0001135428-23-000174.txt : 20230821 0001135428-23-000174.hdr.sgml : 20230821 20230821165238 ACCESSION NUMBER: 0001135428-23-000174 CONFORMED SUBMISSION TYPE: N-PX PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230630 FILED AS OF DATE: 20230821 DATE AS OF CHANGE: 20230821 EFFECTIVENESS DATE: 20230821 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Advisors' Inner Circle Fund III CENTRAL INDEX KEY: 0001593547 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: N-PX SEC ACT: 1940 Act SEC FILE NUMBER: 811-22920 FILM NUMBER: 231189780 BUSINESS ADDRESS: STREET 1: ONE FREEDOM VALLEY DRIVE CITY: OAKS STATE: PA ZIP: 19456 BUSINESS PHONE: (800) 342-5734 MAIL ADDRESS: STREET 1: ONE FREEDOM VALLEY DRIVE CITY: OAKS STATE: PA ZIP: 19456 0001593547 S000070198 SouthernSun Small Cap Fund C000223246 Class N Shares SSSFX C000223247 Class I Shares SSSIX 0001593547 S000070199 SouthernSun U.S. Equity Fund C000223248 Class N Shares SSEFX C000223249 Class I Shares SSEIX N-PX 1 southernsun-npx2023.htm ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY




UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

________

FORM N-PX
________

ANNUAL REPORT OF PROXY VOTING RECORD OF
REGISTERED MANAGEMENT INVESTMENT COMPANY

Investment Company Act File Number:  811-22920

The Advisors’ Inner Circle Fund III
(Exact name of registrant as specified in charter)

________


101 Federal Street
Boston, Massachusetts 02110
 (Address of principal executive offices)

________


Michael Beattie, President
The Advisors’ Inner Circle Fund III
c/o SEI Investments
One Freedom Valley Drive
Oaks, PA 19456
(Name and address of agent for service)

________


Registrant’s telephone number, including area code: 1-877-446-3863
Date of Fiscal Year End: September 30
Date of Reporting Period: July 1, 2022 to June 30, 2023

________





Item 1. Proxy Voting Record.


Attached are the proxy voting records for the following funds, each of which
is a series of The Advisors’ Inner Circle Fund III:

SouthernSun Small Cap Fund
SouthernSun U.S. Equity Fund











SouthernSun Small Cap Fund
 
Proposal
Proposed by
Mgt. Position
Registrant Voted
AGCO CORPORATION
Security ID: 001084102
Ticker: AGCO
Meeting Date: 27-Apr-23
Meeting Type: Annual
1a.
Election of Director: Michael C. Arnold
Management
For
Voted - For
1b.
Election of Director: Sondra L. Barbour
Management
For
Voted - For
1c.
Election of Director: Suzanne P. Clark
Management
For
Voted - For
1d.
Election of Director: Bob De Lange
Management
For
Voted - For
1e.
Election of Director: Eric P. Hansotia
Management
For
Voted - For
1f.
Election of Director: George E. Minnich
Management
For
Voted - For
1g.
Election of Director: Niels Pörksen
Management
For
Voted - For
1h.
Election of Director: David Sagehorn
Management
For
Voted - For
1i.
Election of Director: Mallika Srinivasan
Management
For
Voted - For
1j.
Election of Director: Matthew Tsien
Management
For
Voted - For
2.
Frequency (one, two or three years) of the non-binding advisory vote on executive compensation
Management
1 Year
Voted - 1 Year
3.
Non-binding advisory resolution to approve the compensation of the Company's named executive officers
Management
For
Voted - For
4.
Ratification of KPMG LLP as the Company's independent registered public accounting firm for 2023
Management
For
Voted - For
ARMSTRONG WORLD INDUSTRIES, INC.
Security ID: 04247X102
Ticker: AWI
Meeting Date: 15-Jun-23
Meeting Type: Annual
1.1
Director: Victor D. Grizzle
Management
For
Voted - For
1.2
Director: Richard D. Holder
Management
For
Voted - For
1.3
Director: Barbara L. Loughran
Management
For
Voted - For
1.4
Director: James C. Melville
Management
For
Voted - For
1.5
Director: William H. Osborne
Management
For
Voted - For
1.6
Director: Wayne R. Shurts
Management
For
Voted - For
1.7
Director: Roy W. Templin
Management
For
Voted - For
1.8
Director: Cherryl T. Thomas
Management
For
Voted - For
2.
To ratify the selection of KPMG LLP as our independent registered public accounting firm for 2023.
Management
For
Voted - For
3.
To approve, on an advisory basis, our executive compensation program.
Management
For
Voted - For
4.
To approve, on an advisory basis, the frequency with which shareholders will be presented with a non-binding proposal to approve the compensation of our named executive officers.
Management
1 Year
Voted - 1 Year


1

SouthernSun Small Cap Fund
 
Proposal
Proposed by
Mgt. Position
Registrant Voted

BELDEN INC.
Security ID: 077454106
Ticker: BDC
Meeting Date: 25-May-23
Meeting Type: Annual
1a.
Election of Director: David J. Aldrich
Management
For
Voted - For
1b.
Election of Director: Lance C. Balk
Management
For
Voted - For
1c.
Election of Director: Steven W. Berglund
Management
For
Voted - For
1d.
Election of Director: Diane D. Brink
Management
For
Voted - For
1e.
Election of Director: Judy L. Brown
Management
For
Voted - For
1f.
Election of Director: Nancy Calderon
Management
For
Voted - For
1g.
Election of Director: Ashish Chand
Management
For
Voted - For
1h.
Election of Director: Jonathan C. Klein
Management
For
Voted - For
1i.
Election of Director: YY Lee
Management
For
Voted - For
1j.
Election of Director: Gregory J. McCray
Management
For
Voted - For
2.
Ratification of the appointment of Ernst & Young as the Company's Independent Registered Public Accounting Firm for 2023.
Management
For
Voted - For
3.
Advisory vote on executive compensation for 2022.
Management
For
Voted - For
4.
Advisory vote on frequency of future advisory votes related to executive officer compensation.
Management
1 Year
Voted - 1 Year
DARLING INGREDIENTS INC.
Security ID: 237266101
Ticker: DAR
Meeting Date: 09-May-23
Meeting Type: Annual
1a.
Election of Director: Randall C. Stuewe
Management
For
Voted - For
1b.
Election of Director: Charles Adair
Management
For
Voted - For
1c.
Election of Director: Beth Albright
Management
For
Voted - For
1d.
Election of Director: Larry A. Barden
Management
For
Voted - For
1e.
Election of Director: Celeste A. Clark
Management
For
Voted - For
1f.
Election of Director: Linda Goodspeed
Management
For
Voted - For
1g.
Election of Director: Enderson Guimaraes
Management
For
Voted - For
1h.
Election of Director: Gary W. Mize
Management
For
Voted - For
1i.
Election of Director: Michael E. Rescoe
Management
For
Voted - For
1j.
Election of Director: Kurt Stoffel
Management
For
Voted - For
2.
Proposal to ratify the selection of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending December 30, 2023.
Management
For
Voted - For
3.
Advisory vote to approve executive compensation.
Management
For
Voted - For
4.
Advisory vote to approve the frequency of future advisory votes on executive compensation.
Management
1 Year
Voted - 1 Year


2

SouthernSun Small Cap Fund
 
Proposal
Proposed by
Mgt. Position
Registrant Voted

DORMAN PRODUCTS, INC.
Security ID: 258278100
Ticker: DORM
Meeting Date: 18-May-23
Meeting Type: Annual
1A
Election of Director: Steven L. Berman
Management
For
Voted - For
1B
Election of Director: Kevin M. Olsen
Management
For
Voted - For
1C
Election of Director: Lisa M. Bachmann
Management
For
Voted - For
1D
Election of Director: John J. Gavin
Management
For
Voted - For
1E
Election of Director: Richard T. Riley
Management
For
Voted - For
1F
Election of Director: Kelly A. Romano
Management
For
Voted - For
1G
Election of Director: G. Michael Stakias
Management
For
Voted - For
1H
Election of Director: J. Darrell Thomas
Management
For
Voted - For
2
Advisory approval of the compensation of the Company's named executive officers.
Management
For
Voted - For
3
Advisory vote on the frequency of the advisory vote on the Company's named executive officer compensation.
Management
1 Year
Voted - 1 Year
4
Ratification of KPMG LLP as the Company's independent registered public accounting firm for the 2023 fiscal year.
Management
For
Voted - For
DYCOM INDUSTRIES, INC.
Security ID: 267475101
Ticker: DY
Meeting Date: 25-May-23
Meeting Type: Annual
1a.
Election of Director: Peter T. Pruitt, Jr.
Management
For
Voted - For
1b.
Election of Director: Laurie J. Thomsen
Management
For
Voted - For
2.
To approve, by non-binding advisory vote, executive compensation.
Management
For
Voted - For
3.
To ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent auditor for fiscal 2024.
Management
For
Voted - For
4.
To approve an Amendment & Restatement to the Dycom Industries, Inc. 2017 Non- Employee Directors Equity Plan.
Management
For
Voted - For
5.
To recommend, by non-binding advisory vote, the frequency of future advisory votes on executive compensation.
Management
1 Year
Voted - 1 Year
ENERPAC TOOL GROUP CORP
Security ID: 292765104
Ticker: EPAC
Meeting Date: 03-Feb-23
Meeting Type: Annual
1.1
Director: Alfredo Altavilla
Management
For
Voted - For
1.2
Director: Judy L. Altmaier
Management
For
Voted - For
1.3
Director: J. Palmer Clarkson
Management
For
Voted - For
1.4
Director: Danny L. Cunningham
Management
For
Voted - For


3

SouthernSun Small Cap Fund
 
Proposal
Proposed by
Mgt. Position
Registrant Voted



1.5
Director: E. James Ferland
Management
For
Voted - For
1.6
Director: Richard D. Holder
Management
For
Voted - For
1.7
Director: Lynn C. Minella
Management
For
Voted - For
1.8
Director: Sidney S. Simmons
Management
For
Voted - For
1.9
Director: Paul E. Sternlieb
Management
For
Voted - For
2.
Ratification of Ernst & Young LLP as the Company's independent auditor for the fiscal year ending August 31, 2023.
Management
For
Voted - For
3.
Advisory vote to approve the compensation of our named executive officers.
Management
For
Voted - For
INGEVITY CORPORATION
Security ID: 45688C107
Ticker: NGVT
Meeting Date: 27-Apr-23
Meeting Type: Annual
1a.
Election of  Director for a one-year term: Jean S. Blackwell
Management
For
Voted - For
1b.
Election of  Director for a one-year term: Luis Fernandez-Moreno
Management
For
Voted - For
1c.
Election of  Director for a one-year term: John C. Fortson
Management
For
Voted - For
1d.
Election of  Director for a one-year term: Diane H. Gulyas
Management
For
Voted - For
1e.
Election of  Director for a one-year term: Bruce D. Hoechner
Management
For
Voted - For
1f.
Election of  Director for a one-year term: Frederick J. Lynch
Management
For
Voted - For
1g.
Election of  Director for a one-year term: Karen G. Narwold
Management
For
Voted - For
1h.
Election of  Director for a one-year term: Daniel F. Sansone
Management
For
Voted - For
1i.
Election of  Director for a one-year term: William J. Slocum
Management
For
Voted - For
1j.
Election of  Director for a one-year term: Benjamin G. (Shon) Wright
Management
For
Voted - For
2.
Advisory vote on compensation of our Named Executive Officers (Say-on-Pay).
Management
For
Voted - For
3.
Advisory Vote on the frequency of Named Executive Officer Compensation Advisory Vote (Say-on-Frequency).
Management
1 Year
Voted - 1 Year
4.
Ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2023.
Management
For
Voted - For
5.
Amendment and Restatement of 2017 Ingevity Corporation Employee Stock Purchase Plan to add an additional 300,000 shares.
Management
For
Voted - For


4

SouthernSun Small Cap Fund
 
Proposal
Proposed by
Mgt. Position
Registrant Voted

LIVE OAK BANCSHARES,INC.
Security ID: 53803X105
Ticker: LOB
Meeting Date: 16-May-23
Meeting Type: Annual
1.1
Director: Tonya W. Bradford
Management
For
Voted - For
1.2
Director: William H. Cameron
Management
For
Voted - For
1.3
Director: Casey S. Crawford
Management
For
Voted - For
1.4
Director: Diane B. Glossman
Management
For
Voted - For
1.5
Director: Glen F. Hoffsis
Management
For
Voted - For
1.6
Director: David G. Lucht
Management
For
Voted - For
1.7
Director: James S. Mahan III
Management
For
Voted - For
1.8
Director: Miltom E. Petty
Management
For
Voted - For
1.9
Director: Neil L. Underwood
Management
For
Voted - For
1.10
Director: Yousef A. Valine
Management
For
Voted - For
1.11
Director: William L. Williams III
Management
For
Voted - For
2.
Approval of Amendment of 2015 Omnibus Stock Incentive Plan. To approve an amendment of the Company's Amended and Restated 2015 Omnibus Stock Incentive Plan to increase the number of shares of voting common stock issuable under such plan.
Management
For
Voted - For
3.
Say-on-Pay Vote. Non-binding, advisory proposal to approve compensation paid to our named executive officers.
Management
For
Voted - For
4.
Ratification of Independent Auditors. Proposal to ratify FORVIS, LLP as the Company's independent auditors for 2023.
Management
For
Voted - For
MALIBU BOATS, INC.
Security ID: 56117J100
Ticker: MBUU
Meeting Date: 03-Nov-22
Meeting Type: Annual
1.1
Director: Michael K. Hooks
Management
For
Voted - For
1.2
Director: Jack D. Springer
Management
For
Voted - For
1.3
Director: John E. Stokely
Management
For
Voted - For
2.
Ratification of the appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2023.
Management
For
Voted - For
3.
Approval, on a non-binding advisory basis, of the compensation of the Company's named executive officers.
Management
For
Voted - For
MGP INGREDIENTS, INC.
Security ID: 55303J106
Ticker: MGPI
Meeting Date: 25-May-23
Meeting Type: Annual
1a.
Election of Director: Thomas A. Gerke
Management
For
Voted - For
1b.
Election of Director: Donn Lux
Management
For
Voted - For


5

SouthernSun Small Cap Fund
 
Proposal
Proposed by
Mgt. Position
Registrant Voted

1c.
Election of Director: Kevin S. Rauckman
Management
For
Voted - For
1d.
Election of Director: Todd B. Siwak
Management
For
Voted - For
2.
To ratify the appointment of KPMG LLP as the Company's independent registered public accounting firm.
Management
For
Voted - For
3.
To adopt an advisory resolution to approve the compensation of our named executive officers.
Management
For
Voted - For
4.
To approve, on an advisory basis, the frequency of future advisory votes on executive compensation.
Management
1 Year
Voted - 1 Year
MURPHY USA INC.
Security ID: 626755102
Ticker: MUSA
Meeting Date: 04-May-23
Meeting Type: Annual
1a.
Election of Class I Director Whose Current Term Expires on the Date of the Annual Meeting.: Claiborne P. Deming
Management
For
Voted - For
1b.
Election of Class I Director Whose Current Term Expires on the Date of the Annual Meeting.: Hon. Jeanne L. Phillips
Management
For
Voted - For
1c.
Election of Class I Director Whose Current Term Expires on the Date of the Annual Meeting.: Jack T. Taylor
Management
For
Voted - For
2.
Ratification of Appointment of Independent Registered Public Accounting Firm for Fiscal 2023.
Management
For
Voted - For
3.
Approval of Executive Compensation on an Advisory, Non-Binding Basis.
Management
For
Voted - For
4.
Approval of the Murphy USA Inc. 2023 Omnibus Incentive Plan.
Management
For
Voted - For
POLARIS INC.
Security ID: 731068102
Ticker: PII
Meeting Date: 27-Apr-23
Meeting Type: Annual
1a.
Election of Class II Director: George W. Bilicic
Management
For
Voted - For
1b.
Election of Class II Director: Gary E. Hendrickson
Management
For
Voted - For
1c.
Election of Class II Director: Gwenne A. Henricks
Management
For
Voted - For
2.
Advisory vote to approve the compensation of the Company's Named Executive Officers
Management
For
Voted - For
3.
Advisory vote on the frequency of future votes to approve the compensation of our Named Executive Officers
Management
1 Year
Voted - 1 Year
4.
Reincorporation of the Company from Minnesota to Delaware
Management
For
Voted - For
5.
Adoption of an exclusive forum provision in the Delaware Bylaws
Management
For
Voted - For
6.
Adoption of officer exculpation provision in the Delaware Certificate of Incorporation
Management
For
Voted - For


6

SouthernSun Small Cap Fund
 
Proposal
Proposed by
Mgt. Position
Registrant Voted

7.
Ratification of the selection of Ernst & Young LLP as our independent registered public accounting firm for fiscal 2023
Management
For
Voted - For
STEPAN COMPANY
Security ID: 858586100
Ticker: SCL
Meeting Date: 25-Apr-23
Meeting Type: Annual
1.1
Election of Director: Joaquin Delgado
Management
For
Voted - For
1.2
Election of Director: F. Quinn Stepan, Jr.
Management
For
Voted - For
2.
Advisory vote to approve named executive officer compensation.
Management
For
Voted - For
3.
Advisory vote on the frequency of voting on named executive officer compensation.
Management
1 Year
Voted - 1 Year
4.
Ratify the appointment of Deloitte & Touche LLP as Stepan Company's independent public accounting firm for 2023.
Management
For
Voted - For
THE BOSTON BEER COMPANY, INC.
Security ID: 100557107
Ticker: SAM
Meeting Date: 17-May-23
Meeting Type: Annual
1.1
Director: Meghan V. Joyce
Management
For
Voted - For
1.2
Director: Michael Spillane
Management
For
Voted - For
1.3
Director: Jean-Michel Valette
Management
For
Voted - For
2.
Advisory vote to approve our Named Executive Officers' executive compensation.
Management
For
Voted - For
3.
To conduct an advisory vote on the frequency of holding future advisory votes on the compensation of the Company's Named Executive Officers.
Management
1 Year
Voted - 1 Year
THE BRINK'S COMPANY
Security ID: 109696104
Ticker: BCO
Meeting Date: 05-May-23
Meeting Type: Annual
1a.
Election of Director: Kathie J. Andrade
Management
For
Voted - For
1b.
Election of Director: Paul G. Boynton
Management
For
Voted - For
1c.
Election of Director: Ian D. Clough
Management
For
Voted - For
1d.
Election of Director: Susan E. Docherty
Management
For
Voted - For
1e.
Election of Director: Mark Eubanks
Management
For
Voted - For
1f.
Election of Director: Michael J. Herling
Management
For
Voted - For
1g.
Election of Director: A. Louis Parker
Management
For
Voted - For
1h.
Election of Director: Timothy J. Tynan
Management
For
Voted - For
1i.
Election of Director: Keith R. Wyche
Management
For
Voted - For
2.
Approval of an advisory resolution on named executive officer compensation.
Management
For
Voted - For


7

SouthernSun Small Cap Fund
 
Proposal
Proposed by
Mgt. Position
Registrant Voted

3.
Approval of an advisory resolution on the frequency (every 1, 2 or 3 years) of the advisory vote on named executive officer compensation.
Management
1 Year
Voted - 1 Year
4.
Approval of the selection of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023.
Management
For
Voted - For
THE TIMKEN COMPANY
Security ID: 887389104
Ticker: TKR
Meeting Date: 05-May-23
Meeting Type: Annual
1.1
Director: Maria A. Crowe
Management
For
Voted - For
1.2
Director: Elizabeth A. Harrell
Management
For
Voted - For
1.3
Director: Richard G. Kyle
Management
For
Voted - For
1.4
Director: Sarah C. Lauber
Management
For
Voted - For
1.5
Director: John A. Luke, Jr.
Management
For
Voted - For
1.6
Director: Christopher L. Mapes
Management
For
Voted - For
1.7
Director: James F. Palmer
Management
For
Voted - For
1.8
Director: Ajita G. Rajendra
Management
For
Voted - For
1.9
Director: Frank C. Sullivan
Management
For
Voted - For
1.10
Director: John M. Timken, Jr.
Management
For
Voted - For
1.11
Director: Ward J. Timken, Jr.
Management
For
Voted - For
2.
Approval, on an advisory basis, of our named executive officer compensation.
Management
For
Voted - For
3.
Recommendation, on an advisory basis, of the frequency (every 1, 2 or 3 years) of the shareholder advisory vote on named executive officer compensation.
Management
1 Year
Voted - 1 Year
4.
Ratification of the appointment of Ernst & Young LLP as our independent auditor for the fiscal year ending December 31, 2023.
Management
For
Voted - For
5.
Approval of amendments to our Amended Articles of Incorporation and Amended Regulations to reduce certain shareholder voting requirement thresholds.
Management
For
Voted - For
6.
Consideration of a shareholder proposal requesting our Board to take the steps necessary to amend the appropriate company governing documents to give the owners of a combined 10% of our outstanding common stock the power to call a special shareholder meeting.
Management
Against
Voted - Against
THOR INDUSTRIES, INC.
Security ID: 885160101
Ticker: THO
Meeting Date: 16-Dec-22
Meeting Type: Annual
1.1
Director: Andrew Graves
Management
For
Voted - For
1.2
Director: Christina Hennington
Management
For
Voted - For
1.3
Director: Amelia A. Huntington
Management
For
Voted - For
1.4
Director: Laurel Hurd
Management
For
Voted - For


8

SouthernSun Small Cap Fund
 
Proposal
Proposed by
Mgt. Position
Registrant Voted

1.5
Director: Wilson Jones
Management
For
Voted - For
1.6
Director: William J. Kelley, Jr.
Management
For
Voted - For
1.7
Director: Christopher Klein
Management
For
Voted - For
1.8
Director: Robert W. Martin
Management
For
Voted - For
1.9
Director: Peter B. Orthwein
Management
For
Voted - For
2.
Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for our Fiscal Year 2023.
Management
For
Voted - For
3.
Non-binding advisory vote to approve the compensation of our named executive officers (NEOs).
Management
For
Voted - For
U.S. PHYSICAL THERAPY, INC.
Security ID: 90337L108
Ticker: USPH
Meeting Date: 16-May-23
Meeting Type: Annual
1.1
Director: Edward L. Kuntz
Management
For
Voted - For
1.2
Director: Christopher J. Reading
Management
For
Voted - For
1.3
Director: Dr. Bernard A Harris Jr
Management
For
Voted - For
1.4
Director: Kathleen A. Gilmartin
Management
For
Voted - For
1.5
Director: Regg E. Swanson
Management
For
Voted - For
1.6
Director: Clayton K. Trier
Management
For
Voted - For
1.7
Director: Anne B. Motsenbocker
Management
For
Voted - For
1.8
Director: Nancy J. Ham
Management
For
Voted - For
2.
Advisory vote to approve the named executive officer compensation.
Management
For
Voted - For
3.
Advisory vote on the frequency of stockholders' advisory vote on executive compensation.
Management
1 Year
Voted - 1 Year
4.
Ratification of the appointment of Grant Thornton LLP as our independent registered public accounting firm for the year ending December 31, 2023.
Management
For
Voted - For
UNIVAR SOLUTIONS INC.
Security ID: 91336L107
Ticker: UNVR
Meeting Date: 04-May-23
Meeting Type: Annual
1a.
Election of Director to serve for a term of one year: Joan A. Braca
Management
For
Voted - For
1b.
Election of Director to serve for a term of one year: Mark J. Byrne
Management
For
Voted - For
1c.
Election of Director to serve for a term of one year: Daniel P. Doheny
Management
For
Voted - For
1d.
Election of Director to serve for a term of one year: Rhonda Germany
Management
For
Voted - For
1e.
Election of Director to serve for a term of one year: David C. Jukes
Management
For
Voted - For
1f.
Election of Director to serve for a term of one year: Varun Laroyia
Management
For
Voted - For
1g.
Election of Director to serve for a term of one year: Stephen D. Newlin
Management
For
Voted - For


9

SouthernSun Small Cap Fund
 
Proposal
Proposed by
Mgt. Position
Registrant Voted

1h.
Election of Director to serve for a term of one year: Christopher D. Pappas
Management
For
Voted - For
1i.
Election of Director to serve for a term of one year: Kerry J. Preete
Management
For
Voted - For
1j.
Election of Director to serve for a term of one year: Robert L. Wood
Management
For
Voted - For
2.
Non-binding advisory vote to approve the compensation of the Company's named executive officers.
Management
For
Voted - For
3.
Ratification of Ernst & Young LLP as the Company's independent registered public accounting firm for 2023.
Management
For
Voted - For
Meeting Date: 06-Jun-23
Meeting Type: Special
1.
Proposal to adopt the Agreement and Plan of Merger, dated as of March 13, 2023, by and among Univar Solutions Inc., Windsor Parent, L.P. and Windsor Merger Sub, Inc. (the "Merger Agreement").
Management
For
Voted - Against
2.
Proposal to approve, on an advisory (nonbinding) basis, the compensation that may be paid or become payable to Univar Solutions Inc.'s named executive officers that is based on or otherwise related to the Merger Agreement and the transactions contemplated by the Merger Agreement.
Management
For
Voted - Against
3.
Proposal to adjourn the special meeting of stockholders of Univar Solutions Inc. (the "Special Meeting") to a later date or dates if necessary or appropriate to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting.
Management
For
Voted - Against








10

SouthernSun U.S. Equity Fund
 
Proposal
Proposed by
Mgt. Position
Registrant Voted
AGCO CORPORATION
Security ID: 001084102
Ticker: AGCO
Meeting Date: 27-Apr-23
Meeting Type: Annual
1a.
Election of Director: Michael C. Arnold
Management
For
Voted - For
1b.
Election of Director: Sondra L. Barbour
Management
For
Voted - For
1c.
Election of Director: Suzanne P. Clark
Management
For
Voted - For
1d.
Election of Director: Bob De Lange
Management
For
Voted - For
1e.
Election of Director: Eric P. Hansotia
Management
For
Voted - For
1f.
Election of Director: George E. Minnich
Management
For
Voted - For
1g.
Election of Director: Niels Pörksen
Management
For
Voted - For
1h.
Election of Director: David Sagehorn
Management
For
Voted - For
1i.
Election of Director: Mallika Srinivasan
Management
For
Voted - For
1j.
Election of Director: Matthew Tsien
Management
For
Voted - For
2.
Frequency (one, two or three years) of the non-binding advisory vote on executive compensation
Management
1 Year
Voted - 1 Year
3.
Non-binding advisory resolution to approve the compensation of the Company's named executive officers
Management
For
Voted - For
4.
Ratification of KPMG LLP as the Company's independent registered public accounting firm for 2023
Management
For
Voted - For
ARMSTRONG WORLD INDUSTRIES, INC.
Security ID: 04247X102
Ticker: AWI
Meeting Date: 15-Jun-23
Meeting Type: Annual
1.1
Director: Victor D. Grizzle
Management
For
Voted - For
1.2
Director: Richard D. Holder
Management
For
Voted - For
1.3
Director: Barbara L. Loughran
Management
For
Voted - For
1.4
Director: James C. Melville
Management
For
Voted - For
1.5
Director: William H. Osborne
Management
For
Voted - For
1.6
Director: Wayne R. Shurts
Management
For
Voted - For
1.7
Director: Roy W. Templin
Management
For
Voted - For
1.8
Director: Cherryl T. Thomas
Management
For
Voted - For
2.
To ratify the selection of KPMG LLP as our independent registered public accounting firm for 2023.
Management
For
Voted - For
3.
To approve, on an advisory basis, our executive compensation program.
Management
For
Voted - For
4.
To approve, on an advisory basis, the frequency with which shareholders will be presented with a non-binding proposal to approve the compensation of our named executive officers.
Management
1 Year
Voted - 1 Year


11

SouthernSun U.S. Equity Fund
 
Proposal
Proposed by
Mgt. Position
Registrant Voted

BROADRIDGE FINANCIAL SOLUTIONS, INC.
Security ID: 11133T103
Ticker: BR
Meeting Date: 10-Nov-22
Meeting Type: Annual
1a.
Election of Director to serve until the 2023 Annual Meeting: Leslie A. Brun
Management
For
Voted - For
1b.
Election of Director to serve until the 2023 Annual Meeting: Pamela L. Carter
Management
For
Voted - For
1c.
Election of Director to serve until the 2023 Annual Meeting: Richard J. Daly
Management
For
Voted - For
1d.
Election of Director to serve until the 2023 Annual Meeting: Robert N. Duelks
Management
For
Voted - For
1e.
Election of Director to serve until the 2023 Annual Meeting: Melvin L. Flowers
Management
For
Voted - For
1f.
Election of Director to serve until the 2023 Annual Meeting: Timothy C. Gokey
Management
For
Voted - For
1g.
Election of Director to serve until the 2023 Annual Meeting: Brett A. Keller
Management
For
Voted - For
1h.
Election of Director to serve until the 2023 Annual Meeting: Maura A. Markus
Management
For
Voted - For
1i.
Election of Director to serve until the 2023 Annual Meeting: Eileen K. Murray
Management
For
Voted - For
1j.
Election of Director to serve until the 2023 Annual Meeting: Annette L. Nazareth
Management
For
Voted - For
1k.
Election of Director to serve until the 2023 Annual Meeting: Thomas J. Perna
Management
For
Voted - For
1l.
Election of Director to serve until the 2023 Annual Meeting: Amit K. Zavery
Management
For
Voted - For
2)
Advisory vote to approve the compensation of the Company's Named Executive Officers (the Say on Pay Vote).
Management
For
Voted - For
3)
To ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accountants for the fiscal year ending June 30, 2023.
Management
For
Voted - For
Meeting Date: 09-Feb-23
Meeting Type: Annual
1.
Non-Voting agenda
Management
None
Non-Voting
DARLING INGREDIENTS INC.
Security ID: 237266101
Ticker: DAR
Meeting Date: 09-May-23
Meeting Type: Annual
1a.
Election of Director: Randall C. Stuewe
Management
For
Voted - For
1b.
Election of Director: Charles Adair
Management
For
Voted - For
1c.
Election of Director: Beth Albright
Management
For
Voted - For
1d.
Election of Director: Larry A. Barden
Management
For
Voted - For
1e.
Election of Director: Celeste A. Clark
Management
For
Voted - For


12

SouthernSun U.S. Equity Fund
 
Proposal
Proposed by
Mgt. Position
Registrant Voted

1f.
Election of Director: Linda Goodspeed
Management
For
Voted - For
1g.
Election of Director: Enderson Guimaraes
Management
For
Voted - For
1h.
Election of Director: Gary W. Mize
Management
For
Voted - For
1i.
Election of Director: Michael E. Rescoe
Management
For
Voted - For
1j.
Election of Director: Kurt Stoffel
Management
For
Voted - For
2.
Proposal to ratify the selection of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending December 30, 2023.
Management
For
Voted - For
3.
Advisory vote to approve executive compensation.
Management
For
Voted - For
4.
Advisory vote to approve the frequency of future advisory votes on executive compensation.
Management
1 Year
Voted - 1 Year
DYCOM INDUSTRIES, INC.
Security ID: 267475101
Ticker: DY
Meeting Date: 25-May-23
Meeting Type: Annual
1a.
Election of Director: Peter T. Pruitt, Jr.
Management
For
Voted - For
1b.
Election of Director: Laurie J. Thomsen
Management
For
Voted - For
2.
To approve, by non-binding advisory vote, executive compensation.
Management
For
Voted - For
3.
To ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent auditor for fiscal 2024.
Management
For
Voted - For
4.
To approve an Amendment & Restatement to the Dycom Industries, Inc. 2017 Non- Employee Directors Equity Plan.
Management
For
Voted - For
5.
To recommend, by non-binding advisory vote, the frequency of future advisory votes on executive compensation.
Management
1 Year
Voted - 1 Year
IDEX CORPORATION
Security ID: 45167R104
Ticker: IEX
Meeting Date: 25-May-23
Meeting Type: Annual
1a.
Election of Class I Director for a term of three years: Katrina L. Helmkamp
Management
For
Voted - For
1b.
Election of Class I Director for a term of three years: Mark A. Beck
Management
For
Voted - For
1c.
Election of Class I Director for a term of three years: Carl R. Christenson
Management
For
Voted - For
1d.
Election of Class I Director for a term of three years: Alejandro Quiroz Centeno
Management
For
Voted - For
2.
Advisory vote to approve named executive officer compensation.
Management
For
Voted - For
3.
Advisory vote to approve the frequency (every one, two or three years) with which stockholders of IDEX shall be entitled to have an advisory vote to approve named executive officer compensation.
Management
1 Year
Voted - 1 Year


13

SouthernSun U.S. Equity Fund
 
Proposal
Proposed by
Mgt. Position
Registrant Voted

4.
Ratification of the appointment of Deloitte & Touche LLP as our independent registered accounting firm for 2023.
Management
For
Voted - For
5.
Vote on a stockholder proposal regarding a report on hiring practices related to people with arrest or incarceration records.
Shareholder
Against
Voted - Against
INGEVITY CORPORATION
Security ID: 45688C107
Ticker: NGVT
Meeting Date: 27-Apr-23
Meeting Type: Annual
1a.
Election of  Director for a one-year term: Jean S. Blackwell
Management
For
Voted - For
1b.
Election of  Director for a one-year term: Luis Fernandez-Moreno
Management
For
Voted - For
1c.
Election of  Director for a one-year term: John C. Fortson
Management
For
Voted - For
1d.
Election of  Director for a one-year term: Diane H. Gulyas
Management
For
Voted - For
1e.
Election of  Director for a one-year term: Bruce D. Hoechner
Management
For
Voted - For
1f.
Election of  Director for a one-year term: Frederick J. Lynch
Management
For
Voted - For
1g.
Election of  Director for a one-year term: Karen G. Narwold
Management
For
Voted - For
1h.
Election of  Director for a one-year term: Daniel F. Sansone
Management
For
Voted - For
1i.
Election of  Director for a one-year term: William J. Slocum
Management
For
Voted - For
1j.
Election of  Director for a one-year term: Benjamin G. (Shon) Wright
Management
For
Voted - For
2.
Advisory vote on compensation of our Named Executive Officers (Say-on-Pay).
Management
For
Voted - For
3.
Advisory Vote on the frequency of Named Executive Officer Compensation Advisory Vote (Say-on-Frequency).
Management
1 Year
Voted - 1 Year
4.
Ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2023.
Management
For
Voted - For
5.
Amendment and Restatement of 2017 Ingevity Corporation Employee Stock Purchase Plan to add an additional 300,000 shares.
Management
For
Voted - For
LOUISIANA-PACIFIC CORPORATION
Security ID: 546347105
Ticker: LPX
Meeting Date: 28-Apr-23
Meeting Type: Annual
1a.
Election of Class II Director: Jose A. Bayardo
Management
For
Voted - For
1b.
Election of Class II Director: Stephen E. Macadam
Management
For
Voted - For


14

SouthernSun U.S. Equity Fund
 
Proposal
Proposed by
Mgt. Position
Registrant Voted

2.
Ratification of the selection of Deloitte & Touche LLP as LP's independent registered public accounting firm for 2023.
Management
For
Voted - For
3.
Advisory vote on the frequency of advisory votes on named executive officer compensation.
Management
1 Year
Voted - 1 Year
4.
Advisory vote to approve named executive officer compensation.
Management
For
Voted - For
MURPHY USA INC.
Security ID: 626755102
Ticker: MUSA
Meeting Date: 04-May-23
Meeting Type: Annual
1a.
Election of Class I Director Whose Current Term Expires on the Date of the Annual Meeting.: Claiborne P. Deming
Management
For
Voted - For
1b.
Election of Class I Director Whose Current Term Expires on the Date of the Annual Meeting.: Hon. Jeanne L. Phillips
Management
For
Voted - For
1c.
Election of Class I Director Whose Current Term Expires on the Date of the Annual Meeting.: Jack T. Taylor
Management
For
Voted - For
2.
Ratification of Appointment of Independent Registered Public Accounting Firm for Fiscal 2023.
Management
For
Voted - For
3.
Approval of Executive Compensation on an Advisory, Non-Binding Basis.
Management
For
Voted - For
4.
Approval of the Murphy USA Inc. 2023 Omnibus Incentive Plan.
Management
For
Voted - For
POLARIS INC.
Security ID: 731068102
Ticker: PII
Meeting Date: 27-Apr-23
Meeting Type: Annual
1a.
Election of Class II Director: George W. Bilicic
Management
For
Voted - For
1b.
Election of Class II Director: Gary E. Hendrickson
Management
For
Voted - For
1c.
Election of Class II Director: Gwenne A. Henricks
Management
For
Voted - For
2.
Advisory vote to approve the compensation of the Company's Named Executive Officers
Management
For
Voted - For
3.
Advisory vote on the frequency of future votes to approve the compensation of our Named Executive Officers
Management
1 Year
Voted - 1 Year
4.
Reincorporation of the Company from Minnesota to Delaware
Management
For
Voted - For
5.
Adoption of an exclusive forum provision in the Delaware Bylaws
Management
For
Voted - For
6.
Adoption of officer exculpation provision in the Delaware Certificate of Incorporation
Management
For
Voted - For
7.
Ratification of the selection of Ernst & Young LLP as our independent registered public accounting firm for fiscal 2023
Management
For
Voted - For


15

SouthernSun U.S. Equity Fund
 
Proposal
Proposed by
Mgt. Position
Registrant Voted

THE BOSTON BEER COMPANY, INC.
Security ID: 100557107
Ticker: SAM
Meeting Date: 17-May-23
Meeting Type: Annual
1.1
Director: Meghan V. Joyce
Management
For
Voted - For
1.2
Director: Michael Spillane
Management
For
Voted - For
1.3
Director: Jean-Michel Valette
Management
For
Voted - For
2.
Advisory vote to approve our Named Executive Officers' executive compensation.
Management
For
Voted - For
3.
To conduct an advisory vote on the frequency of holding future advisory votes on the compensation of the Company's Named Executive Officers.
Management
1 Year
Voted - 1 Year
THE BRINK'S COMPANY
Security ID: 109696104
Ticker: BCO
Meeting Date: 05-May-23
Meeting Type: Annual
1a.
Election of Director: Kathie J. Andrade
Management
For
Voted - For
1b.
Election of Director: Paul G. Boynton
Management
For
Voted - For
1c.
Election of Director: Ian D. Clough
Management
For
Voted - For
1d.
Election of Director: Susan E. Docherty
Management
For
Voted - For
1e.
Election of Director: Mark Eubanks
Management
For
Voted - For
1f.
Election of Director: Michael J. Herling
Management
For
Voted - For
1g.
Election of Director: A. Louis Parker
Management
For
Voted - For
1h.
Election of Director: Timothy J. Tynan
Management
For
Voted - For
1i.
Election of Director: Keith R. Wyche
Management
For
Voted - For
2.
Approval of an advisory resolution on named executive officer compensation.
Management
For
Voted - For
3.
Approval of an advisory resolution on the frequency (every 1, 2 or 3 years) of the advisory vote on named executive officer compensation.
Management
1 Year
Voted - 1 Year
4.
Approval of the selection of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023.
Management
For
Voted - For
THE TIMKEN COMPANY
Security ID: 887389104
Ticker: TKR
Meeting Date: 05-May-23
Meeting Type: Annual
1.1
Director: Maria A. Crowe
Management
For
Voted - For
1.2
Director: Elizabeth A. Harrell
Management
For
Voted - For
1.3
Director: Richard G. Kyle
Management
For
Voted - For
1.4
Director: Sarah C. Lauber
Management
For
Voted - For
1.5
Director: John A. Luke, Jr.
Management
For
Voted - For
1.6
Director: Christopher L. Mapes
Management
For
Voted - For
1.7
Director: James F. Palmer
Management
For
Voted - For



16

SouthernSun U.S. Equity Fund
 
Proposal
Proposed by
Mgt. Position
Registrant Voted

1.8
Director: Ajita G. Rajendra
Management
For
Voted - For
1.9
Director: Frank C. Sullivan
Management
For
Voted - For
1.10
Director: John M. Timken, Jr.
Management
For
Voted - For
1.11
Director: Ward J. Timken, Jr.
Management
For
Voted - For
2.
Approval, on an advisory basis, of our named executive officer compensation.
Management
For
Voted - For
3.
Recommendation, on an advisory basis, of the frequency (every 1, 2 or 3 years) of the shareholder advisory vote on named executive officer compensation.
Management
1 Year
Voted - 1 Year
4.
Ratification of the appointment of Ernst & Young LLP as our independent auditor for the fiscal year ending December 31, 2023.
Management
For
Voted - For
5.
Approval of amendments to our Amended Articles of Incorporation and Amended Regulations to reduce certain shareholder voting requirement thresholds.
Management
For
Voted - For
6.
Consideration of a shareholder proposal requesting our Board to take the steps necessary to amend the appropriate company governing documents to give the owners of a combined 10% of our outstanding common stock the power to call a special shareholder meeting.
Management
Against
Voted - Against
THOR INDUSTRIES, INC.
Security ID: 885160101
Ticker: THO
Meeting Date: 16-Dec-22
Meeting Type: Annual
1.1
Director: Andrew Graves
Management
For
Voted - For
1.2
Director: Christina Hennington
Management
For
Voted - For
1.3
Director: Amelia A. Huntington
Management
For
Voted - For
1.4
Director: Laurel Hurd
Management
For
Voted - For
1.5
Director: Wilson Jones
Management
For
Voted - For
1.6
Director: William J. Kelley, Jr.
Management
For
Voted - For
1.7
Director: Christopher Klein
Management
For
Voted - For
1.8
Director: Robert W. Martin
Management
For
Voted - For
1.9
Director: Peter B. Orthwein
Management
For
Voted - For
2.
Ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for our Fiscal Year 2023.
Management
For
Voted - For
3.
Non-binding advisory vote to approve the compensation of our named executive officers (NEOs).
Management
For
Voted - For
TREX COMPANY, INC.
Security ID: 89531P105
Ticker: TREX
Meeting Date: 04-May-23
Meeting Type: Annual
1.1
Election of Director: Jay M. Gratz
Management
For
Voted - For
1.2
Election of Director: Ronald W. Kaplan
Management
For
Voted - For
1.3
Election of Director: Gerald Volas
Management
For
Voted - For


17

SouthernSun U.S. Equity Fund
 
Proposal
Proposed by
Mgt. Position
Registrant Voted

2.
Non-binding advisory vote on executive compensation ("say-on-pay").
Management
For
Voted - For
3.
Non-binding advisory vote on the frequency of future advisory votes on the compensation of named executive officers ("say-on-frequency").
Management
1 Year
Voted - 1 Year
4.
Approve the Trex Company, Inc. 2023 Stock Incentive Plan.
Management
For
Voted - For
5.
Ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for fiscal year 2023.
Management
For
Voted - For
UNIVAR SOLUTIONS INC.
Security ID: 91336L107
Ticker: UNVR
Meeting Date: 04-May-23
Meeting Type: Annual
1a.
Election of Director to serve for a term of one year: Joan A. Braca
Management
For
Voted - For
1b.
Election of Director to serve for a term of one year: Mark J. Byrne
Management
For
Voted - For
1c.
Election of Director to serve for a term of one year: Daniel P. Doheny
Management
For
Voted - For
1d.
Election of Director to serve for a term of one year: Rhonda Germany
Management
For
Voted - For
1e.
Election of Director to serve for a term of one year: David C. Jukes
Management
For
Voted - For
1f.
Election of Director to serve for a term of one year: Varun Laroyia
Management
For
Voted - For
1g.
Election of Director to serve for a term of one year: Stephen D. Newlin
Management
For
Voted - For
1h.
Election of Director to serve for a term of one year: Christopher D. Pappas
Management
For
Voted - For
1i.
Election of Director to serve for a term of one year: Kerry J. Preete
Management
For
Voted - For
1j.
Election of Director to serve for a term of one year: Robert L. Wood
Management
For
Voted - For
2.
Non-binding advisory vote to approve the compensation of the Company's named executive officers.
Management
For
Voted - For
3.
Ratification of Ernst & Young LLP as the Company's independent registered public accounting firm for 2023.
Management
For
Voted - For
Meeting Date: 06-Jun-23
Meeting Type: Special
1.
Proposal to adopt the Agreement and Plan of Merger, dated as of March 13, 2023, by and among Univar Solutions Inc., Windsor Parent, L.P. and Windsor Merger Sub, Inc. (the "Merger Agreement").
Management
For
Voted - Against
2.
Proposal to approve, on an advisory (nonbinding) basis, the compensation that may be paid or become payable to Univar Solutions Inc.'s named executive officers that is based on or otherwise related to the Merger Agreement and the transactions contemplated by the Merger Agreement.
Management
For
Voted - Against


18

SouthernSun U.S. Equity Fund
 
Proposal
Proposed by
Mgt. Position
Registrant Voted

3.
Proposal to adjourn the special meeting of stockholders of Univar Solutions Inc. (the "Special Meeting") to a later date or dates if necessary or appropriate to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting.
Management
For
Voted - Against
WATSCO, INC.
Security ID: 942622200
Ticker: WSO
Meeting Date: 05-Jun-23
Meeting Type: Annual
1.1
Director: Ana Lopez-Blazquez
Management
For
Voted - For
2.
To approve the advisory resolution regarding the compensation of our named executive officers.
Management
For
Voted - For
3.
To approve the advisory resolution on the frequency of the advisory resolution regarding the compensation of our named executive officers.
Management
1 Year
Voted - 1 Year
4.
To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the 2023 fiscal year.
Management
For
Voted - For
WESTROCK COMPANY
Security ID: 96145D105
Ticker: WRK
Meeting Date: 27-Jan-23
Meeting Type: Annual
1a.
Election of Director: Colleen F. Arnold
Management
For
Voted - For
1b.
Election of Director: Timothy J. Bernlohr
Management
For
Voted - For
1c.
Election of Director: J. Powell Brown
Management
For
Voted - For
1d.
Election of Director: Terrell K. Crews
Management
For
Voted - For
1e.
Election of Director: Russell M. Currey
Management
For
Voted - For
1f.
Election of Director: Suzan F. Harrison
Management
For
Voted - For
1g.
Election of Director: Gracia C. Martore
Management
For
Voted - For
1h.
Election of Director: James E. Nevels
Management
For
Voted - For
1i.
Election of Director: E. Jean Savage
Management
For
Voted - For
1j.
Election of Director: David B. Sewell
Management
For
Voted - For
1k.
Election of Director: Dmitri L. Stockton
Management
For
Voted - For
1l.
Election of Director: Alan D. Wilson
Management
For
Voted - For
2.
Advisory Vote to Approve Executive Compensation
Management
For
Voted - For
3.
Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation
Management
1 Year
Voted - 1 Year
4.
Ratification of Appointment of Ernst & Young LLP as our independent registered public accounting firm for the year ending September 30, 2023
Management
For
Voted - For




19

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.


The Advisors’ Inner Circle Fund III

By:   /s/ Michael Beattie
Michael Beattie
President
Date: August 8, 2023







20