N-PX 1 nlvt2_npx.txt N-PX -------------------------- OMB APPROVAL -------------------------- OMB Number: 3235-0582 Expires: July 31, 2024 Estimated average burden hours per response 4 --------------------------- 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: 811-21853 NORTHERN LIGHTS VARIABLE TRUST (Exact name of registrant as specified in charter) 225 Pictoria Drive, Suite 450 Cincinnati, Ohio 45246 (Address of principal executive offices) (Zip code) Stephanie Shearer Ultimus Fund Solutions, LLC 80 Arkay Drive Hauppauge, New York 11788 ________________________________________________________________________ (Name and address of agent for service) Registrant's telephone number, including area code: (631) 490-2300 Date of fiscal year end: December 31st Date of reporting period: July 1, 2021 - June 30, 2022 Form N-PX is to be used by a registered management investment company, other than a small business investment company registered on Form N-5 (ss.ss. 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August 31 of each year, containing the registrant's proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking roles. A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 3507. ITEM 1. PROXY VOTING RECORD: (see attached table) Appended hereto as Exhibit A is the following information indicating for each matter relating to a portfolio security owned by the Registrant considered at any shareholder meeting held during the twelve month period ended June 30, 2013 with respect to which the Registrant was entitled to vote: (a) The name of the issuer of the portfolio security; (b) The exchange ticker symbol of the portfolio security; (c) The Council on Uniform Securities Identification Procedures ("CUSIP") number for the portfolio security; (d) The shareholder meeting date; (e) A brief identification of the matter voted on; (f) Whether the matter was proposed by the issuer or by a security holder; (g) Whether the Registrant cast its vote on the matter; (h) How the Registrant cast its vote (e.g., for or against proposal, or abstain; for or withhold regarding election of directors); and (i) Whether the Registrant cast its vote for or against management. Registrant: NORTHERN LIGHTS VARIABLE TRUST - Donoghue Forlines Dividend Fund Item 1, Exhibit 3 Investment Company Act file number: 811-21853 Reporting Period: July 1, 2021 through June 30, 2022 ABBOTT LABORATORIES Ticker: ABT Security ID: 002824100 Meeting Date: APR 29, 2022 Meeting Type: Annual Record Date: MAR 02, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert J. Alpern For For Management 1.2 Elect Director Sally E. Blount For For Management 1.3 Elect Director Robert B. Ford For For Management 1.4 Elect Director Paola Gonzalez For For Management 1.5 Elect Director Michelle A. Kumbier For For Management 1.6 Elect Director Darren W. McDew For For Management 1.7 Elect Director Nancy McKinstry For For Management 1.8 Elect Director William A. Osborn For For Management 1.9 Elect Director Michael F. Roman For For Management 1.10 Elect Director Daniel J. Starks For For Management 1.11 Elect Director John G. Stratton For For Management 1.12 Elect Director Glenn F. Tilton For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Reduce Ownership Threshold for Against For Shareholder Shareholders to Call Special Meeting 5 Require Independent Board Chair Against Against Shareholder 6 Adopt Policy on 10b5-1 Plans Against For Shareholder 7 Report on Lobbying Payments and Policy Against Against Shareholder 8 Report on Public Health Costs of Against Against Shareholder Antimicrobial Resistance -------------------------------------------------------------------------------- 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 Director Jaime Ardila For For Management 1b Elect Director Nancy McKinstry For For Management 1c Elect Director Beth E. Mooney For For Management 1d Elect Director Gilles C. Pelisson For For Management 1e Elect Director Paula A. Price For For Management 1f Elect Director Venkata (Murthy) For For Management Renduchintala 1g Elect Director Arun Sarin For For Management 1h Elect Director Julie Sweet For For Management 1i Elect Director Frank K. Tang For For Management 1j Elect Director Tracey T. Travis For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Amend Omnibus Stock Plan For For Management 4 Approve KPMG LLP as Auditors and For For Management Authorize Board to Fix Their Remuneration 5 Renew the Board's Authority to Issue For For Management Shares Under Irish Law 6 Authorize Board to Opt-Out of For For Management Statutory Pre-Emption Rights 7 Determine Price Range for Reissuance For For Management of Treasury Shares -------------------------------------------------------------------------------- ALLISON TRANSMISSION HOLDINGS, INC. Ticker: ALSN Security ID: 01973R101 Meeting Date: MAY 04, 2022 Meeting Type: Annual Record Date: MAR 07, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Judy L. Altmaier For For Management 1b Elect Director Stan A. Askren For For Management 1c Elect Director D. Scott Barbour For For Management 1d Elect Director David C. Everitt For For Management 1e Elect Director Alvaro Garcia-Tunon For For Management 1f Elect Director David S. Graziosi For For Management 1g Elect Director Carolann I. Haznedar For For Management 1h Elect Director Richard P. Lavin For For Management 1i Elect Director Thomas W. Rabaut For For Management 1j Elect Director Richard V. Reynolds For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- ANTERO MIDSTREAM CORPORATION Ticker: AM Security ID: 03676B102 Meeting Date: JUN 07, 2022 Meeting Type: Annual Record Date: APR 18, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Paul M. Rady For Withhold Management 1.2 Elect Director David H. Keyte For Withhold Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- APOLLO GLOBAL MANAGEMENT, INC. Ticker: APO Security ID: 03768E105 Meeting Date: OCT 01, 2021 Meeting Type: Annual Record Date: AUG 05, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Walter (Jay) Clayton For For Management 1.2 Elect Director Michael Ducey For For Management 1.3 Elect Director Richard Emerson For For Management 1.4 Elect Director Joshua Harris For Withhold Management 1.5 Elect Director Kerry Murphy Healey For For Management 1.6 Elect Director Pamela Joyner For For Management 1.7 Elect Director Scott Kleinman For Withhold Management 1.8 Elect Director A.B. Krongard For For Management 1.9 Elect Director Pauline Richards For For Management 1.10 Elect Director Marc Rowan For Withhold Management 1.11 Elect Director David Simon For Withhold Management 1.12 Elect Director James Zelter For Withhold Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- BRISTOL-MYERS SQUIBB COMPANY Ticker: BMY Security ID: 110122108 Meeting Date: MAY 03, 2022 Meeting Type: Annual Record Date: MAR 14, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1A Elect Director Peter J. Arduini For For Management 1B Elect Director Giovanni Caforio For For Management 1C Elect Director Julia A. Haller For For Management 1D Elect Director Manuel Hidalgo Medina For For Management 1E Elect Director Paula A. Price For For Management 1F Elect Director Derica W. Rice For For Management 1G Elect Director Theodore R. Samuels For For Management 1H Elect Director Gerald L. Storch For For Management 1I Elect Director Karen H. Vousden For For Management 1J Elect Director Phyllis R. Yale For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors 4 Reduce Ownership Threshold for Against For Shareholder Shareholders to Call Special Meeting 5 Require Independent Board Chair Against For Shareholder -------------------------------------------------------------------------------- CATERPILLAR INC. Ticker: CAT Security ID: 149123101 Meeting Date: JUN 08, 2022 Meeting Type: Annual Record Date: APR 13, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Kelly A. Ayotte For For Management 1.2 Elect Director David L. Calhoun For For Management 1.3 Elect Director Daniel M. Dickinson For For Management 1.4 Elect Director Gerald Johnson For For Management 1.5 Elect Director David W. MacLennan For For Management 1.6 Elect Director Debra L. Reed-Klages For For Management 1.7 Elect Director Edward B. Rust, Jr. For For Management 1.8 Elect Director Susan C. Schwab For For Management 1.9 Elect Director D. James Umpleby, III For For Management 1.10 Elect Director Rayford Wilkins, Jr. For For Management 2 Ratify PricewaterhouseCoopers as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Report on Long-Term Greenhouse Gas For For Shareholder Targets Aligned with Paris Agreement 5 Report on Lobbying Payments and Policy Against For Shareholder 6 Report on Risks of Doing Business in Against Against Shareholder Conflict-Affected Areas 7 Reduce Ownership Threshold for Against For Shareholder Shareholders to Call Special Meeting -------------------------------------------------------------------------------- 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 Director M. Michele Burns For For Management 1b Elect Director Wesley G. Bush For For Management 1c Elect Director Michael D. Capellas For For Management 1d Elect Director Mark Garrett For For Management 1e Elect Director John D. Harris, II For For Management 1f Elect Director Kristina M. Johnson For For Management 1g Elect Director Roderick C. McGeary For For Management 1h Elect Director Charles H. Robbins For For Management 1i Elect Director Brenton L. Saunders For For Management 1j Elect Director Lisa T. Su For For Management 1k Elect Director Marianna Tessel For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Amend Proxy Access Right Against For Shareholder -------------------------------------------------------------------------------- COMCAST CORPORATION Ticker: CMCSA Security ID: 20030N101 Meeting Date: JUN 01, 2022 Meeting Type: Annual Record Date: APR 04, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Kenneth J. Bacon For For Management 1.2 Elect Director Madeline S. Bell For For Management 1.3 Elect Director Edward D. Breen For For Management 1.4 Elect Director Gerald L. Hassell For For Management 1.5 Elect Director Jeffrey A. Honickman For For Management 1.6 Elect Director Maritza G. Montiel For For Management 1.7 Elect Director Asuka Nakahara For For Management 1.8 Elect Director David C. Novak For For Management 1.9 Elect Director Brian L. Roberts For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors 4 Report on Charitable Contributions Against Against Shareholder 5 Oversee and Report a Racial Equity Against Against Shareholder Audit 6 Report on Omitting Viewpoint and Against Against Shareholder Ideology from EEO Policy 7 Conduct Audit and Report on Against Against Shareholder Effectiveness of Sexual Harassment Policies 8 Report on Retirement Plan Options Against Against Shareholder Aligned with Company Climate Goals -------------------------------------------------------------------------------- COSTCO WHOLESALE CORPORATION Ticker: COST Security ID: 22160K105 Meeting Date: JAN 20, 2022 Meeting Type: Annual Record Date: NOV 11, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Susan L. Decker For For Management 1b Elect Director Kenneth D. Denman For For Management 1c Elect Director Richard A. Galanti For For Management 1d Elect Director Hamilton E. James For For Management 1e Elect Director W. Craig Jelinek For For Management 1f Elect Director Sally Jewell For For Management 1g Elect Director Charles T. Munger For For Management 1h Elect Director Jeffrey S. Raikes For For Management 1i Elect Director John W. Stanton For For Management 1j Elect Director Mary Agnes (Maggie) For For Management Wilderotter 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Report on Charitable Contributions Against Against Shareholder 5 Report on GHG Emissions Reduction Against For Shareholder Targets 6 Report on Racial Justice and Food Against Against Shareholder Equity -------------------------------------------------------------------------------- CVS HEALTH CORPORATION Ticker: CVS Security ID: 126650100 Meeting Date: MAY 11, 2022 Meeting Type: Annual Record Date: MAR 14, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Fernando Aguirre For For Management 1b Elect Director C. David Brown, II For For Management 1c Elect Director Alecia A. DeCoudreaux For For Management 1d Elect Director Nancy-Ann M. DeParle For For Management 1e Elect Director Roger N. Farah For For Management 1f Elect Director Anne M. Finucane For For Management 1g Elect Director Edward J. Ludwig For For Management 1h Elect Director Karen S. Lynch For For Management 1i Elect Director Jean-Pierre Millon For For Management 1j Elect Director Mary L. Schapiro For For Management 1k Elect Director William C. Weldon For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Reduce Ownership Threshold for Against For Shareholder Shareholders to Call Special Meeting 5 Require Independent Board Chair Against Against Shareholder 6 Commission a Workplace Against Against Shareholder Non-Discrimination Audit 7 Adopt a Policy on Paid Sick Leave for Against Against Shareholder All Employees 8 Report on External Public Health Costs Against Against Shareholder and Impact on Diversified Shareholders -------------------------------------------------------------------------------- DEVON ENERGY CORPORATION Ticker: DVN Security ID: 25179M103 Meeting Date: JUN 08, 2022 Meeting Type: Annual Record Date: APR 11, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Barbara M. Baumann For For Management 1.2 Elect Director John E. Bethancourt For For Management 1.3 Elect Director Ann G. Fox For For Management 1.4 Elect Director David A. Hager For For Management 1.5 Elect Director Kelt Kindick For For Management 1.6 Elect Director John Krenicki, Jr. For For Management 1.7 Elect Director Karl F. Kurz For For Management 1.8 Elect Director Robert A. Mosbacher, Jr. For For Management 1.9 Elect Director Richard E. Muncrief For For Management 1.10 Elect Director Duane C. Radtke For For Management 1.11 Elect Director Valerie M. Williams For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Approve Omnibus Stock Plan For For Management -------------------------------------------------------------------------------- DISCOVER FINANCIAL SERVICES Ticker: DFS Security ID: 254709108 Meeting Date: MAY 19, 2022 Meeting Type: Annual Record Date: MAR 21, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jeffrey S. Aronin For For Management 1.2 Elect Director Mary K. Bush For For Management 1.3 Elect Director Gregory C. Case For For Management 1.4 Elect Director Candace H. Duncan For For Management 1.5 Elect Director Joseph F. Eazor For For Management 1.6 Elect Director Cynthia A. Glassman For For Management 1.7 Elect Director Roger C. Hochschild For For Management 1.8 Elect Director Thomas G. Maheras For For Management 1.9 Elect Director Michael H. Moskow For For Management 1.10 Elect Director David L. Rawlinson, II For For Management 1.11 Elect Director Mark A. Thierer For For Management 1.12 Elect Director Jennifer L. Wong For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- ELI LILLY AND COMPANY Ticker: LLY Security ID: 532457108 Meeting Date: MAY 02, 2022 Meeting Type: Annual Record Date: FEB 22, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Ralph Alvarez For For Management 1b Elect Director Kimberly H. Johnson For For Management 1c Elect Director Juan R. Luciano For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management 4 Declassify the Board of Directors For For Management 5 Eliminate Supermajority Voting For For Management Provisions 6 Amend Articles of Incorporation to For For Management Allow Shareholders to Amend Bylaws 7 Require Independent Board Chair Against For Shareholder 8 Report on Lobbying Payments and Policy Against For Shareholder 9 Publish Third-Party Review of Against For Shareholder Alignment of Company's Lobbying Activities with its Public Statements 10 Report on Board Oversight of Risks Against For Shareholder Related to Anticompetitive Pricing Strategies -------------------------------------------------------------------------------- EVERCORE INC. Ticker: EVR Security ID: 29977A105 Meeting Date: JUN 16, 2022 Meeting Type: Annual Record Date: APR 22, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Roger C. Altman For For Management 1.2 Elect Director Richard I. Beattie For For Management 1.3 Elect Director Pamela G. Carlton For For Management 1.4 Elect Director Ellen V. Futter For For Management 1.5 Elect Director Gail B. Harris For For Management 1.6 Elect Director Robert B. Millard For For Management 1.7 Elect Director Willard J. Overlock, Jr. For For Management 1.8 Elect Director Simon M. Robertson For For Management 1.9 Elect Director John S. Weinberg For For Management 1.10 Elect Director William J. Wheeler For For Management 1.11 Elect Director Sarah K. Williamson For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Amend Omnibus Stock Plan For Against Management 5 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- FIDELITY NATIONAL FINANCIAL, INC. Ticker: FNF Security ID: 31620R303 Meeting Date: JUN 15, 2022 Meeting Type: Annual Record Date: APR 18, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Halim Dhanidina For For Management 1.2 Elect Director Daniel D. (Ron) Lane For For Management 1.3 Elect Director Cary H. Thompson For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Amend Nonqualified Employee Stock For Against Management Purchase Plan 4 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- FIRSTENERGY CORP. Ticker: FE Security ID: 337932107 Meeting Date: MAY 17, 2022 Meeting Type: Annual Record Date: MAR 18, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jana T. Croom For For Management 1.2 Elect Director Steven J. Demetriou For For Management 1.3 Elect Director Lisa Winston Hicks For For Management 1.4 Elect Director Paul Kaleta For For Management 1.5 Elect Director Sean T. Klimczak For For Management 1.6 Elect Director Jesse A. Lynn For For Management 1.7 Elect Director James F. O'Neil, III For For Management 1.8 Elect Director John W. Somerhalder, II For For Management 1.9 Elect Director Steven E. Strah For For Management 1.10 Elect Director Andrew Teno For For Management 1.11 Elect Director Leslie M. Turner For For Management 1.12 Elect Director Melvin D. Williams For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Report on Child Labor Audit Against Against Shareholder 5 Reduce Ownership Threshold for Against For Shareholder Shareholders to Call Special Meeting -------------------------------------------------------------------------------- GENUINE PARTS COMPANY Ticker: GPC Security ID: 372460105 Meeting Date: APR 28, 2022 Meeting Type: Annual Record Date: FEB 22, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Elizabeth W. Camp For For Management 1.2 Elect Director Richard Cox, Jr. For For Management 1.3 Elect Director Paul D. Donahue For For Management 1.4 Elect Director Gary P. Fayard For For Management 1.5 Elect Director P. Russell Hardin For For Management 1.6 Elect Director John R. Holder For For Management 1.7 Elect Director Donna W. Hyland For For Management 1.8 Elect Director John D. Johns For For Management 1.9 Elect Director Jean-Jacques Lafont For For Management 1.10 Elect Director Robert C. 'Robin' For For Management Loudermilk, Jr. 1.11 Elect Director Wendy B. Needham For For Management 1.12 Elect Director Juliette W. Pryor For For Management 1.13 Elect Director E. Jenner Wood, III For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- GILEAD SCIENCES, INC. Ticker: GILD Security ID: 375558103 Meeting Date: MAY 04, 2022 Meeting Type: Annual Record Date: MAR 15, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Jacqueline K. Barton For For Management 1b Elect Director Jeffrey A. Bluestone For For Management 1c Elect Director Sandra J. Horning For For Management 1d Elect Director Kelly A. Kramer For For Management 1e Elect Director Kevin E. Lofton For For Management 1f Elect Director Harish Manwani For For Management 1g Elect Director Daniel P. O'Day For For Management 1h Elect Director Javier J. Rodriguez For For Management 1i Elect Director Anthony Welters For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Approve Omnibus Stock Plan For For Management 5 Require Independent Board Chair Against Against Shareholder 6 Adopt a Policy to Include Against Against Shareholder Non-Management Employees as Prospective Director Candidates 7 Reduce Ownership Threshold for Against For Shareholder Shareholders to Call Special Meeting 8 Publish Third-Party Review of Against For Shareholder Alignment of Company's Lobbying Activities with its Public Statements 9 Report on Board Oversight of Risks Against For Shareholder Related to Anticompetitive Practices -------------------------------------------------------------------------------- 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 Director Daniel J. Brutto For For Management 1b Elect Director Susan Crown For For Management 1c Elect Director Darrell L. Ford For For Management 1d Elect Director James W. Griffith For For Management 1e Elect Director Jay L. Henderson For For Management 1f Elect Director Richard H. Lenny For For Management 1g Elect Director E. Scott Santi For For Management 1h Elect Director David B. Smith, Jr. For For Management 1i Elect Director Pamela B. Strobel For For Management 1j Elect Director Anre D. Williams For For Management 2 Ratify Deloitte & Touche LLP as Auditor For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Reduce Ownership Threshold for Against For Shareholder Shareholders to Call Special Meeting -------------------------------------------------------------------------------- INTERNATIONAL BUSINESS MACHINES CORPORATION Ticker: IBM Security ID: 459200101 Meeting Date: APR 26, 2022 Meeting Type: Annual Record Date: FEB 25, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Thomas Buberl For For Management 1b Elect Director David N. Farr For For Management 1c Elect Director Alex Gorsky For For Management 1d Elect Director Michelle J. Howard For For Management 1e Elect Director Arvind Krishna For For Management 1f Elect Director Andrew N. Liveris For For Management 1g Elect Director Frederick William For For Management McNabb, III 1h Elect Director Martha E. Pollack For For Management 1i Elect Director Joseph R. Swedish For For Management 1j Elect Director Peter R. Voser For For Management 1k Elect Director Frederick H. Waddell For For Management 1l Elect Director Alfred W. Zollar For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Reduce Ownership Threshold for Against For Shareholder Shareholders to Call Special Meeting 5 Require Independent Board Chair Against For Shareholder 6 Report on Concealment Clauses Against For Shareholder -------------------------------------------------------------------------------- IRON MOUNTAIN INCORPORATED Ticker: IRM Security ID: 46284V101 Meeting Date: MAY 10, 2022 Meeting Type: Annual Record Date: MAR 14, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Jennifer Allerton For For Management 1b Elect Director Pamela M. Arway For For Management 1c Elect Director Clarke H. Bailey For For Management 1d Elect Director Kent P. Dauten For For Management 1e Elect Director Monte Ford For For Management 1f Elect Director Robin L. Matlock For For Management 1g Elect Director William L. Meaney For For Management 1h Elect Director Wendy J. Murdock For For Management 1i Elect Director Walter C. Rakowich For For Management 1j Elect Director Doyle R. Simons For For Management 1k Elect Director Alfred J. Verrecchia For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- JOHN WILEY & SONS, INC. Ticker: JW.A Security ID: 968223206 Meeting Date: SEP 30, 2021 Meeting Type: Annual Record Date: AUG 06, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Beth A. Birnbaum For For Management 1.2 Elect Director David C. Dobson For For Management 1.3 Elect Director Mariana Garavaglia For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- JOHNSON & JOHNSON Ticker: JNJ Security ID: 478160104 Meeting Date: APR 28, 2022 Meeting Type: Annual Record Date: MAR 01, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Darius Adamczyk For For Management 1b Elect Director Mary C. Beckerle For For Management 1c Elect Director D. Scott Davis For For Management 1d Elect Director Ian E. L. Davis For For Management 1e Elect Director Jennifer A. Doudna For For Management 1f Elect Director Joaquin Duato For For Management 1g Elect Director Alex Gorsky For For Management 1h Elect Director Marillyn A. Hewson For For Management 1i Elect Director Hubert Joly For For Management 1j Elect Director Mark B. McClellan For For Management 1k Elect Director Anne M. Mulcahy For For Management 1l Elect Director A. Eugene Washington For For Management 1m Elect Director Mark A. Weinberger For For Management 1n Elect Director Nadja Y. West For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Approve Omnibus Stock Plan For For Management 4 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 5 Adopt a Mandatory Arbitration Bylaw None None Shareholder *Withdrawn Resolution* 6 Report on a Civil Rights, Equity, Against Against Shareholder Diversity and Inclusion Audit 7 Oversee and Report a Racial Equity Against For Shareholder Audit 8 Report on Government Financial Support Against For Shareholder and Access to COVID-19 Vaccines and Therapeutics 9 Report on Public Health Costs of Against Against Shareholder Limited Sharing of Vaccine Technology 10 Discontinue Global Sales of Baby Against Against Shareholder Powder Containing Talc 11 Report on Charitable Contributions Against Against Shareholder 12 Publish Third-Party Review of Against For Shareholder Alignment of Company's Lobbying Activities with its Public Statements 13 Adopt Policy to Include Legal and Against For Shareholder Compliance Costs in Incentive Compensation Metrics 14 Consider Pay Disparity Between Against Against Shareholder Executives and Other Employees -------------------------------------------------------------------------------- KELLOGG COMPANY Ticker: K Security ID: 487836108 Meeting Date: APR 29, 2022 Meeting Type: Annual Record Date: MAR 01, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Rod Gillum For For Management 1b Elect Director Mary Laschinger For For Management 1c Elect Director Erica Mann For For Management 1d Elect Director Carolyn Tastad For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Approve Omnibus Stock Plan For For Management 5 Consider Pay Disparity Between CEO and Against Against Shareholder Other Employees -------------------------------------------------------------------------------- LAZARD LTD Ticker: LAZ Security ID: G54050102 Meeting Date: MAY 18, 2022 Meeting Type: Annual Record Date: MAR 22, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard N. Haass For For Management 1.2 Elect Director Jane L. Mendillo For For Management 1.3 Elect Director Richard D. Parsons For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Approve Deloitte & Touche LLP as For For Management Auditors and Authorize Board to Fix Their Remuneration -------------------------------------------------------------------------------- LOCKHEED MARTIN CORPORATION Ticker: LMT Security ID: 539830109 Meeting Date: APR 21, 2022 Meeting Type: Annual Record Date: FEB 25, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Daniel F. Akerson For For Management 1.2 Elect Director David B. Burritt For For Management 1.3 Elect Director Bruce A. Carlson For For Management 1.4 Elect Director John M. Donovan For For Management 1.5 Elect Director Joseph F. Dunford, Jr. For For Management 1.6 Elect Director James O. Ellis, Jr. For For Management 1.7 Elect Director Thomas J. Falk For For Management 1.8 Elect Director Ilene S. Gordon For For Management 1.9 Elect Director Vicki A. Hollub For For Management 1.10 Elect Director Jeh C. Johnson For For Management 1.11 Elect Director Debra L. Reed-Klages For For Management 1.12 Elect Director James D. Taiclet For For Management 1.13 Elect Director Patricia E. Yarrington For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Reduce Ownership Threshold for Against For Shareholder Shareholders to Call Special Meeting 5 Report on Human Rights Impact Against Against Shareholder Assessment -------------------------------------------------------------------------------- LYONDELLBASELL INDUSTRIES N.V. Ticker: LYB Security ID: N53745100 Meeting Date: MAY 27, 2022 Meeting Type: Annual Record Date: APR 29, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Jacques Aigrain For For Management 1b Elect Director Lincoln Benet For For Management 1c Elect Director Jagjeet (Jeet) Bindra For For Management 1d Elect Director Robin Buchanan For For Management 1e Elect Director Anthony (Tony) Chase For For Management 1f Elect Director Nance Dicciani For For Management 1g Elect Director Robert (Bob) Dudley For For Management 1h Elect Director Claire Farley For For Management 1i Elect Director Michael Hanley For For Management 1j Elect Director Virginia Kamsky For For Management 1k Elect Director Albert Manifold For For Management 1l Elect Director Peter Vanacker For For Management 2 Approve Discharge of Directors For For Management 3 Adopt Financial Statements and For For Management Statutory Reports 4 Ratify PricewaterhouseCoopers For For Management Accountants N.V. as Auditors 5 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 6 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 7 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 8 Approve Cancellation of Shares For For Management -------------------------------------------------------------------------------- MERCK & CO., INC. Ticker: MRK Security ID: 58933Y105 Meeting Date: MAY 24, 2022 Meeting Type: Annual Record Date: MAR 25, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Douglas M. Baker, Jr. For For Management 1b Elect Director Mary Ellen Coe For For Management 1c Elect Director Pamela J. Craig For For Management 1d Elect Director Robert M. Davis For For Management 1e Elect Director Kenneth C. Frazier For For Management 1f Elect Director Thomas H. Glocer For For Management 1g Elect Director Risa J. Lavizzo-Mourey For For Management 1h Elect Director Stephen L. Mayo For For Management 1i Elect Director Paul B. Rothman For For Management 1j Elect Director Patricia F. Russo For For Management 1k Elect Director Christine E. Seidman For For Management 1l Elect Director Inge G. Thulin For For Management 1m Elect Director Kathy J. Warden For For Management 1n Elect Director Peter C. Wendell For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Require Independent Board Chair Against Against Shareholder 5 Report on Access to COVID-19 Products Against For Shareholder 6 Report on Lobbying Payments and Policy Against Against Shareholder -------------------------------------------------------------------------------- MICROCHIP TECHNOLOGY INCORPORATED Ticker: MCHP Security ID: 595017104 Meeting Date: AUG 24, 2021 Meeting Type: Annual Record Date: JUN 28, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Matthew W. Chapman For For Management 1.2 Elect Director Esther L. Johnson For For Management 1.3 Elect Director Karlton D. Johnson For For Management 1.4 Elect Director Wade F. Meyercord For For Management 1.5 Elect Director Ganesh Moorthy For For Management 1.6 Elect Director Karen M. Rapp For For Management 1.7 Elect Director Steve Sanghi For For Management 2 Increase Authorized Common Stock For For Management 3 Amend Omnibus Stock Plan For For Management 4 Ratify Ernst & Young LLP as Auditors For For Management 5 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- NEXSTAR MEDIA GROUP, INC. Ticker: NXST Security ID: 65336K103 Meeting Date: JUN 13, 2022 Meeting Type: Annual Record Date: APR 25, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Bernadette S. Aulestia For For Management 1.2 Elect Director Dennis J. FitzSimons For For Management 1.3 Elect Director C. Thomas McMillen For For Management 1.4 Elect Director Lisbeth McNabb For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Eliminate Class B and Class C Common For For Management Stock -------------------------------------------------------------------------------- NRG ENERGY, INC. Ticker: NRG Security ID: 629377508 Meeting Date: APR 28, 2022 Meeting Type: Annual Record Date: MAR 01, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director E. Spencer Abraham For For Management 1b Elect Director Antonio Carrillo For For Management 1c Elect Director Matthew Carter, Jr. For For Management 1d Elect Director Lawrence S. Coben For For Management 1e Elect Director Heather Cox For For Management 1f Elect Director Elisabeth B. Donohue For For Management 1g Elect Director Mauricio Gutierrez For For Management 1h Elect Director Paul W. Hobby For For Management 1i Elect Director Alexandra Pruner For For Management 1j Elect Director Anne C. Schaumburg For For Management 1k Elect Director Thomas H. Weidemeyer For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify KPMG LLP as Auditors For For Management -------------------------------------------------------------------------------- OLD REPUBLIC INTERNATIONAL CORPORATION Ticker: ORI Security ID: 680223104 Meeting Date: MAY 26, 2022 Meeting Type: Annual Record Date: MAR 28, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Steven J. Bateman For Withhold Management 1.2 Elect Director Lisa J. Caldwell For Withhold Management 1.3 Elect Director John M. Dixon For Withhold Management 1.4 Elect Director Glenn W. Reed For Withhold Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Approve Omnibus Stock Plan For Against Management -------------------------------------------------------------------------------- ONEMAIN HOLDINGS, INC. Ticker: OMF Security ID: 68268W103 Meeting Date: JUN 13, 2022 Meeting Type: Annual Record Date: APR 21, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Valerie Soranno Keating For For Management 1.2 Elect Director Aneek S. Mamik For Withhold Management 1.3 Elect Director Richard A. Smith For Withhold Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- ONEOK, INC. Ticker: OKE Security ID: 682680103 Meeting Date: MAY 25, 2022 Meeting Type: Annual Record Date: MAR 28, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Brian L. Derksen For For Management 1.2 Elect Director Julie H. Edwards For For Management 1.3 Elect Director John W. Gibson None None Management *Withdrawn Resolution* 1.4 Elect Director Mark W. Helderman For For Management 1.5 Elect Director Randall J. Larson For For Management 1.6 Elect Director Steven J. Malcolm For For Management 1.7 Elect Director Jim W. Mogg For For Management 1.8 Elect Director Pattye L. Moore For For Management 1.9 Elect Director Pierce H. Norton, II For For Management 1.10 Elect Director Eduardo A. Rodriguez For For Management 1.11 Elect Director Gerald B. Smith For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- PEPSICO, INC. Ticker: PEP Security ID: 713448108 Meeting Date: MAY 04, 2022 Meeting Type: Annual Record Date: MAR 01, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Segun Agbaje For For Management 1b Elect Director Shona L. Brown For For Management 1c Elect Director Cesar Conde For For Management 1d Elect Director Ian Cook For For Management 1e Elect Director Edith W. Cooper For For Management 1f Elect Director Dina Dublon For For Management 1g Elect Director Michelle Gass For For Management 1h Elect Director Ramon L. Laguarta For For Management 1i Elect Director Dave Lewis For For Management 1j Elect Director David C. Page For For Management 1k Elect Director Robert C. Pohlad For For Management 1l Elect Director Daniel Vasella For For Management 1m Elect Director Darren Walker For For Management 1n Elect Director Alberto Weisser For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Require Independent Board Chair Against Against Shareholder 5 Report on Global Public Policy and Against Against Shareholder Political Influence 6 Report on Public Health Costs of Food Against Against Shareholder and Beverages Products -------------------------------------------------------------------------------- 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 1.1 Elect Director Ronald E. Blaylock For For Management 1.2 Elect Director Albert Bourla For For Management 1.3 Elect Director Susan Desmond-Hellmann For For Management 1.4 Elect Director Joseph J. Echevarria For For Management 1.5 Elect Director Scott Gottlieb For For Management 1.6 Elect Director Helen H. Hobbs For For Management 1.7 Elect Director Susan Hockfield For For Management 1.8 Elect Director Dan R. Littman For For Management 1.9 Elect Director Shantanu Narayen For For Management 1.10 Elect Director Suzanne Nora Johnson For For Management 1.11 Elect Director James Quincey For For Management 1.12 Elect Director James C. Smith For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Proxy Access Right Against For Shareholder 5 Report on Congruency of Political Against Against Shareholder Electioneering Expenditures with Company Values and Policies 6 Report on Feasibility of Technology Against For Shareholder Transfer to Boost Covid-19 Vaccine Production 7 Report on Board Oversight of Risks Against For Shareholder Related to Anticompetitive Practices 8 Report on Public Health Costs of Against Against Shareholder Limited Sharing of Vaccine Technology -------------------------------------------------------------------------------- PPL CORPORATION Ticker: PPL Security ID: 69351T106 Meeting Date: MAY 18, 2022 Meeting Type: Annual Record Date: FEB 28, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Arthur P. Beattie For For Management 1b Elect Director Raja Rajamannar For For Management 1c Elect Director Heather B. Redman For For Management 1d Elect Director Craig A. Rogerson For For Management 1e Elect Director Vincent Sorgi For For Management 1f Elect Director Natica von Althann For For Management 1g Elect Director Keith H. Williamson For For Management 1h Elect Director Phoebe A. Wood For For Management 1i Elect Director Armando Zagalo de Lima For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- QUEST DIAGNOSTICS INCORPORATED Ticker: DGX Security ID: 74834L100 Meeting Date: MAY 18, 2022 Meeting Type: Annual Record Date: MAR 21, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Tracey C. Doi For For Management 1.2 Elect Director Vicky B. Gregg For For Management 1.3 Elect Director Wright L. Lassiter, III For For Management 1.4 Elect Director Timothy L. Main For For Management 1.5 Elect Director Denise M. Morrison For For Management 1.6 Elect Director Gary M. Pfeiffer For For Management 1.7 Elect Director Timothy M. Ring For For Management 1.8 Elect Director Stephen H. Rusckowski For For Management 1.9 Elect Director Gail R. Wilensky For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Provide Right to Act by Written Consent For For Management 5 Amend Right to Call Special Meeting For For Management 6 Reduce Ownership Threshold for Against For Shareholder Shareholders to Call Special Meeting -------------------------------------------------------------------------------- SIMON PROPERTY GROUP, INC. Ticker: SPG Security ID: 828806109 Meeting Date: MAY 11, 2022 Meeting Type: Annual Record Date: MAR 15, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Glyn F. Aeppel For For Management 1b Elect Director Larry C. Glasscock For For Management 1c Elect Director Karen N. Horn For For Management 1d Elect Director Allan Hubbard For For Management 1e Elect Director Reuben S. Leibowitz For For Management 1f Elect Director Gary M. Rodkin For For Management 1g Elect Director Peggy Fang Roe For For Management 1h Elect Director Stefan M. Selig For For Management 1i Elect Director Daniel C. Smith For For Management 1j Elect Director J. Albert Smith, Jr. For For Management 1k Elect Director Marta R. Stewart For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- SYNCHRONY FINANCIAL Ticker: SYF Security ID: 87165B103 Meeting Date: MAY 19, 2022 Meeting Type: Annual Record Date: MAR 24, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Margaret M. Keane For For Management 1b Elect Director Fernando Aguirre For For Management 1c Elect Director Paget L. Alves For For Management 1d Elect Director Kamila Chytil For For Management 1e Elect Director Arthur W. Coviello, Jr. For For Management 1f Elect Director Brian D. Doubles For For Management 1g Elect Director William W. Graylin For For Management 1h Elect Director Roy A. Guthrie For For Management 1i Elect Director Jeffrey G. Naylor For For Management 1j Elect Director P.W 'Bill' Parker For For Management 1k Elect Director Laurel J. Richie For For Management 1l Elect Director Ellen M. Zane For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify KPMG LLP as Auditors For For Management -------------------------------------------------------------------------------- T. ROWE PRICE GROUP, INC. Ticker: TROW Security ID: 74144T108 Meeting Date: MAY 10, 2022 Meeting Type: Annual Record Date: MAR 01, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Glenn R. August For For Management 1b Elect Director Mark S. Bartlett For For Management 1c Elect Director Mary K. Bush For For Management 1d Elect Director Dina Dublon For For Management 1e Elect Director Freeman A. Hrabowski, For For Management III 1f Elect Director Robert F. MacLellan For For Management 1g Elect Director Eileen P. Rominger For For Management 1h Elect Director Robert W. Sharps For For Management 1i Elect Director Robert J. Stevens For For Management 1j Elect Director William J. Stromberg For For Management 1k Elect Director Richard R. Verma For For Management 1l Elect Director Sandra S. Wijnberg For For Management 1m Elect Director Alan D. Wilson For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify KPMG LLP as Auditors For For Management -------------------------------------------------------------------------------- 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 Director Mark A. Blinn For For Management 1b Elect Director Todd M. Bluedorn For For Management 1c Elect Director Janet F. Clark For For Management 1d Elect Director Carrie S. Cox For For Management 1e Elect Director Martin S. Craighead For For Management 1f Elect Director Jean M. Hobby For For Management 1g Elect Director Michael D. Hsu For For Management 1h Elect Director Haviv Ilan For For Management 1i Elect Director Ronald Kirk For For Management 1j Elect Director Pamela H. Patsley For For Management 1k Elect Director Robert E. Sanchez For For Management 1l Elect Director Richard K. Templeton For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management 4 Reduce Ownership Threshold for Against For Shareholder Shareholders to Call Special Meeting -------------------------------------------------------------------------------- THE CARLYLE GROUP INC. Ticker: CG Security ID: 14316J108 Meeting Date: MAY 31, 2022 Meeting Type: Annual Record Date: APR 04, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David M. Rubenstein For For Management 1.2 Elect Director Linda H. Filler For For Management 1.3 Elect Director James H. Hance, Jr. For For Management 1.4 Elect Director Derica W. Rice For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 4 Declassify the Board of Directors For For Shareholder -------------------------------------------------------------------------------- THE CHEMOURS COMPANY Ticker: CC Security ID: 163851108 Meeting Date: APR 27, 2022 Meeting Type: Annual Record Date: MAR 01, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Curtis V. Anastasio For For Management 1b Elect Director Bradley J. Bell For For Management 1c Elect Director Mary B. Cranston For For Management 1d Elect Director Curtis J. Crawford For For Management 1e Elect Director Dawn L. Farrell For For Management 1f Elect Director Erin N. Kane For For Management 1g Elect Director Sean D. Keohane For For Management 1h Elect Director Mark E. Newman For For Management 1i Elect Director Guillaume Pepy For For Management 1j Elect Director Sandra Phillips Rogers For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- 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 1.1 Elect Director Herb Allen For For Management 1.2 Elect Director Marc Bolland For For Management 1.3 Elect Director Ana Botin For For Management 1.4 Elect Director Christopher C. Davis For For Management 1.5 Elect Director Barry Diller For For Management 1.6 Elect Director Helene D. Gayle For For Management 1.7 Elect Director Alexis M. Herman For For Management 1.8 Elect Director Maria Elena Lagomasino For For Management 1.9 Elect Director James Quincey For For Management 1.10 Elect Director Caroline J. Tsay For For Management 1.11 Elect Director David B. Weinberg For For Management 2 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management 4 Report on External Public Health Costs Against Against Shareholder 5 Report on Global Public Policy and Against Against Shareholder Political Influence 6 Require Independent Board Chair Against For Shareholder -------------------------------------------------------------------------------- THE INTERPUBLIC GROUP OF COMPANIES, INC. Ticker: IPG Security ID: 460690100 Meeting Date: MAY 26, 2022 Meeting Type: Annual Record Date: APR 01, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jocelyn Carter-Miller For For Management 1.2 Elect Director Mary J. Steele Guilfoile For For Management 1.3 Elect Director Dawn Hudson For For Management 1.4 Elect Director Philippe Krakowsky For For Management 1.5 Elect Director Jonathan F. Miller For For Management 1.6 Elect Director Patrick Q. Moore For For Management 1.7 Elect Director Linda S. Sanford For For Management 1.8 Elect Director David M. Thomas For For Management 1.9 Elect Director E. Lee Wyatt, Jr. For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Require Independent Board Chair Against Against Shareholder -------------------------------------------------------------------------------- THE WILLIAMS COMPANIES, INC. Ticker: WMB Security ID: 969457100 Meeting Date: APR 26, 2022 Meeting Type: Annual Record Date: FEB 25, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Alan S. Armstrong For For Management 1.2 Elect Director Stephen W. Bergstrom For For Management 1.3 Elect Director Nancy K. Buese For For Management 1.4 Elect Director Michael A. Creel For For Management 1.5 Elect Director Stacey H. Dore For For Management 1.6 Elect Director Richard E. Muncrief For For Management 1.7 Elect Director Peter A. Ragauss For For Management 1.8 Elect Director Rose M. Robeson For For Management 1.9 Elect Director Scott D. Sheffield For For Management 1.10 Elect Director Murray D. Smith For For Management 1.11 Elect Director William H. Spence For For Management 1.12 Elect Director Jesse J. Tyson For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- UMPQUA HOLDINGS CORPORATION Ticker: UMPQ Security ID: 904214103 Meeting Date: JAN 26, 2022 Meeting Type: Special Record Date: NOV 30, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Advisory Vote on Golden Parachutes For Against Management 3 Adjourn Meeting For For Management -------------------------------------------------------------------------------- UNION PACIFIC CORPORATION Ticker: UNP Security ID: 907818108 Meeting Date: MAY 12, 2022 Meeting Type: Annual Record Date: MAR 18, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director William J. DeLaney For For Management 1b Elect Director David B. Dillon For For Management 1c Elect Director Sheri H. Edison For For Management 1d Elect Director Teresa M. Finley For For Management 1e Elect Director Lance M. Fritz For For Management 1f Elect Director Deborah C. Hopkins For For Management 1g Elect Director Jane H. Lute For For Management 1h Elect Director Michael R. McCarthy For For Management 1i Elect Director Jose H. Villarreal For For Management 1j Elect Director Christopher J. Williams For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- VERIZON COMMUNICATIONS INC. Ticker: VZ Security ID: 92343V104 Meeting Date: MAY 12, 2022 Meeting Type: Annual Record Date: MAR 14, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Shellye Archambeau For For Management 1.2 Elect Director Roxanne Austin For For Management 1.3 Elect Director Mark Bertolini For For Management 1.4 Elect Director Melanie Healey For For Management 1.5 Elect Director Laxman Narasimhan For For Management 1.6 Elect Director Clarence Otis, Jr. For For Management 1.7 Elect Director Daniel Schulman For For Management 1.8 Elect Director Rodney Slater For For Management 1.9 Elect Director Carol Tome For For Management 1.10 Elect Director Hans Vestberg For For Management 1.11 Elect Director Gregory Weaver For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management 4 Report on Charitable Contributions Against Against Shareholder 5 Amend Senior Executive Compensation Against For Shareholder Clawback Policy 6 Submit Severance Agreement Against For Shareholder (Change-in-Control) to Shareholder Vote 7 Report on Operations in Communist China Against Against Shareholder -------------------------------------------------------------------------------- VIRTU FINANCIAL, INC. Ticker: VIRT Security ID: 928254101 Meeting Date: JUN 02, 2022 Meeting Type: Annual Record Date: APR 07, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William F. Cruger, Jr. For Withhold Management 1.2 Elect Director Christopher C. Quick For Withhold Management 1.3 Elect Director Vincent Viola For Withhold Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Amend Omnibus Stock Plan For For Management Registrant: NORTHERN LIGHTS VARIABLE TRUST - Donoghue Forlines Momentum VIT Fund Item 1, Exhibit 4 Investment Company Act file number: 811-21853 Reporting Period: July 1, 2021 through June 30, 2022 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 Director Jaime Ardila For For Management 1b Elect Director Nancy McKinstry For For Management 1c Elect Director Beth E. Mooney For For Management 1d Elect Director Gilles C. Pelisson For For Management 1e Elect Director Paula A. Price For For Management 1f Elect Director Venkata (Murthy) For For Management Renduchintala 1g Elect Director Arun Sarin For For Management 1h Elect Director Julie Sweet For For Management 1i Elect Director Frank K. Tang For For Management 1j Elect Director Tracey T. Travis For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Amend Omnibus Stock Plan For For Management 4 Approve KPMG LLP as Auditors and For For Management Authorize Board to Fix Their Remuneration 5 Renew the Board's Authority to Issue For For Management Shares Under Irish Law 6 Authorize Board to Opt-Out of For For Management Statutory Pre-Emption Rights 7 Determine Price Range for Reissuance For For Management of Treasury Shares -------------------------------------------------------------------------------- ADOBE INC. Ticker: ADBE Security ID: 00724F101 Meeting Date: APR 14, 2022 Meeting Type: Annual Record Date: FEB 15, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Amy Banse For For Management 1b Elect Director Brett Biggs For For Management 1c Elect Director Melanie Boulden For For Management 1d Elect Director Frank Calderoni For For Management 1e Elect Director Laura Desmond For For Management 1f Elect Director Shantanu Narayen For For Management 1g Elect Director Spencer Neumann For For Management 1h Elect Director Kathleen Oberg For For Management 1i Elect Director Dheeraj Pandey For For Management 1j Elect Director David Ricks For For Management 1k Elect Director Daniel Rosensweig For For Management 1l Elect Director John Warnock For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- ADVANCE AUTO PARTS, INC. Ticker: AAP Security ID: 00751Y106 Meeting Date: MAY 19, 2022 Meeting Type: Annual Record Date: MAR 24, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Carla J. Bailo For For Management 1b Elect Director John F. Ferraro For For Management 1c Elect Director Thomas R. Greco For For Management 1d Elect Director Joan M. Hilson For For Management 1e Elect Director Jeffrey J. Jones, II For For Management 1f Elect Director Eugene I. Lee, Jr. For For Management 1g Elect Director Douglas A. Pertz For For Management 1h Elect Director Sherice R. Torres For For Management 1i Elect Director Nigel Travis For For Management 1j Elect Director Arthur L. Valdez, Jr. For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors 4 Amend Proxy Access Right Against For Shareholder -------------------------------------------------------------------------------- ADVANCED MICRO DEVICES, INC. Ticker: AMD Security ID: 007903107 Meeting Date: MAY 18, 2022 Meeting Type: Annual Record Date: MAR 22, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director John E. Caldwell For For Management 1b Elect Director Nora M. Denzel For For Management 1c Elect Director Mark Durcan For For Management 1d Elect Director Michael P. Gregoire For For Management 1e Elect Director Joseph A. Householder For For Management 1f Elect Director John W. Marren For For Management 1g Elect Director Jon A. Olson For For Management 1h Elect Director Lisa T. Su For For Management 1i Elect Director Abhi Y. Talwalkar For For Management 1j Elect Director Elizabeth W. Vanderslice For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- 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 Director Larry Page For For Management 1b Elect Director Sergey Brin For For Management 1c Elect Director Sundar Pichai For For Management 1d Elect Director John L. Hennessy For For Management 1e Elect Director Frances H. Arnold For For Management 1f Elect Director L. John Doerr For For Management 1g Elect Director Roger W. Ferguson, Jr. For For Management 1h Elect Director Ann Mather For For Management 1i Elect Director K. Ram Shriram For For Management 1j Elect Director Robin L. Washington For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Amend Omnibus Stock Plan For Against Management 4 Increase Authorized Common Stock For For Management 5 Report on Lobbying Payments and Policy Against For Shareholder 6 Report on Climate Lobbying Against For Shareholder 7 Report on Physical Risks of Climate Against For Shareholder Change 8 Report on Metrics and Efforts to Against For Shareholder Reduce Water Related Risk 9 Oversee and Report a Third-Party Against For Shareholder Racial Equity Audit 10 Report on Risks Associated with Use of Against Against Shareholder Concealment Clauses 11 Approve Recapitalization Plan for all Against For Shareholder Stock to Have One-vote per Share 12 Report on Government Takedown Requests Against Against Shareholder 13 Report on Risks of Doing Business in Against For Shareholder Countries with Significant Human Rights Concerns 14 Report on Managing Risks Related to Against Against Shareholder Data Collection, Privacy and Security 15 Disclose More Quantitative and Against For Shareholder Qualitative Information on Algorithmic Systems 16 Commission Third Party Assessment of Against For Shareholder Company's Management of Misinformation and Disinformation Across Platforms 17 Report on External Costs of Against Against Shareholder Misinformation and Impact on Diversified Shareholders 18 Report on Steps to Improve Racial and Against Against Shareholder Gender Board Diversity 19 Establish an Environmental Against Against Shareholder Sustainability Board Committee 20 Adopt a Policy to Include Against Against Shareholder Non-Management Employees as Prospective Director Candidates 21 Report on Policies Regarding Military Against Against Shareholder and Militarized Policing Agencies -------------------------------------------------------------------------------- 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 Director Thomas J. Baltimore For For Management 1b Elect Director Charlene Barshefsky For For Management 1c Elect Director John J. Brennan For For Management 1d Elect Director Peter Chernin For For Management 1e Elect Director Ralph de la Vega For For Management 1f Elect Director Michael O. Leavitt For For Management 1g Elect Director Theodore J. Leonsis For For Management 1h Elect Director Karen L. Parkhill For For Management 1i Elect Director Charles E. Phillips For For Management 1j Elect Director Lynn A. Pike For For Management 1k Elect Director Stephen J. Squeri For For Management 1l Elect Director Daniel L. Vasella For For Management 1m Elect Director Lisa W. Wardell For For Management 1n Elect Director Christopher D. Young For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Require Independent Board Chair Against Against Shareholder -------------------------------------------------------------------------------- AMERIPRISE FINANCIAL, INC. Ticker: AMP Security ID: 03076C106 Meeting Date: APR 27, 2022 Meeting Type: Annual Record Date: FEB 28, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director James M. Cracchiolo For For Management 1b Elect Director Dianne Neal Blixt For For Management 1c Elect Director Amy DiGeso For For Management 1d Elect Director Lon R. Greenberg For For Management 1e Elect Director Robert F. Sharpe, Jr. For For Management 1f Elect Director Brian T. Shea For For Management 1g Elect Director W. Edward Walter, III For For Management 1h Elect Director Christopher J. Williams For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- APPLIED MATERIALS, INC. Ticker: AMAT Security ID: 038222105 Meeting Date: MAR 10, 2022 Meeting Type: Annual Record Date: JAN 12, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Rani Borkar For For Management 1b Elect Director Judy Bruner For For Management 1c Elect Director Xun (Eric) Chen For For Management 1d Elect Director Aart J. de Geus For For Management 1e Elect Director Gary E. Dickerson For For Management 1f Elect Director Thomas J. Iannotti For For Management 1g Elect Director Alexander A. Karsner For For Management 1h Elect Director Adrianna C. Ma For For Management 1i Elect Director Yvonne McGill For For Management 1j Elect Director Scott A. McGregor For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify KPMG LLP as Auditors For For Management 4 Reduce Ownership Threshold for Against For Shareholder Shareholders to Call Special Meeting 5 Improve Executive Compensation Program Against Against Shareholder and Policy -------------------------------------------------------------------------------- ARISTA NETWORKS, INC. Ticker: ANET Security ID: 040413106 Meeting Date: MAY 31, 2022 Meeting Type: Annual Record Date: APR 06, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Charles Giancarlo For Withhold Management 1.2 Elect Director Daniel Scheinman For Withhold Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- BROADCOM INC. Ticker: AVGO Security ID: 11135F101 Meeting Date: APR 04, 2022 Meeting Type: Annual Record Date: FEB 07, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Diane M. Bryant For For Management 1b Elect Director Gayla J. Delly For For Management 1c Elect Director Raul J. Fernandez For For Management 1d Elect Director Eddy W. Hartenstein For For Management 1e Elect Director Check Kian Low For For Management 1f Elect Director Justine F. Page For For Management 1g Elect Director Henry Samueli For For Management 1h Elect Director Hock E. Tan For For Management 1i Elect Director Harry L. You For Against Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- 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 Director M. Michele Burns For For Management 1b Elect Director Wesley G. Bush For For Management 1c Elect Director Michael D. Capellas For For Management 1d Elect Director Mark Garrett For For Management 1e Elect Director John D. Harris, II For For Management 1f Elect Director Kristina M. Johnson For For Management 1g Elect Director Roderick C. McGeary For For Management 1h Elect Director Charles H. Robbins For For Management 1i Elect Director Brenton L. Saunders For For Management 1j Elect Director Lisa T. Su For For Management 1k Elect Director Marianna Tessel For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Amend Proxy Access Right Against For Shareholder -------------------------------------------------------------------------------- CREDIT ACCEPTANCE CORPORATION Ticker: CACC Security ID: 225310101 Meeting Date: JUN 08, 2022 Meeting Type: Annual Record Date: APR 11, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Kenneth S. Booth For For Management 1.2 Elect Director Glenda J. Flanagan For For Management 1.3 Elect Director Vinayak R. Hegde For For Management 1.4 Elect Director Thomas N. Tryforos For For Management 1.5 Elect Director Scott J. Vassalluzzo For For Management 2 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 3 Ratify Grant Thornton LLP as Auditors For For Management -------------------------------------------------------------------------------- DATADOG, INC. Ticker: DDOG Security ID: 23804L103 Meeting Date: JUN 02, 2022 Meeting Type: Annual Record Date: APR 05, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Titi Cole For For Management 1b Elect Director Matthew Jacobson For Withhold Management 1c Elect Director Julie G. Richardson For Withhold Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- DELL TECHNOLOGIES INC. Ticker: DELL Security ID: 24703L202 Meeting Date: JUN 27, 2022 Meeting Type: Annual Record Date: APR 28, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael S. Dell For Withhold Management 1.2 Elect Director David W. Dorman For Withhold Management 1.3 Elect Director Egon Durban For Withhold Management 1.4 Elect Director David Grain For For Management 1.5 Elect Director William D. Green For Withhold Management 1.6 Elect Director Simon Patterson For Withhold Management 1.7 Elect Director Lynn Vojvodich For Withhold Management Radakovich 1.8 Elect Director Ellen J. Kullman For Withhold Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 4 Amend Certificate of Incorporation For For Management -------------------------------------------------------------------------------- DISCOVER FINANCIAL SERVICES Ticker: DFS Security ID: 254709108 Meeting Date: MAY 19, 2022 Meeting Type: Annual Record Date: MAR 21, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jeffrey S. Aronin For For Management 1.2 Elect Director Mary K. Bush For For Management 1.3 Elect Director Gregory C. Case For For Management 1.4 Elect Director Candace H. Duncan For For Management 1.5 Elect Director Joseph F. Eazor For For Management 1.6 Elect Director Cynthia A. Glassman For For Management 1.7 Elect Director Roger C. Hochschild For For Management 1.8 Elect Director Thomas G. Maheras For For Management 1.9 Elect Director Michael H. Moskow For For Management 1.10 Elect Director David L. Rawlinson, II For For Management 1.11 Elect Director Mark A. Thierer For For Management 1.12 Elect Director Jennifer L. Wong For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- ELI LILLY AND COMPANY Ticker: LLY Security ID: 532457108 Meeting Date: MAY 02, 2022 Meeting Type: Annual Record Date: FEB 22, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Ralph Alvarez For For Management 1b Elect Director Kimberly H. Johnson For For Management 1c Elect Director Juan R. Luciano For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management 4 Declassify the Board of Directors For For Management 5 Eliminate Supermajority Voting For For Management Provisions 6 Amend Articles of Incorporation to For For Management Allow Shareholders to Amend Bylaws 7 Require Independent Board Chair Against For Shareholder 8 Report on Lobbying Payments and Policy Against For Shareholder 9 Publish Third-Party Review of Against For Shareholder Alignment of Company's Lobbying Activities with its Public Statements 10 Report on Board Oversight of Risks Against For Shareholder Related to Anticompetitive Pricing Strategies -------------------------------------------------------------------------------- EXTRA SPACE STORAGE INC. Ticker: EXR Security ID: 30225T102 Meeting Date: MAY 25, 2022 Meeting Type: Annual Record Date: MAR 28, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Kenneth M. Woolley For For Management 1.2 Elect Director Joseph D. Margolis For For Management 1.3 Elect Director Roger B. Porter For For Management 1.4 Elect Director Joseph J. Bonner For For Management 1.5 Elect Director Gary L. Crittenden For For Management 1.6 Elect Director Spencer F. Kirk For For Management 1.7 Elect Director Dennis J. Letham For For Management 1.8 Elect Director Diane Olmstead For For Management 1.9 Elect Director Julia Vander Ploeg For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- FIRSTENERGY CORP. Ticker: FE Security ID: 337932107 Meeting Date: MAY 17, 2022 Meeting Type: Annual Record Date: MAR 18, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jana T. Croom For For Management 1.2 Elect Director Steven J. Demetriou For For Management 1.3 Elect Director Lisa Winston Hicks For For Management 1.4 Elect Director Paul Kaleta For For Management 1.5 Elect Director Sean T. Klimczak For For Management 1.6 Elect Director Jesse A. Lynn For For Management 1.7 Elect Director James F. O'Neil, III For For Management 1.8 Elect Director John W. Somerhalder, II For For Management 1.9 Elect Director Steven E. Strah For For Management 1.10 Elect Director Andrew Teno For For Management 1.11 Elect Director Leslie M. Turner For For Management 1.12 Elect Director Melvin D. Williams For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Report on Child Labor Audit Against Against Shareholder 5 Reduce Ownership Threshold for Against For Shareholder Shareholders to Call Special Meeting -------------------------------------------------------------------------------- INTUIT INC. Ticker: INTU Security ID: 461202103 Meeting Date: JAN 20, 2022 Meeting Type: Annual Record Date: NOV 22, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Eve Burton For For Management 1b Elect Director Scott D. Cook For For Management 1c Elect Director Richard L. Dalzell For For Management 1d Elect Director Sasan K. Goodarzi For For Management 1e Elect Director Deborah Liu For For Management 1f Elect Director Tekedra Mawakana For For Management 1g Elect Director Suzanne Nora Johnson For For Management 1h Elect Director Dennis D. Powell For For Management 1i Elect Director Brad D. Smith For For Management 1j Elect Director Thomas Szkutak For For Management 1k Elect Director Raul Vazquez For For Management 1l Elect Director Jeff Weiner For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management 4 Amend Omnibus Stock Plan For For Management -------------------------------------------------------------------------------- IQVIA HOLDINGS INC. Ticker: IQV Security ID: 46266C105 Meeting Date: APR 12, 2022 Meeting Type: Annual Record Date: FEB 15, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John P. Connaughton For For Management 1.2 Elect Director John G. Danhakl For For Management 1.3 Elect Director James A. Fasano For For Management 1.4 Elect Director Leslie Wims Morris For For Management 2 Declassify the Board of Directors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Require a Majority Vote for the Against For Shareholder Election of Directors 5 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- IRON MOUNTAIN INCORPORATED Ticker: IRM Security ID: 46284V101 Meeting Date: MAY 10, 2022 Meeting Type: Annual Record Date: MAR 14, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Jennifer Allerton For For Management 1b Elect Director Pamela M. Arway For For Management 1c Elect Director Clarke H. Bailey For For Management 1d Elect Director Kent P. Dauten For For Management 1e Elect Director Monte Ford For For Management 1f Elect Director Robin L. Matlock For For Management 1g Elect Director William L. Meaney For For Management 1h Elect Director Wendy J. Murdock For For Management 1i Elect Director Walter C. Rakowich For For Management 1j Elect Director Doyle R. Simons For For Management 1k Elect Director Alfred J. Verrecchia For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- KEYSIGHT TECHNOLOGIES, INC. Ticker: KEYS Security ID: 49338L103 Meeting Date: MAR 17, 2022 Meeting Type: Annual Record Date: JAN 18, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director James G. Cullen For For Management 1.2 Elect Director Michelle J. Holthaus For For Management 1.3 Elect Director Jean M. Nye For For Management 1.4 Elect Director Joanne B. Olsen For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Declassify the Board of Directors For For Management -------------------------------------------------------------------------------- LAM RESEARCH CORPORATION Ticker: LRCX Security ID: 512807108 Meeting Date: NOV 08, 2021 Meeting Type: Annual Record Date: SEP 09, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Sohail U. Ahmed For For Management 1.2 Elect Director Timothy M. Archer For For Management 1.3 Elect Director Eric K. Brandt For For Management 1.4 Elect Director Michael R. Cannon For For Management 1.5 Elect Director Catherine P. Lego For For Management 1.6 Elect Director Bethany J. Mayer For For Management 1.7 Elect Director Abhijit Y. Talwalkar For For Management 1.8 Elect Director Lih Shyng (Rick L.) Tsai For For Management 1.9 Elect Director Leslie F. Varon For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- LPL FINANCIAL HOLDINGS INC. Ticker: LPLA Security ID: 50212V100 Meeting Date: MAY 18, 2022 Meeting Type: Annual Record Date: MAR 21, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Dan H. Arnold For For Management 1b Elect Director Edward C. Bernard For For Management 1c Elect Director H. Paulett Eberhart For For Management 1d Elect Director William F. Glavin, Jr. For For Management 1e Elect Director Allison H. Mnookin For For Management 1f Elect Director Anne M. Mulcahy For For Management 1g Elect Director James S. Putnam For For Management 1h Elect Director Richard P. Schifter For For Management 1i Elect Director Corey E. Thomas For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- MOLINA HEALTHCARE, INC. Ticker: MOH Security ID: 60855R100 Meeting Date: MAY 04, 2022 Meeting Type: Annual Record Date: MAR 07, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Barbara L. Brasier For For Management 1b Elect Director Daniel Cooperman For For Management 1c Elect Director Stephen H. Lockhart For For Management 1d Elect Director Steven J. Orlando For For Management 1e Elect Director Ronna E. Romney For For Management 1f Elect Director Richard M. Schapiro For For Management 1g Elect Director Dale B. Wolf For For Management 1h Elect Director Richard C. Zoretic For For Management 1i Elect Director Joseph M. Zubretsky For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- MOODY'S CORPORATION Ticker: MCO Security ID: 615369105 Meeting Date: APR 26, 2022 Meeting Type: Annual Record Date: FEB 28, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Jorge A. Bermudez For For Management 1b Elect Director Therese Esperdy For For Management 1c Elect Director Robert Fauber For For Management 1d Elect Director Vincent A. Forlenza For For Management 1e Elect Director Kathryn M. Hill For For Management 1f Elect Director Lloyd W. Howell, Jr. For For Management 1g Elect Director Raymond W. McDaniel, Jr. For For Management 1h Elect Director Leslie F. Seidman For For Management 1i Elect Director Zig Serafin For For Management 1j Elect Director Bruce Van Saun For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- NEXSTAR MEDIA GROUP, INC. Ticker: NXST Security ID: 65336K103 Meeting Date: JUN 13, 2022 Meeting Type: Annual Record Date: APR 25, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Bernadette S. Aulestia For For Management 1.2 Elect Director Dennis J. FitzSimons For For Management 1.3 Elect Director C. Thomas McMillen For For Management 1.4 Elect Director Lisbeth McNabb For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Eliminate Class B and Class C Common For For Management Stock -------------------------------------------------------------------------------- NRG ENERGY, INC. Ticker: NRG Security ID: 629377508 Meeting Date: APR 28, 2022 Meeting Type: Annual Record Date: MAR 01, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director E. Spencer Abraham For For Management 1b Elect Director Antonio Carrillo For For Management 1c Elect Director Matthew Carter, Jr. For For Management 1d Elect Director Lawrence S. Coben For For Management 1e Elect Director Heather Cox For For Management 1f Elect Director Elisabeth B. Donohue For For Management 1g Elect Director Mauricio Gutierrez For For Management 1h Elect Director Paul W. Hobby For For Management 1i Elect Director Alexandra Pruner For For Management 1j Elect Director Anne C. Schaumburg For For Management 1k Elect Director Thomas H. Weidemeyer For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify KPMG LLP as Auditors For For Management -------------------------------------------------------------------------------- NVIDIA CORPORATION Ticker: NVDA Security ID: 67066G104 Meeting Date: JUN 02, 2022 Meeting Type: Annual Record Date: APR 04, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Robert K. Burgess For For Management 1b Elect Director Tench Coxe For For Management 1c Elect Director John O. Dabiri For For Management 1d Elect Director Persis S. Drell For For Management 1e Elect Director Jen-Hsun Huang For For Management 1f Elect Director Dawn Hudson For For Management 1g Elect Director Harvey C. Jones For For Management 1h Elect Director Michael G. McCaffery For For Management 1i Elect Director Stephen C. Neal For For Management 1j Elect Director Mark L. Perry For For Management 1k Elect Director A. Brooke Seawell For For Management 1l Elect Director Aarti Shah For For Management 1m Elect Director Mark A. Stevens For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Increase Authorized Common Stock For For Management 5 Amend Omnibus Stock Plan For For Management -------------------------------------------------------------------------------- OCCIDENTAL PETROLEUM CORPORATION Ticker: OXY Security ID: 674599105 Meeting Date: MAY 06, 2022 Meeting Type: Annual Record Date: MAR 11, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Vicky A. Bailey For For Management 1b Elect Director Stephen I. Chazen For For Management 1c Elect Director Andrew Gould For For Management 1d Elect Director Carlos M. Gutierrez For For Management 1e Elect Director Vicki Hollub For For Management 1f Elect Director William R. Klesse For For Management 1g Elect Director Jack B. Moore For For Management 1h Elect Director Avedick B. Poladian For For Management 1i Elect Director Robert M. Shearer For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify KPMG LLP as Auditors For For Management 4 Report on Quantitative Short, Medium Against For Shareholder and Long-Term GHG Emissions Reduction Targets -------------------------------------------------------------------------------- OLIN CORPORATION Ticker: OLN Security ID: 680665205 Meeting Date: APR 28, 2022 Meeting Type: Annual Record Date: FEB 28, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Heidi S. Alderman For For Management 1b Elect Director Beverley A. Babcock For For Management 1c Elect Director C. Robert Bunch For For Management 1d Elect Director Matthew S. Darnall For For Management 1e Elect Director Scott D. Ferguson For For Management 1f Elect Director Earl L. Shipp For For Management 1g Elect Director Scott M. Sutton For For Management 1h Elect Director William H. Weideman For For Management 1i Elect Director W. Anthony Will For For Management 1j Elect Director Carol A. Williams For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify KPMG LLP as Auditors For For Management -------------------------------------------------------------------------------- ON SEMICONDUCTOR CORPORATION Ticker: ON Security ID: 682189105 Meeting Date: MAY 26, 2022 Meeting Type: Annual Record Date: MAR 29, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Atsushi Abe For For Management 1b Elect Director Alan Campbell For For Management 1c Elect Director Susan K. Carter For For Management 1d Elect Director Thomas L. Deitrich For For Management 1e Elect Director Gilles Delfassy For For Management 1f Elect Director Hassane El-Khoury For For Management 1g Elect Director Bruce E. Kiddoo For For Management 1h Elect Director Paul A. Mascarenas For For Management 1i Elect Director Gregory L. Waters For For Management 1j Elect Director Christine Y. Yan For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- PENSKE AUTOMOTIVE GROUP, INC. Ticker: PAG Security ID: 70959W103 Meeting Date: MAY 12, 2022 Meeting Type: Annual Record Date: MAR 16, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director John D. Barr For Withhold Management 1b Elect Director Lisa A. Davis For For Management 1c Elect Director Wolfgang Durheimer For For Management 1d Elect Director Michael R. Eisenson For For Management 1e Elect Director Robert H. Kurnick, Jr. For For Management 1f Elect Director Kimberly J. McWaters For Withhold Management 1g Elect Director Kota Odagiri For For Management 1h Elect Director Greg Penske For For Management 1i Elect Director Roger S. Penske For For Management 1j Elect Director Sandra E. Pierce For For Management 1k Elect Director Greg C. Smith For Withhold Management 1l Elect Director Ronald G. Steinhart For Withhold Management 1m Elect Director H. Brian Thompson For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- POOL CORPORATION Ticker: POOL Security ID: 73278L105 Meeting Date: MAY 03, 2022 Meeting Type: Annual Record Date: MAR 15, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Peter D. Arvan For For Management 1b Elect Director Martha 'Marty' S. For For Management Gervasi 1c Elect Director Timothy M. Graven For For Management 1d Elect Director Debra S. Oler For For Management 1e Elect Director Manuel J. Perez de la For For Management Mesa 1f Elect Director Harlan F. Seymour For For Management 1g Elect Director Robert C. Sledd For For Management 1h Elect Director John E. Stokely For For Management 1i Elect Director David G. Whalen For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- REGENERON PHARMACEUTICALS, INC. Ticker: REGN Security ID: 75886F107 Meeting Date: JUN 10, 2022 Meeting Type: Annual Record Date: APR 12, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Bonnie L. Bassler For For Management 1b Elect Director Michael S. Brown For For Management 1c Elect Director Leonard S. Schleifer For For Management 1d Elect Director George D. Yancopoulos For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- ROBERT HALF INTERNATIONAL INC. Ticker: RHI Security ID: 770323103 Meeting Date: MAY 18, 2022 Meeting Type: Annual Record Date: MAR 25, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Julia L. Coronado For For Management 1b Elect Director Dirk A. Kempthorne For For Management 1c Elect Director Harold M. Messmer, Jr. For For Management 1d Elect Director Marc H. Morial For For Management 1e Elect Director Robert J. Pace For For Management 1f Elect Director Frederick A. Richman For For Management 1g Elect Director M. Keith Waddell For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- 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 1.1 Elect Director Marco Alvera For For Management 1.2 Elect Director Jacques Esculier For For Management 1.3 Elect Director Gay Huey Evans For For Management 1.4 Elect Director William D. Green For For Management 1.5 Elect Director Stephanie C. Hill For For Management 1.6 Elect Director Rebecca Jacoby For For Management 1.7 Elect Director Robert P. Kelly For For Management 1.8 Elect Director Ian Paul Livingston For For Management 1.9 Elect Director Deborah D. McWhinney For For Management 1.10 Elect Director Maria R. Morris For For Management 1.11 Elect Director Douglas L. Peterson For For Management 1.12 Elect Director Edward B. Rust, Jr. For For Management 1.13 Elect Director Richard E. Thornburgh For For Management 1.14 Elect Director Gregory Washington For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- SCHWAB STRATEGIC TRUST Ticker: Security ID: 808524862 Meeting Date: JUN 01, 2022 Meeting Type: Special Record Date: MAR 07, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Walter W. Bettinger, II For For Management 1.2 Elect Director Richard A. Wurster For For Management 1.3 Elect Director Robert W. Burns For For Management 1.4 Elect Director Nancy F. Heller For For Management 1.5 Elect Director David L. Mahoney For For Management 1.6 Elect Director Jane P. Moncreiff For For Management 1.7 Elect Director Kiran M. Patel For For Management 1.8 Elect Director Kimberly S. Patmore For For Management 1.9 Elect Director J. Derek Penn For For Management 1.10 Elect Director Michael J. Beer For For Management -------------------------------------------------------------------------------- SPECTRUM BRANDS HOLDINGS, INC. Ticker: SPB Security ID: 84790A105 Meeting Date: AUG 03, 2021 Meeting Type: Annual Record Date: JUN 15, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David M. Maura For For Management 1.2 Elect Director Terry L. Polistina For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Declassify the Board of Directors For For Management -------------------------------------------------------------------------------- TARGA RESOURCES CORP. Ticker: TRGP Security ID: 87612G101 Meeting Date: MAY 24, 2022 Meeting Type: Annual Record Date: MAR 29, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Waters S. Davis, IV For For Management 1.2 Elect Director Rene R. Joyce For For Management 1.3 Elect Director Matthew J. Meloy For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- THE CARLYLE GROUP INC. Ticker: CG Security ID: 14316J108 Meeting Date: MAY 31, 2022 Meeting Type: Annual Record Date: APR 04, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David M. Rubenstein For For Management 1.2 Elect Director Linda H. Filler For For Management 1.3 Elect Director James H. Hance, Jr. For For Management 1.4 Elect Director Derica W. Rice For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 4 Declassify the Board of Directors For For Shareholder -------------------------------------------------------------------------------- THE ESTEE LAUDER COMPANIES INC. Ticker: EL Security ID: 518439104 Meeting Date: NOV 12, 2021 Meeting Type: Annual Record Date: SEP 13, 2021 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Rose Marie Bravo For For Management 1b Elect Director Paul J. Fribourg For For Management 1c Elect Director Jennifer Hyman For For Management 1d Elect Director Barry S. Sternlicht For Withhold Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation -------------------------------------------------------------------------------- THE HERSHEY COMPANY Ticker: HSY Security ID: 427866108 Meeting Date: MAY 17, 2022 Meeting Type: Annual Record Date: MAR 18, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Pamela M. Arway For For Management 1.2 Elect Director James W. Brown For For Management 1.3 Elect Director Michele G. Buck For For Management 1.4 Elect Director Victor L. Crawford For For Management 1.5 Elect Director Robert M. Dutkowsky For For Management 1.6 Elect Director Mary Kay Haben For For Management 1.7 Elect Director James C. Katzman For For Management 1.8 Elect Director M. Diane Koken For For Management 1.9 Elect Director Robert M. Malcolm For For Management 1.10 Elect Director Anthony J. Palmer For For Management 1.11 Elect Director Juan R. Perez For For Management 1.12 Elect Director Wendy L. Schoppert For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Report on Eradication of Child Labor Against For Shareholder in Cocoa Production -------------------------------------------------------------------------------- TRACTOR SUPPLY COMPANY Ticker: TSCO Security ID: 892356106 Meeting Date: MAY 11, 2022 Meeting Type: Annual Record Date: MAR 15, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Cynthia T. Jamison For For Management 1.2 Elect Director Joy Brown For For Management 1.3 Elect Director Ricardo Cardenas For For Management 1.4 Elect Director Denise L. Jackson For For Management 1.5 Elect Director Thomas A. Kingsbury For For Management 1.6 Elect Director Ramkumar Krishnan For For Management 1.7 Elect Director Harry A. Lawton, III For For Management 1.8 Elect Director Edna K. Morris For For Management 1.9 Elect Director Mark J. Weikel For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Report on Costs of Low Wages and Against Against Shareholder Inequality and Impact on Diversified Shareholders -------------------------------------------------------------------------------- UNION PACIFIC CORPORATION Ticker: UNP Security ID: 907818108 Meeting Date: MAY 12, 2022 Meeting Type: Annual Record Date: MAR 18, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director William J. DeLaney For For Management 1b Elect Director David B. Dillon For For Management 1c Elect Director Sheri H. Edison For For Management 1d Elect Director Teresa M. Finley For For Management 1e Elect Director Lance M. Fritz For For Management 1f Elect Director Deborah C. Hopkins For For Management 1g Elect Director Jane H. Lute For For Management 1h Elect Director Michael R. McCarthy For For Management 1i Elect Director Jose H. Villarreal For For Management 1j Elect Director Christopher J. Williams For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- UNITED PARCEL SERVICE, INC. Ticker: UPS Security ID: 911312106 Meeting Date: MAY 05, 2022 Meeting Type: Annual Record Date: MAR 09, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Carol B. Tome For For Management 1b Elect Director Rodney C. Adkins For For Management 1c Elect Director Eva C. Boratto For For Management 1d Elect Director Michael J. Burns For For Management 1e Elect Director Wayne M. Hewett For For Management 1f Elect Director Angela Hwang For For Management 1g Elect Director Kate E. Johnson For For Management 1h Elect Director William R. Johnson For For Management 1i Elect Director Ann M. Livermore For For Management 1j Elect Director Franck J. Moison For For Management 1k Elect Director Christiana Smith Shi For For Management 1l Elect Director Russell Stokes For For Management 1m Elect Director Kevin Warsh For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors 4 Report on Lobbying Payments and Policy Against For Shareholder 5 Report on Corporate Climate Lobbying Against For Shareholder Aligned with Paris Agreement 6 Approve Recapitalization Plan for all Against For Shareholder Stock to Have One-vote per Share 7 Adopt Independently Verified Against For Shareholder Science-Based GHG Reduction Targets 8 Report on Balancing Climate Measures Against Against Shareholder and Financial Returns 9 Report on Effectiveness of Diversity Against For Shareholder Equity and Inclusion Efforts and Metrics -------------------------------------------------------------------------------- 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 Director Timothy P. Flynn For For Management 1b Elect Director Paul R. Garcia For For Management 1c Elect Director Stephen J. Hemsley For For Management 1d Elect Director Michele J. Hooper For For Management 1e Elect Director F. William McNabb, III For For Management 1f Elect Director Valerie C. Montgomery For For Management Rice 1g Elect Director John H. Noseworthy For For Management 1h Elect Director Andrew Witty For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors 4 Submit Severance Agreement Against For Shareholder (Change-in-Control) to Shareholder Vote 5 Report on Congruency of Political Against For Shareholder Spending with Company Values and Priorities -------------------------------------------------------------------------------- WYNDHAM HOTELS & RESORTS, INC. Ticker: WH Security ID: 98311A105 Meeting Date: MAY 11, 2022 Meeting Type: Annual Record Date: MAR 18, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Stephen P. Holmes For For Management 1.2 Elect Director Geoffrey A. Ballotti For For Management 1.3 Elect Director Myra J. Biblowit For For Management 1.4 Elect Director James E. Buckman For For Management 1.5 Elect Director Bruce B. Churchill For For Management 1.6 Elect Director Mukul V. Deoras For For Management 1.7 Elect Director Ronald L. Nelson For For Management 1.8 Elect Director Pauline D.E. Richards For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- ZOETIS INC. Ticker: ZTS Security ID: 98978V103 Meeting Date: MAY 19, 2022 Meeting Type: Annual Record Date: MAR 25, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Paul M. Bisaro For For Management 1b Elect Director Frank A. D'Amelio For For Management 1c Elect Director Michael B. McCallister For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Amend Omnibus Stock Plan For For Management 4 Ratify KPMG LLP as Auditors For For Management 5 Eliminate Supermajority Vote For For Management Requirements 6 Declassify the Board of Directors For For Management SIGNATURES [See General Instruction F] 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. (Registrant) NORTHERN LIGHTS VARIABLE TRUST By (Signature and Title)* /s/ Kevin Wolf Kevin Wolf, President Date: August 19, 2022 * Print the name and title of each signing officer under his or her signature.