issuer For With
1H Election of Director: Dambisa F. Moyo For Issuer For With
1I Election of Director: Debra Reed-Klages For Issuer For With
1J Election of Director: Ronald D. Sugar For Issuer For With
1K Election of Director: D. James Umpleby III For Issuer For With
1L Election of Director: Michael K. Wirth For Issuer For With
2 Ratification of Appointment of PricewaterhouseCoopers LLP as the Independent Registered Public Accounting Firm For Issuer For With
3 Advisory Vote to Approve Named Executive Officer Compensation For Issuer For With
4 Approve the 2022 Long-Term Incentive Plan of Chevron Corporation Against Issuer For Against
5 Adopt Medium- and Long-Term GHG Reduction Targets Against Stockholder Against With
6 Report on Impacts of Net Zero 2050 Scenario Against Stockholder Against With
7 Report on Reliability of Methane Emission Disclosures Against Stockholder Against With
8 Report on Business with Conflict-Complicit Governments Against Stockholder Against With
9 Report on Racial Equity Audit Against Stockholder Against With

CLEAR CHANNEL OUTDOOR HOLDINGS, INC.

Ticker Symbol:CCO Cusip Number:18453H106
Record Date: 3/8/2022 Meeting Date: 5/4/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 "Election of Director: Thomas C. King Election of Director: W. Benjamin Moreland Election of Director: Jinhy Yoon" For Issuer For With
2 Approval of the advisory (non-binding) resolution on executive compensation. For Issuer For With
3 Ratification of Ernst & Young LLP as the independent accounting firm for the year ending December 31, 2022. For Issuer For With

CROWN CASTLE INTERNATIONAL CORP.

Ticker Symbol:CCI Cusip Number:22822V101
Record Date: 3/21/2022 Meeting Date: 5/19/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: P. Robert Bartolo For Issuer For With
1B Election of Director: Jay A. Brown For Issuer For With
1C Election of Director: Cindy Christy For Issuer For With
1D Election of Director: Ari Q. Fitzgerald For Issuer For With
1E Election of Director: Andrea J. Goldsmith For Issuer For With
1F Election of Director: Tammy K. Jones For Issuer For With
1G Election of Director: Anthony J. Melone For Issuer For With
1H Election of Director: W. Benjamin Moreland For Issuer For With
1I Election of Director: Kevin A. Stephens For Issuer For With
1J Election of Director: Matthew Thornton, III For Issuer For With
2 The ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accountants for fiscal year 2022. For Issuer For With
3 The proposal to approve the Company's 2022 Long-Term Incentive Plan. Against Issuer For Against
4 The amendment to the Company's Restated Certificate of Incorporation to increase the number of authorized shares of common stock. Against Issuer For With
5 The non-binding, advisory vote to approve the compensation of the Company's named executive officers. For Issuer For With

DUKE ENERGY CORPORATION

Ticker Symbol:DUK Cusip Number:26441C204
Record Date: 3/7/2022 Meeting Date: 5/5/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 "Election of Director: Derrick Burks Election of Director: Annette K. Clayton Election of Director: Theodore F. Craver, Jr. Election of Director: Robert M. Davis Election of Director: Caroline Dorsa Election of Director: W. Roy Dunbar Election of Director: Nicholas C. Fanandakis Election of Director: Lynn J. Good Election of Director: John T. Herron Election of Director: Idalene F. Kesner Election of Director: E. Marie McKee Election of Director: Michael J. Pacilio Election of Director: Thomas E. Skains Election of Director: William E. Webster, Jr." For Issuer For With
2 Ratification of Deloitte & Touche LLP as Duke Energy's independent registered public accounting firm for 2022 For Issuer For With
3 Advisory vote to approve Duke Energy's named executive officer compensation For Issuer For With
4 Shareholder proposal regarding shareholder right to call for a special shareholder meeting For Stockholder Against Against

ELANCO ANIMAL HEALTH INCORPORATED

Ticker Symbol:ELAN Cusip Number:28414H103
Record Date: 3/21/2022 Meeting Date: 5/18/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Kapila K. Anand For Issuer For With
1B Election of Director: John P. Bilbrey For Issuer For With
1C Election of Director: Scott D. Ferguson For Issuer For With
1D Election of Director: Paul Herendeen For Issuer For With
1E Election of Director: Lawrence E. Kurzius For Issuer For With
2 Ratification of the appointment of Ernst & Young LLP as the company's independent registered public accounting firm for 2022. For Issuer For With
3 Advisory vote on the approval of executive compensation. For Issuer For With
4 Approval of the Elanco Animal Health Incorporated Employee Stock Purchase Plan. For Issuer For With
5 Approval of amendments to the company's Amended and Restated Articles of Incorporation to eliminate supermajority voting requirements. For Issuer For With
6 Approval of amendments to the company's Amended and Restated Articles of Incorporation to eliminate legacy parent provisions. For Issuer For With

EVERGY, INC.

Ticker Symbol:EVRG Cusip Number:30034W106
Record Date: 3/1/2022 Meeting Date: 5/3/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: David A. Campbell For Issuer For With
1B Election of Director: Thomas D. Hyde For Issuer For With
1C Election of Director: B. Anthony Isaac For Issuer For With
1D Election of Director: Paul M. Keglevic For Issuer For With
1E Election of Director: Senator Mary L. Landrieu For Issuer For With
1F Election of Director: Sandra A.J. Lawrence For Issuer For With
1G Election of Director: Ann D. Murtlow For Issuer For With
1H Election of Director: Sandra J. Price For Issuer For With
1I Election of Director: Mark A. Ruelle For Issuer For With
1J Election of Director: James Scarola For Issuer For With
1K Election of Director: S. Carl Soderstrom, Jr. For Issuer For With
1L Election of Director: C. John Wilder For Issuer For With
2 Approve the 2021 compensation of our named executive officers on an advisory non-binding basis. For Issuer For With
3 Approve the Evergy, Inc. Amended and Restated Long-Term Incentive Plan. Abstained Issuer For N/A
4 Ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for 2022. For Issuer For With

FISERV, INC.

Ticker Symbol:FISV Cusip Number:337738108
Record Date: 3/21/2022 Meeting Date: 5/18/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 "Election of Director: Frank J. Bisignano Election of Director: Alison Davis Election of Director: Henrique de Castro Election of Director: Harry F. DiSimone Election of Director: Dylan G. Haggart Election of Director: Wafaa Mamilli Election of Director: Heidi G. Miller Election of Director: Doyle R. Simons Election of Director: Kevin M. Warren" For Issuer For With
2 To approve, on an advisory basis, the compensation of the named executive officers of Fiserv, Inc. For Issuer For With
3 To ratify the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of Fiserv, Inc. for 2022. For Issuer For With
4 Shareholder proposal requesting the board seek shareholder approval of senior manager severance and termination payments. For Stockholder Against Against

GATES INDUSTRIAL CORP PLC

Ticker Symbol:GTES Cusip Number:G39108108
Record Date: 4/12/2022 Meeting Date: 6/9/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: James W. Ireland, III For Issuer For With
1B Election of Director: Ivo Jurek For Issuer For With
1C Election of Director: Julia C. Kahr For Issuer For With
1D Election of Director: Terry Klebe For Issuer For With
1E Election of Director: Stephanie K. Mains For Issuer For With
1F Election of Director: Wilson S. Neely For Issuer For With
1G Election of Director: Neil P. Simpkins For Issuer For With
1H Election of Director: Alicia Tillman For Issuer For With
1I Election of Director: Molly P. Zhang For Issuer For With
2 To approve, on an advisory basis, the compensation of the Company's named executive officers. For Issuer For With
3 To approve, on an advisory basis, the Directors' Remuneration Report (excluding the Directors' Remuneration Policy) in accordance with the requirements of the U.K. Companies Act 2006. For Issuer For With
4 To approve the Directors' Remuneration Policy in accordance with the requirements of the U.K. Companies Act 2006. For Issuer For With
5 To ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the year ending December 31, 2022. For Issuer For With
6 To re-appoint Deloitte LLP as the Company's U.K. statutory auditor under the U.K. Companies Act 2006. For Issuer For With
7 To authorize the Audit Committee of the Board of Directors to determine the remuneration of Deloitte LLP as the Company's U.K. statutory auditor. For Issuer For With

HAYMAKER ACQUISITION CORP. III

Ticker Symbol:HYAC.O Cusip Number:42087R108
Record Date: 4/27/2022 Meeting Date: 5/24/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Business Combination Proposal - To consider and vote upon a proposal to approve and adopt the Business Combination Agreement, dated as of December 13, 2021 (a copy of which is attached to the accompanying proxy statement as Annex A) (as amended, the "Business Combination Agreement"), by and among Haymaker Acquisition Corp. III (the "Company"), Haymaker Sponsor III LLC, BioTE Holdings, LLC ("Biote"), BioTE Management, LLC, Dr. Gary Donovitz, in his individual capacity, and Teresa S. ...(due to space limits, see proxy material for full proposal). For Issuer For With
2 Nasdaq Proposal - To consider and vote upon a proposal to approve, for purposes of complying with applicable Nasdaq listing rules, the issuance of more than 20% of the Company's issued and outstanding common stock (i) pursuant to the terms of the Business Combination Agreement and (ii) upon the redemption of the Retained Biote Units pursuant to the terms of Biote's Second Amended and Restated Operating Agreement (the "Biote A&R OA), in each case, that may result in a Member owning more than ...(due to space limits, see proxy material for full proposal). For Issuer For With
3 Charter Proposal - To consider and vote upon a proposal to approve the Company's proposed second amended and restated certificate of incorporation, substantially in the form attached to the accompanying proxy statement as Annex C, in connection with the business combination. For Issuer For With
4 Net Tangible Assets Proposal - To consider and vote upon a proposal to approve certain provisions contained in the Company's second amended and restated certificate of incorporation, which will remove requirements contained in the Company's amended and restated certificate of incorporation that limit the Company's ability to redeem shares of Class A common stock and consummate an initial business combination if the amount of such redemptions would cause the Company to have less than $5,000,001 in net tangible assets For Issuer For With
5A Advisory Charter Proposal A - to elect not to be governed by Section 203 of the DGCL. For Issuer For With
5B Advisory Charter Proposal B - to change the name of the new public entity to "biote Corp." from "Haymaker Acquisition Corp. III". For Issuer For With
5C Advisory Charter Proposal C - to, upon completion of the business combination, increase the authorized capital stock from 221,000,000 shares, consisting of 200,000,000 shares of Class A common stock, 20,000,000 shares of Class B common stock and 1,000,000 shares of preferred stock, to 718,000,000 shares, which would consist of 708,000,000 shares of common stock, including 600,000,000 shares of Class A common stock, 8,000,000 shares of Class B common stock, 100,000,000 shares of Class V voting stock and 10,000,000 shares of preferred stock. For Issuer For With
6 Incentive Plan Proposal - To consider and vote upon a proposal to approve the biote Corp. 2022 Equity Incentive Plan (the "Incentive Plan"), substantially in the form attached to the accompanying proxy statement as Annex E, including the authorization of the initial share reserve under the Incentive Plan. For Issuer For With
7 ESPP Proposal - To consider and vote upon a proposal to approve the biote Corp. 2022 Employee Stock Purchase Plan (the "ESPP"), substantially in the form attached to the accompanying proxy statement as Annex F, including the authorization of the initial share reserve under the ESPP. For Issuer For With
8 "Election of Director: Stephen Powell Election of Director: Dana Jacoby Election of Director: Steven J. Heyer Election of Director: Mark Cone Election of Director: Andrew R. Heyer Election of Director: Marc D. Beer Election of Director: Teresa Weber " For Issuer For With
9 Adjournment Proposal - To consider and vote upon a proposal to approve the adjournment of the special meeting to a later date or dates, if necessary, to permit further solicitation and vote of proxies if there are insufficient votes for, or otherwise in connection with, the approval of the condition precedent proposals. For Issuer For With

IAC/INTERACTIVECORP

Ticker Symbol:IAC Cusip Number:44891N208
Record Date: 4/27/2022 Meeting Date: 6/23/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Chelsea Clinton For Issuer For With
1B Election of Director: Barry Diller For Issuer For With
1C Election of Director: Michael D. Eisner For Issuer For With
1D Election of Director: Bonnie S. Hammer For Issuer For With
1E Election of Director: Victor A. Kaufman For Issuer For With
1F Election of Director: Joseph Levin For Issuer For With
1G Election of Director: Bryan Lourd (To be voted upon by the holders of Common Stock voting as a separate class) For Issuer For With
1H Election of Director: Westley Moore For Issuer For With
1I Election of Director: David Rosenblatt For Issuer For With
1J Election of Director: Alan G. Spoon (To be voted upon by the holders of Common Stock voting as a separate class) For Issuer For With
1K Election of Director: Alexander von Furstenberg For Issuer For With
1L Election of Director: Richard F. Zannino (To be voted upon by the holders of Common Stock voting as a separate class) For Issuer For With
2 To approve a non-binding advisory vote on IAC's 2021 executive compensation. For Issuer For With
3 To ratify the appointment of Ernst & Young LLP as IAC's independent registered public accounting firm for the 2022 fiscal year. For Issuer For With

INTERNATIONAL BUSINESS MACHINES CORP.

Ticker Symbol:IBM Cusip Number:459200101
Record Date: 2/25/2022 Meeting Date: 4/26/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director for a Term of One Year: Thomas Buberl For Issuer For With
1B Election of Director for a Term of One Year: David N. Farr For Issuer For With
1C Election of Director for a Term of One Year: Alex Gorsky For Issuer For With
1D Election of Director for a Term of One Year: Michelle J. Howard For Issuer For With
1E Election of Director for a Term of One Year: Arvind Krishna For Issuer For With
1F Election of Director for a Term of One Year: Andrew N. Liveris For Issuer For With
1G Election of Director for a Term of One Year: F. William McNabb III For Issuer For With
1H Election of Director for a Term of One Year: Martha E. Pollack For Issuer For With
1I Election of Director for a Term of One Year: Joseph R. Swedish For Issuer For With
1J Election of Director for a Term of One Year: Peter R. Voser For Issuer For With
1K Election of Director for a Term of One Year: Frederick H. Waddell For Issuer For With
1L Election of Director for a Term of One Year: Alfred W. Zollar For Issuer For With
2 Ratification of Appointment of Independent Registered Public Accounting Firm. For Issuer For With
3 Advisory Vote on Executive Compensation. Against Issuer For Against
4 Stockholder Proposal to Lower Special Meeting Right Ownership Threshold. For Stockholder Against Against
5 Stockholder Proposal to Have An Independent Board Chairman. For Stockholder Against Against
6 Stockholder Proposal Requesting Public Report on the use of Concealment Clauses. Against Stockholder Against With

INTERNATIONAL FLAVORS & FRAGRANCES INC.

Ticker Symbol:IFF Cusip Number:459506101
Record Date: 3/8/2022 Meeting Date: 5/4/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director for a one-year term expiring at the 2023 Annual Meeting: Kathryn J. Boor For Issuer For With
1B Election of Director for a one-year term expiring at the 2023 Annual Meeting: Edward D. Breen For Issuer For With
1C Election of Director for a one-year term expiring at the 2023 Annual Meeting: Barry A. Bruno For Issuer For With
1D Election of Director for a one-year term expiring at the 2023 Annual Meeting: Frank Clyburn For Issuer For With
1E Election of Director for a one-year term expiring at the 2023 Annual Meeting: Carol Anthony Davidson For Issuer For With
1F Election of Director for a one-year term expiring at the 2023 Annual Meeting: Michael L. Ducker For Issuer For With
1G Election of Director for a one-year term expiring at the 2023 Annual Meeting: Roger W. Ferguson, Jr. For Issuer For With
1H Election of Director for a one-year term expiring at the 2023 Annual Meeting: John F. Ferraro For Issuer For With
1I Election of Director for a one-year term expiring at the 2023 Annual Meeting: Christina Gold For Issuer For With
1J Election of Director for a one-year term expiring at the 2023 Annual Meeting: Ilene Gordon For Issuer For With
1K Election of Director for a one-year term expiring at the 2023 Annual Meeting: Matthias J. Heinzel For Issuer For With
1L Election of Director for a one-year term expiring at the 2023 Annual Meeting: Dale F. Morrison For Issuer For With
1M Election of Director for a one-year term expiring at the 2023 Annual Meeting: Kare Schultz For Issuer For With
1N Election of Director for a one-year term expiring at the 2023 Annual Meeting: Stephen Williamson For Issuer For With
2 Ratify the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the 2022 fiscal year. For Issuer For With
3 Approve, on an advisory basis, the compensation of our named executive officers in 2021. For Issuer For With

JAZZ PHARMACEUTICALS PLC

Ticker Symbol:JAZZ Cusip Number:G50871105
Record Date: 6/2/2021 Meeting Date: 7/29/2021
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director to hold office until the 2024 annual meeting: Peter Gray For Issuer For With
1B Election of Director to hold office until the 2024 annual meeting: Kenneth W. O'Keefe For Issuer For With
1C Election of Director to hold office until the 2024 annual meeting: Mark D. Smith, M.D. For Issuer For With
1D Election of Director to hold office until the 2024 annual meeting: Catherine A. Sohn, Pharm. D. For Issuer For With
2 To ratify, on a non-binding advisory basis, the appointment of KPMG as the independent auditors of Jazz Pharmaceuticals plc for the fiscal year ending December 31, 2021 and to authorize, in a binding vote, the board of directors, acting through the audit committee, to determine KPMG's remuneration. For Issuer For With
3 To approve, on a non-binding advisory basis, the compensation of Jazz Pharmaceuticals plc's named executive officers as disclosed in the proxy statement. For Issuer For With
4 To renew the Board of Director's existing authority under Irish law to allot and issue ordinary shares. For Issuer For With
5 To renew the Board of Director's existing authority under Irish law to allot and issue ordinary shares for cash without first offering those ordinary shares to existing shareholders pursuant to the statutory pre-emption right that would otherwise apply. For Issuer For With
6 To approve any motion to adjourn the annual meeting, or any adjournments thereof, to another time and place to solicit additional proxies if there are insufficient votes at the time of annual meeting to approve Proposal 5. For Issuer For With

KVH INDUSTRIES, INC.

Ticker Symbol:KVHI Cusip Number:482738101
Record Date: 4/18/2022 Meeting Date: 6/8/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1.1 Election of Director: Mark R. Hunter For Issuer For With
1.2 Election of Director: Linda K. Massman For Issuer For With
1.3 Election of Director: Jason J. Tyler For Issuer For With
2 Advisory vote to approve the Company's executive compensation program. For Issuer For With
3 Ratification of the selection of Deloitte & Touche LLP as the Company's independent registered public accounting firm for fiscal year 2022. For Issuer For With

LIBERTY MEDIA CORPORATION

Ticker Symbol:LSXMA Cusip Number:531229409
Record Date: 4/18/2022 Meeting Date: 6/14/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 "Election of Director: John C. Malone Election of Director: Robert R. Bennett Election of Director: M. Ian G. Gilchrist" For Issuer For With
2 The auditors ratification proposal, to ratify the selection of KPMG LLP as our independent auditors for the fiscal year ending December 31, 2022. For Issuer For With
3 The incentive plan proposal, to adopt the Liberty Media Corporation 2022 Omnibus Incentive Plan. For Issuer For With

NEW FRONTIER HEALTH CORPORATION

Ticker Symbol:NFH Cusip Number:G6461G106
Record Date: 12/6/2021 Meeting Date: 1/7/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 IT IS RESOLVED, as a Special Resolution, THAT: the agreement and plan of merger, dated as of August 4, 2021(the "Merger Agreement"), by and among Unicorn II Holdings Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands ("HoldCo"),Unicorn II Parent Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands and a wholly-owned subsidiary of HoldCo ("Parent"), Unicorn II Merger Sub Limited, an exempted company incorporated with limited liability. Against Issuer For Against
2 IT IS RESOLVED, as a Special Resolution, THAT: each of the directors and officers of the Company be authorized to do all things necessary to give effect to the Merger Agreement, the Plan of Merger and the Transactions, including the Merger and, upon the Merger becoming effective, the Variation of Share Capital and the Amendment of the M&A. Against Issuer For Against
3 IT IS RESOLVED, as an Ordinary Resolution, THAT: the extraordinary general meeting be adjourned in order to allow the Company to solicit additional proxies in the event that there are insufficient proxies received at the time of the extraordinary general meeting to pass the special resolutions to be proposed at the extraordinary general meeting. For Issuer For Against

NORWEGIAN CRUISE LINE HOLDINGS LTD.

Ticker Symbol:NCLH Cusip Number:Y8564W103
Record Date: 4/1/2022 Meeting Date: 6/15/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Class III Director: Frank J. Del Rio For Issuer For With
1B Election of Class III Director: Harry C. Curtis For Issuer For With
2 Approval, on a non-binding, advisory basis, of the compensation of our named executive officers. For Issuer For With
3 Approval of an amendment to our 2013 Performance Incentive Plan (our "Plan"), including an increase in the number of shares available for grant under our Plan. For Issuer For With
4 Ratification of the appointment of PricewaterhouseCoopers LLP ("PwC") as our independent registered public accounting firm for the year ending December 31, 2022 and the determination of PwC's remuneration by our Audit Committee. For Issuer For With
5 Approval of a shareholder proposal regarding retention of shares by company executives. For Issuer For With

PNM RESOURCES, INC.

Ticker Symbol:PNM Cusip Number:69349H107
Record Date: 3/21/2022 Meeting Date: 5/10/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Vicky A. Bailey For Issuer For With
1B Election of Director: Norman P. Becker For Issuer For With
1C Election of Director: Patricia K. Collawn For Issuer For With
1D Election of Director: E. Renae Conley For Issuer For With
1E Election of Director: Alan J. Fohrer For Issuer For With
1F Election of Director: Sidney M. Gutierrez For Issuer For With
1G Election of Director: James A. Hughes For Issuer For With
1H Election of Director: Maureen T. Mullarkey For Issuer For With
1I Election of Director: Donald K. Schwanz For Issuer For With
2 Ratify the appointment of KPMG LLP as our independent registered public accounting firm for 2022. For Issuer For With
3 Approve, on an advisory basis, the compensation of our named executive officers as disclosed in the 2022 proxy statement. For Issuer For With

RESTAURANT BRANDS INTERNATIONAL INC.

Ticker Symbol:QSR Cusip Number:76131D103
Record Date: 4/20/2022 Meeting Date: 6/15/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 "Election of Director: Alexandre Behring Election of Director: Joao M. Castro-Neves Election of Director: M. de Limburg Stirum Election of Director: Paul J. Fribourg Election of Director: Neil Golden Election of Director: Ali Hedayat Election of Director: Golnar Khosrowshahi Election of Director: Marc Lemann Election of Director: Jason Melbourne Election of Director: Giovanni (John) Prato Election of Director: Daniel S. Schwartz Election of Director: Thecla Sweeney Board Recommendation: For Election of Director: Alexandre Behring Election of Director: Joao M. Castro-Neves Election of Director: M. de Limburg Stirum Election of Director: Paul J. Fribourg Election of Director: Neil Golden Election of Director: Ali Hedayat Election of Director: Golnar Khosrowshahi Election of Director: Marc Lemann Election of Director: Jason Melbourne Election of Director: Giovanni (John) Prato Election of Director: Daniel S. Schwartz Election of Director: Thecla Sweeney" For Issuer For With
2 Approval, on a non-binding advisory basis, of the compensation paid to named executive officers. For Issuer For With
3 Appoint KPMG LLP as our auditors to serve until the close of the 2023 Annual General Meeting of Shareholders and authorize our directors to fix the auditors' remuneration. For Issuer For With
4 Consider a shareholder proposal to report on business strategy in the face of labour market pressure including information on franchisee human capital management. Against Stockholder Against With

ROYAL GOLD, INC.

Ticker Symbol:RGLD Cusip Number:780287108
Record Date: 3/28/2022 Meeting Date: 5/25/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Class II Director: William Hayes For Issuer For With
1B Election of Class II Director: Ronald Vance For Issuer For With
2 The approval, on an advisory basis, of the compensation of our named executive officers. For Issuer For With
3 The ratification of the appointment of Ernst & Young LLP as our independent registered public accountant for 2022. For Issuer For With

SILVERBOX ENGAGED MERGER CORP I

Ticker Symbol:SBEA.O Cusip Number:82836L101
Record Date: 1/3/2022 Meeting Date: 2/3/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 The Business Combination Proposal - To consider and vote upon a proposal to approve and adopt the Business Combination Agreement, dated as of November 2, 2021 (as may be amended from time to time, the "Business Combination Agreement"), by and among SilverBox Engaged Merger Corp I ("SilverBox), BRC Inc. ("PubCo"), SBEA Merger Sub LLC ("Merger Sub 1"), BRCC Blocker Merger Sub LLC, Authentic Brands LLC and Grand Opal Investment Holdings, Inc. The Business Combination Agreement provides for, ...(due to space limits, see proxy statement for full proposal). Against Issuer For Against
2A To approve an amendment and restatement of the Existing Charter providing for the creation of 35,000,000 authorized shares of Class C Common Stock of SilverBox (the "SilverBox Class C Common Stock") for purposes of issuance to certain investors. Against Issuer For Against
2B To approve the provision in the Proposed Charter changing the authorized capital stock of 111,000,000 shares, consisting of 100,000,000 shares of Class A Common Stock, par value $0.0001 per share, 10,000,000 shares of Class B Common Stock, par value $0.0001 per share, and 1,500,000 preferred shares, par value $0.0001 per share, to authorized capital stock of 2,802,500,000 shares, consisting of 2,500,000,000 shares of Class A Common Stock, par value $0.0001 per share, 300,000,000 shares of Class ...(due to space limits, see proxy statement for full proposal). Against Issuer For Against
2C To approve the provision in the Proposed Charter pursuant to which: (a) the affirmative vote of the holders of at least 66-2/3% of the total voting power of all then outstanding shares entitled to vote generally in the election of directors, voting together as a single class is required to amend provisions relating to, among other matters: (i) stockholder meetings, (ii) the board of directors, (iii) indemnification and limitation of liability of officers and directors, (iv) election not be ... (due to space limits, see proxy statement for full proposal). Against Issuer For Against
2D To approve all other changes in connection with the replacement of the Existing Organizational Documents of SilverBox with the Proposed Organizational Documents of PubCo, including, among other things, changing from a blank check company seeking a business combination within a certain period (as provided in the Existing Organizational Documents), to a public benefit corporation having perpetual existence (as provided in the Proposed Charter). Against Issuer For Against
2E To provide for a classified board of directors and direct that board vacancies be filled by the majority of directors then in office, unless specified otherwise in the Investor Rights Agreement; or the Proposed Bylaws. Against Issuer For Against
3 The Stock Issuance Proposal - To consider and vote upon a proposal to approve and adopt, for purposes of complying with the applicable provisions of The Nasdaq Stock Market Listing Rule 5635, the issuance of shares of SilverBox Class C Common Stock to certain investors. Against Issuer For Against
4 The Omnibus Incentive Plan Proposal - To consider and vote upon a proposal to approve the adoption of the Omnibus Incentive Plan. Against Issuer For Against
5 The Employee Stock Purchase Plan Proposal - To consider and vote upon a proposal to approve the adoption of the Employee Stock Purchase Plan. Against Issuer For Against
6 The Adjournment Proposal - To consider and vote upon a proposal to adjourn the special meeting of SilverBox's stockholders to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, based upon the tabulated vote at the time of the special meeting, there are not sufficient votes to approve one or more proposals presented to stockholders for vote at such special meeting. Against Issuer For Against

SOHU.COM LIMITED

Ticker Symbol:SOHU Cusip Number:83410S108
Record Date: 8/11/2021 Meeting Date: 9/15/2021
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 "Election of Director: Charles Huang Election of Director: Dave Qi Election of Director: Shi Wang" For Issuer For With
2 To ra??fy the appointment of PricewaterhouseCoopers Zhong Tian LLP as the Company's independent auditors for the fiscal year ending December 31, 2021. For Issuer For With

SOUTHWEST GAS HOLDINGS, INC.

Ticker Symbol:SWX Cusip Number:844895102
Record Date: 3/21/2022 Meeting Date: 5/12/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 "Election of Director: Robert L. Boughner Election of Director: Jose A. Cardenas Election of Director: E. Renae Conley Election of Director: John P. Hester Election of Director: Jane Lewis-Raymond Election of Director: Anne L. Mariucci Election of Director: Carlos A. Ruisanchez Election of Director: A. Randall Thoman Election of Director: Thomas A. Thomas Election of Director: Leslie T. Thornton" For Issuer For With
2 To approve, on a non-binding, advisory basis, the Company's executive compensation. Against Issuer For Against
3 Ratification of the selection of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the Company for fiscal year 2022. For Issuer For With
4 To approve a proposal by the Icahn Group to repeal any Bylaw amendments adopted after October 19, 2021 and prior to the Annual Meeting that could interfere with the seating of Icahn's director nominees for election at the Annual Meeting or any subsequent special meeting of stockholders, if such proposal is properly brought before the meeting. For Stockholder Against Against

SOUTHWEST GAS HOLDINGS, INC. (OPPOSITION PROXY)

Ticker Symbol:SWX Cusip Number:844895102
Record Date: 3/21/2022 Meeting Date: 5/12/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 "Election of Director: Robert L. Boughner Election of Director: Jose A. Cardenas Election of Director: E. Renae Conley Election of Director: John P. Hester Election of Director: Jane Lewis-Raymond Election of Director: Anne L. Mariucci Election of Director: Carlos A. Ruisanchez Election of Director: A. Randall Thoman Election of Director: Thomas A. Thomas Election of Director: Leslie T. Thornton" For Issuer For With
2 To approve, on a non-binding, advisory basis, the Company's executive compensation. Against Issuer For Against
3 Ratification of the selection of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the Company for fiscal year 2022. For Issuer For With
4 To approve a proposal by the Icahn Group to repeal any Bylaw amendments adopted after October 19, 2021 and prior to the Annual Meeting that could interfere with the seating of Icahn's director nominees for election at the Annual Meeting or any subsequent special meeting of stockholders, if such proposal is properly brought before the meeting. For Stockholder Against Against
5 To approve the calling of a special meeting to permit the matters necessary for the nomination of the Icahn Nominees to the Southwest Gas Board of Directors and to deliver notice thereof as well as any other documents as may be required to call a special meeting to the Secretary of the Corporation. For Stockholder N/A N/A

TAKE-TWO INTERACTIVE SOFTWARE, INC.

Ticker Symbol:TTWO Cusip Number:874054109
Record Date: 4/4/2022 Meeting Date: 5/19/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Approval of the issuance of shares of Take-Two common stock in connection with the combination contemplated by the Agreement and Plan of Merger, dated January 9, 2022, among Take-Two, Zebra MS I, Inc., Zebra MS II, Inc. and Zynga, as the same may be amended from time to time. For Issuer For With
2 Approval and adoption of an amendment to the Company's Restated Certificate of Incorporation to increase the number of authorized shares of Company capital stock from 205,000,000 to 305,000,000, of which 300,000,000 shares will be common stock and 5,000,000 shares will be preferred stock. For Issuer For With
3 Approval of the adjournment of the Company's special meeting, if necessary or appropriate, to solicit additional proxies if there are insufficient votes at the time of the Company's special meeting to approve proposals 1 and 2. For Issuer For With

TEEKAY CORPORATION

Ticker Symbol:TK Cusip Number:Y8564W103
Record Date: 4/20/2022 Meeting Date: 6/15/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 "Election of Director: Peter Antturi Election of Director: David Schellenberg" For Issuer For With

TRONOX HOLDINGS PLC

Ticker Symbol:TROX Cusip Number:G9087Q102
Record Date: 3/17/2022 Meeting Date: 5/12/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Ilan Kaufthal For Issuer For With
1B Election of Director: John Romano For Issuer For With
1C Election of Director: Jean-Francois Turgeon For Issuer For With
1D Election of Director: Mutlaq Al-Morished For Issuer For With
1E Election of Director: Vanessa Guthrie For Issuer For With
1F Election of Director: Peter Johnston For Issuer For With
1G Election of Director: Ginger Jones For Issuer For With
1H Election of Director: Stephen Jones For Issuer For With
1I Election of Director: Moazzam Khan For Issuer For With
1J Election of Director: Sipho Nkosi For Issuer For With
2 A non-binding advisory vote to approve executive compensation. For Issuer For With
3 Ratify the appointment of PricewaterhouseCoopers LLP (U.S.) as the Company's independent registered public accounting firm. For Issuer For With
4 Approve receipt of our U.K. audited annual report and accounts and related directors' and auditor's reports for the fiscal year ended December 31, 2021. For Issuer For With
5 Approve on a non-binding advisory basis our U.K. directors' remuneration report for the fiscal year ended December 31, 2021. For Issuer For With
6 Re-appoint PricewaterhouseCoopers LLP as our U.K. statutory auditor for the year ended December 31, 2022. For Issuer For With
7 Authorize the Board or the Audit Committee to determine the remuneration of PwC U.K. in its capacity as the Company's U.K. statutory auditor. For Issuer For With

TWITTER, INC.

Ticker Symbol:TWTR Cusip Number:90184L102
Record Date: 3/30/2022 Meeting Date: 5/25/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Egon Durban For Issuer For With
1B Election of Director: Patrick Pichette For Issuer For With
2 The approval, on an advisory basis, of the compensation of our named executive officers. For Issuer For With
3 Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2022. For Issuer For With
4 The approval of an amendment to our amended and restated certificate of incorporation to declassify our board of directors. For Issuer For With
5 A stockholder proposal regarding a report on risks of the use of concealment clauses, if properly presented at the Annual Meeting. For Stockholder Against Against
6 A stockholder proposal regarding a director candidate with human and/or civil rights expertise, if properly presented at the Annual Meeting. For Stockholder Against Against
7 A stockholder proposal regarding an audit analyzing the Company's impacts on civil rights and non-discrimination, if properly presented at the Annual Meeting. For Stockholder Against Against
8 A stockholder proposal regarding an electoral spending report, if properly presented at the Annual Meeting. For Stockholder Against Against
9 A stockholder proposal regarding a report on lobbying activities and expenditures, if properly presented at the Annual Meeting. For Stockholder Against Against

US FOODS HOLDING CORP. (MGMT)

Ticker Symbol:USFD Cusip Number:912008109
Record Date: 3/21/2022 Meeting Date: 5/19/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 "Election of Director: Cheryl A. Bachelder Election of Director: Court D. Carruthers Election of Director: Robert M. Dutkowsky Election of Director: Marla Gottschalk Election of Director: Sunil Gupta Election of Director: Carl Andrew Pforzheimer Election of Director: Quentin Roach Election of Director: Pietro Satriano Election of Director: David M. Tehle Election of Director: Ann E. Ziegler" Abstained Issuer For N/A

US FOODS HOLDING CORP. (OPPOSITION)

Ticker Symbol:USFD Cusip Number:912008109
Record Date: 3/21/2022 Meeting Date: 5/19/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 "Election of Director: James J. Barber, Jr Election of Director: Scott D. Ferguson Election of Director: Jeri B. Finard Election of Director: John J. Harris Election of Director: David A. Toy" For Stockholder N/A N/A

VMWARE, INC.

Ticker Symbol:VMW Cusip Number:928563402
Record Date: 5/24/2021 Meeting Date: 7/23/2021
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Kenneth Denman For Issuer For With
2 An advisory vote to approve named executive officer compensation, as described in VMware's Proxy Statement. For Issuer For With
3 To approve an amendment to the Amended and Restated 2007 Equity and Incentive Plan. For Issuer For With
4 To approve an amendment to the Amended and Restated 2007 Employee Stock Purchase Plan. For Issuer For With
5 To ratify the selection by the Audit Committee of VMware's Board of Directors of PricewaterhouseCoopers LLP as VMware's independent auditor for the fiscal year ending January 28, 2022. For Issuer For With

WILLIS TOWERS WATSON PLC

Ticker Symbol:WTW Cusip Number:89469A104
Record Date: 4/11/2022 Meeting Date: 6/8/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Dame Inga Beale For Issuer For With
1B Election of Director: Fumbi Chima For Issuer For With
1C Election of Director: Michael Hammond For Issuer For With
1D Election of Director: Carl Hess For Issuer For With
1E Election of Director: Brendan O'Neill For Issuer For With
1F Election of Director: Linda Rabbitt For Issuer For With
1G Election of Director: Paul Reilly For Issuer For With
1H Election of Director: Michelle Swanback For Issuer For With
1I Election of Director: Paul Thomas For Issuer For With
2 Ratify, on an advisory basis, the appointment of (i) Deloitte & Touche LLP to audit our financial statements and (ii) Deloitte Ireland LLP to audit our Irish Statutory Accounts, and authorize, in a binding vote, the Board, acting through the Audit and Risk Committee, to fix the independent auditors' remuneration. For Issuer For With
3 Approve, on an advisory basis, the named executive officer compensation. For Issuer For With
4 Renew the Board's existing authority to issue shares under Irish law. For Issuer For With
5 Renew the Board's existing authority to opt out of statutory pre-emption rights under Irish law. For Issuer For With
6 Approve the creation of distributable profits by the reduction and cancellation of the Company's share premium account. For Issuer For With
7 Amend and restate the Willis Towers Watson Public Limited Company 2012 Equity Incentive Plan, including to increase the number of shares authorized for issuance under the 2012 Plan. For Issuer For With

YUM CHINA HOLDINGS, INC.

Ticker Symbol:YUMC Cusip Number:98850P109
Record Date: 3/28/2022 Meeting Date: 5/26/2022
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Fred Hu For Issuer For With
1B Election of Director: Joey Wat For Issuer For With
1C Election of Director: Peter A. Bassi For Issuer For With
1D Election of Director: Edouard Ettedgui For Issuer For With
1E Election of Director: Cyril Han For Issuer For With
1F Election of Director: Louis T. Hsieh For Issuer For With
1G Election of Director: Ruby Lu For Issuer For With
1H Election of Director: Zili Shao For Issuer For With
1I Election of Director: William Wang For Issuer For With
1J Election of Director: Min (Jenny) Zhang For Issuer For With
2 Ratification of the Appointment of KPMG Huazhen LLP as the Company's Independent Auditor for 2022 For Issuer For With
3 Advisory Vote to Approve Executive Compensation For Issuer For With


* Management Recommended Vote


West Hills Tactical Core Fund

No votes have been cast on securities by this fund during the reporting period.

 




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.



Frank Funds


By /s/Brian J. Frank

* Brian J. Frank

President


By /s/Monique M. Weiss

* Monique M. Weiss

Secretary


Date: August 2, 2022


*Print the name and title of each signing officer under his or her signature.