0001104659-20-099454.txt : 20200827
0001104659-20-099454.hdr.sgml : 20200827
20200827140220
ACCESSION NUMBER: 0001104659-20-099454
CONFORMED SUBMISSION TYPE: N-PX
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20200630
FILED AS OF DATE: 20200827
DATE AS OF CHANGE: 20200827
EFFECTIVENESS DATE: 20200827
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: VANGUARD SPECIALIZED FUNDS
CENTRAL INDEX KEY: 0000734383
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0131
FILING VALUES:
FORM TYPE: N-PX
SEC ACT: 1940 Act
SEC FILE NUMBER: 811-03916
FILM NUMBER: 201141456
BUSINESS ADDRESS:
STREET 1: PO BOX 2600
STREET 2: V26
CITY: VALLEY FORGE
STATE: PA
ZIP: 19482
BUSINESS PHONE: 6106691000
MAIL ADDRESS:
STREET 1: PO BOX 2600
STREET 2: V26
CITY: VALLEY FORGE
STATE: PA
ZIP: 19482
FORMER COMPANY:
FORMER CONFORMED NAME: VANGUARD SPECIALIZED FUNDS/
DATE OF NAME CHANGE: 20011121
FORMER COMPANY:
FORMER CONFORMED NAME: VANGUARD SPECIALIZED PORTFOLIOS INC
DATE OF NAME CHANGE: 19920703
0000734383
S000002923
Vanguard Global Capital Cycles Fund
C000008009
Investor Shares
VGPMX
N-PX
1
tm2026535-4_npx.txt
N-PX
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD
OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES
INVESTMENT COMPANY ACT FILE NUMBER: 811-3916
NAME OF REGISTRANT: VANGUARD SPECIALIZED FUNDS
ADDRESS OF REGISTRANT: PO BOX 2600, VALLEY FORGE, PA 19482
NAME AND ADDRESS OF AGENT FOR SERVICE: ANNE E. ROBINSON
PO BOX 876
VALLEY FORGE, PA 19482
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (610) 669-1000
DATE OF FISCAL YEAR END: JANUARY 31
DATE OF REPORTING PERIOD: JULY 1, 2019 - JUNE 30, 2020
******************************* FORM N-Px REPORT *******************************
ICA File Number: 81103916B
Reporting Period: 07/01/2019 - 06/30/2020
VANGUARD SPECIALIZED FUNDS
== VANGUARD GLOBAL CAPITAL CYCLES FUND - Voted at the discretion of the Fund ===
Each investment advisor's votes cast are shown separately below. The votes
reported reflect votes cast at the Fund's/advisor's discretion and exclude any
votes cast pursuant to a regulatory requirement.
ALLERGAN PLC
Ticker: AGN Security ID: G0177J108
Meeting Date: OCT 14, 2019 Meeting Type: Special
Record Date: SEP 16, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Scheme of Arrangement For For Management
1 Approve Scheme of Arrangement For For Management
2 Approve Cancellation of Cancellation For For Management
Shares
3 Authorize Board to Allot and Issue For For Management
Shares
4 Amend Articles of Association For For Management
5 Advisory Vote on Golden Parachutes For For Management
6 Adjourn Meeting For For Management
--------------------------------------------------------------------------------
BHP GROUP PLC
Ticker: BHP Security ID: 05545E209
Meeting Date: OCT 17, 2019 Meeting Type: Annual
Record Date: SEP 13, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Appoint Ernst & Young LLP as Auditors For For Management
3 Authorise the Risk and Audit Committee For For Management
to Fix Remuneration of Auditors
4 Authorise Issue of Equity For For Management
5 Authorise Issue of Equity without For For Management
Pre-emptive Rights
6 Authorise Market Purchase of Ordinary For For Management
Shares
7 Approve Remuneration Policy For For Management
8 Approve Remuneration Report for UK Law For For Management
Purposes
9 Approve Remuneration Report for For For Management
Australian Law Purposes
10 Approve Grant of Awards under the For For Management
Group's Incentive Plans to Andrew
Mackenzie
11 Elect Ian Cockerill as Director For For Management
12 Elect Susan Kilsby as Director For For Management
13 Re-elect Terry Bowen as Director For For Management
14 Re-elect Malcolm Broomhead as Director For For Management
15 Re-elect Anita Frew as Director For For Management
16 Re-elect Andrew Mackenzie as Director For For Management
17 Re-elect Lindsay Maxsted as Director For For Management
18 Re-elect John Mogford as Director For For Management
19 Re-elect Shriti Vadera as Director For For Management
20 Re-elect Ken MacKenzie as Director For For Management
21 Amend Constitution of BHP Group Limited Against Against Shareholder
22 Approve Suspension of Memberships of Against Against Shareholder
Industry Associations That Are
Involved in Lobbying Inconsistent with
the Goals of the Paris Agreement
--------------------------------------------------------------------------------
NATIONAL GRID PLC
Ticker: NG Security ID: G6S9A7120
Meeting Date: JUL 29, 2019 Meeting Type: Annual
Record Date: JUL 27, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Final Dividend For For Management
3 Re-elect Sir Peter Gershon as Director For For Management
4 Re-elect John Pettigrew as Director For For Management
5 Elect Andy Agg as Director For For Management
6 Re-elect Dean Seavers as Director For For Management
7 Re-elect Nicola Shaw as Director For For Management
8 Re-elect Jonathan Dawson as Director For For Management
9 Re-elect Therese Esperdy as Director For For Management
10 Re-elect Paul Golby as Director For For Management
11 Re-elect Amanda Mesler as Director For For Management
12 Elect Earl Shipp as Director For For Management
13 Elect Jonathan Silver as Director For For Management
14 Re-elect Mark Williamson as Director For For Management
15 Reappoint Deloitte LLP as Auditors For For Management
16 Authorise Board to Fix Remuneration of For For Management
Auditors
17 Approve Remuneration Policy For For Management
18 Approve Remuneration Report For For Management
19 Authorise EU Political Donations and For For Management
Expenditure
20 Authorise Issue of Equity For For Management
21 Approve Scrip Dividend Scheme For For Management
22 Authorise Directors to Capitalise the For For Management
Appropriate Nominal Amounts of New
Shares of the Company Allotted
Pursuant to the Company's Scrip
Dividend Scheme
23 Authorise Issue of Equity without For For Management
Pre-emptive Rights
24 Authorise Issue of Equity without For For Management
Pre-emptive Rights in Connection with
an Acquisition or Other Capital
Investment
25 Authorise Market Purchase of Ordinary For For Management
Shares
26 Authorise the Company to Call General For For Management
Meeting with Two Weeks' Notice
--------------------------------------------------------------------------------
THE PROCTER & GAMBLE COMPANY
Ticker: PG Security ID: 742718109
Meeting Date: OCT 08, 2019 Meeting Type: Annual
Record Date: AUG 09, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Francis S. Blake For For Management
1b Elect Director Angela F. Braly For For Management
1c Elect Director Amy L. Chang For For Management
1d Elect Director Scott D. Cook For For Management
1e Elect Director Joseph Jimenez For For Management
1f Elect Director Terry J. Lundgren For For Management
1g Elect Director Christine M. McCarthy For For Management
1h Elect Director W. James McNerney, Jr. For For Management
1i Elect Director Nelson Peltz For For Management
1j Elect Director David S. Taylor For For Management
1k Elect Director Margaret C. Whitman For For Management
1l Elect Director Patricia A. Woertz For For Management
2 Ratify Deloitte & Touche LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Approve Omnibus Stock Plan For For Management
=============== VANGUARD GLOBAL CAPITAL CYCLES FUND - WELLINGTON ===============
Each investment advisor's votes cast are shown separately below. The votes
reported reflect votes cast at the Fund's/advisor's discretion and exclude any
votes cast pursuant to a regulatory requirement.
AGNICO EAGLE MINES LIMITED
Ticker: AEM Security ID: 008474108
Meeting Date: MAY 01, 2020 Meeting Type: Annual
Record Date: MAR 17, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Leanne M. Baker For For Management
1.2 Elect Sean Boyd For For Management
1.3 Elect Martine A. Celej For For Management
1.4 Elect Robert J. Gemmell For For Management
1.5 Elect Mel Leiderman For For Management
1.6 Elect Deborah A. McCombe For For Management
1.7 Elect James D. Nasso For For Management
1.8 Elect Sean Riley For For Management
1.9 Elect J. Merfyn Roberts For For Management
1.10 Elect Jamie C. Sokalsky For For Management
2 Appointment of Auditor and Authority For For Management
to Set Fees
3 Advisory Vote on Executive Compensation For For Management
--------------------------------------------------------------------------------
ALCOA CORPORATION
Ticker: AA Security ID: 013872106
Meeting Date: MAY 06, 2020 Meeting Type: Annual
Record Date: MAR 11, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Michael G. Morris For For Management
2 Elect Mary Anne Citrino For For Management
3 Elect Pasquale (Pat) Fiore For For Management
4 Elect Timothy P. Flynn For For Management
5 Elect Kathryn S. Fuller For For Management
6 Elect Roy C. Harvey For For Management
7 Elect James A. Hughes For For Management
8 Elect James E. Nevels For For Management
9 Elect Carol L. Roberts For For Management
10 Elect Suzanne Sitherwood For For Management
11 Elect Steven W. Williams For For Management
12 Elect Ernesto Zedillo Ponce de Leon For For Management
13 Ratification of Auditor For For Management
14 Advisory Vote on Executive Compensation For For Management
15 Shareholder Proposal Regarding Right Against Against Shareholder
to Act by Written Consent
--------------------------------------------------------------------------------
ANGLO AMERICAN PLC
Ticker: AAL Security ID: G03764134
Meeting Date: MAY 05, 2020 Meeting Type: Annual
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Accounts and Reports For For Management
2 Final Dividend For For Management
3 Elect Hixonia Nyasulu For For Management
4 Elect Nonkululeko Nyembezi For For Management
5 Elect Ian R. Ashby For For Management
6 Elect Marcelo H. Bastos For For Management
7 Elect Stuart Chambers For For Management
8 Elect Mark Cutifani For For Management
9 Elect Byron Grote For For Management
10 Elect Tony O'Neill For For Management
11 Elect Stephen T. Pearce For For Management
12 Elect Jim Rutherford For For Management
13 Elect Anne Stevens For For Management
14 Appointment of Auditor For For Management
15 Authority to Set Auditor's Fees For For Management
16 Remuneration Policy (Binding) For For Management
17 Remuneration Report (Advisory) For For Management
18 Long-Term Incentive Plan For For Management
19 Bonus Share Plan For For Management
20 Authority to Issue Shares w/ For For Management
Preemptive Rights
21 Authority to Issue Shares w/o For For Management
Preemptive Rights
22 Authority to Repurchase Shares For For Management
23 Authority to Set General Meeting For For Management
Notice Period at 14 Days
--------------------------------------------------------------------------------
AVANGRID, INC.
Ticker: AGR Security ID: 05351W103
Meeting Date: JUN 22, 2020 Meeting Type: Annual
Record Date: APR 24, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Ignacio Sanchez Galan For Withhold Management
1.2 Elect John E. Baldacci For Withhold Management
1.3 Elect Daniel Alcain Lopez For Withhold Management
1.4 Elect Pedro Azagra Blazquez For Withhold Management
1.5 Elect Robert Duffy For For Management
1.6 Elect Teresa A. Herbert For For Management
1.7 Elect Patricia Jacobs For For Management
1.8 Elect John L. Lahey For For Management
1.9 Elect Jose Angel Marra Rodriguez For Withhold Management
1.10 Elect Santiago Martinez Garrido For Withhold Management
1.11 Elect Jose Sainz Armada For Withhold Management
1.12 Elect Alan D. Solomont For For Management
1.13 Elect Elizabeth Timm For For Management
2 Ratification of Auditor For For Management
3 Advisory Vote on Executive Compensation For For Management
--------------------------------------------------------------------------------
BANK OF AMERICA CORPORATION
Ticker: BAC Security ID: 060505104
Meeting Date: APR 22, 2020 Meeting Type: Annual
Record Date: MAR 02, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Sharon L. Allen For For Management
2 Elect Susan S. Bies For For Management
3 Elect Jack O. Bovender, Jr. For For Management
4 Elect Frank P. Bramble, Sr. For For Management
5 Elect Pierre J. P. de Weck For For Management
6 Elect Arnold W. Donald For For Management
7 Elect Linda P. Hudson For For Management
8 Elect Monica C. Lozano For For Management
9 Elect Thomas J. May For For Management
10 Elect Brian T. Moynihan For For Management
11 Elect Lionel L. Nowell, III For For Management
12 Elect Denise L. Ramos For For Management
13 Elect Clayton S. Rose For For Management
14 Elect Michael D. White For For Management
15 Elect Thomas D. Woods For For Management
16 Elect R. David Yost For For Management
17 Elect Maria T. Zuber For For Management
18 Advisory Vote on Executive Compensation For For Management
19 Ratification of Auditor For For Management
20 Shareholder Proposal Regarding Proxy Against Against Shareholder
Access Bylaw Amendment
21 Shareholder Proposal Regarding Right Against Against Shareholder
to Act by Written Consent
22 Shareholder Proposal Regarding Median Against Against Shareholder
Gender and Racial Pay Equity Report
23 Shareholder Proposal Regarding Purpose Against For Shareholder
of a Corporation
--------------------------------------------------------------------------------
BANK OF CHINA LTD.
Ticker: 3988 Security ID: Y0698A107
Meeting Date: DEC 31, 2019 Meeting Type: Special
Record Date: NOV 18, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1 Non-Voting Meeting Note N/A N/A Management
2 2018 Remuneration Distribution Plan For For Management
for Chair of Board of Directors and
Executive Directors
3 2018 Remuneration Distribution Plan For For Management
for Chair of Board of Supervisors and
Shareholder Representative Supervisors
4 Improving Remuneration Plan of For Against Management
Independent Non-executive Directors
5 Elect CHEN Chunhua For For Management
6 Elect Jose CHUI Sai Peng For For Management
7 Application for Provisional For For Management
Authorization of Outbound Donations
8 Elect WANG Jiang For For Management
9 Non-Voting Meeting Note N/A N/A Management
--------------------------------------------------------------------------------
BARRICK GOLD CORPORATION
Ticker: ABX Security ID: 067901108
Meeting Date: MAY 05, 2020 Meeting Type: Annual
Record Date: MAR 06, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Mark Bristow For For Management
1.2 Elect Gustavo A. Cisneros For For Management
1.3 Elect Christopher L. Coleman For For Management
1.4 Elect J. Michael Evans For For Management
1.5 Elect Brian L. Greenspun For For Management
1.6 Elect J. Brett Harvey For For Management
1.7 Elect Andrew J. Quinn For For Management
1.8 Elect Loreto Silva Rojas For For Management
1.9 Elect John L. Thornton For For Management
2 Appointment of Auditor and Authority For For Management
to Set Fees
3 Advisory Vote on Executive Compensation For For Management
--------------------------------------------------------------------------------
BHP GROUP LIMITED
Ticker: BHP Security ID: Q1498M100
Meeting Date: NOV 07, 2019 Meeting Type: Annual
Record Date: NOV 05, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1 Non-Voting Meeting Note N/A N/A Management
2 Accounts and Reports (BHP Group plc & For For Management
BHP Group Limited)
3 Appointment of Auditor For For Management
4 Authority to Set Auditor's Fees For For Management
5 Authority to Issue Shares w/ For For Management
Preemptive Rights
6 Authority to Issue Shares w/o For For Management
Preemptive Rights
7 Authority to Repurchase Shares For For Management
8 Remuneration Policy (Binding - UK) For For Management
9 Remuneration Report (Advisory- UK) For For Management
10 Remuneration Report (Advisory -AUS) For For Management
11 Equity Grant (CEO Andrew Mackenzie) For For Management
12 Elect Ian D. Cockerill For For Management
13 Elect Susan Kilsby For For Management
14 Elect Terence (Terry) J. Bowen For For Management
15 Elect Malcolm W. Broomhead For For Management
16 Elect Anita M. Frew For For Management
17 Elect Andrew Mackenzie For For Management
18 Elect Lindsay P. Maxsted For For Management
19 Elect John Mogford For For Management
20 Elect Shriti Vadera For For Management
21 Elect Ken N. MacKenzie For For Management
22 Shareholder Proposal Regarding Against Against Shareholder
Facilitating Nonbinding Proposals
23 Shareholder Proposal Regarding Against Against Shareholder
Suspension of Industry Association
Memberships
--------------------------------------------------------------------------------
BHP GROUP PLC
Ticker: BHP Security ID: 05545E209
Meeting Date: OCT 17, 2019 Meeting Type: Annual
Record Date: SEP 13, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1 Accounts and Reports (BHP Billiton plc For For Management
& BHP Billiton Limited)
2 Appointment of Auditor For For Management
3 Authority to Set Auditor's Fees For For Management
4 Authority to Issue Shares w/ For For Management
Preemptive Rights
5 Authority to Issue Shares w/o For For Management
Preemptive Rights
6 Authority to Repurchase Shares For For Management
7 Remuneration Policy (Binding) For For Management
8 Remuneration Report (Advisory -UK) For For Management
9 Remuneration Report (Advisory -AUS) For For Management
10 Equity Grant (CEO Andrew Mackenzie) For For Management
11 Elect Ian D. Cockerill For For Management
12 Elect Susan Kilsby For Against Management
13 Elect Terence (Terry) J. Bowen For For Management
14 Elect Malcolm W. Broomhead For For Management
15 Elect Anita M. Frew For For Management
16 Elect Andrew Mackenzie For For Management
17 Elect Lindsay P. Maxsted For For Management
18 Elect John Mogford For For Management
19 Elect Shriti Vadera For For Management
20 Elect Ken N. MacKenzie For For Management
21 Shareholder Proposal Regarding Against Against Shareholder
Facilitating Nonbinding Proposals
22 Shareholder Proposal Regarding Against Against Shareholder
Suspension of Industry Association
Memberships
--------------------------------------------------------------------------------
BRENNTAG AG
Ticker: BNR Security ID: D12459117
Meeting Date: JUN 10, 2020 Meeting Type: Annual
Record Date: JUN 03, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Non-Voting Meeting Note N/A N/A Management
2 Non-Voting Meeting Note N/A N/A Management
3 Non-Voting Meeting Note N/A N/A Management
4 Non-Voting Meeting Note N/A N/A Management
5 Non-Voting Meeting Note N/A N/A Management
6 Non-Voting Agenda Item N/A N/A Management
7 Allocation of Profits/Dividends For For Management
8 Ratification of Management Board Acts For For Management
9 Ratification of Supervisory Board Acts For For Management
10 Appointment of Auditor For For Management
11 Elect Stefanie Berlinger For For Management
12 Elect Andreas Rittstieg For For Management
13 Elect Doreen Nowotne For For Management
14 Elect Richard Ridinger For For Management
15 Change of Legal Form For For Management
--------------------------------------------------------------------------------
BRISTOL-MYERS SQUIBB COMPANY
Ticker: BMY Security ID: 110122108
Meeting Date: MAY 05, 2020 Meeting Type: Annual
Record Date: MAR 16, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Peter J. Arduini For For Management
2 Elect Robert J. Bertolini For For Management
3 Elect Michael W. Bonney For For Management
4 Elect Giovanni Caforio For For Management
5 Elect Matthew W. Emmens For For Management
6 Elect Julia A. Haller For For Management
7 Elect Dinesh C. Paliwal For For Management
8 Elect Theodore R. Samuels, II For For Management
9 Elect Vicki L. Sato For For Management
10 Elect Gerald Storch For For Management
11 Elect Karen H. Vousden For For Management
12 Elect Phyllis R. Yale For For Management
13 Advisory Vote on Executive Compensation For For Management
14 Ratification of Auditor For For Management
15 Shareholder Proposal Regarding Against For Shareholder
Independent Chair
16 Shareholder Proposal Regarding Right Against Against Shareholder
to Act by Written Consent
--------------------------------------------------------------------------------
BWX TECHNOLOGIES, INC.
Ticker: BWXT Security ID: 05605H100
Meeting Date: MAY 01, 2020 Meeting Type: Annual
Record Date: MAR 10, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Rex D. Geveden For For Management
2 Elect Leleand D. Melvin For For Management
3 Elect Robert L. Nardelli For For Management
4 Elect Barbara A Niland For For Management
5 Advisory Vote on Executive Compensation For For Management
6 Ratification of Auditor For For Management
7 Approval of the 2020 Omnibus Incentive For For Management
Plan
--------------------------------------------------------------------------------
CABOT OIL & GAS CORPORATION
Ticker: COG Security ID: 127097103
Meeting Date: APR 30, 2020 Meeting Type: Annual
Record Date: MAR 04, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Dorothy M. Ables For For Management
1.2 Elect Rhys J. Best For For Management
1.3 Elect Robert S. Boswell For For Management
1.4 Elect Amanda M. Brock For For Management
1.5 Elect Peter B. Delaney For For Management
1.6 Elect Dan O. Dinges For For Management
1.7 Elect Robert Kelley For For Management
1.8 Elect W. Matt Ralls For For Management
1.9 Elect Marcus A. Watts For For Management
2 Ratification of Auditor For For Management
3 Advisory Vote on Executive Compensation For For Management
--------------------------------------------------------------------------------
CHINA UNICOM (HONG KONG) LIMITED
Ticker: 0762 Security ID: Y1519S111
Meeting Date: MAY 25, 2020 Meeting Type: Annual
Record Date: MAY 15, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Non-Voting Meeting Note N/A N/A Management
2 Non-Voting Meeting Note N/A N/A Management
3 Accounts and Reports For For Management
4 Allocation of Profits/Dividends For For Management
5 Elect LI Fushen For For Management
6 Elect FAN Yunjun For For Management
7 Elect Fanny LAW Fan Chiu Fun For For Management
8 Directors' Fees For For Management
9 Appointment of Auditor and Authority For For Management
to Set Fees
10 Authority to Repurchase Shares For For Management
11 Authority to Issue Shares w/o For Against Management
Preemptive Rights
12 Authority to Issue Repurchased Shares For Against Management
--------------------------------------------------------------------------------
COMPAGNIE DE SAINT GOBAIN SA
Ticker: SGO Security ID: F80343100
Meeting Date: JUN 04, 2020 Meeting Type: Mix
Record Date: MAY 29, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Non-Voting Meeting Note N/A N/A Management
2 Non-Voting Meeting Note N/A N/A Management
3 Non-Voting Meeting Note N/A N/A Management
4 Accounts and Reports For For Management
5 Consolidated Accounts and Reports For For Management
6 Allocation of Profits/Dividends For For Management
7 Elect Ieda Gomes Yell For For Management
8 Elect Jean-Dominique Senard For For Management
9 Ratification of the co-option of For For Management
Sibylle Daunis
10 Elect Jean-Francois Cirelli For For Management
11 Remuneration of Pierre-Andre de For For Management
Chalendar, Chair and CEO
12 Remuneration of Benoit Bazin, Deputy For For Management
CEO
13 Remuneration Report For For Management
14 Remuneration Policy (Chair and CEO) For For Management
15 Remuneration Policy (Deputy CEO) For For Management
16 Remuneration Policy (Board of For For Management
Directors)
17 Authority to Repurchase and Reissue For For Management
Shares
18 Ratification of Corporate Headquarters For For Management
Relocation
19 Amendments to Article Regarding For For Management
Employee Shareholder Representatives
20 Authorisation of Legal Formalities For For Management
--------------------------------------------------------------------------------
ENGIE
Ticker: ENGI Security ID: F7629A107
Meeting Date: MAY 14, 2020 Meeting Type: Mix
Record Date: MAY 11, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Non-Voting Meeting Note N/A N/A Management
2 Non-Voting Meeting Note N/A N/A Management
3 Non-Voting Meeting Note N/A N/A Management
4 Non-Voting Meeting Note N/A N/A Management
5 Accounts and Reports; Non For For Management
Tax-Deductible Expenses
6 Consolidated Accounts and Reports For For Management
7 Allocation of Losses/Dividends For For Management
8 Post-Employment Agreements (Isabelle For For Management
Kocher, Former CEO)
9 Special Auditors Report on Regulated For For Management
Agreements
10 Authority to Repurchase and Reissue For For Management
Shares
11 Elect Fabrice Bregier For For Management
12 Elect Peter Ricketts For For Management
13 Reappointment of Auditor (Ernst & For For Management
Young et Autres)
14 Reappointment of Auditor (Deloitte) For For Management
15 Remuneration Report For For Management
16 Remuneration of Jean-Pierre Clamadieu, For For Management
Chair
17 Remuneration of Isabelle Kocher, For For Management
Former CEO
18 Remuneration Policy (Board of For For Management
Directors)
19 Remuneration Policy (Chair) For For Management
20 Remuneration Policy (Former CEO) For For Management
21 Remuneration Policy (Interim CEO) For For Management
22 Remuneration Policy (Incoming CEO) For For Management
23 Authority to Issue Shares and For For Management
Convertible Debt w/ Preemptive Rights
24 Authority to Issue Shares and For For Management
Convertible Debt w/o Preemptive Rights
25 Authority to Issue Shares and For For Management
Convertible Debt Through Private
Placement
26 Greenshoe For For Management
27 Authority to Increase Capital in For For Management
Consideration for Contributions In Kind
28 Global Ceiling on Capital Increases For For Management
29 Authority to Increase Capital Through For For Management
Capitalisations
30 Authority to Cancel Shares and Reduce For For Management
Capital
31 Employee Stock Purchase Plan For For Management
32 Stock Purchase Plan for Overseas For For Management
Employees
33 Amendments to Articles Regarding For For Management
Corporate Objectives
34 Amendments to Articles Regarding For For Management
Corporate Purpose
35 Amendments to Articles For For Management
36 Authorisation of Legal Formalities For For Management
--------------------------------------------------------------------------------
EXPEDIA GROUP, INC.
Ticker: EXPE Security ID: 30212P303
Meeting Date: DEC 03, 2019 Meeting Type: Annual
Record Date: OCT 07, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Samuel Altman For For Management
2 Elect Susan C. Athey For Abstain Management
3 Elect A. George Battle For Abstain Management
4 Elect Chelsea Clinton For Abstain Management
5 Elect Barry Diller For Abstain Management
6 Elect Craig A. Jacobson For Abstain Management
7 Elect Victor A. Kaufman For Abstain Management
8 Elect Peter M. Kern For Abstain Management
9 Elect Dara Khosrowshahi For Abstain Management
10 Elect Mark Okerstrom For For Management
11 Elect Alexander von Furstenberg For Abstain Management
12 Elect Julie Whalen For For Management
13 Transfer Restrictions and Automatic For For Management
Conversion Provisions in Respect of
Class B Common Stock
14 Limit the Ability of the Company to For For Management
Participate in Certain Change of
Control Transactions
15 Ratification of Auditor For For Management
--------------------------------------------------------------------------------
INTACT FINANCIAL CORPORATION
Ticker: IFC Security ID: 45823T106
Meeting Date: MAY 06, 2020 Meeting Type: Annual
Record Date: MAR 16, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Charles J.G. Brindamour For For Management
1.2 Elect Janet De Silva For For Management
1.3 Elect Claude Dussault For For Management
1.4 Elect Jane E. Kinney For For Management
1.5 Elect Robert G. Leary For For Management
1.6 Elect Sylvie Paquette For For Management
1.7 Elect Timothy H. Penner For For Management
1.8 Elect Stuart J. Russell For For Management
1.9 Elect Frederick Singer For For Management
1.10 Elect Stephen G. Snyder For For Management
1.11 Elect Carol M. Stephenson For For Management
1.12 Elect William L. Young For For Management
2 Appointment of Auditor For For Management
3 Shareholder Rights Plan Renewal For For Management
4 Advisory Vote on Executive Compensation For For Management
--------------------------------------------------------------------------------
LAFARGEHOLCIM LIMITED
Ticker: LHN Security ID: H4768E105
Meeting Date: MAY 12, 2020 Meeting Type: Annual
Record Date: MAY 04, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Non-Voting Meeting Note N/A TNA Management
2 Non-Voting Meeting Note N/A TNA Management
3 Accounts and Reports For TNA Management
4 Compensation Report For TNA Management
5 Ratification of Board and Management For TNA Management
Acts
6 Allocation of Profits For TNA Management
7 Dividend from Reserves For TNA Management
8 Elect Beat Hess as Board Chair For TNA Management
9 Elect Oscar Fanjul Martin For TNA Management
10 Elect Colin Hall For TNA Management
11 Elect Naina Lal Kidwai For TNA Management
12 Elect Patrick Kron For TNA Management
13 Elect Adrian Loader For TNA Management
14 Elect Jurg Oleas For TNA Management
15 Elect Claudia Sender Ramirez For TNA Management
16 Elect Hanne Birgitte Breinbjerg For TNA Management
Sorensen
17 Elect Dieter Spalti For TNA Management
18 Elect Philippe Block For TNA Management
19 Elect Kim Fausing For TNA Management
20 Elect Oscar Fanjul Martin as For TNA Management
Nomination, Compensation, and
Governance Committee Member
21 Elect Adrian Loader as Nomination, For TNA Management
Compensation, and Governance Committee
Member
22 Elect Hanne Birgitte Breinbjerg For TNA Management
Sorensen as Nomination, Compensation,
and Governance Committee Member
23 Elect Colin Hall as Nomination, For TNA Management
Compensation, and Governance Committee
Member
24 Elect Claudia Sender Ramirez as For TNA Management
Nomination, Compensation, and
Governance Committee Member
25 Appointment of Auditor For TNA Management
26 Appointment of Independent Proxy For TNA Management
27 Board Compensation For TNA Management
28 Executive Compensation For TNA Management
29 Additional or Amended Proposals N/A TNA Management
--------------------------------------------------------------------------------
LIVENT CORPORATION
Ticker: LTHM Security ID: 53814L108
Meeting Date: APR 29, 2020 Meeting Type: Annual
Record Date: MAR 02, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Paul W. Graves For For Management
2 Elect Andrea E. Utecht For For Management
3 Elect Christina Lampe-Onnerud For For Management
4 Ratification of Auditor For For Management
5 Frequency of Advisory Vote on 1 Year 1 Year Management
Executive Compensation
6 Repeal of Classified Board For For Management
7 Elimination of Supermajority For For Management
Requirements
--------------------------------------------------------------------------------
LOCKHEED MARTIN CORPORATION
Ticker: LMT Security ID: 539830109
Meeting Date: APR 23, 2020 Meeting Type: Annual
Record Date: FEB 24, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Daniel F. Akerson For For Management
2 Elect David B. Burritt For For Management
3 Elect Bruce A. Carlson For For Management
4 Elect Joseph Dunford Jr. For For Management
5 Elect James O. Ellis, Jr. For For Management
6 Elect Thomas J. Falk For For Management
7 Elect Ilene S. Gordon For For Management
8 Elect Marillyn A. Hewson For For Management
9 Elect Vicki A. Hollub For For Management
10 Elect Jeh C. Johnson For For Management
11 Elect Debra L. Reed-Klages For For Management
12 Elect James D. Taiclet, Jr. For For Management
13 Ratification of Auditor For For Management
14 Advisory Vote on Executive Compensation For For Management
15 Approval of the 2020 Incentive For For Management
Performance Award Plan
16 Shareholder Proposal Regarding Right Against Against Shareholder
to Act by Written Consent
--------------------------------------------------------------------------------
NATIONAL ATOMIC COMPANY KAZATOMPROM JSC
Ticker: KZAP Security ID: 63253R201
Meeting Date: DEC 04, 2019 Meeting Type: Special
Record Date: OCT 17, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1 Agenda For For Management
2 Appointment of Auditor For For Management
--------------------------------------------------------------------------------
NATIONAL ATOMIC COMPANY KAZATOMPROM JSC
Ticker: KZAP Security ID: 63253R201
Meeting Date: MAY 18, 2020 Meeting Type: Annual
Record Date: APR 22, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Election of Presiding Chair For For Management
2 Designation of Secretary For For Management
3 Voting Method For For Management
4 Agenda For For Management
5 Accounts and Reports For For Management
6 Allocation of Profits/Dividends For For Management
7 Presentation of Information on For For Management
Shareholder Appeals
8 Presentation of Directors' Fees For For Management
9 Election of Directors For Abstain Management
10 Amendments to Board Regulations For Abstain Management
11 Amendments to Share Price Valuation For Abstain Management
Methodology
--------------------------------------------------------------------------------
NEWCREST MINING LIMITED
Ticker: NCM Security ID: Q6651B114
Meeting Date: NOV 12, 2019 Meeting Type: Annual
Record Date: NOV 10, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1 Non-Voting Meeting Note N/A N/A Management
2 Re-elect Peter A.F. Hay For For Management
3 Re-elect Vickki McFadden For For Management
4 Equity Grant (MD/CEO Sandeep Biswas) For For Management
5 Equity Grant (Finance Director/CFO For For Management
Gerard Bond)
6 Remuneration Report For For Management
--------------------------------------------------------------------------------
NORTHERN STAR RESOURCES LIMITED
Ticker: NST Security ID: Q6951U101
Meeting Date: JAN 22, 2020 Meeting Type: Ordinary
Record Date: JAN 20, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Non-Voting Meeting Note N/A N/A Management
2 Ratify Placement of Securities For For Management
3 Approve Issue of Securities (Executive For For Management
chair Bill Beament)
4 Approve Issue of Securities (NED Mary For For Management
Hackett)
5 Approve Issue of Securities (Former For For Management
NED Christopher Rowe)
6 Approve Financial Assistance For For Management
(Kalgoorlie Lake View Pty Ltd)
--------------------------------------------------------------------------------
NUTRIEN LTD.
Ticker: NTR Security ID: 67077M108
Meeting Date: MAY 06, 2020 Meeting Type: Annual
Record Date: MAR 20, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Christopher M. Burley For For Management
1.2 Elect Maura J. Clark For For Management
1.3 Elect David C. Everitt For For Management
1.4 Elect Russell K. Girling For For Management
1.5 Elect Miranda C. Hubbs For For Management
1.6 Elect Alice D. Laberge For For Management
1.7 Elect Consuelo E. Madere For For Management
1.8 Elect Charles V. Magro For For Management
1.9 Elect Keith G. Martell For For Management
1.10 Elect Aaron W. Regent For Withhold Management
1.11 Elect Mayo M. Schmidt For For Management
2 Appointment of Auditor For For Management
3 Advisory Vote on Executive Compensation For For Management
--------------------------------------------------------------------------------
ONO PHARMACEUTICAL CO.,LTD.
Ticker: 4528 Security ID: J61546115
Meeting Date: JUN 18, 2020 Meeting Type: Annual
Record Date: MAR 31, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Non-Voting Meeting Note N/A N/A Management
2 Allocation of Profits/Dividends For For Management
3 Elect Gyo Sagara For For Management
4 Elect Hiroshi Awata For For Management
5 Elect Isao Ono For For Management
6 Elect Toshihiro Tsujinaka For For Management
7 Elect Toichi Takino For For Management
8 Elect Jun Kurihara For For Management
9 Elect Masao Nomura For For Management
10 Elect Akiko Okuno For For Management
11 Elect Katsuyoshi Nishimura For For Management
12 Elect Yasuo Hishiyama For For Management
13 Elect Akiko Tanabe For For Management
--------------------------------------------------------------------------------
RIO TINTO PLC
Ticker: RIO Security ID: 767204100
Meeting Date: APR 08, 2020 Meeting Type: Annual
Record Date: MAR 02, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Accounts and Reports For For Management
2 Remuneration Report (Advisory) For For Management
3 Remuneration Report (Advisory) For For Management
4 Approve Termination Benefits For For Management
5 Elect Hinda Gharbi For For Management
6 Elect Jennifer Nason For For Management
7 Elect Ngaire Woods For For Management
8 Elect Megan E. Clark For For Management
9 Elect David W. Constable For For Management
10 Elect Simon P. Henry For For Management
11 Elect Jean-Sebastien D.F. Jacques For For Management
12 Elect Sam H. Laidlaw For For Management
13 Elect Michael G. L'Estrange For For Management
14 Elect Simon McKeon For For Management
15 Elect Jakob Stausholm For For Management
16 Elect Simon R. Thompson For For Management
17 Appointment of Auditor For For Management
18 Authority to Set Auditor's Fees For For Management
19 Authorisation of Political Donations For For Management
20 Amendments to Articles (General For For Management
Updates)
21 Amendments to Articles (Hybrid For For Management
Meetings)
22 Authority to Issue Shares w/ For For Management
Preemptive Rights
23 Authority to Issue Shares w/o For For Management
Preemptive Rights
24 Authority to Repurchase Shares For For Management
25 Authority to Set General Meeting For For Management
Notice Period at 14 Days
--------------------------------------------------------------------------------
RUBIS
Ticker: RUI Security ID: F7686C152
Meeting Date: JUN 11, 2020 Meeting Type: Ordinary
Record Date: JUN 08, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Non-Voting Meeting Note N/A N/A Management
2 Non-Voting Meeting Note N/A N/A Management
3 Non-Voting Meeting Note N/A N/A Management
4 Accounts and Reports For For Management
5 Consolidated Accounts and Reports For For Management
6 Allocation of Profits/Dividends For For Management
7 Scrip Dividend For For Management
8 Elect Olivier Heckenroth For For Management
9 Appointment of Auditor For For Management
(PricewaterhouseCoopers)
10 Appointment of Alternate Auditor For For Management
(Patrice Morot)
11 Remuneration Report For For Management
12 Remuneration of Gilles Gobin, Managing For For Management
Partner
13 Remuneration of Gilles Gobin (Sorgema For For Management
SARL), Managing Partner
14 Remuneration of Jacques Riou (Agena For For Management
SAS), Managing Partner
15 Remuneration of Olivier Heckenroth, For For Management
Supervisory Board Chair
16 Remuneration Policy (Managing Partners) For For Management
17 Remuneration Policy (Supervisory Board) For For Management
18 Authority to Repurchase and Reissue For For Management
Shares
19 Special Auditors Report on Regulated For For Management
Agreements
20 Authorisation of Legal Formalities For For Management
--------------------------------------------------------------------------------
SCHLUMBERGER N.V. (SCHLUMBERGER LIMITED)
Ticker: SLB Security ID: 806857108
Meeting Date: APR 01, 2020 Meeting Type: Annual
Record Date: FEB 12, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Patrick de la Chevardiere For For Management
2 Elect Miguel M. Galuccio For For Management
3 Elect Olivier Le Peuch For For Management
4 Elect Tatiana A. Mitrova For For Management
5 Elect Lubna S. Olayan For For Management
6 Elect Mark G. Papa For For Management
7 Elect Leo Rafael Reif For For Management
8 Elect Henri Seydoux For For Management
9 Elect Jeffrey W. Sheets For For Management
10 Advisory Vote on Executive Compensation For For Management
11 Accounts and Reports; Approval of For For Management
Dividend
12 Ratification of Auditor For For Management
--------------------------------------------------------------------------------
SONY FINANCIAL HOLDINGS INC.
Ticker: 8729 Security ID: J76337104
Meeting Date: JUN 23, 2020 Meeting Type: Annual
Record Date: MAR 31, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Non-Voting Meeting Note N/A N/A Management
2 Allocation of Profits/Dividends For For Management
3 Elect Masashi Oka For Against Management
4 Elect Hiroaki Kiyomiya For Against Management
5 Elect Hiroyuki Tsubota For Against Management
6 Elect Hiroki Totoki For Against Management
7 Elect Shiro Kambe For Against Management
8 Elect Naomi Matsuoka For Against Management
9 Elect Shiro Kuniya For Against Management
10 Elect Takatoshi Ito For Against Management
11 Elect Shogo Ikeuchi For Against Management
12 Elect Kaoru Takahashi For Against Management
13 Elect Takaharu Saegusa as Alternate For For Management
Statutory Auditor
--------------------------------------------------------------------------------
TAIWAN SEMICONDUCTOR MANUFACTURING CO., LTD.
Ticker: 2330 Security ID: 874039100
Meeting Date: JUN 09, 2020 Meeting Type: Annual
Record Date: APR 09, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Accounts and Reports For For Management
2 Amendments to Procedural Rules-Capital For For Management
Loans
3.1 Elect Yancey HAI For For Management
--------------------------------------------------------------------------------
THE MOSAIC COMPANY
Ticker: MOS Security ID: 61945C103
Meeting Date: MAY 21, 2020 Meeting Type: Annual
Record Date: MAR 24, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Cheryl K. Beebe For For Management
2 Elect Oscar P. Bernardes For For Management
3 Elect Nancy E. Cooper For For Management
4 Elect Gregory L. Ebel For For Management
5 Elect Timothy S. Gitzel For For Management
6 Elect Denise C. Johnson For For Management
7 Elect Emery N. Koenig For For Management
8 Elect James C. O'Rourke For For Management
9 Elect David T. Seaton For For Management
10 Elect Steven M. Seibert For For Management
11 Elect Luciano Siani Pires For For Management
12 Elect Gretchen Watkins For For Management
13 Elect Kelvin R. Westbrook For For Management
14 Ratification of Auditor For For Management
15 Advisory Vote on Executive Compensation For For Management
16 Shareholder Proposal Regarding Right Against Against Shareholder
to Act by Written Consent
--------------------------------------------------------------------------------
TOTAL SA
Ticker: FP Security ID: F92124100
Meeting Date: MAY 29, 2020 Meeting Type: Mix
Record Date: MAY 26, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Non-Voting Meeting Note N/A N/A Management
2 Non-Voting Meeting Note N/A N/A Management
3 Non-Voting Meeting Note N/A N/A Management
4 Accounts and Reports For For Management
5 Consolidated Accounts and Reports For For Management
6 Allocation of Profits/Dividends; Scrip For For Management
Dividend
7 Authority to Repurchase and Reissue For For Management
Shares
8 Special Auditors Report on Regulated For For Management
Agreements
9 Elect Patricia Barbizet For For Management
10 Elect Marie-Christine Coisne-Roquette For For Management
11 Elect Mark Cutifani For For Management
12 Elect Jerome Contamine For For Management
13 Remuneration Report For For Management
14 Directors' Fees For For Management
15 Remuneration of Patrick Pouyanne, For For Management
Chair and CEO
16 Remuneration Policy (Chair and CEO) For For Management
17 Adoption of New Articles, Subsequent For For Management
to the Conversion of Corporate Form to
Societas Europaea ("SE") and
Harmonisation with Law PACTE
18 Authority to Issue Shares and For For Management
Convertible Debt w/ Preemptive Rights
19 Authority to Issue Shares and For For Management
Convertible Debt w/o Preemptive Rights
20 Authority to Issue Shares and For For Management
Convertible Debt Through Private
Placement
21 Greenshoe For For Management
22 Authority to Increase Capital in For For Management
Consideration for Contributions In Kind
23 Employee Stock Purchase Plan For For Management
24 Authority to Grant Stock Options For For Management
25 Shareholder Proposal A Regarding GHG Against Against Shareholder
Reduction Targets
26 Non-Voting Meeting Note N/A N/A Management
--------------------------------------------------------------------------------
UBS GROUP AG
Ticker: UBSG Security ID: H42097107
Meeting Date: APR 29, 2020 Meeting Type: Annual
Record Date: APR 24, 2020
# Proposal Mgt Rec Vote Cast Sponsor
1 Non-Voting Meeting Note N/A TNA Management
2 Non-Voting Meeting Note N/A TNA Management
3 Accounts and Reports For TNA Management
4 Compensation Report For TNA Management
5 Allocation of Profits/Dividends For TNA Management
6 Ratification of Board and Management For TNA Management
Acts (Excluding French Cross-Border
Matter)
7 Elect Axel A. Weber as Board Chair For TNA Management
8 Elect Jeremy Anderson For TNA Management
9 Elect William C. Dudley For TNA Management
10 Elect Reto Francioni For TNA Management
11 Elect Fred Hu For TNA Management
12 Elect Julie G. Richardson For TNA Management
13 Elect Beatrice Weder di Mauro For TNA Management
14 Elect Dieter Wemmer For TNA Management
15 Elect Jeanette Wong For TNA Management
16 Elect Mark Hughes For TNA Management
17 Elect Nathalie Rachou For TNA Management
18 Elect Julie G. Richardson as For TNA Management
Compensation Committee Member
19 Elect Reto Francioni as Compensation For TNA Management
Committee Member
20 Elect Dieter Wemmer as Compensation For TNA Management
Committee Member
21 Elect Jeanette Wong as Compensation For TNA Management
Committee Member
22 Board Compensation For TNA Management
23 Executive Compensation (Variable) For TNA Management
24 Executive Compensation (Fixed) For TNA Management
25 Appointment of Independent Proxy For TNA Management
26 Appointment of Auditor For TNA Management
--------------------------------------------------------------------------------
UGI CORPORATION
Ticker: UGI Security ID: 902681105
Meeting Date: JAN 22, 2020 Meeting Type: Annual
Record Date: NOV 13, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect M. Shawn Bort For For Management
2 Elect Theodore A. Dosch For For Management
3 Elect Alan N. Harris For For Management
4 Elect Frank S. Hermance For For Management
5 Elect William J. Marrazzo For For Management
6 Elect Kelly A. Romano For For Management
7 Elect Marvin O. Schlanger For For Management
8 Elect James B. Stallings, Jr. For For Management
9 Elect Richard Turner For For Management
10 Elect John L. Walsh For For Management
11 Advisory Vote on Executive Compensation For For Management
12 Ratification of Auditor For For Management
========== END NPX REPORT
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
VANGUARD SPECIALIZED FUNDS
By: /s/Mortimer J. Buckley
Mortimer J. Buckley*
Chief Executive Officer, President, and Trustee
Date: August 27, 2020
*By: /s/Anne E. Robinson
Anne E. Robinson, pursuant to a Power of Attorney filed on January 18, 2018,
see File Number 33-32216. Incorporated by Reference.