0001104659-22-094603.txt : 20220826 0001104659-22-094603.hdr.sgml : 20220826 20220826065527 ACCESSION NUMBER: 0001104659-22-094603 CONFORMED SUBMISSION TYPE: N-PX PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220630 FILED AS OF DATE: 20220826 DATE AS OF CHANGE: 20220826 EFFECTIVENESS DATE: 20220826 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VANGUARD VARIABLE INSURANCE FUNDS CENTRAL INDEX KEY: 0000857490 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: N-PX SEC ACT: 1940 Act SEC FILE NUMBER: 811-05962 FILM NUMBER: 221199492 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 VARIABLE INSURANCE FUND DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: VANGUARD VARIABLE INSURANCE FUND INC DATE OF NAME CHANGE: 19910505 0000857490 S000004390 Balanced Portfolio C000012146 Balanced Portfolio N-PX 1 tm2221165d1_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: 811-05962 NAME OF REGISTRANT: VANGUARD VARIABLE INSURANCE 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: DECEMBER 31 DATE OF REPORTING PERIOD: JULY 1, 2021 - JUNE 30, 2022 ******************************* FORM N-Px REPORT ****************************** ICA File Number: 81105962A Reporting Period: 07/01/2021 - 06/30/2022 VANGUARD VARIABLE INSURANCE FUNDS Each investment advisor's votes cast are shown separately below. Sections without an investment advisor listed reflect votes cast at the discretion of the Fund. The votes reported do not reflect any votes cast pursuant to a regulatory requirement. =========== VANGUARD VARIABLE INSURANCE FUND - BALANCED PORTFOLIO - =========== =========== WELLINGTON =========== ACCENTURE PLC Ticker: ACN Security ID: G1151C101 Meeting Date: JAN 26, 2022 Meeting Type: Annual Record Date: NOV 29, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Jaime Ardila For For Management 1B. Elect Nancy McKinstry For For Management 1C. Elect Beth E. Mooney For For Management 1D. Elect Gilles Pelisson For For Management 1E. Elect Paula A. Price For For Management 1F. Elect Venkata Renduchintala For For Management 1G. Elect Arun Sarin For For Management 1H. Elect Julie Sweet For For Management 1I. Elect Frank K. Tang For For Management 1J. Elect Tracey T. Travis For For Management 2. Advisory Vote on Executive Compensation For For Management 3. Approval of Amendment to the 2010 For For Management Share Incentive Plan 4. Appointment of Auditor and Authority For For Management to Set Fees 5. Authority to Issue Shares w/ For For Management Preemptive Rights 6. Authority to Issue Shares w/o For For Management Preemptive Rights 7. Authorize the Price Range at which the For For Management Company can Re-allot Treasury Shares -------------------------------------------------------------------------------- AIRBUS SE Ticker: AIR Security ID: N0280G100 Meeting Date: APR 12, 2022 Meeting Type: Annual Record Date: MAR 15, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1 Accounts and Reports For For Management 2 Allocation of Profits/Dividends For For Management 3 Ratification of Non-Executive For For Management Directors' Acts 4 Ratification of Executive Directors' For For Management Acts 5 Appointment of Auditor For For Management 6 Remuneration Report For For Management 7 Elect Guillaume Faury to the Board of For For Management Directors 8 Elect Catherine Guillouard to the For For Management Board of Directors 9 Elect Claudia Nemat to the Board of For For Management Directors 10 Elect Irene Rummelhoff to the Board of For For Management Directors 11 Authority to Issue Shares w/ or w/o For For Management Preemptive Rights (Equity Plans) 12 Authority to Issue Shares w/ or w/o For For Management Preemptive Rights (General Authority) 13 Authority to Repurchase Shares For For Management 14 Cancellation of Shares For For Management -------------------------------------------------------------------------------- ALPHABET INC. Ticker: GOOGL Security ID: 02079K305 Meeting Date: JUN 01, 2022 Meeting Type: Annual Record Date: APR 05, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a. Elect Larry Page For For Management 1b. Elect Sergey Brin For For Management 1c. Elect Sundar Pichai For For Management 1d. Elect John L. Hennessy For For Management 1e. Elect Frances H. Arnold For For Management 1f. Elect L. John Doerr For For Management 1g. Elect Roger W. Ferguson, Jr. For For Management 1h. Elect Ann Mather For For Management 1i. Elect K. Ram Shriram For For Management 1j. Elect Robin L. Washington For For Management 2 Ratification of Auditor For For Management 3 Amendment to the 2021 Stock Plan For For Management 4 Increase in Authorized Common Stock For For Management 5 Shareholder Proposal Regarding Against Against Shareholder Lobbying Report 6 Shareholder Proposal Regarding Against Against Shareholder Lobbying Activity Alignment with the Paris Agreement 7 Shareholder Proposal Regarding Report Against Against Shareholder on Physical Risks of Climate Change 8 Shareholder Proposal Regarding Report Against Against Shareholder on Water Management Risks 9 Shareholder Proposal Regarding Racial Against Against Shareholder Equity Audit 10 Shareholder Proposal Regarding Against Against Shareholder Concealment Clauses 11 Shareholder Proposal Regarding Against For Shareholder Recapitalization 12 Shareholder Proposal Regarding Report Against Against Shareholder on Government Takedown Requests 13 Shareholder Proposal Regarding Report Against For Shareholder on Siting in Countries of Significant Human Rights Concern 14 Shareholder Proposal Regarding Report Against Against Shareholder on Data Collection, Privacy, and Security 15 Shareholder Proposal Regarding Against For Shareholder Algorithm Disclosures 16 Shareholder Proposal Regarding Human Against Against Shareholder Rights Impact Assessment Report 17 Shareholder Proposal Regarding Report Against Against Shareholder on Business Practices and Financial Returns 18 Shareholder Proposal Regarding Report Against Against Shareholder on Board Diversity 19 Shareholder Proposal Regarding Against Against Shareholder Formation of Environmental Sustainability Committee 20 Shareholder Proposal Regarding Against Against Shareholder Employee Representative Director 21 Shareholder Proposal Regarding Report Against For Shareholder on Military Policing Agencies -------------------------------------------------------------------------------- AMAZON.COM, INC. Ticker: AMZN Security ID: 023135106 Meeting Date: MAY 25, 2022 Meeting Type: Annual Record Date: MAR 31, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a. Elect Jeffrey P. Bezos For For Management 1b. Elect Andrew R. Jassy For For Management 1c. Elect Keith B. Alexander For For Management 1d. Elect Edith W. Cooper For For Management 1e. Elect Jamie S. Gorelick For For Management 1f. Elect Daniel P. Huttenlocher For For Management 1g. Elect Judith A. McGrath For For Management 1h. Elect Indra K. Nooyi For For Management 1i. Elect Jonathan J. Rubinstein For For Management 1j. Elect Patricia Q. Stonesifer For For Management 1k. Elect Wendell P. Weeks For For Management 2 Ratification of Auditor For For Management 3 Advisory Vote on Executive Compensation For For Management 4 Amendment to the Certificate of For For Management Incorporation to Effect a 20-for-1 Stock Split and a Proportional Increase in Authorized Common Stock 5 Shareholder Proposal Regarding Against Against Shareholder Aligning Climate Goals with Employee Retirement Plan Options 6 Shareholder Proposal Regarding Report Against For Shareholder on Customer Due Diligence 7 Shareholder Proposal Regarding Hourly Against Against Shareholder Associate Representation on the Board 8 Shareholder Report on Plastic Packaging Against For Shareholder 9 Shareholder Proposal Regarding Report Against Against Shareholder on Worker Health and Safety Disparities 10 Shareholder Proposal Regarding Against Against Shareholder Concealment Clauses 11 Shareholder Proposal Regarding Against Against Shareholder Charitable Contributions Disclosure 12 Shareholder Proposal Regarding Report Against Against Shareholder on Tax Transparency 13 Shareholder Proposal Regarding Report Against For Shareholder on Freedom of Association 14 Shareholder Proposal Regarding Against For Shareholder Lobbying Report 15 Shareholder Proposal Regarding Against Against Shareholder Multiple Board Nominees 16 Shareholder Proposal Regarding Report Against For Shareholder on Working Conditions 17 Shareholder Proposal Regarding Median Against For Shareholder Gender and Racial Pay Equity Report 18 Shareholder Proposal Regarding Against Abstain Shareholder Diversity and Equity Audit 19 Shareholder Proposal Regarding the Against For Shareholder Human Rights Impacts of Facial Recognition Technology -------------------------------------------------------------------------------- AMERICAN EXPRESS COMPANY Ticker: AXP Security ID: 025816109 Meeting Date: MAY 03, 2022 Meeting Type: Annual Record Date: MAR 07, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Thomas J. Baltimore, Jr. For For Management 1B. Elect Charlene Barshefsky For For Management 1C. Elect John J. Brennan For For Management 1D. Elect Peter Chernin For For Management 1E. Elect Ralph de la Vega For For Management 1F. Elect Michael O. Leavitt For For Management 1G. Elect Theodore J. Leonsis For For Management 1H. Elect Karen L. Parkhill For For Management 1I. Elect Charles E. Phillips, Jr. For For Management 1J. Elect Lynn A. Pike For For Management 1K. Elect Stephen J. Squeri For For Management 1L. Elect Daniel L. Vasella For For Management 1M. Elect Lisa W. Wardell For For Management 1N. Elect Christopher D. Young For For Management 2 Ratification of Auditor For For Management 3 Advisory Vote on Executive Compensation For For Management 4 Shareholder Proposal Regarding Against For Shareholder Independent Chair -------------------------------------------------------------------------------- AMERICAN TOWER CORPORATION Ticker: AMT Security ID: 03027X100 Meeting Date: MAY 18, 2022 Meeting Type: Annual Record Date: MAR 21, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Thomas A. Bartlett For For Management 1B. Elect Kelly C. Chambliss For For Management 1C. Elect Teresa H. Clarke For For Management 1D. Elect Raymond P. Dolan For For Management 1E. Elect Kenneth R. Frank For For Management 1F. Elect Robert D. Hormats For For Management 1G. Elect Grace D. Lieblein For For Management 1H. Elect Craig Macnab For For Management 1I. Elect JoAnn A. Reed For For Management 1J. Elect Pamela D.A. Reeve For For Management 1K. Elect David E. Sharbutt For For Management 1L. Elect Bruce L. Tanner For For Management 1M. Elect Samme L. Thompson For For Management 2 Ratification of Auditor For For Management 3 Advisory Vote on Executive Compensation For For Management -------------------------------------------------------------------------------- ANGLO AMERICAN PLC Ticker: AAL Security ID: G03764134 Meeting Date: APR 19, 2022 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 Special Dividend For For Management 4 Elect Ian Tyler For For Management 5 Elect Duncan G. Wanblad For For Management 6 Elect Ian R. Ashby For For Management 7 Elect Marcelo H. Bastos For For Management 8 Elect Elisabeth Brinton For For Management 9 Elect Stuart Chambers For For Management 10 Elect Hilary Maxson For For Management 11 Elect Hixonia Nyasulu For For Management 12 Elect Nonkululeko M.C. Nyembezi For For Management 13 Elect Tony O'Neill For For Management 14 Elect Stephen T. Pearce For For Management 15 Appointment of Auditor For For Management 16 Authority to Set Auditor's Fees For For Management 17 Remuneration Report For For Management 18 Share Ownership Plan For For Management 19 Advisory Vote on Climate Change Report 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 Against Management Notice Period at 14 Days -------------------------------------------------------------------------------- ANTHEM, INC. Ticker: ANTM Security ID: 036752103 Meeting Date: MAY 18, 2022 Meeting Type: Annual Record Date: MAR 17, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Susan D. DeVore For For Management 1.2 Elect Bahija Jallal For For Management 1.3 Elect Ryan M. Schneider For For Management 1.4 Elect Elizabeth E. Tallett For For Management 2 Advisory Vote on Executive Compensation For For Management 3 Ratification of Auditor For For Management 4 Company Name Change For For Management 5 Shareholder Proposal Regarding Against Against Shareholder Prohibiting Political Contributions 6 Shareholder Proposal Regarding Racial Against For Shareholder Impact Audit -------------------------------------------------------------------------------- APPLE INC. Ticker: AAPL Security ID: 37833100 Meeting Date: MAR 04, 2022 Meeting Type: Annual Record Date: JAN 03, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect James A. Bell For For Management 1B. Elect Timothy D. Cook For For Management 1C. Elect Albert A. Gore For For Management 1D. Elect Alex Gorsky For For Management 1E. Elect Andrea Jung For For Management 1F. Elect Arthur D. Levinson For For Management 1G. Elect Monica C. Lozano For For Management 1H. Elect Ronald D. Sugar For For Management 1I. Elect Susan L. Wagner For For Management 2. Ratification of Auditor For For Management 3. Advisory Vote on Executive Compensation For Against Management 4. Approval of the 2022 Employee Stock For For Management Plan 5. Shareholder Proposal Regarding Against Against Shareholder Becoming a Public Benefit Corporation 6. Shareholder Proposal Regarding App Against Against Shareholder Removals 7. Shareholder Proposal Regarding Report Against Against Shareholder on Effectiveness of Supply Chain Policies on Forced Labor 8. Shareholder Proposal Regarding Median Against For Shareholder Gender and Racial Pay Equity Report 9. Shareholder Proposal Regarding Civil Against Against Shareholder Rights Audit 10. Shareholder Proposal Regarding Against Against Shareholder Concealment Clauses -------------------------------------------------------------------------------- ASTRAZENECA PLC Ticker: AZN Security ID: 046353108 Meeting Date: APR 29, 2022 Meeting Type: Annual Record Date: APR 07, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1 Accounts and Reports For For Management 2 Final Dividend For For Management 3 Appointment of Auditor For For Management 4 Authority to Set Auditor's Fees For For Management 5A. Elect Leif Johansson For For Management 5B. Elect Pascal Soriot For For Management 5C. Elect Aradhana Sarin For For Management 5D. Elect Philip Broadley For For Management 5E. Elect Euan Ashley For For Management 5F. Elect Michel Demare For For Management 5G. Elect Deborah DiSanzo For For Management 5H. Elect Diana Layfield For For Management 5I. Elect Sherilyn S. McCoy For For Management 5J. Elect Tony Mok For For Management 5K. Elect Nazneen Rahman For For Management 5L. Elect Andreas Rummelt For For Management 5M. Elect Marcus Wallenberg For Against Management 6 Remuneration Report For For Management 7 Authorisation of Political Donations For For Management 8 Authority to Issue Shares w/ For For Management Preemptive Rights 9 Authority to Issue Shares w/o For For Management Preemptive Rights 10 Authority to Issue Shares w/o For For Management Preemptive Rights (Specified Capital Investment) 11 Authority to Repurchase Shares For For Management 12 Authority to Set General Meeting For Against Management Notice Period at 14 Days 13 Extension of Savings-Related Share For For Management Option Scheme -------------------------------------------------------------------------------- BANK OF AMERICA CORPORATION Ticker: BAC Security ID: 060505583 Meeting Date: APR 26, 2022 Meeting Type: Annual Record Date: MAR 01, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Sharon L. Allen For For Management 1B. Elect Frank P. Bramble, Sr. For For Management 1C. Elect Pierre J. P. de Weck For For Management 1D. Elect Arnold W. Donald For For Management 1E. Elect Linda P. Hudson For For Management 1F. Elect Monica C. Lozano For For Management 1G. Elect Brian T. Moynihan For For Management 1H. Elect Lionel L. Nowell, III For For Management 1I. Elect Denise L. Ramos For For Management 1J. Elect Clayton S. Rose For For Management 1K. Elect Michael D. White For For Management 1L. Elect Thomas D. Woods For For Management 1M. Elect R. David Yost For For Management 1N. Elect Maria T. Zuber For For Management 2 Advisory Vote on Executive Compensation For For Management 3 Ratification of Auditor For For Management 4 Ratification of Exclusive Forum For For Management Provision 5 Shareholder Proposal Regarding Racial Against Against Shareholder Equity Audit 6 Shareholder Proposal Regarding Fossil Against For Shareholder Fuel Financing Policy 7 Shareholder Proposal Regarding Against Against Shareholder Charitable Contributions Disclosure -------------------------------------------------------------------------------- BAXTER INTERNATIONAL INC. Ticker: BAX Security ID: 071813109 Meeting Date: MAY 03, 2022 Meeting Type: Annual Record Date: MAR 11, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Jose E. Almeida For For Management 1B. Elect Thomas F. Chen For For Management 1C. Elect Peter S. Hellman For For Management 1D. Elect Michael F. Mahoney For For Management 1E. Elect Patricia Morrison For For Management 1F. Elect Stephen N. Oesterle For For Management 1G. Elect Nancy M. Schlichting For For Management 1H. Elect Catherine R. Smith For For Management 1I. Elect Albert P.L. Stroucken For For Management 1J. Elect Amy M. Wendell For For Management 1K. Elect David S. Wilkes For For Management 2 Advisory Vote on Executive Compensation For For Management 3 Ratification of Auditor For For Management 4 Permit Shareholders to Act by Written For For Management Consent 5 Reduce Ownership Threshold for For For Management Shareholders to Call Special Meetings 6 Shareholder Proposal Regarding Right Against Against Shareholder to Call Special Meetings 7 Shareholder Proposal Regarding Against Against Shareholder Independent Chair -------------------------------------------------------------------------------- BECTON, DICKINSON AND COMPANY Ticker: BDX Security ID: 75887109 Meeting Date: JAN 25, 2022 Meeting Type: Annual Record Date: DEC 06, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Catherine M. Burzik For For Management 1B. Elect Carrie L. Byington For For Management 1C. Elect R. Andrew Eckert For For Management 1D. Elect Claire M. Fraser For For Management 1E. Elect Jeffrey W. Henderson For For Management 1F. Elect Christopher Jones For For Management 1G. Elect Marshall O. Larsen For For Management 1H. Elect David F. Melcher For For Management 1I. Elect Thomas E. Polen For For Management 1J. Elect Claire Pomeroy For For Management 1K. Elect Timothy M. Ring For For Management 1L. Elect Bertram L. Scott For For Management 2. Ratification of Auditor For For Management 3. Advisory Vote on Executive Compensation For For Management 4. Shareholder Proposal Regarding Right Against For Shareholder to Call Special Meeting -------------------------------------------------------------------------------- BLACKROCK, INC. Ticker: BLK Security ID: 09247X101 Meeting Date: MAY 25, 2022 Meeting Type: Annual Record Date: MAR 28, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Bader M. Alsaad For For Management 1B. Elect Pamela Daley For For Management 1C. Elect Laurence D. Fink For For Management 1D. Elect Beth E. Ford For For Management 1E. Elect William E. Ford For For Management 1F. Elect Fabrizio Freda For For Management 1G. Elect Murry S. Gerber For For Management 1H. Elect Margaret L. Johnson For For Management 1I. Elect Robert S. Kapito For For Management 1J. Elect Cheryl D. Mills For For Management 1K. Elect Gordon M. Nixon For For Management 1L. Elect Kristin C. Peck For For Management 1M. Elect Charles H. Robbins For For Management 1N. Elect Marco Antonio Slim Domit For For Management 1O. Elect Hans E. Vestberg For For Management 1P. Elect Susan L. Wagner For For Management 1Q. Elect Mark Wilson For For Management 2 Advisory Vote on Executive Compensation For For Management 3 Ratification of Auditor For For Management 4 Shareholder Proposal Regarding Against Against Shareholder Adopting Asset Management Practices -------------------------------------------------------------------------------- CISCO SYSTEMS, INC. Ticker: CSCO Security ID: 17275R102 Meeting Date: DEC 13, 2021 Meeting Type: Annual Record Date: OCT 15, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect M. Michele Burns For For Management 1B. Elect Wesley G. Bush For For Management 1C. Elect Michael D. Capellas For For Management 1D. Elect Mark Garrett For For Management 1E. Elect John D. Harris II For For Management 1F. Elect Kristina M. Johnson For For Management 1G. Elect Roderick C. McGeary For For Management 1H. Elect Charles H. Robbins For For Management 1I. Elect Brenton L. Saunders For For Management 1J. Elect Lisa T. Su For For Management 1K. Elect Marianna Tessel For For Management 2. Advisory Vote on Executive Compensation For For Management 3. Ratification of Auditor For For Management 4. Shareholder Proposal Regarding Proxy Against Against Shareholder Access Bylaw Amendment -------------------------------------------------------------------------------- CITIGROUP INC. Ticker: C Security ID: 172967424 Meeting Date: APR 26, 2022 Meeting Type: Annual Record Date: FEB 28, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a. Elect Ellen M. Costello For For Management 1b. Elect Grace E. Dailey For For Management 1c. Elect Barbara J. Desoer For For Management 1d. Elect John C. Dugan For For Management 1e. Elect Jane N. Fraser For For Management 1f. Elect Duncan P. Hennes For For Management 1g. Elect Peter B. Henry For For Management 1h. Elect S. Leslie Ireland For For Management 1i. Elect Renee J. James For For Management 1j. Elect Gary M. Reiner For For Management 1k. Elect Diana L. Taylor For For Management 1l. Elect James S. Turley For Against Management 2 Ratification of Auditor For For Management 3 Advisory Vote on Executive Compensation For For Management 4 Amendment to the 2019 Stock Incentive For For Management Plan 5 Shareholder Proposal Regarding Against Against Shareholder Clawback Policy 6 Shareholder Proposal Regarding Against Against Shareholder Independent Chair 7 Shareholder Proposal Regarding Report Against Against Shareholder on Human Rights Standards for Indigenous Peoples 8 Shareholder Proposal Regarding Fossil Against For Shareholder Fuel Financing Policy 9 Shareholder Proposal Regarding Against Against Shareholder Non-discrimination Audit -------------------------------------------------------------------------------- COUPANG, INC. Ticker: CPNG Security ID: 22266T109 Meeting Date: JUN 16, 2022 Meeting Type: Annual Record Date: APR 22, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a. Elect Bom Kim For For Management 1b. Elect Neil Mehta For For Management 1c. Elect Jason Child For For Management 1d. Elect Pedro Franceschi For For Management 1e. Elect Benjamin Sun For For Management 1f. Elect Kevin M. Warsh For Against Management 1g. Elect Harry L. You For For Management 2 Ratification of Auditor For For Management 3 Advisory Vote on Executive Compensation For For Management 4 Frequency of Advisory Vote on 1 Year 1 Year Management Executive Compensation -------------------------------------------------------------------------------- D.R. HORTON, INC. Ticker: DHI Security ID: 23331A109 Meeting Date: JAN 26, 2022 Meeting Type: Annual Record Date: NOV 30, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Donald R. Horton For For Management 1B. Elect Barbara K. Allen For For Management 1C. Elect Brad S. Anderson For For Management 1D. Elect Michael R. Buchanan For For Management 1E. Elect Benjamin S. Carson, Sr. For For Management 1F. Elect Michael W. Hewatt For For Management 1G. Elect Maribess L. Miller For For Management 2. Advisory Vote on Executive Compensation For Against Management 3. Ratification of Auditor For For Management -------------------------------------------------------------------------------- DANAHER CORPORATION Ticker: DHR Security ID: 235851102 Meeting Date: MAY 10, 2022 Meeting Type: Annual Record Date: MAR 11, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Rainer M. Blair For For Management 1B. Elect Linda P. Hefner Filler For For Management 1C. Elect Teri L. List For For Management 1D. Elect Walter G. Lohr, Jr. For For Management 1E. Elect Jessica L. Mega For For Management 1F. Elect Mitchell P. Rales For For Management 1G. Elect Steven M. Rales For For Management 1H. Elect Pardis C. Sabeti For For Management 1I. Elect A. Shane Sanders For For Management 1J. Elect John T. Schwieters For For Management 1K. Elect Alan G. Spoon For For Management 1L. Elect Raymond C. Stevens For For Management 1M. Elect Elias A. Zerhouni For For Management 2 Ratification of Auditor For For Management 3 Advisory Vote on Executive Compensation For For Management 4 Shareholder Proposal Regarding Right Against For Shareholder to Call Special Meetings -------------------------------------------------------------------------------- DEERE & COMPANY Ticker: DE Security ID: 244199105 Meeting Date: FEB 23, 2022 Meeting Type: Annual Record Date: DEC 31, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Leanne G. Caret For For Management 1B. Elect Tamra A. Erwin For For Management 1C. Elect Alan C. Heuberger For For Management 1D. Elect Charles O. Holliday, Jr. For For Management 1E. Elect Michael O. Johanns For For Management 1F. Elect Clayton M. Jones For For Management 1G. Elect John C. May For For Management 1H. Elect Gregory R. Page For For Management 1I. Elect Sherry M. Smith For For Management 1J. Elect Dmitri L. Stockton For For Management 1K. Elect Sheila G. Talton For For Management 2. Advisory Vote on Executive Compensation For For Management 3. Ratification of Auditor For For Management 4. Approval of the Non-Employee Director For For Management Stock Ownership Plan 5. Shareholder Proposal Regarding Length Against For Shareholder of Share Ownership Required to Call Special Meetings -------------------------------------------------------------------------------- DIAGEO PLC Ticker: DGE Security ID: G42089113 Meeting Date: SEP 30, 2021 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor O1 Accounts and Reports For For Management O2 Remuneration Report (Advisory) For For Management O3 Final Dividend For For Management O4 Elect Lavanya Chandrashekar For For Management O5 Elect Valerie Chapoulaud-Floquet For For Management O6 Elect Sir John A. Manzoni For For Management O7 Elect Ireena Vittal For For Management O8 Elect Melissa Bethell For For Management O9 Elect Javier Ferran For For Management O10 Elect Susan Kilsby For For Management O11 Elect Lady Nicola Mendelsohn For For Management O12 Elect Ivan Menezes For For Management O13 Elect Alan Stewart For For Management O14 Appointment of Auditor For For Management O15 Authority to Set Auditor's Fees For For Management O16 Authorisation of Political Donations For For Management O17 Authority to Issue Shares w/ For For Management Preemptive Rights S18 Authority to Issue Shares w/o For For Management Preemptive Rights S19 Authority to Repurchase Shares For For Management S20 Authority to Set General Meeting For Against Management Notice Period at 14 Days -------------------------------------------------------------------------------- DOLLAR GENERAL CORPORATION Ticker: DG Security ID: 256677105 Meeting Date: MAY 25, 2022 Meeting Type: Annual Record Date: MAR 16, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Warren F. Bryant For For Management 1B. Elect Michael M. Calbert For For Management 1C. Elect Patricia D. Fili-Krushel For For Management 1D. Elect Timothy I. McGuire For For Management 1E. Elect William C. Rhodes, III For For Management 1F. Elect Debra A. Sandler For For Management 1G. Elect Ralph E. Santana For For Management 1H. Elect Todd J. Vasos For For Management 2 Advisory Vote on Executive Compensation For For Management 3 Ratification of Auditor For For Management 4 Shareholder Proposal Regarding Against For Shareholder Political Contributions and Expenditures Report -------------------------------------------------------------------------------- DUKE ENERGY CORPORATION Ticker: DUK Security ID: 26441C204 Meeting Date: MAY 05, 2022 Meeting Type: Annual Record Date: MAR 07, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.01 Elect Derrick Burks For For Management 1.02 Elect Annette K. Clayton For For Management 1.03 Elect Theodore F. Craver, Jr. For For Management 1.04 Elect Robert M. Davis For For Management 1.05 Elect Caroline D. Dorsa For For Management 1.06 Elect W. Roy Dunbar For For Management 1.07 Elect Nicholas C. Fanandakis For For Management 1.08 Elect Lynn J. Good For For Management 1.09 Elect John T. Herron For For Management 1.10 Elect Idalene F. Kesner For For Management 1.11 Elect E. Marie McKee For For Management 1.12 Elect Michael J. Pacilio For For Management 1.13 Elect Thomas E. Skains For For Management 1.14 Elect William E. Webster, Jr. For For Management 2 Ratification of Auditor For For Management 3 Advisory Vote on Executive Compensation For For Management 4 Shareholder Proposal Regarding Right Against Against Shareholder to Call Special Meetings -------------------------------------------------------------------------------- EXELON CORPORATION Ticker: EXC Security ID: 30161N101 Meeting Date: APR 26, 2022 Meeting Type: Annual Record Date: MAR 01, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Anthony K. Anderson For For Management 1B. Elect Ann C. Berzin For For Management 1C. Elect W. Paul Bowers For For Management 1D. Elect Marjorie Rodgers Cheshire For For Management 1E. Elect Christopher M. Crane For For Management 1F. Elect Carlos M. Gutierrez For For Management 1G. Elect Linda P. Jojo For For Management 1H. Elect Paul L. Joskow For For Management 1I. Elect John F. Young For For Management 2 Ratification of Auditor For For Management 3 Advisory Vote on Executive Compensation For For Management 4 Shareholder Proposal Regarding Child Against Against Shareholder Labor Linked To Electric Vehicles -------------------------------------------------------------------------------- FIDELITY NATIONAL INFORMATION SERVICES, INC. Ticker: FIS Security ID: 31620M106 Meeting Date: MAY 25, 2022 Meeting Type: Annual Record Date: APR 01, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Ellen R. Alemany For Against Management 1B. Elect Vijay D'Silva For For Management 1C. Elect Jeffrey A. Goldstein For For Management 1D. Elect Lisa A. Hook For For Management 1E. Elect Keith W. Hughes For For Management 1F. Elect Kenneth T. Lamneck For For Management 1G. Elect Gary L. Lauer For For Management 1H. Elect Gary A. Norcross For For Management 1I. Elect Louise M. Parent For For Management 1J. Elect Brian T. Shea For For Management 1K. Elect James B. Stallings, Jr. For For Management 1L. Elect Jeffrey E. Stiefler For For Management 2 Advisory Vote on Executive Compensation For For Management 3 Approval of the 2022 Omnibus Incentive For For Management Plan 4 Approval of the Employee Stock For For Management Purchase Plan 5 Ratification of Auditor For For Management -------------------------------------------------------------------------------- FORTIVE CORPORATION Ticker: FTV Security ID: 34959J108 Meeting Date: JUN 07, 2022 Meeting Type: Annual Record Date: APR 11, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a. Elect Daniel L. Comas For For Management 1b. Elect Sharmistha Dubey For For Management 1c. Elect Rejji P. Hayes For For Management 1d. Elect Wright L. Lassiter III For For Management 1e. Elect James A. Lico For For Management 1f. Elect Kate D. Mitchell For For Management 1g. Elect Jeannine P. Sargent For For Management 1h. Elect Alan G. Spoon For For Management 2 Advisory Vote on Executive Compensation For For Management 3 Ratification of Auditor For For Management 4 Elimination of Supermajority For For Management Requirement 5 Shareholder Proposal Regarding Simple Against Against Shareholder Majority Vote -------------------------------------------------------------------------------- GLENCORE PLC Ticker: GLEN Security ID: G39420107 Meeting Date: APR 28, 2022 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accounts and Reports For For Management 2 Cash Distribution (Reduction in Share For For Management Premium Account) 3 Elect Kalidas V. Madhavpeddi For For Management 4 Elect Peter R. Coates For For Management 5 Elect Martin J. Gilbert For For Management 6 Elect Gill Marcus For For Management 7 Elect Patrice Merrin For For Management 8 Elect Cynthia B. Carroll For Against Management 9 Elect Gary Nagle For For Management 10 Elect David Wormsley For For Management 11 Appointment of Auditor For For Management 12 Authority to Set Auditor's Fees For For Management 13 Approval of Climate Progress Report For For Management 14 Remuneration Report For For Management 15 Authority to Issue Shares w/ For For Management Preemptive Rights 16 Authority to Issue Shares w/o For For Management Preemptive Rights 17 Authority to Issue Shares w/o For For Management Preemptive Rights (Specified Capital Investment) 18 Authority to Repurchase Shares For For Management -------------------------------------------------------------------------------- GLOBAL PAYMENTS INC. Ticker: GPN Security ID: 37940X102 Meeting Date: APR 28, 2022 Meeting Type: Annual Record Date: MAR 04, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect F. Thaddeus Arroyo For For Management 1B. Elect Robert H.B. Baldwin, Jr. For For Management 1C. Elect John G. Bruno For For Management 1D. Elect Kriss Cloninger III For For Management 1E. Elect Joia M. Johnson For For Management 1F. Elect Ruth Ann Marshall For For Management 1G. Elect Connie D. McDaniel For For Management 1H. Elect William B. Plummer For For Management 1I. Elect Jeffrey S. Sloan For For Management 1J. Elect John T. Turner For For Management 1K. Elect M. Troy Woods For For Management 2 Advisory Vote on Executive Compensation For For Management 3 Ratification of Auditor For For Management 4 Shareholder Proposal Regarding Right Against Against Shareholder to Call Special Meetings -------------------------------------------------------------------------------- HCA HEALTHCARE, INC. Ticker: HCA Security ID: 40412C101 Meeting Date: APR 21, 2022 Meeting Type: Annual Record Date: FEB 25, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Thomas F. Frist III For For Management 1B. Elect Samuel N. Hazen For For Management 1C. Elect Meg G. Crofton For For Management 1D. Elect Robert J. Dennis For For Management 1E. Elect Nancy-Ann DeParle For For Management 1F. Elect William R. Frist For For Management 1G. Elect Charles O. Holliday, Jr. For For Management 1H. Elect Hugh F. Johnston For For Management 1I. Elect Michael W. Michelson For For Management 1J. Elect Wayne J. Riley For For Management 1K. Elect Andrea B. Smith For For Management 2 Ratification of Auditor For For Management 3 Advisory Vote on Executive Compensation For For Management 4 Shareholder Proposal Regarding Against Against Shareholder Political Contributions and Expenditures Report 5 Shareholder Proposal Regarding Against Against Shareholder Lobbying Report -------------------------------------------------------------------------------- HUMANA INC. Ticker: HUM Security ID: 444859102 Meeting Date: APR 21, 2022 Meeting Type: Annual Record Date: FEB 28, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A) Elect Raquel C. Bono For For Management 1B) Elect Bruce Broussard For For Management 1C) Elect Frank A. D'Amelio For For Management 1D) Elect David T. Feinberg For For Management 1E) Elect Wayne A.I. Frederick For For Management 1F) Elect John W. Garratt For For Management 1G) Elect Kurt J. Hilzinger For For Management 1H) Elect David A. Jones Jr. For For Management 1I) Elect Karen W. Katz For For Management 1J) Elect Marcy S. Klevorn For For Management 1K) Elect William J. McDonald For For Management 1L) Elect Jorge S. Mesquita For For Management 1M) Elect James J. O'Brien For For Management 2) Ratification of Auditor For For Management 3) Advisory Vote on Executive Compensation For For Management -------------------------------------------------------------------------------- ILLINOIS TOOL WORKS INC. Ticker: ITW Security ID: 452308109 Meeting Date: MAY 06, 2022 Meeting Type: Annual Record Date: MAR 07, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Daniel J. Brutto For For Management 1B. Elect Susan Crown For For Management 1C. Elect Darrell L. Ford For For Management 1D. Elect James W. Griffith For For Management 1E. Elect Jay L. Henderson For For Management 1F. Elect Richard H. Lenny For For Management 1G. Elect E. Scott Santi For For Management 1H. Elect David H. B. Smith, Jr. For For Management 1I. Elect Pamela B. Strobel For For Management 1J. Elect Anre D. Williams For For Management 2 Ratification of Auditor For For Management 3 Advisory Vote on Executive Compensation For For Management 4 Shareholder Proposal Regarding Right Against For Shareholder to Call Special Meetings -------------------------------------------------------------------------------- JOHNSON CONTROLS INTERNATIONAL PLC Ticker: JCI Security ID: G51502105 Meeting Date: MAR 09, 2022 Meeting Type: Annual Record Date: JAN 06, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Jean S. Blackwell For For Management 1B. Elect Pierre E. Cohade For For Management 1C. Elect Michael E. Daniels For For Management 1D. Elect W. Roy Dunbar For For Management 1E. Elect Gretchen R. Haggerty For For Management 1F. Elect Simone Menne For For Management 1G. Elect George R. Oliver For For Management 1H. Elect Carl Jurgen Tinggren For For Management 1I. Elect Mark P. Vergnano For For Management 1J. Elect R. David Yost For For Management 1K. Elect John D. Young For For Management 2A. Appointment of Auditor For For Management 2B. Authority to Set Auditor's Fees For For Management 3. Authority to Repurchase Shares For For Management 4. Authorize Price Range at which the For For Management Company Can Re-Allot Treasury Shares 5. Advisory Vote on Executive Compensation For For Management 6. Authority to Issue Shares w/ For For Management Preemptive Rights 7. Authority to Issue Shares w/o For For Management Preemptive Rights -------------------------------------------------------------------------------- JPMORGAN CHASE & CO. Ticker: JPM Security ID: 46625H100 Meeting Date: MAY 17, 2022 Meeting Type: Annual Record Date: MAR 18, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a. Elect Linda B. Bammann For For Management 1b. Elect Stephen B. Burke For For Management 1c. Elect Todd A. Combs For For Management 1d. Elect James S. Crown For For Management 1e. Elect James Dimon For For Management 1f. Elect Timothy P. Flynn For For Management 1g. Elect Mellody Hobson For For Management 1h. Elect Michael A. Neal For For Management 1i. Elect Phebe N. Novakovic For For Management 1j. Elect Virginia M. Rometty For For Management 2 Advisory Vote on Executive Compensation For Against Management 3 Ratification of Auditor For For Management 4 Shareholder Proposal Regarding Fossil Against For Shareholder Fuel Financing Policy 5 Shareholder Proposal Regarding Right Against For Shareholder to Call Special Meetings 6 Shareholder Proposal Regarding Against Against Shareholder Independent Chair 7 Shareholder Proposal Regarding Board Against For Shareholder Diversity 8 Shareholder Proposal Regarding Against Against Shareholder Becoming a Public Benefit Corporation 9 Shareholder Proposal Regarding Against Against Shareholder Aligning GHG Reductions with UNEP FI Recommendations -------------------------------------------------------------------------------- KLA CORP. Ticker: KLAC Security ID: 482480100 Meeting Date: NOV 03, 2021 Meeting Type: Annual Record Date: SEP 13, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1A Elect Edward W. Barnholt For For Management 1B Elect Robert M. Calderoni For For Management 1C Elect Jeneanne Hanley For For Management 1D Elect Emiko Higashi For For Management 1E Elect Kevin J. Kennedy For For Management 1F Elect Gary B. Moore For For Management 1G Elect Marie E. Myers For For Management 1H Elect Kiran M. Patel For For Management 1I Elect Victor Peng For For Management 1J Elect Robert A. Rango For For Management 1K Elect Richard P. Wallace For For Management 2 Ratification of Auditor For For Management 3 Advisory Vote on Executive Compensation For For Management -------------------------------------------------------------------------------- LAM RESEARCH CORP. Ticker: LRCX Security ID: 512807108 Meeting Date: NOV 08, 2021 Meeting Type: Annual Record Date: SEP 09, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1.01 Elect Sohail U. Ahmed For For Management 1.02 Elect Timothy M. Archer For For Management 1.03 Elect Eric K. Brandt For For Management 1.04 Elect Michael R. Cannon For For Management 1.05 Elect Catherine P. Lego For For Management 1.06 Elect Bethany J. Mayer For For Management 1.07 Elect Abhijit Y. Talwalkar For For Management 1.08 Elect Rick Lih-Shyng TSAI For For Management 1.09 Elect Leslie F. Varon For For Management 2. Advisory Vote on Executive Compensation For For Management 3. Ratification of Auditor For For Management -------------------------------------------------------------------------------- LENNAR CORPORATION Ticker: LEN Security ID: 526057302 Meeting Date: APR 12, 2022 Meeting Type: Annual Record Date: FEB 15, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Amy L. Banse For For Management 1B. Elect Richard Beckwitt For For Management 1C. Elect Steven L. Gerard For For Management 1D. Elect Theron I. Gilliam For For Management 1E. Elect Sherrill W. Hudson For For Management 1F. Elect Jonathan M. Jaffe For For Management 1G. Elect Sidney Lapidus For For Management 1H. Elect Teri P. McClure For For Management 1I. Elect Stuart A. Miller For For Management 1J. Elect Armando J. Olivera For Against Management 1K. Elect Jeffrey Sonnenfeld For Against Management 2 Advisory Vote on Executive Compensation For For Management 3 Ratification of Auditor For For Management 4 Amendment to the 2016 Equity Incentive For Against Management Plan 5 Shareholder Proposal Regarding Right Against Against Shareholder to Call Special Meetings -------------------------------------------------------------------------------- MARVELL TECHNOLOGY, INC. Ticker: MRVL Security ID: 573874104 Meeting Date: JUN 23, 2022 Meeting Type: Annual Record Date: APR 28, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a. Elect Sara C. Andrews For For Management 1b. Elect William Tudor Brown For For Management 1c. Elect Brad W. Buss For For Management 1d. Elect Edward H. Frank For For Management 1e. Elect Richard S. Hill For For Management 1f. Elect Marachel L. Knight For For Management 1g. Elect Matthew J. Murphy For For Management 1h. Elect Michael G. Strachan For For Management 1i. Elect Robert E. Switz For For Management 1j. Elect Ford Tamer For For Management 2 Advisory Vote on Executive Compensation For For Management 3 Amendment to the 2020 Employee Stock For For Management Purchase Plan 4 Ratification of Auditor For For Management -------------------------------------------------------------------------------- MASTERCARD INCORPORATED Ticker: MA Security ID: 57636Q104 Meeting Date: JUN 21, 2022 Meeting Type: Annual Record Date: APR 22, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a. Elect Merit E. Janow For For Management 1b. Elect Candido Botelho Bracher For For Management 1c. Elect Richard K. Davis For For Management 1d. Elect Julius Genachowski For For Management 1e. Elect GOH Choon Phong For For Management 1f. Elect Oki Matsumoto For For Management 1g. Elect Michael Miebach For For Management 1h. Elect Youngme E. Moon For For Management 1i. Elect Rima Qureshi For For Management 1j. Elect Gabrielle Sulzberger For For Management 1k. Elect Jackson P. Tai For For Management 1l. Elect Harit Talwar For For Management 1m. Elect Lance Uggla For For Management 2 Advisory Vote on Executive Compensation For For Management 3 Ratification of Auditor For For Management 4 Restoration of Right to Call a Special For For Management Meeting 5 Shareholder Proposal Regarding Right Against Against Shareholder to Call Special Meetings 6 Shareholder Proposal Regarding Against Against Shareholder Political Donations to Objectors 7 Shareholder Proposal Regarding Against Against Shareholder Charitable Contributions Disclosure 8 Shareholder Proposal Regarding Report Against Against Shareholder on Untraceable Firearms -------------------------------------------------------------------------------- MCDONALD'S CORPORATION Ticker: MCD Security ID: 580135101 Meeting Date: MAY 26, 2022 Meeting Type: Proxy Contest Record Date: MAR 28, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.01 Elect Leslie Samuelrich N/A TNA Shareholder 1.02 Elect Maisie Lucia Ganzler N/A TNA Shareholder 1.03 Elect Management Nominee Lloyd H. Dean N/A TNA Shareholder 1.04 Elect Management Nominee Robert A. N/A TNA Shareholder Eckert 1.05 Elect Management Nominee Catherine N/A TNA Shareholder Engelbert 1.06 Elect Management Nominee Maragret H. N/A TNA Shareholder Georgiadis 1.07 Elect Management Nominee Enrique N/A TNA Shareholder Hernandez, Jr. 1.08 Elect Management Nominee Christopher N/A TNA Shareholder Kempczinski 1.09 Elect Management Nominee John Mulligan N/A TNA Shareholder 1.10 Elect Management Nominee John W. N/A TNA Shareholder Rogers, Jr. 1.11 Elect Management Nominee Paul S. Walsh N/A TNA Shareholder 1.12 Elect Management Nominee Miles D. White N/A TNA Shareholder 2 Advisory Vote on Executive Compensation N/A TNA Management 3 Ratification of Auditor N/A TNA Management 4 Shareholder Proposal Regarding Right N/A TNA Shareholder to Call Special Meetings 5 Shareholder Proposal Regarding Report N/A TNA Shareholder on Plastics 6 Shareholder Proposal Regarding Report N/A TNA Shareholder on Public Health Costs of Antibiotics in the Supply Chain 7 Shareholder Proposal Regarding N/A TNA Shareholder Gestation Crates 8 Shareholder Proposal Regarding Civil N/A TNA Shareholder Rights Audit 9 Shareholder Proposal Regarding N/A TNA Shareholder Lobbying Activities and Values Congruency 10 Shareholder Proposal Regarding N/A TNA Shareholder Transparency Report on Global Public Policy and Political Influence 1.01 Elect Lloyd H. Dean For For Management 1.02 Elect Robert A. Eckert For For Management 1.03 Elect Catherine Engelbert For For Management 1.04 Elect Margaret H. Georgiadis For For Management 1.05 Elect Enrique Hernandez, Jr. For Withhold Management 1.06 Elect Christopher Kempczinski For For Management 1.07 Elect Richard H. Lenny For For Management 1.08 Elect John Mulligan For For Management 1.09 Elect Sheila A. Penrose For For Management 1.10 Elect John W. Rogers, Jr. For For Management 1.11 Elect Paul S. Walsh For For Management 1.12 Elect Miles D. White For Withhold Management 2 Advisory Vote on Executive Compensation For For Management 3 Ratification of Auditor For For Management 4 Shareholder Proposal Regarding Right Against For Shareholder to Call Special Meetings 5 Shareholder Proposal Regarding Report Against For Shareholder on Plastics 6 Shareholder Proposal Regarding Report Against Against Shareholder on Public Health Costs of Antibiotics in the Supply Chain 7 Shareholder Proposal Regarding Against Against Shareholder Gestation Crates 8 Shareholder Proposal Regarding Civil Against For Shareholder Rights Audit 9 Shareholder Proposal Regarding Against Against Shareholder Lobbying Activities and Values Congruency 10 Shareholder Proposal Regarding Against Against Shareholder Transparency Report on Global Public Policy and Political Influence -------------------------------------------------------------------------------- META PLATFORMS, INC. Ticker: FB Security ID: 30303M102 Meeting Date: MAY 25, 2022 Meeting Type: Annual Record Date: APR 01, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.01 Elect Peggy Alford For Withhold Management 1.02 Elect Marc L. Andreessen For For Management 1.03 Elect Andrew W. Houston For For Management 1.04 Elect Nancy Killefer For For Management 1.05 Elect Robert M. Kimmitt For For Management 1.06 Elect Sheryl K. Sandberg For For Management 1.07 Elect Tracey T. Travis For For Management 1.08 Elect Tony Xu For For Management 1.09 Elect Mark Zuckerberg For For Management 2 Ratification of Auditor For For Management 3 Advisory Vote on Executive Compensation For For Management 4 Shareholder Proposal Regarding Against For Shareholder Recapitalization 5 Shareholder Proposal Regarding Against For Shareholder Independent Chair 6 Shareholder Proposal Regarding Against Against Shareholder Concealment Clauses 7 Shareholder Proposal Regarding Report Against Against Shareholder on Business Practices and Financial Returns 8 Shareholder Proposal Regarding a Against Against Shareholder Report on the Efficacy of Enforcement of Content Policies 9 Shareholder Proposal Regarding Report Against Against Shareholder and Advisory Vote on Metaverse Project 10 Shareholder Proposal Regarding Human Against Against Shareholder Rights Impact Assessment 11 Shareholder Proposal Regarding Report Against Against Shareholder on Online Child Exploitation 12 Shareholder Proposal Regarding Against Against Shareholder Non-discrimination Audit 13 Shareholder Proposal Regarding Against Against Shareholder Lobbying Report 14 Shareholder Proposal Regarding Against For Shareholder Assessment of Audit & Risk Oversight Committee 15 Shareholder Proposal Regarding Against Against Shareholder Charitable Contributions Disclosure -------------------------------------------------------------------------------- MICROSOFT CORPORATION Ticker: MSFT Security ID: 594918104 Meeting Date: NOV 30, 2021 Meeting Type: Annual Record Date: SEP 30, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Reid G. Hoffman For For Management 1B. Elect Hugh F. Johnston For For Management 1C. Elect Teri L. List For For Management 1D. Elect Satya Nadella For For Management 1E. Elect Sandra E. Peterson For For Management 1F. Elect Penny S. Pritzker For For Management 1G. Elect Carlos A. Rodriguez For For Management 1H. Elect Charles W. Scharf For For Management 1I. Elect John W. Stanton For For Management 1J. Elect John W. Thompson For For Management 1K. Elect Emma N. Walmsley For For Management 1L. Elect Padmasree Warrior For For Management 2. Advisory Vote on Executive Compensation For For Management 3. Approval of the Employee Stock For For Management Purchase Plan 4. Ratification of Auditor For For Management 5. Shareholder Proposal Regarding Median Against For Shareholder Gender and Racial Pay Equity Report 6. Shareholder Proposal Regarding Report Against For Shareholder on Effectiveness of Workplace Sexual Harassment Policies 7. Shareholder Proposal Regarding Against Against Shareholder Prohibition of Facial Recognition Technology Sales to Government Entities 8. Shareholder Proposal Regarding Against Against Shareholder Implementation of the Fair Chance Business Pledge 9. Shareholder Proposal Regarding Report Against Against Shareholder on Alignment of Lobbying Activities with Company Policies -------------------------------------------------------------------------------- MORGAN STANLEY Ticker: MS Security ID: 617446448 Meeting Date: MAY 26, 2022 Meeting Type: Annual Record Date: MAR 28, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Alistair Darling For For Management 1B. Elect Thomas H. Glocer For For Management 1C. Elect James P. Gorman For For Management 1D. Elect Robert H. Herz For For Management 1E. Elect Erika H. James For For Management 1F. Elect Hironori Kamezawa For For Management 1G. Elect Shelley B. Leibowitz For For Management 1H. Elect Stephen J. Luczo For For Management 1I. Elect Judith Miscik For For Management 1J. Elect Masato Miyachi For For Management 1K. Elect Dennis M. Nally For For Management 1L. Elect Mary L. Schapiro For For Management 1M. Elect Perry M. Traquina For For Management 1N. Elect Rayford Wilkins Jr. For For Management 2 Ratification of Auditor For For Management 3 Advisory Vote on Executive Compensation For For Management 4 Shareholder Proposal Regarding Fossil Against For Shareholder Fuel Underwriting Policy -------------------------------------------------------------------------------- NESTLE SA Ticker: NESN Security ID: H57312649 Meeting Date: APR 07, 2022 Meeting Type: Annual Record Date: MAR 31, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A Accounts and Reports For TNA Management 1B Compensation Report For TNA Management 2 Ratification of Board and Management For TNA Management Acts 3 Allocation of Profits/Dividends For TNA Management 4AA Elect Paul Bulcke as Board Chair For TNA Management 4AB Elect Ulf Mark Schneider For TNA Management 4AC Elect Henri de Castries For TNA Management 4AD Elect Renato Fassbind For TNA Management 4AE Elect Pablo Isla Alvarez de Tejera For TNA Management 4AF Elect Eva Cheng Li Kam Fun For TNA Management 4AG Elect Patrick Aebischer For TNA Management 4AH Elect Kimberly A. Ross For TNA Management 4AI Elect Dick Boer For TNA Management 4AJ Elect Dinesh C. Paliwal For TNA Management 4AK Elect Hanne Jimenez de Mora For TNA Management 4AL Elect Lindiwe Majele Sibanda For TNA Management 4BA Elect Chris Leong For TNA Management 4BB Elect Luca Maestri For TNA Management 4CA Elect Pablo Isla Alvarez de Tejera as For TNA Management Compensation Committee Member 4CB Elect Patrick Aebischer as For TNA Management Compensation Committee Member 4CC Elect Dick Boer as Compensation For TNA Management Committee Member 4CD Elect Dinesh C. Paliwal as For TNA Management Compensation Committee Member 4D Appointment of Auditor For TNA Management 4E Appointment of Independent Proxy For TNA Management 5A Board Compensation For TNA Management 5B Executive Compensation For TNA Management 6 Cancellation of Shares and Reduction For TNA Management in Share Capital 7 Additional or Amended Shareholder Against TNA Shareholder Proposals -------------------------------------------------------------------------------- NORTHROP GRUMMAN CORPORATION Ticker: NOC Security ID: 666807102 Meeting Date: MAY 18, 2022 Meeting Type: Annual Record Date: MAR 22, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Kathy J. Warden For For Management 1B. Elect David P. Abney For For Management 1C. Elect Marianne C. Brown For For Management 1D. Elect Donald E. Felsinger For For Management 1E. Elect Ann M. Fudge For For Management 1F. Elect William H. Hernandez For For Management 1G. Elect Madeleine A. Kleiner For For Management 1H. Elect Karl J. Krapek For For Management 1I. Elect Graham N. Robinson For For Management 1J. Elect Gary Roughead For For Management 1K. Elect Thomas M. Schoewe For For Management 1L. Elect James S. Turley For For Management 1M. Elect Mark A. Welsh III For For Management 2 Advisory Vote on Executive Compensation For For Management 3 Ratification of Auditor For For Management 4 Shareholder Proposal Regarding Right Against For Shareholder to Call Special Meetings -------------------------------------------------------------------------------- NOVARTIS AG Ticker: NOVN Security ID: H5820Q150 Meeting Date: MAR 04, 2022 Meeting Type: Annual Record Date: MAR 01, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1. Accounts and Reports For TNA Management 2. Ratification of Board and Management For TNA Management Acts 3. Allocation of Profits/Dividends For TNA Management 4. Cancellation of Shares and Reduction For TNA Management in Share Capital 5. Authority to Repurchase Shares For TNA Management 6A. Board Compensation For TNA Management 6B. Executive Compensation For TNA Management 6C. Compensation Report For TNA Management 7A. Elect Jorg Reinhardt As Board Chair For TNA Management 7B. Elect Nancy C. Andrews For TNA Management 7C. Elect Ton Buchner For TNA Management 7D. Elect Patrice Bula For TNA Management 7E. Elect Elizabeth Doherty For TNA Management 7F. Elect Bridgette P. Heller For TNA Management 7G. Elect Frans van Houten For TNA Management 7H. Elect Simon Moroney For TNA Management 7I. Elect Andreas von Planta For TNA Management 7J. Elect Charles L. Sawyers For TNA Management 7K. Elect William T. Winters For TNA Management 7L. Elect Ana de Pro Gonzalo For TNA Management 7M. Elect Daniel Hochstrasser For TNA Management 8A. Elect Patrice Bula as Compensation For TNA Management Committee Member 8B. Elect Bridgette P. Heller as For TNA Management Compensation Committee Member 8C. Elect Simon Moroney as Compensation For TNA Management Committee Member 8D. Elect William T. Winters as For TNA Management Compensation Committee Member 9. Appointment of Auditor For TNA Management 10. Appointment of Independent Proxy For TNA Management 11. Additional or Amended Proposals N/A TNA Management -------------------------------------------------------------------------------- PFIZER INC. Ticker: PFE Security ID: 717081103 Meeting Date: APR 28, 2022 Meeting Type: Annual Record Date: MAR 02, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Ronald E. Blaylock For For Management 1B. Elect Albert Bourla For For Management 1C. Elect Susan Desmond-Hellmann For For Management 1D. Elect Joseph J. Echevarria For For Management 1E. Elect Scott Gottlieb For For Management 1F. Elect Helen H. Hobbs For For Management 1G. Elect Susan Hockfield For For Management 1H. Elect Dan R. Littman For For Management 1I. Elect Shantanu Narayen For For Management 1J. Elect Suzanne Nora Johnson For For Management 1K. Elect James Quincey For For Management 1L. Elect James C. Smith For For Management 2 Ratification of Auditor For For Management 3 Advisory Vote on Executive Compensation For For Management 4 Shareholder Proposal Regarding Proxy Against Against Shareholder Access Bylaw Amendment 5 Shareholder Proposal Regarding Report Against Against Shareholder on Political Expenditures and Values Congruency 6 Shareholder Proposal Regarding Against Against Shareholder Intellectual Property 7 Shareholder Proposal Regarding Against Against Shareholder Anticompetitive Practices 8 Shareholder Proposal Regarding Public Against Against Shareholder Health Costs of Limiting COVID-19 Vaccine Technologies -------------------------------------------------------------------------------- PROCTER & GAMBLE CO. Ticker: PG Security ID: 742718109 Meeting Date: OCT 12, 2021 Meeting Type: Annual Record Date: AUG 13, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect B. Marc Allen For For Management 1B. Elect Angela F. Braly For For Management 1C. Elect Amy L. Chang For For Management 1D. Elect Joseph Jimenez For For Management 1E. Elect Christopher Kempczinski For For Management 1F. Elect Debra L. Lee For For Management 1G. Elect Terry J. Lundgren For For Management 1H. Elect Christine M. McCarthy For For Management 1I. Elect Jon R. Moeller For For Management 1J. Elect David. S. Taylor For For Management 1K. Elect Margaret C. Whitman For For Management 1L. Elect Patricia A. Woertz For For Management 2. Ratification of Auditor For For Management 3. Advisory Vote on Executive Compensation For For Management 4. Shareholder Proposal Regarding Against Against Shareholder Non-Management Employee Representation on the Board -------------------------------------------------------------------------------- PROLOGIS, INC. Ticker: PLD Security ID: 74340W103 Meeting Date: MAY 04, 2022 Meeting Type: Annual Record Date: MAR 07, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Hamid R. Moghadam For For Management 1B. Elect Cristina G. Bita For For Management 1C. Elect George L. Fotiades For For Management 1D. Elect Lydia H. Kennard For For Management 1E. Elect Irving F. Lyons, III For For Management 1F. Elect Avid Modjtabai For For Management 1G. Elect David P. O'Connor For For Management 1H. Elect Olivier Piani For For Management 1I. Elect Jeffrey L. Skelton For For Management 1J. Elect Carl B. Webb For For Management 1K. Elect William D. Zollars For For Management 2 Advisory Vote on Executive Compensation For For Management 3 Ratification of Auditor For For Management -------------------------------------------------------------------------------- PRUDENTIAL PLC Ticker: PRU Security ID: G72899100 Meeting Date: AUG 27, 2021 Meeting Type: Ordinary Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Demerger of Jackson Financial Inc. For For Management -------------------------------------------------------------------------------- RAYTHEON TECHNOLOGIES CORPORATION Ticker: RTX Security ID: 75513E101 Meeting Date: APR 25, 2022 Meeting Type: Annual Record Date: MAR 01, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Tracy A. Atkinson For For Management 1B. Elect Bernard A. Harris, Jr. For For Management 1C. Elect Gregory J. Hayes For For Management 1D. Elect George R. Oliver For For Management 1E. Elect Robert K. Ortberg For For Management 1F. Elect Margaret L. O'Sullivan For For Management 1G. Elect Dinesh C. Paliwal For For Management 1H. Elect Ellen M. Pawlikowski For For Management 1I. Elect Denise L. Ramos For For Management 1J. Elect Fredric G. Reynolds For For Management 1K. Elect Brian C. Rogers For For Management 1L. Elect James A. Winnefeld, Jr. For For Management 1M. Elect Robert O. Work For For Management 2 Advisory Vote on Executive Compensation For For Management 3 Ratification of Auditor For For Management 4 Elimination of Supermajority For For Management Requirement -------------------------------------------------------------------------------- ROYAL DUTCH SHELL PLC Ticker: RDS.A Security ID: G7690A100 Meeting Date: DEC 10, 2021 Meeting Type: Ordinary Record Date: NOV 26, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1 Adoption of New Articles For For Management -------------------------------------------------------------------------------- S&P GLOBAL INC. Ticker: SPGI Security ID: 78409V104 Meeting Date: MAY 04, 2022 Meeting Type: Annual Record Date: MAR 07, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Marco Alvera For For Management 1B. Elect Jacques Esculier For For Management 1C. Elect Gay Huey Evans For For Management 1D. Elect William D. Green For For Management 1E. Elect Stephanie C. Hill For For Management 1F. Elect Rebecca Jacoby For For Management 1G. Elect Robert P. Kelly For For Management 1H. Elect Ian P. Livingston For For Management 1I. Elect Deborah D. McWhinney For For Management 1J. Elect Maria R. Morris For For Management 1K. Elect Douglas L. Peterson For For Management 1L. Elect Edward B. Rust, Jr. For For Management 1M. Elect Richard E. Thornburgh For For Management 1N. Elect Gregory Washington For For Management 2 Advisory Vote on Executive Compensation For For Management 3 Ratification of Auditor For For Management -------------------------------------------------------------------------------- SALESFORCE, INC. Ticker: CRM Security ID: 79466L302 Meeting Date: JUN 09, 2022 Meeting Type: Annual Record Date: APR 14, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a. Elect Marc R. Benioff For For Management 1b. Elect Bret Taylor For For Management 1c. Elect Laura Alber For For Management 1d. Elect Craig A. Conway For For Management 1e. Elect Parker Harris For For Management 1f. Elect Alan G. Hassenfeld For For Management 1g. Elect Neelie Kroes For For Management 1h. Elect Oscar Munoz For For Management 1i. Elect Sanford R. Robertson For For Management 1j. Elect John V. Roos For For Management 1k. Elect Robin L. Washington For Against Management 1l. Elect Maynard G. Webb For For Management 1m. Elect Susan D. Wojcicki For For Management 2 Amendment to the 2013 Equity Incentive For For Management Plan 3 Amendment to the 2004 Employee Stock For For Management Purchase Plan 4 Ratification of Auditor For For Management 5 Advisory Vote on Executive Compensation For For Management 6 Shareholder Proposal Regarding Against Against Shareholder Independent Chair 7 Shareholder Proposal Regarding Racial Against Against Shareholder Equity Audit -------------------------------------------------------------------------------- SCHNEIDER ELECTRIC SE Ticker: SU Security ID: F86921107 Meeting Date: MAY 05, 2022 Meeting Type: Mix Record Date: MAY 02, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1 Accounts and Reports; Non For For Management Tax-Deductible Expenses 2 Consolidated Accounts and Reports For For Management 3 Allocation of Profits/Dividends For For Management 4 Special Auditors Report on Regulated For For Management Agreements 5 Appointment of Auditor (Mazars); For For Management Non-Renewal of Alternate Auditor (Thierry Blanchetier) 6 Appointment of Auditor For For Management (PricewaterhouseCoopers); Non-Renewal of Alternate Auditor (Auditex) 7 2021 Remuneration Report For For Management 8 2021 Remuneration of Jean-Pascal For For Management Tricoire, Chair and CEO 9 2022 Remuneration Policy (Chair and For For Management CEO) 10 2022 Remuneration Policy (Board of For For Management Directors) 11 Elect Linda Knoll For For Management 12 Elect Anders Runevad For For Management 13 Elect Nivedita Krishnamurthy Bhagat For For Management 14 Authority to Repurchase and Reissue For For Management Shares 15 Authority to Issue Performance Shares For For Management 16 Employee Stock Purchase Plan For For Management 17 Stock Purchase Plan for Overseas For For Management Employees 18 Merger by Absorption of IGEXAO For For Management 19 Authorisation of Legal Formalities For For Management -------------------------------------------------------------------------------- SHELL PLC Ticker: SHEL Security ID: G80827101 Meeting Date: MAY 24, 2022 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accounts and Reports For For Management 2 Remuneration Report For For Management 3 Elect Sinead Gorman For For Management 4 Elect Ben Van Beurden For For Management 5 Elect Dick Boer For For Management 6 Elect Neil A.P. Carson For For Management 7 Elect Ann F. Godbehere For For Management 8 Elect Euleen Y.K. GOH For For Management 9 Elect Jane H. Lute For For Management 10 Elect Catherine J. Hughes For For Management 11 Elect Martina Hund-Mejean For For Management 12 Elect Andrew Mackenzie For For Management 13 Elect Abraham Schot For For Management 14 Appointment of Auditor For For Management 15 Authority to Set Auditor's Fees For For Management 16 Authority to Issue Shares w/ For For Management Preemptive Rights 17 Authority to Issue Shares w/o For For Management Preemptive Rights 18 Authority to Repurchase Shares For For Management 19 Authority to Repurchase Shares For For Management (Off-Market) 20 Approval of the Energy Transition For For Management Strategy 21 Shareholder Proposal Regarding GHG Against Against Shareholder Reduction Targets -------------------------------------------------------------------------------- STARBUCKS CORPORATION Ticker: SBUX Security ID: 855244109 Meeting Date: MAR 16, 2022 Meeting Type: Annual Record Date: JAN 06, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Richard E. Allison, Jr. For For Management 1B. Elect Andrew Campion For For Management 1C. Elect Mary N. Dillon For For Management 1D. Elect Isabel Ge Mahe For For Management 1E. Elect Mellody Hobson For For Management 1F. Elect Kevin R. Johnson For For Management 1G. Elect Jorgen Vig Knudstorp For For Management 1H. Elect Satya Nadella For For Management 1I. Elect Joshua Cooper Ramo For For Management 1J. Elect Clara Shih For For Management 1K. Elect Javier G. Teruel For For Management 2. Amendment to the 2005 Long-Term Equity For For Management Incentive Plan 3. Advisory Vote on Executive Compensation For For Management 4. Ratification of Auditor For For Management 5. Shareholder Proposal Regarding Report Against For Shareholder on Effectiveness of Workplace Sexual Harassment and Discrimination Policies -------------------------------------------------------------------------------- SYSCO CORP. Ticker: SYY Security ID: 871829107 Meeting Date: NOV 19, 2021 Meeting Type: Annual Record Date: SEP 20, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Daniel J. Brutto For For Management 1B. Elect John Cassaday For For Management 1C. Elect Larry C. Glasscock For For Management 1D. Elect Bradley M. Halverson For For Management 1E. Elect John M. Hinshaw For For Management 1F. Elect Kevin P. Hourican For For Management 1G. Elect Hans-Joachim Koerber For For Management 1H. Elect Stephanie A. Lundquist For For Management 1I. Elect Edward D. Shirley For For Management 1J. Elect Sheila G. Talton For For Management 2. Advisory Vote on Executive Compensation For For Management 3. Ratification of Auditor For For Management 4. Shareholder Proposal Regarding Report Abstain For Shareholder on GHG Targets and Alignment with Paris Agreement -------------------------------------------------------------------------------- TAIWAN SEMICONDUCTOR MANUFACTURING CO., LTD. Ticker: 2330 Security ID: 874039100 Meeting Date: JUN 08, 2022 Meeting Type: Annual Record Date: APR 08, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1) To accept 2021 Business Report and For For Management Financial Statements 2) To revise the Articles of Incorporation For For Management 3) To revise the Procedures for For For Management Acquisition or Disposal of Assets 4) To approve the issuance of employee For For Management restricted stock awards for year 2022 -------------------------------------------------------------------------------- TEXAS INSTRUMENTS INCORPORATED Ticker: TXN Security ID: 882508104 Meeting Date: APR 28, 2022 Meeting Type: Annual Record Date: MAR 02, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Mark A. Blinn For For Management 1B. Elect Todd M. Bluedorn For For Management 1C. Elect Janet F. Clark For For Management 1D. Elect Carrie S. Cox For For Management 1E. Elect Martin S. Craighead For For Management 1F. Elect Jean M. Hobby For For Management 1G. Elect Michael D. Hsu For For Management 1H. Elect Haviv Ilan For For Management 1I. Elect Ronald Kirk For For Management 1J. Elect Pamela H. Patsley For Against Management 1K. Elect Robert E. Sanchez For For Management 1L. Elect Richard K. Templeton For For Management 2 Advisory Vote on Executive Compensation For Against Management 3 Ratification of Auditor For For Management 4 Shareholder Proposal Regarding Right Against For Shareholder to Call Special Meetings -------------------------------------------------------------------------------- THE CHARLES SCHWAB CORPORATION Ticker: SCHW Security ID: 808513105 Meeting Date: MAY 17, 2022 Meeting Type: Annual Record Date: MAR 18, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect John K. Adams, Jr. For For Management 1B. Elect Stephen A. Ellis For For Management 1C. Elect Brian M. Levitt For For Management 1D. Elect Arun Sarin For For Management 1E. Elect Charles R. Schwab For For Management 1F. Elect Paula A. Sneed For For Management 2 Repeal of Classified Board For For Management 3 Ratification of Auditor For For Management 4 Advisory Vote on Executive Compensation For For Management 5 Approval of the 2022 Stock Incentive For For Management Plan 6 Adoption of Proxy Access For For Management 7 Shareholder Proposal Regarding Proxy Against Against Shareholder Access 8 Shareholder Proposal Regarding Against Against Shareholder Lobbying Report -------------------------------------------------------------------------------- THE COCA-COLA COMPANY Ticker: KO Security ID: 191216100 Meeting Date: APR 26, 2022 Meeting Type: Annual Record Date: FEB 25, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Herbert A. Allen, III For For Management 1B. Elect Marc Bolland For For Management 1C. Elect Ana Patricia Botin-Sanz de For For Management Sautuola y O'Shea 1D. Elect Christopher C. Davis For For Management 1E. Elect Barry Diller For Against Management 1F. Elect Helene D. Gayle For For Management 1G. Elect Alexis M. Herman For For Management 1H. Elect Maria Elena Lagomasino For For Management 1I. Elect James Quincey For For Management 1J. Elect Caroline J. Tsay For For Management 1K. Elect David B. Weinberg For For Management 2 Advisory Vote on Executive Compensation For Against Management 3 Ratification of Auditor For For Management 4 Shareholder Proposal Regarding Report Against Against Shareholder on External Public Health Impact 5 Shareholder Proposal Regarding Against Against Shareholder Transparency Report on Global Public Policy and Political Influence 6 Shareholder Proposal Regarding Against Against Shareholder Independent Chair -------------------------------------------------------------------------------- THE GOLDMAN SACHS GROUP, INC. Ticker: GS Security ID: 38141G104 Meeting Date: APR 28, 2022 Meeting Type: Annual Record Date: FEB 28, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect M. Michele Burns For For Management 1B. Elect Drew G. Faust For For Management 1C. Elect Mark Flaherty For For Management 1D. Elect Kimberley Harris For For Management 1E. Elect Ellen J. Kullman For For Management 1F. Elect Lakshmi N. Mittal For For Management 1G. Elect Adebayo O. Ogunlesi For For Management 1H. Elect Peter Oppenheimer For For Management 1I. Elect David M. Solomon For For Management 1J. Elect Jan E. Tighe For For Management 1K. Elect Jessica Uhl For For Management 1L. Elect David A. Viniar For For Management 1M. Elect Mark O. Winkelman For For Management 2 Advisory Vote on Executive Compensation For For Management 3 Ratification of Auditor For For Management 4 Shareholder Proposal Regarding Against Against Shareholder Charitable Giving Reporting 5 Shareholder Proposal Regarding Against For Shareholder Independent Chair 6 Shareholder Proposal Regarding Fossil Against For Shareholder Fuel Financing Policy 7 Shareholder Proposal Regarding Right Against For Shareholder to Call Special Meetings -------------------------------------------------------------------------------- THE HOME DEPOT, INC. Ticker: HD Security ID: 437076102 Meeting Date: MAY 19, 2022 Meeting Type: Annual Record Date: MAR 21, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Gerard J. Arpey For For Management 1B. Elect Ari Bousbib For For Management 1C. Elect Jeffery H. Boyd For For Management 1D. Elect Gregory D. Brenneman For For Management 1E. Elect J. Frank Brown For For Management 1F. Elect Albert P. Carey For For Management 1G. Elect Edward P. Decker For For Management 1H. Elect Linda R. Gooden For For Management 1I. Elect Wayne M. Hewett For For Management 1J. Elect Manuel Kadre For For Management 1K. Elect Stephanie C. Linnartz For For Management 1L. Elect Craig A. Menear For For Management 1M. Elect Paula Santilli For For Management 1N. Elect Caryn Seidman-Becker For For Management 2 Ratification of Auditor For For Management 3 Advisory Vote on Executive Compensation For For Management 4 Amendment to the Omnibus Stock For For Management Incentive Plan 5 Shareholder Proposal Regarding Right Against Against Shareholder to Call Special Meetings 6 Shareholder Proposal Regarding Against Against Shareholder Independent Chair 7 Shareholder Proposal Regarding Report Against Against Shareholder on Political Expenditures and Values Congruency 8 Shareholder Proposal Regarding Board Against Against Shareholder Diversity 9 Shareholder Proposal Regarding Against For Shareholder Deforestation Report 10 Shareholder Proposal Regarding Racial Against For Shareholder Equity Audit -------------------------------------------------------------------------------- THE PROGRESSIVE CORPORATION Ticker: PGR Security ID: 743315103 Meeting Date: MAY 13, 2022 Meeting Type: Annual Record Date: MAR 18, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Philip F. Bleser For For Management 1B. Elect Stuart B. Burgdoerfer For For Management 1C. Elect Pamela J. Craig For For Management 1D. Elect Charles A. Davis For For Management 1E. Elect Roger N. Farah For For Management 1F. Elect Lawton W. Fitt For For Management 1G. Elect Susan Patricia Griffith For For Management 1H. Elect Devin C. Johnson For For Management 1I. Elect Jeffrey D. Kelly For For Management 1J. Elect Barbara R. Snyder For For Management 1K. Elect Jan E. Tighe For For Management 1L. Elect Kahina Van Dyke For For Management 2 Amendment to the 2017 Directors Equity For For Management Incentive Plan 3 Advisory Vote on Executive Compensation For For Management 4 Ratification of Auditor For For Management -------------------------------------------------------------------------------- THE TJX COMPANIES, INC. Ticker: TJX Security ID: 872540109 Meeting Date: JUN 07, 2022 Meeting Type: Annual Record Date: APR 08, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a. Elect Jose B. Alvarez For For Management 1b. Elect Alan M. Bennett For For Management 1c. Elect Rosemary T. Berkery For For Management 1d. Elect David T. Ching For For Management 1e. Elect C. Kim Goodwin For For Management 1f. Elect Ernie Herrman For For Management 1g. Elect Michael F. Hines For For Management 1h. Elect Amy B. Lane For For Management 1i. Elect Carol Meyrowitz For For Management 1j. Elect Jackwyn L. Nemerov For For Management 1k. Elect John F. O'Brien For For Management 2 Ratification of Auditor For For Management 3 Approval of the 2022 Stock Incentive For For Management Plan 4 Advisory Vote on Executive Compensation For For Management 5 Shareholder Proposal Regarding Report Against Against Shareholder on Supply Chain Due Diligence 6 Shareholder Proposal Regarding Report Against Against Shareholder on Human Rights Risks from Supply Chain Employee Misclassification 7 Shareholder Proposal Regarding Report Against Against Shareholder On Risks From State Policies Restricting Reproductive Health Care 8 Shareholder Proposal Regarding Paid Against For Shareholder Sick Leave -------------------------------------------------------------------------------- TOTALENERGIES SE Ticker: TTE Security ID: F92124100 Meeting Date: MAY 25, 2022 Meeting Type: Mix Record Date: MAY 20, 2022 # Proposal Mgt Rec Vote Cast Sponsor O1 Accounts and Reports For For Management O2 Consolidated Accounts and Reports For For Management O3 Allocation of Profits/Dividends For For Management O4 Authority to Repurchase and Reissue For For Management Shares O5 Special Auditors Report on Regulated For For Management Agreements O6 Elect Lise Croteau For For Management O7 Elect Maria van der Hoeven For For Management O8 Elect Jean Lemierre For For Management O9 Elect Emma de Jonge For For Management O9A Elect Marina Delendik Against Against Management O9B Elect Alexandre Garrot Against Against Management O9C Elect Agueda Marin Against Against Management O10 2021 Remuneration Report For For Management O11 2022 Remuneration Policy (Board of For For Management Directors) O12 2021 Remuneration of Patrick Pouyanne, For For Management Chair and CEO O13 2022 Remuneration Policy (Chair and For For Management CEO) O14 Appointment of Auditor (Ernst & Young) For For Management O15 Appointment of Auditor For For Management (PricewaterhouseCoopers) O16 Opinion on 2022 Sustainability and For For Management Climate Progress Report E17 Authority to Issue Shares and For For Management Convertible Debt w/ Preemptive Rights E18 Authority to Issue Shares and For For Management Convertible Debt w/o Preemptive Rights E19 Authority to Issue Shares and For For Management Convertible Debt Through Private Placement E20 Greenshoe For For Management E21 Authority to Increase Capital in For For Management Consideration for Contributions In Kind (France) E22 Employee Stock Purchase Plan For For Management E23 Authority to Cancel Shares and Reduce For For Management Capital -------------------------------------------------------------------------------- TRANE TECHNOLOGIES PLC Ticker: TT Security ID: G8994E103 Meeting Date: JUN 02, 2022 Meeting Type: Annual Record Date: APR 08, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a. Elect Kirk E. Arnold For For Management 1b. Elect Ann C. Berzin For For Management 1c. Elect April Miller Boise For For Management 1d. Elect John Bruton For For Management 1e. Elect Jared L. Cohon For For Management 1f. Elect Gary D. Forsee For For Management 1g. Elect Linda P. Hudson For For Management 1h. Elect Myles Lee For For Management 1i. Elect David S. Regnery For For Management 1j. Elect John P. Surma For For Management 1k. Elect Tony L. White For For Management 2 Advisory Vote on Executive Compensation For For Management 3 Appointment of Auditor and Authority For For Management to Set Fees 4 Authority to Issue Shares w/ For For Management Preemptive Rights 5 Authority to Issue Shares w/o For For Management Preemptive Rights 6 Set the Price Range at which the For For Management Company can Re-Allot Treasury Shares -------------------------------------------------------------------------------- UNITEDHEALTH GROUP INCORPORATED Ticker: UNH Security ID: 91324P102 Meeting Date: JUN 06, 2022 Meeting Type: Annual Record Date: APR 08, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a. Elect Timothy P. Flynn For For Management 1b. Elect Paul R. Garcia For For Management 1c. Elect Stephen J. Hemsley For For Management 1d. Elect Michele J. Hooper For For Management 1e. Elect F. William McNabb, III For For Management 1f. Elect Valerie C. Montgomery Rice For For Management 1g. Elect John H. Noseworthy For For Management 1h. Elect Andrew Witty For For Management 2 Advisory Vote on Executive Compensation For For Management 3 Ratification of Auditor For For Management 4 Shareholder Proposal Regarding Against Against Shareholder Severance Approval Policy 5 Shareholder Proposal Regarding Report Against Against Shareholder on Political Expenditures and Values Congruency -------------------------------------------------------------------------------- VICI PROPERTIES INC Ticker: VICI Security ID: 925652109 Meeting Date: OCT 29, 2021 Meeting Type: Special Record Date: SEP 21, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1 Merger/Acquisition For For Management 2 Right to Adjourn Meeting For For Management -------------------------------------------------------------------------------- VICI PROPERTIES INC. Ticker: VICI Security ID: 925652109 Meeting Date: APR 27, 2022 Meeting Type: Annual Record Date: MAR 01, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect James R. Abrahamson For For Management 1B. Elect Diana F. Cantor For For Management 1C. Elect Monica H. Douglas For For Management 1D. Elect Elizabeth Holland For For Management 1E. Elect Craig Macnab For For Management 1F. Elect Edward B. Pitoniak For For Management 1G. Elect Michael D. Rumbolz For For Management 2 Ratification of Auditor For For Management 3 Advisory Vote on Executive Compensation For For Management -------------------------------------------------------------------------------- WELLTOWER INC. Ticker: WELL Security ID: 95040Q104 Meeting Date: MAY 23, 2022 Meeting Type: Annual Record Date: APR 04, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A. Elect Kenneth J. Bacon For For Management 1B. Elect Karen B. DeSalvo For For Management 1C. Elect Philip L. Hawkins For For Management 1D. Elect Dennis G. Lopez For For Management 1E. Elect Shankh S. Mitra For For Management 1F. Elect Ade J. Patton For For Management 1G. Elect Diana W. Reid For For Management 1H. Elect Sergio D. Rivera For For Management 1I. Elect Johnese M. Spisso For For Management 1J. Elect Kathryn M. Sullivan For For Management 2 Amendment to Remove Provisions in the For For Management Certificate of Incorporation Relating to Extraordinary Transactions Involving Welltower OP Inc. 3 Ratification of Auditor For For Management 4 Advisory Vote on Executive Compensation For For Management -------------------------------------------------------------------------------- WORKDAY, INC. Ticker: WDAY Security ID: 98138H101 Meeting Date: JUN 22, 2022 Meeting Type: Annual Record Date: APR 25, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.01 Elect Lynne M. Doughtie For For Management 1.02 Elect Carl Eschenbach For For Management 1.03 Elect Michael M. McNamara For For Management 1.04 Elect Jerry Yang For For Management 2 Ratification of Auditor For For Management 3 Advisory Vote on Executive Compensation For For Management 4 Approval of the 2022 Equity Incentive For For Management Plan 5 Amendment to the 2012 Employee Stock For For Management Purchase Plan ========== 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 VARIABLE INSURANCE FUNDS By: /s/Mortimer J. Buckley Mortimer J. Buckley* Chief Executive Officer, President, and Trustee Date: August 26, 2022 *By: /s/Anne E. Robinson Anne E. Robinson, pursuant to a Power of Attorney filed on November 29, 2021 (see File Number 33-64845) and a Power of Attorney filed on August 26, 2021 (see file Number 811-02652), Incorporated by Reference.