N-PX 1 brhc20056992_npx.htm N-PX
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM N-PX

ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT
INVESTMENT COMPANY

Investment Company Act File Number: 811-05807

Eagle Capital Growth Fund, Inc.
(Exact name of registrant as specified in charter)

225 East Mason Street
Suite 802
Milwaukee, WI 53202-3657
(Address of principal executive offices) (zip code)

Luke E. Sims, President
Eagle Capital Growth Fund, Inc.
225 East Mason Street
Suite 802
Milwaukee, WI 53202-3657
(Name and address of agent for service)

Registrant's telephone number, including area code: (414) 765-1107

Date of fiscal year end: 12/31

Date of reporting period: 07/01/2022 thru 06/30/2023

Alphabet Inc.
  
Ticker: GOOGL
Security ID: 02079K305
Meeting Date: 06/01/2023
Meeting Type: Annual
Record Date: 04/06/2023
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1-a
Elect Director Larry Page
FOR
FOR
MANAGEMENT
1-b
Elect Director Sergey Brin
FOR
FOR
MANAGEMENT
1-c
Elect Director Sundar Pichai
FOR
FOR
MANAGEMENT
1-d
Elect Director John L. Hennessy
FOR
FOR
MANAGEMENT
1-e
Elect Director Frances H. Arnold
FOR
FOR
MANAGEMENT
1-f
R. Martin “Marty” Chavez
FOR
FOR
MANAGEMENT
1-g
Elect Director L. John Doerr
FOR
FOR
MANAGEMENT
1-h
Elect Director Roger W. Ferguson, Jr.
FOR
FOR
MANAGEMENT
1-i
Elect Director Ann Mather
FOR
FOR
MANAGEMENT
1-j
Elect Director K. Ram Shriram
FOR
FOR
MANAGEMENT
1-k
Elect Director Robin L. Washington
FOR
FOR
MANAGEMENT
2
Appointment of auditor
FOR
FOR
MANAGEMENT
3
Increase shares in stock plan
FOR
FOR
MANAGEMENT
4
Executive compensation
FOR
FOR
MANAGEMENT
5
Executive compensation time
3 years
3 years
MANAGEMENT
6
Lobbying report
AGAINST
AGAINST
SHAREHOLDER
7
Congruency report
AGAINST
AGAINST
SHAREHOLDER
8
Climate lobbying report
AGAINST
AGAINST
SHAREHOLDER
9
Reproductive rights report
AGAINST
AGAINST
SHAREHOLDER
10
Human rights assessment
AGAINST
AGAINST
SHAREHOLDER
11
Second human rights assessment
AGAINST
AGAINST
SHAREHOLDER
12
Algorithm disclosures
AGAINST
AGAINST
SHAREHOLDER
13
Youtube policies report
AGAINST
AGAINST
SHAREHOLDER
14
Content governance report
AGAINST
AGAINST
SHAREHOLDER
15
Algorithm disclosure report
AGAINST
AGAINST
SHAREHOLDER
16
Bylaws amendment
AGAINST
AGAINST
SHAREHOLDER
17
Executive stock requirement
AGAINST
AGAINST
SHAREHOLDER
18
Equal shareholder voting
AGAINST
AGAINST
SHAREHOLDER

Amazon.com Inc.
  
Ticker: AMZN
Security ID: 023135106
Meeting Date: 05/24/2023
Meeting Type: Annual
Record Date: 03/31/2023
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1-a
Elect Director Jeffrey P. Bezos
FOR
FOR
MANAGEMENT
1-b
Elect Director Andrew R. Jassy
FOR
FOR
MANAGEMENT
1-c
Elect Director Keith B. Alexander
FOR
FOR
MANAGEMENT
1-d
Elect Director Edith W. Cooper
FOR
FOR
MANAGEMENT
1-e
Elect Director Jamie S. Gorelick
FOR
FOR
MANAGEMENT
1-f
Elect Director Daniel P. Huttenlocher
FOR
FOR
MANAGEMENT
1-g
Elect Director Judith A. McGrath
FOR
FOR
MANAGEMENT
1-h
Elect Director Indra K. Nooyi
FOR
FOR
MANAGEMENT
1-i
Elect Director Jonathan J. Rubinstein
FOR
FOR
MANAGEMENT
1-j
Elect Director Patricia Q. Stonesifer
FOR
FOR
MANAGEMENT
1-k
Elect Director Wendell P. Weeks
FOR
FOR
MANAGEMENT
2
Appointment of auditor
FOR
FOR
MANAGEMENT
3
Executive compensation
FOR
FOR
MANAGEMENT
4
Executive compensation frequency
1 year
1 year
MANAGEMENT
5
Reapproval of 1997 stock incentive plan
FOR
FOR
MANAGEMENT
6
Retirement plan report
AGAINST
AGAINST
SHAREHOLDER
7
Customer due diligence report
AGAINST
AGAINST
SHAREHOLDER
8
Content and product removal report
AGAINST
AGAINST
SHAREHOLDER
9
Content removal request report
AGAINST
AGAINST
SHAREHOLDER
10
Stakeholder impact report
AGAINST
AGAINST
SHAREHOLDER
11
Alternative tax reporting report
AGAINST
AGAINST
SHAREHOLDER
12
Climate lobbying report
AGAINST
AGAINST
SHAREHOLDER
13
Gender/racial pay report
AGAINST
AGAINST
SHAREHOLDER
14
Cost of diversity, equity, inclusion plan report
AGAINST
AGAINST
SHAREHOLDER
15
Bylaw change
AGAINST
AGAINST
SHAREHOLDER
16
Freedom of association report
AGAINST
AGAINST
SHAREHOLDER
17
Executive compensation policy change
AGAINST
AGAINST
SHAREHOLDER
18
Animal welfare standards report
AGAINST
AGAINST
SHAREHOLDER
19
Additional board committee
AGAINST
AGAINST
SHAREHOLDER
20
Alternative director candidate policy
AGAINST
AGAINST
SHAREHOLDER
21
Warehouse working conditions report
AGAINST
AGAINST
SHAREHOLDER
22
Packaging materials report
AGAINST
AGAINST
SHAREHOLDER
23
Customer use of technologies report
AGAINST
AGAINST
SHAREHOLDER

Automatic Data Processing Inc.
  
Ticker: ADP
Security ID: 53015103
Meeting Date: 11/09/2022
Meeting Type: Annual
Record Date: 09/13/2022
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1-a
Elect Director Peter Bisson
FOR
FOR
MANAGEMENT
1-b
Elect Director David V. Goeckler
FOR
FOR
MANAGEMENT
1-c
Elect Director Linnie M. Haynesworth
FOR
FOR
MANAGEMENT
1-d
Elect Director John P. Jones
FOR
FOR
MANAGEMENT
1-e
Elect Director Francine S. Katsoudas
FOR
FOR
MANAGEMENT
1-f
Elect Director Nazzic S. Keene
FOR
FOR
MANAGEMENT
1-g
Elect Director Thomas J. Lynch
FOR
FOR
MANAGEMENT
1-h
Elect Director Scott F. Powers
FOR
FOR
MANAGEMENT
1-i
Elect Director William J. Ready
FOR
FOR
MANAGEMENT
1-j
Elect Director Carlos A. Rodriguez
FOR
FOR
MANAGEMENT
1-k
Elect Director Sandra S. Wijnberg
FOR
FOR
MANAGEMENT
2
Advisory vote on compensation
FOR
FOR
MANAGEMENT
3
Appointment of auditor
FOR
FOR
MANAGEMENT
4
Amendment to employee stock plan
FOR
FOR
MANAGEMENT

AutoZone, Inc.
  
Ticker: AZO
Security ID: 053332102
Meeting Date: 12/13/2022
Meeting Type: Annual
Record Date: 10/18/2022
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1A
Elect Director Michael A. George
FOR
FOR
MANAGEMENT
1B
Elect Director Linda A. Goodspeed
FOR
FOR
MANAGEMENT
1C
Elect Director Earl G. Graves, Jr.
FOR
FOR
MANAGEMENT
1D
Elect Director Enderson Guimaraes
FOR
FOR
MANAGEMENT
1E
Elect Director D. Bryan Jordan
FOR
FOR
MANAGEMENT
1F
Elect Director Brian P. Hannasch
FOR
FOR
MANAGEMENT
1G
Elect Director Gale V. King
FOR
FOR
MANAGEMENT
1H
Elect Director George R. Mrkonic, Jr.
FOR
FOR
MANAGEMENT
1I
Elect Director William C. Rhodes, III
FOR
FOR
MANAGEMENT
1J
Elect Director Jill A. Soltau
FOR
FOR
MANAGEMENT
2
Ratification of accounting firm
FOR
FOR
MANAGEMENT
3
Advisory vote on executive compensation
FOR
FOR
MANAGEMENT

Berkshire Hathaway, Inc.
  
Ticker: BRK-b
Security ID: 084670702
Meeting Date: 05/06/2023
Meeting Type: Annual
Record Date: 03/02/2023
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1-01
Elect Director Warren E. Buffett
FOR
FOR
MANAGEMENT
1-02
Elect Director Charles T. Munger
FOR
FOR
MANAGEMENT
1-03
Elect Director Gregory E. Abel
FOR
FOR
MANAGEMENT
1-04
Elect Director Howard G. Buffett
FOR
FOR
MANAGEMENT
1-05
Elect Director Susan A. Buffett
FOR
FOR
MANAGEMENT
1-06
Elect Director Stephen B. Burke
FOR
FOR
MANAGEMENT
1-07
Elect Director Kenneth I. Chenault
FOR
FOR
MANAGEMENT
1-08
Elect Director Christopher C. Davis
FOR
FOR
MANAGEMENT
1-09
Elect Director Susan L. Decker
FOR
FOR
MANAGEMENT
1-10
Elect Director Charlotte Guyman
FOR
FOR
MANAGEMENT
1-11
Elect Director Ajit Jain
FOR
FOR
MANAGEMENT
1-12
Elect Director Thomas S. Murphy, Jr
FOR
FOR
MANAGEMENT
1-13
Elect Director Ronald L. Olson
FOR
FOR
MANAGEMENT
1-14
Elect Director Wallace R. Weitz
FOR
FOR
MANAGEMENT
1-15
Elect Director Meryl B. Witmer
FOR
FOR
MANAGEMENT
2
Executive compensation
FOR
FOR
MANAGEMENT
3
Executive compensation frequency
FOR
FOR
MANAGEMENT
4
Climate risk report
AGAINST
AGAINST
SHAREHOLDER
5
Climate risk governance report
AGAINST
AGAINST
SHAREHOLDER
6
GHG emission report
AGAINST
AGAINST
SHAREHOLDER
7
Diversity, equity and inclusion effectiveness report
AGAINST
AGAINST
SHAREHOLDER
8
Separation of Chairman and CEO
AGAINST
AGAINST
SHAREHOLDER
9
Company aversion to political statement
AGAINST
AGAINST
SHAREHOLDER

Charles Schwab Corporation
  
Ticker: SCHW
Security ID: 808513105
Meeting Date: 05/18/2023
Meeting Type: Annual
Record Date: 03/18/2023
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1-a
Election of Director Marianne C. Brown
FOR
FOR
MANAGEMENT
1-b
Election of Director Frank C. Herringer
FOR
FOR
MANAGEMENT
1-c
Election of Director Gerri K. Martin-Flickinger
FOR
FOR
MANAGEMENT
1-d
Election of Director Todd M. Ricketts
FOR
FOR
MANAGEMENT
1-e
Election of Director Carolyn Schwab-Pomerantz
FOR
FOR
MANAGEMENT
2
Independent auditors
FOR
FOR
MANAGEMENT
3
Executive officer compensation
FOR
FOR
MANAGEMENT
4
Executive compensation frequency
1 year
1 year
MANAGEMENT
5
Pay equity disclosure
AGAINST
AGAINST
SHAREHOLDER
6
Discrimination risk report
AGAINST
AGAINST
SHAREHOLDER

Colgate-Palmolive Company
  
Ticker: CL
Security ID: 194162103
Meeting Date: 05/11/2023
Meeting Type: Annual
Record Date: 03/07/2023
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1A
Elect Director John P. Bilbrey
FOR
FOR
MANAGEMENT
1B
Elect Director John T. Cahill
FOR
FOR
MANAGEMENT
1C
Elect Director Steve Cahillane
FOR
FOR
MANAGEMENT
1D
Elect Director Lisa M. Edwards
FOR
FOR
MANAGEMENT
1E
Elect Director C. Martin Harris
FOR
FOR
MANAGEMENT
1F
Elect Director Martina Hund-Mejean
FOR
FOR
MANAGEMENT
1G
Elect Director Kimberly Nelson
FOR
FOR
MANAGEMENT
1H
Elect Director Lorrie M. Norrington
FOR
FOR
MANAGEMENT
1I
Elect Director Michael B. Polk
FOR
FOR
MANAGEMENT
1J
Elect Director Stephen I. Sadove
FOR
FOR
MANAGEMENT
1K
Elect Director Noel R. Wallace
FOR
FOR
MANAGEMENT
2
Ratification of accounting firm
FOR
FOR
MANAGEMENT
3
Advisory vote on executive compensation
FOR
FOR
MANAGEMENT
4
Executive compensation frequency
1 year
1 year
MANAGEMENT
5
Independent board chairman
AGAINST
AGAINST
SHAREHOLDER
6
Executive share requirement
AGAINST
AGAINST
SHAREHOLDER

Danaher Corporation
  
Ticker: DHR
Security ID: 235851102
Meeting Date: 05/08/2023
Meeting Type: Annual
Record Date: 03/01/2023
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1-A
Elect Director Rainer M. Blair
FOR
FOR
MANAGEMENT
1-B
Elect Director Feroz Dewan
FOR
FOR
MANAGEMENT
1-C
Elect Director Linda Filler
FOR
FOR
MANAGEMENT
1-D
Elect Director Teri List
FOR
FOR
MANAGEMENT
1-E
Elect Director Walter G. Lohr
FOR
FOR
MANAGEMENT
1-F
Elect Director Jessica L. Mega
FOR
FOR
MANAGEMENT
1-G
Elect Director Mitchell P. Rales
FOR
FOR
MANAGEMENT
1-H
Elect Director Steven M. Rales
FOR
FOR
MANAGEMENT
1-I
Elect Director Pardis Sabeti
FOR
FOR
MANAGEMENT
1-J
Elect Director A Shane Sanders
FOR
FOR
MANAGEMENT
1-K
Elect Director John T. Schwieters
FOR
FOR
MANAGEMENT
1-L
Elect Director Alan G. Spoon
FOR
FOR
MANAGEMENT
1-M
Elect Director Raymond C. Stevens
FOR
FOR
MANAGEMENT
1-N
Elect Director Elias A Zerhouni
FOR
FOR
MANAGEMENT
2
Ratification of accounting firm
FOR
FOR
MANAGEMENT
3
Advisory vote on executive compensation
FOR
FOR
MANAGEMENT
4
Executive compensation frequency
1 year
1 year
MANAGEMENT
5
Separate CEO and Chairman
AGAINST
AGAINST
SHAREHOLDER
6
Effectiveness of diversity, equity and inclusion
AGAINST
AGAINST
SHAREHOLDER

Diamond Hill Investment Group, Inc.
  
Ticker: DHIL
Security ID: 25264R207
Meeting Date: 05/11/2023
Meeting Type: Annual
Record Date: 03/01/2023
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1-A
Elect Director Heather E. Brilliant
FOR
FOR
MANAGEMENT
1-B
Elect Director Richard S. Cooley
FOR
FOR
MANAGEMENT
1-C
Elect Director James F. Laird
FOR
FOR
MANAGEMENT
1-D
Elect Director Paula R. Meyer
FOR
FOR
MANAGEMENT
1-E
Elect Director Nicole R. St. Pierre
FOR
FOR
MANAGEMENT
1-F
Elect Director L’Quentus Thomas
FOR
FOR
MANAGEMENT
1-G
Elect Director Mark Zinkula
FOR
FOR
MANAGEMENT
2
Ratification of accounting firm
FOR
FOR
MANAGEMENT
3
Advisory vote on executive compensation
FOR
FOR
MANAGEMENT
4
Executive compensation frequency
1 year
1 year
MANAGEMENT

eBay Co.
  
Ticker: EBAY
Security ID: 278642103
Meeting Date: 06/21/2023
Meeting Type: Annual
Record Date: 04/12/2023
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1a
Elect Director Adriane M. Brown
FOR
FOR
MANAGEMENT
1b
Elect Director Aparna Chennapragada
FOR
FOR
MANAGEMENT
1c
Elect Director Logan D. Green
FOR
FOR
MANAGEMENT
1d
Elect Director E. Carol Hayles
FOR
FOR
MANAGEMENT
1e
Elect Director Jamie Iannone
FOR
FOR
MANAGEMENT
1f
Elect Director Shripriya Mahesh
FOR
FOR
MANAGEMENT
1g
Elect Director Paul S. Pressler
FOR
FOR
MANAGEMENT
1h
Elect Director Mohak Shroff
FOR
FOR
MANAGEMENT
1i
Elect Director Perry M. Traquina
FOR
FOR
MANAGEMENT
2
Ratification of accounting firm
FOR
FOR
MANAGEMENT
3
Ratification of executive officer compensation
FOR
FOR
MANAGEMENT
4
Executive compensation frequency
1 year
1 year
MANAGEMENT
5
Approval of Incentive Award Plan
FOR
FOR
MANAGEMENT
6
Amendment to the Certificate of Incorporation
FOR
FOR
MANAGEMENT
7
Special shareholder meeting
AGAINST
AGAINST
SHAREHOLDER

Franklin Resources, Inc.
  
Ticker: BEN
Security ID: 354613101
Meeting Date: 02/07/2023
Meeting Type: Annual
Record Date: 12/27/2022
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1-A
Elect Director Mariann Byerwalter
FOR
FOR
MANAGEMENT
1-B
Elect Director Alexander S. Friedman
FOR
FOR
MANAGEMENT
1-C
Elect Director Gregory E. Johnson
FOR
FOR
MANAGEMENT
1-D
Elect Director Jennifer M. Johnson
FOR
FOR
MANAGEMENT
1-E
Elect Director Rupert H. Johnson, Jr.
FOR
FOR
MANAGEMENT
1-F
Elect Director John Y. Kim
FOR
FOR
MANAGEMENT
1-G
Elect Director Karen M. King
FOR
FOR
MANAGEMENT
1-H
Elect Director Anthony M. Noto
FOR
FOR
MANAGEMENT
1-I
Elect Director John W. Thiel
FOR
FOR
MANAGEMENT
1-J
Elect Director Seth H. Waugh
FOR
FOR
MANAGEMENT
1-K
Elect Director Geoffrey Y. Yang
FOR
FOR
MANAGEMENT
2
Ratification of accounting firm
FOR
FOR
MANAGEMENT
3
Executive compensation
FOR
AGAINST
MANAGEMENT
4
Executive compensation frequency
3 year
1 year
MANAGEMENT

IAC, Inc.
  
Ticker: IAC
Security ID: 44919P508
Meeting Date: 06/15/2023
Meeting Type: Annual
Record Date: 04/05/2023
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1-A
Elect Director Chelsea Clinton
FOR
FOR
MANAGEMENT
1-B
Elect Director Barry Diller
FOR
FOR
MANAGEMENT
1-C
Elect Director Michael D. Eisner
FOR
FOR
MANAGEMENT
1-D
Elect Director Bonnie S. Hammer
FOR
FOR
MANAGEMENT
1-E
Elect Director Victor A. Kaufman
FOR
FOR
MANAGEMENT
1-F
Elect Director Joseph Levin
FOR
FOR
MANAGEMENT
1-G
Elect Director Bryan Lourd
FOR
FOR
MANAGEMENT
1-H
Elect Director David Rosenblatt
FOR
FOR
MANAGEMENT
1-I
Elect Director Alan G. Spoon
FOR
FOR
MANAGEMENT
1-J
Elect Director Alexander von Furstenburg
FOR
FOR
MANAGEMENT
1-K
Elect Director Richard F. Zannino
FOR
FOR
MANAGEMENT
2
Executive compensation
FOR
FOR
MANAGEMENT
3
Ratification of accounting firm
FOR
FOR
MANAGEMENT

Illinois Tool Works Inc.
  
Ticker: ITW
Security ID: 452308109
Meeting Date: 05/05/2023
Meeting Type: Annual
Record Date: 03/07/2023
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1A
Election of Director Daniel J. Brutto
FOR
FOR
MANAGEMENT
1B
Election of Director Susan Crown
FOR
FOR
MANAGEMENT
1C
Election of Director Darrell L. Ford
FOR
FOR
MANAGEMENT
1D
Election of Director Kelly J. Grier
FOR
FOR
MANAGEMENT
1E
Election of Director James W. Griffith
FOR
FOR
MANAGEMENT
1F
Election of Director Jay L. Henderson
FOR
FOR
MANAGEMENT
1G
Election of Director Richard H. Lenny
FOR
FOR
MANAGEMENT
1H
Election of Director E. Scott Santi
FOR
FOR
MANAGEMENT
1I
Election of Director David B. Smith, Jr.
FOR
FOR
MANAGEMENT
1J
Election of Director Pamela B. Strobel
FOR
FOR
MANAGEMENT
2
Executive compensation approval
FOR
FOR
MANAGEMENT
3
Executive compensation frequency
1 year
1 year
MANAGEMENT
4
Ratification of accounting firm
FOR
FOR
MANAGEMENT
5
Independent board chairman
AGAINST
FOR
SHAREHOLDER

Johnson & Johnson
  
Ticker: JNJ
Security ID: 369604103
Meeting Date: 04/27/2023
Meeting Type: Annual
Record Date: 03/01/2023
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1a
Election of Director Darius Adamcyk
FOR
FOR
MANAGEMENT
1b
Election of Director Mary C. Beckerle
FOR
FOR
MANAGEMENT
1c
Election of Director D. Scott Davis
FOR
FOR
MANAGEMENT
1d
Election of Director Jennifer A. Doudna
FOR
FOR
MANAGEMENT
1e
Election of Director Joaquin Duato
FOR
FOR
MANAGEMENT
1f
Election of Director Marillyn A. Hewson
FOR
FOR
MANAGEMENT
1g
Election of Director Paula A Johnson
FOR
FOR
MANAGEMENT
1h
Election of Director Hubert Joly
FOR
FOR
MANAGEMENT
1i
Election of Director Mark B. McClellan
FOR
FOR
MANAGEMENT
1j
Election of Director Anne M. Mulcahy
FOR
FOR
MANAGEMENT
1k
Election of Director Mark A. Weinberger
FOR
FOR
MANAGEMENT
1l
Election of Director Nadja Y. West
FOR
FOR
MANAGEMENT
2
Executive officer compensation
FOR
FOR
MANAGEMENT
3
Executive officer compensation frequency
1 year
1 year
MANAGEMENT
4
Ratification of accounting firm
FOR
FOR
MANAGEMENT
5
Mandatory arbitration
FOR
FOR
MANAGEMENT
6
Vaccine pricing report
AGAINST
AGAINST
SHAREHOLDER
7
Executive compensation adjustment
AGAINST
AGAINST
SHAREHOLDER
8
Report on patient access
AGAINST
AGAINST
SHAREHOLDER

JPMorgan Chase & Co.
  
Ticker: JPM
Security ID: 46625H100
Meeting Date: 05/16/2023
Meeting Type: Annual
Record Date: 03/18/2023
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1a
Election of Director Linda B. Bammann
FOR
FOR
MANAGEMENT
1b
Election of Director Stephen B. Burke
FOR
FOR
MANAGEMENT
1c
Election of Director Todd A. Combs
FOR
FOR
MANAGEMENT
1d
Election of Director James S. Crown
FOR
FOR
MANAGEMENT
1e
Election of Director Alicia Boler Davis
FOR
FOR
MANAGEMENT
1f
Election of Director James Dimon
FOR
FOR
MANAGEMENT
1g
Election of Director Timothy P. Flynn
FOR
FOR
MANAGEMENT
1h
Election of Director Alex Gorsky
FOR
FOR
MANAGEMENT
1i
Election of Director Mellody Hobson
FOR
FOR
MANAGEMENT
1j
Election of Director Michael A. Neal
FOR
FOR
MANAGEMENT
1k
Election of Director Phebe N. Novakovic
FOR
FOR
MANAGEMENT
1l
Election of Director Virginia Rometty
FOR
FOR
MANAGEMENT
2
Executive officer compensation
FOR
FOR
MANAGEMENT
3
Executive officer compensation frequency
FOR
FOR
MANAGEMENT
4
Ratification of accounting firm
FOR
FOR
MANAGEMENT
5
Independent board chairman
AGAINST
AGAINST
SHAREHOLDER
7
Fossil fuel phaseout
AGAINST
AGAINST
SHAREHOLDER
8
Include animal welfare mandate in charter
AGAINST
AGAINST
SHAREHOLDER
9
Special shareholder meeting
AGAINST
AGAINST
SHAREHOLDER
10
Civil liberties report
AGAINST
AGAINST
SHAREHOLDER
11
Political report
AGAINST
AGAINST
SHAREHOLDER
12
GHG reduction goals
AGAINST
AGAINST
SHAREHOLDER

Kimberly-Clark Corporation
  
Ticker: KMB
Security ID: 494368103
Meeting Date: 04/20/2023
Meeting Type: Annual
Record Date: 02/28/2023
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1a
Election of Director Sylvia M. Burwell
FOR
FOR
MANAGEMENT
1b
Election of Director John W. Culver
FOR
FOR
MANAGEMENT
1c
Election of Director Michael D. Hsu
FOR
FOR
MANAGEMENT
1d
Election of Director Mae C. Jemison, MD
FOR
FOR
MANAGEMENT
1e
Election of Director S. Todd Maclin
FOR
FOR
MANAGEMENT
1f
Election of Director Deirdre A. Mahlan
FOR
FOR
MANAGEMENT
1g
Election of Director Sherilyn S. McCoy
FOR
FOR
MANAGEMENT
1h
Election of Director Christa S. Quarles
FOR
FOR
MANAGEMENT
1i
Election of Director Jaime A. Ramirez
FOR
FOR
MANAGEMENT
1j
Election of Director Dunia A. Shive
FOR
FOR
MANAGEMENT
1k
Election of Director Mark T. Smucker
FOR
FOR
MANAGEMENT
1l
Election of Director Michael D. White
FOR
FOR
MANAGEMENT
2
Ratification of accounting firm
FOR
FOR
MANAGEMENT
3
Executive officer compensation
FOR
FOR
MANAGEMENT
4
Executive officer compensation frequency
1 year
1 year
MANAGEMENT

The Kraft Heinz Company
  
Ticker: KHC
Security ID: 500754106
Meeting Date: 05/04/2023
Meeting Type: Annual
Record Date: 03/07/2023
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1-A
Elect Director Gregory E. Abel
FOR
FOR
MANAGEMENT
1-B
Elect Director Humberto P. Alfonso
FOR
FOR
MANAGEMENT
1-C
Elect Director John T. Cahill
FOR
FOR
MANAGEMENT
1-D
Elect Director Lori Dickerson Fouche
FOR
FOR
MANAGEMENT
1-E
Elect Director Diane Gherson
FOR
FOR
MANAGEMENT
1-F
Elect Director Timothy Kenesey
FOR
FOR
MANAGEMENT
1-G
Elect Director Alicia Knapp
FOR
FOR
MANAGEMENT
1-H
Elect Director Elio Leoni Sceti
FOR
FOR
MANAGEMENT
1-I
Elect Director Susan Mulder
FOR
FOR
MANAGEMENT
1-J
Elect Director James Park
FOR
FOR
MANAGEMENT
1-K
Elect Director Miguel Patricio
FOR
FOR
MANAGEMENT
1-L
Elect Director John C. Pope
FOR
FOR
MANAGEMENT
2
Advisory vote on executive compensation
FOR
FOR
MANAGEMENT
3
Ratification of accounting firm
FOR
FOR
MANAGEMENT
4
Majority vote
AGAINST
AGAINST
SHAREHOLDER
5
Report on water risk
AGAINST
AGAINST
SHAREHOLDER
6
Civil rights audit
AGAINST
AGAINST
SHAREHOLDER

Markel Corp.
  
Ticker: MKL
Security ID: 570535104
Meeting Date: 05/16/2023
Meeting Type: Annual
Record Date: 03/03/202
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1A
Election of Director Mark M. Besca
FOR
FOR
MANAGEMENT
1B
Election of Director K. Bruce Connell
FOR
FOR
MANAGEMENT
1C
Election of Director Lawrence A. Cunningham
FOR
FOR
MANAGEMENT
1D
Election of Director Thomas S. Gayner
FOR
FOR
MANAGEMENT
1E
Election of Director Greta J. Harris
FOR
FOR
MANAGEMENT
1F
Election of Director Morgan E. Housel
FOR
FOR
MANAGEMENT
1G
Election of Director Diane Leopold
FOR
FOR
MANAGEMENT
1H
Election of Director Anthony F. Markel
FOR
FOR
MANAGEMENT
1I
Election of Director Steven A. Markel
FOR
FOR
MANAGEMENT
1J
Election of Director Harold L. Morrison, Jr.
FOR
FOR
MANAGEMENT
1K
Election of Director Michael O’Reilly
FOR
FOR
MANAGEMENT
1L
Election of Director A. Lynne Puckett
FOR
FOR
MANAGEMENT
2
Say on pay
FOR
FOR
MANAGEMENT
3
Say on pay frequency
1 year
1 year
MANAGEMENT
4
Ratification of accounting firm
FOR
FOR
MANAGEMENT

Mastercard Incorporated
  
Ticker: MA
Security ID: 57636Q104
Meeting Date: 06/27/2023
Meeting Type: Annual
Record Date: 04/22/2023
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1A
Election of Director Merit E. Janow
FOR
FOR
MANAGEMENT
1B
Election of Director Candido Bracher
FOR
FOR
MANAGEMENT
1C
Election of Director Richard K. Davis
FOR
FOR
MANAGEMENT
1D
Election of Director Julius Genachowski
FOR
FOR
MANAGEMENT
1E
Election of Director Choon Phon Goh
FOR
FOR
MANAGEMENT
1F
Election of Director Oki Matsumoto
FOR
FOR
MANAGEMENT
1G
Election of Director Michael Miebach
FOR
FOR
MANAGEMENT
1H
Election of Director Youngme Moon
FOR
FOR
MANAGEMENT
1I
Election of Director Rima Qureshi
FOR
FOR
MANAGEMENT
1J
Election of Director Gabrielle Sulzberger
FOR
FOR
MANAGEMENT
1K
Election of Director Harit Talwar
FOR
FOR
MANAGEMENT
1L
Election of Director Lance Uggla
FOR
FOR
MANAGEMENT
2
Say on pay
FOR
FOR
MANAGEMENT
3
Say on pay frequency
1 year
1 year
MANAGEMENT
4
Employee Purchase Plan approval
FOR
FOR
MANAGEMENT
5
Ratification of accounting firm
FOR
FOR
MANAGEMENT
6
Civil liberties report
AGAINST
AGAINST
SHAREHOLDER
7
Report on Merchant Category Code
AGAINST
AGAINST
SHAREHOLDER
8
Lobbying disclosure
AGAINST
AGAINST
SHAREHOLDER
9
Bylaw amendments
AGAINST
AGAINST
SHAREHOLDER
10
Report on cost-benefit of DEI efforts
AGAINST
AGAINST
SHAREHOLDER

MediaAlpha, Inc.
  
Ticker: MAX
Security ID: 58450V104
Meeting Date: 05/18/2023
Meeting Type: Annual
Record Date: 03/24/2023
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1-01
Election of Director Venmal Arasu
FOR
FOR
MANAGEMENT
1-02
Election of Director Lara Sweet
FOR
FOR
MANAGEMENT
1-03
Election of Director Kathy Vrabeck
FOR
FOR
MANAGEMENT
2
Ratification of accounting firm
FOR
FOR
MANAGEMENT

New Ireland Fund, Inc.
  
Ticker: IRL
Security ID: 645673104
Meeting Date: 01/05/2023
Meeting Type: Special
Record Date: 11/25/2022
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1
Liquidation and dissolution
FOR
AGAINST
MANAGEMENT

O’Reilly Automotive, Inc.
  
Ticker: ORLY
Security ID: 67103H107
Meeting Date: 05/18/2023
Meeting Type: Annual
Record Date: 03/03/2023
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1A
Election of Director David O’Reilly
FOR
FOR
MANAGEMENT
1B
Election of Director Larry O’Reilly
FOR
FOR
MANAGEMENT
1C
Election of Director Greg Henslee
FOR
FOR
MANAGEMENT
1D
Election of Director Jay D. Burchfield
FOR
FOR
MANAGEMENT
1E
Election of Director Thomas T. Hendrickson
FOR
FOR
MANAGEMENT
1F
Election of Director John R. Murphy
FOR
FOR
MANAGEMENT
1G
Election of Director Dana M. Perlman
FOR
FOR
MANAGEMENT
1H
Election of Director Maria A. Sastre
FOR
FOR
MANAGEMENT
1I
Election of Director Andrea M. Weiss
FOR
FOR
MANAGEMENT
1J
Election of Director Fred Whitfield
FOR
FOR
MANAGEMENT
2
Advisory vote on compensation
FOR
FOR
MANAGEMENT
3
Say on pay frequency
1 year
1 year
MANAGEMENT
4
Ratification of accounting firm
FOR
FOR
MANAGEMENT
5
Independent board chairman
AGAINST
AGAINST
SHAREHOLDER

Paychex, Inc.
  
Ticker: PAYX
Security ID: 704326107
Meeting Date: 10/13/2022
Meeting Type: Annual
Record Date: 08/16/2022
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1A
Election of Director B. Thomas Golisano
FOR
FOR
MANAGEMENT
1B
Election of Director Joseph G. Doody
FOR
FOR
MANAGEMENT
1C
Election of Director David J.S. Flaschen
FOR
FOR
MANAGEMENT
1D
Election of Director Pamela A. Joseph
FOR
FOR
MANAGEMENT
1E
Election of Director Martin Mucci
FOR
FOR
MANAGEMENT
1F
Election of Director Kevin A. Price
FOR
FOR
MANAGEMENT
1G
Election of Director Joseph M. Tucci
FOR
FOR
MANAGEMENT
1H
Election of Director Joseph M. Velli
FOR
FOR
MANAGEMENT
1I
Election of Director Kara Wilson
FOR
FOR
MANAGEMENT
1J
Thomas Bonadio
FOR
FOR
MANAGEMENT
2
Advisory vote on compensation
FOR
FOR
MANAGEMENT
3
Ratification of accounting firm
FOR
FOR
MANAGEMENT

PepsiCo, Inc.
  
Ticker: PEP
Security ID: 713448108
Meeting Date: 05/02/2023
Meeting Type: Annual
Record Date: 03/01/2023
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1a
Election of Director Segun Agbaje
FOR
FOR
MANAGEMENT
1b
Election of Director Jennifer Bailey
FOR
FOR
MANAGEMENT
1c
Election of Director Cesar Conde
FOR
FOR
MANAGEMENT
1d
Election of Director Ian M. Cook
FOR
FOR
MANAGEMENT
1e
Election of Director Edith W. Cooper
FOR
FOR
MANAGEMENT
1f
Election of Director Susan M. Diamond
FOR
FOR
MANAGEMENT
1g
Election of Director Dina Dublon
FOR
FOR
MANAGEMENT
1h
Election of Director Michelle Gass
FOR
FOR
MANAGEMENT
1i
Election of Director Ramon Laguarta
FOR
FOR
MANAGEMENT
1j
Election of Director Dave Lewis
FOR
FOR
MANAGEMENT
1k
Election of Director David C. Page
FOR
FOR
MANAGEMENT
1l
Election of Director Robert C. Pohlad
FOR
FOR
MANAGEMENT
1m
Election of Director Daniel Vasella
FOR
FOR
MANAGEMENT
1n
Election of Director Darren Walker
FOR
FOR
MANAGEMENT
1o
Election of Director Alberto Weisser
FOR
FOR
MANAGEMENT
2
Approval of public accountants
FOR
FOR
MANAGEMENT
3
Approval of executive compensation
FOR
FOR
MANAGEMENT
4
Say on pay frequency
1 year
1 year
MANAGEMENT
5
Independent board chairman
AGAINST
FOR
SHAREHOLDER
6
Report on global transparency
AGAINST
AGAINST
SHAREHOLDER
7
Report on reproductive health
AGAINST
AGAINST
SHAREHOLDER
8
Report on net-zero emissions
AGAINST
AGAINST
SHAREHOLDER

Procter & Gamble Company
  
Ticker: PG
Security ID: 742718109
Meeting Date: 10/11/2022
Meeting Type: Annual
Record Date: 08/13/2022
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1a
Election of Director B. Marc Allen
FOR
FOR
MANAGEMENT
1b
Election of Director Angela F. Braly
FOR
FOR
MANAGEMENT
1c
Election of Director Amy L. Chang
FOR
FOR
MANAGEMENT
1d
Election of Director Joseph Jimenez
FOR
FOR
MANAGEMENT
1e
Election of Director Christopher Kempczinksi
FOR
FOR
MANAGEMENT
1f
Election of Director Debra L. Lee
FOR
FOR
MANAGEMENT
1g
Election of Director Terry J. Lundgren
FOR
FOR
MANAGEMENT
1h
Election of Director Christine M. McCarthy
FOR
FOR
MANAGEMENT
1i
Election of Director Jon R. Moeller
FOR
FOR
MANAGEMENT
1k
Election of Director Rajesh Subramaniam
FOR
FOR
MANAGEMENT
1l
Election of Director Patricia A. Woertz
FOR
FOR
MANAGEMENT
2
Approval of public accountants
FOR
FOR
MANAGEMENT
3
Approval of executive compensation
FOR
AGAINST
MANAGEMENT

Starbucks Corporation
  
Ticker: SBUX
Security ID: 855244109
Meeting Date: 03/23/2023
Meeting Type: Annual
Record Date: 01/06/2023
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1a
Election of Director Richard E. Allison, Jr.
FOR
FOR
MANAGEMENT
1b
Election of Director Andrew Campion
FOR
FOR
MANAGEMENT
1c
Election of Director Beth Ford
FOR
FOR
MANAGEMENT
1d
Election of Director Mellody Hobson
FOR
FOR
MANAGEMENT
1e
Election of Director Jorgen Vig Knudstorp
FOR
FOR
MANAGEMENT
1f
Election of Director Satya Nadella
FOR
FOR
MANAGEMENT
1g
Election of Director Laxman Narasimhan
FOR
FOR
MANAGEMENT
1h
Election of Director Howard Schultz
FOR
FOR
MANAGEMENT
2
Approval of executive compensation
FOR
FOR
MANAGEMENT
3
Say on pay frequency
1 year
1 year
MANAGEMENT
4
Approval of public accountants
FOR
FOR
MANAGEMENT
5
Report on plant-based milk
AGAINST
AGAINST
SHAREHOLDER
6
Report on CEO Succession
AGAINST
AGAINST
SHAREHOLDER
7
Report on company operations in China
AGAINST
AGAINST
SHAREHOLDER
8
Report on worker rights commitments
AGAINST
AGAINST
SHAREHOLDER
9
Report on board committee for sustainability
AGAINST
AGAINST
SHAREHOLDER

Stryker Corporation
  
Ticker: SYK
Security ID: 863667101
Meeting Date: 05/10/2023
Meeting Type: Annual
Record Date: 03/07/2023
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1-a
Election of Director Mary K. Brainerd
FOR
FOR
MANAGEMENT
1-b
Election of Director Giovanni Caforio
FOR
FOR
MANAGEMENT
1-c
Election of Director Srikant M. Datar, PhD
FOR
FOR
MANAGEMENT
1-d
Election of Director Allan C. Golston
FOR
FOR
MANAGEMENT
1-e
Election of Director Kevin A. Lobo
FOR
FOR
MANAGEMENT
1-f
Election of Director Sherilyn S. McCoy
FOR
FOR
MANAGEMENT
1-g
Election of Director Andrew K. Silvernail
FOR
FOR
MANAGEMENT
1-h
Election of Director Lisa M. Skeete Tatum
FOR
FOR
MANAGEMENT
1-i
Election of Director Ronda E. Stryker
FOR
FOR
MANAGEMENT
1-j
Election of Director Rajeev Suri
FOR
FOR
MANAGEMENT
2
Ratification of public accounting firm
FOR
AGAINST
MANAGEMENT
3
Approval of executive compensation
FOR
AGAINST
MANAGEMENT
4
Say on pay frequency
1 year
1 year
MANAGEMENT
5
Report on political disclosure
AGAINST
AGAINST
SHAREHOLDER

T. Rowe Price Group, Inc.
  
Ticker: TROW
Security ID: 74144T108
Meeting Date: 05/09/2023
Meeting Type: Annual
Record Date: 03/01/2023
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1A
Election of Director Glenn R. August
FOR
FOR
MANAGEMENT
1B
Election of Director Mark S. Bartlett
FOR
FOR
MANAGEMENT
1C
Election of Director Dina Dublon
FOR
FOR
MANAGEMENT
1D
Election of Director Dr. Freeman A. Hrabowski, III
FOR
FOR
MANAGEMENT
1E
Election of Director Robert F. MacLellan
FOR
FOR
MANAGEMENT
1F
Election of Director Eileen P. Rominger
FOR
FOR
MANAGEMENT
1G
Election of Director Robert W. Sharps
FOR
FOR
MANAGEMENT
1H
Election of Director Robert J. Stevens
FOR
FOR
MANAGEMENT
1I
Election of Director William J. Stromberg
FOR
FOR
MANAGEMENT
1J
Election of Director Sandra S. Wijnberg
FOR
FOR
MANAGEMENT
1K
Election of Director Alan D. Wilson
FOR
FOR
MANAGEMENT
2
Say on pay
FOR
AGAINST
MANAGEMENT
3
Approval of Stock Purchase Plan
FOR
AGAINST
MANAGEMENT
4
Say on pay frequency
1 year
1 year
MANAGEMENT
5
Ratification of public accounting firm
FOR
FOR
MANAGEMENT

Visa, Inc.
  
Ticker: V
Security ID: 57636Q104
Meeting Date: 01/24/2023
Meeting Type: Annual
Record Date: 11/26/2022
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1A
Election of Director Lloyd A. Carney
FOR
FOR
MANAGEMENT
1B
Election of Director Kermit R. Crawford
FOR
FOR
MANAGEMENT
1C
Election of Director Francisco Fernandez-Carbajal
FOR
FOR
MANAGEMENT
1D
Election of Director Alfred F. Kelly, Jr.
FOR
FOR
MANAGEMENT
1E
Election of Director Ramon Laguarta
FOR
FOR
MANAGEMENT
1F
Election of Director Teri L. List
FOR
FOR
MANAGEMENT
1G
Election of Director John F. Lundgren
FOR
FOR
MANAGEMENT
1H
Election of Director Denise M. Morrison
FOR
FOR
MANAGEMENT
1I
Election of Director Linda J. Rendle
FOR
FOR
MANAGEMENT
1J
Election of Director John Maynard G. Webb, Jr.
FOR
FOR
MANAGEMENT
2
Say on pay
FOR
FOR
MANAGEMENT
3
Say on pay frequency
FOR
FOR
MANAGEMENT
4
Ratification of public accounting firm
FOR
FOR
MANAGEMENT
5
Independent board chair
AGAINST
FOR
SHAREHOLDER

Waters Corporation
  
Ticker: WAT
Security ID: 941848103
Meeting Date: 05/23/2023
Meeting Type: Annual
Record Date: 03/25/2023
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1-01
Election of Director Udit Batra
FOR
FOR
MANAGEMENT
1-02
Election of Director Linda Baddour
FOR
FOR
MANAGEMENT
1-03
Election of Director Mark Vergnano
FOR
FOR
MANAGEMENT
1-04
Election of Director Pearl S. Huang
FOR
FOR
MANAGEMENT
1-05
Election of Director Wei Jiang
FOR
FOR
MANAGEMENT
1-06
Election of Director Christopher A. Kuebler
FOR
FOR
MANAGEMENT
1-07
Election of Director Flemming Ornskov
FOR
FOR
MANAGEMENT
1-08
Election of Director Thomas P. Salice
FOR
FOR
MANAGEMENT
1-09
Election of Director Dan Brennan
FOR
FOR
MANAGEMENT
2
Ratification of public accounting firm
FOR
FOR
MANAGEMENT
3
Advisory vote on executive compensation
FOR
FOR
MANAGEMENT
4
Say on pay frequency
1 year
1 year
MANAGEMENT

Wells Fargo & Company
  
Ticker: WFC
Security ID: 949746101
Meeting Date: 04/25/2023
Meeting Type: Annual
Record Date: 02/25/2023
  

#
Proposal
Mgt Rec
Vote Cast
Sponsor
         
1-a
Election of Director Steven D. Black
FOR
FOR
MANAGEMENT
1-b
Election of Director Mark A. Chancy
FOR
FOR
MANAGEMENT
1-c
Election of Director Celeste Clark
FOR
FOR
MANAGEMENT
1-d
Election of Director Theodore F. Craver, Jr.
FOR
FOR
MANAGEMENT
1-e
Election of Director Richard K. Davis
FOR
FOR
MANAGEMENT
1-f
Election of Director Wayne Hewett
FOR
FOR
MANAGEMENT
1-g
Election of Director CeCelia G. Morken
FOR
FOR
MANAGEMENT
1-h
Election of Director Maria Morris
FOR
FOR
MANAGEMENT
1-i
Election of Director Felicia F. Norwood
FOR
FOR
MANAGEMENT
1-j
Election of Director Richard Payne, Jr.
FOR
FOR
MANAGEMENT
1-k
Election of Director Ronald L. Sargent
FOR
FOR
MANAGEMENT
1-l
Election of Director Charles Scharf
FOR
FOR
MANAGEMENT
1-m
Election of Director Suzanne Vautrinot
FOR
FOR
MANAGEMENT
2
Say on pay
FOR
FOR
MANAGEMENT
3
Say on pay frequency
1 year
1 year
MANAGEMENT
4
Ratification of public accounting firm
FOR
FOR
MANAGEMENT
5
Simple majority vote
AGAINST
AGAINST
SHAREHOLDER
6
Report on political spending
AGAINST
AGAINST
SHAREHOLDER
7
Report on climate lobbying
AGAINST
AGAINST
SHAREHOLDER
8
Report on climate transition
AGAINST
AGAINST
SHAREHOLDER
9
Report on fossil fuel lending
AGAINST
AGAINST
SHAREHOLDER
10
Report on workplace harassment
AGAINST
AGAINST
SHAREHOLDER
11
Report on freedom of association
AGAINST
AGAINST
SHAREHOLDER

SIGNATURES

Pursuant to the requirements of the Investment Company Act of 1940, registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

EAGLE CAPITAL GROWTH FUND, INC.

By:
/s/ Luke E. Sims
  
 
Luke E. Sims, President
  

Date:    August 3, 2023