UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT
INVESTMENT COMPANY
Investment Company Act file number: 811-23346
Name of Fund: BlackRock Variable Series Funds II, Inc.
BlackRock High Yield V.I. Fund
BlackRock Total Return V.I. Fund
BlackRock U.S. Government Bond V.I. Fund (liquidated on 04/28/23)
Fund Address: 100 Bellevue Parkway, Wilmington, DE 19809
Name and address of agent for service: John Perlowski, Chief Executive Officer, BlackRock Variable Series Funds II, Inc., 50 Hudson Yards, New York, NY 10001.
Registrants telephone number, including area code: (800) 441-7762
Date of fiscal year end: 12/31
Date of reporting period: 07/01/2022 06/30/2023
Item 1 Proxy Voting Record Attached hereto.
******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-23346 Reporting Period: 07/01/2022 - 06/30/2023 BlackRock Variable Series Funds II, Inc. ======================== BlackRock High Yield V.I. Fund ======================== ALLY FINANCIAL INC. Ticker: ALLY Security ID: 02005N100 Meeting Date: MAY 03, 2023 Meeting Type: Annual Record Date: MAR 07, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Franklin W. Hobbs For For Management 1b Elect Director Kenneth J. Bacon For For Management 1c Elect Director William H. Cary For For Management 1d Elect Director Mayree C. Clark For For Management 1e Elect Director Kim S. Fennebresque For For Management 1f Elect Director Melissa Goldman For For Management 1g Elect Director Marjorie Magner For For Management 1h Elect Director David Reilly For For Management 1i Elect Director Brian H. Sharples For For Management 1j Elect Director Michael F. Steib For For Management 1k Elect Director Jeffrey J. Brown 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 -------------------------------------------------------------------------------- BLOCK, INC. Ticker: SQ Security ID: 852234103 Meeting Date: JUN 13, 2023 Meeting Type: Annual Record Date: APR 20, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Roelof Botha For Withhold Management 1.2 Elect Director Amy Brooks For For Management 1.3 Elect Director Shawn Carter For For Management 1.4 Elect Director James McKelvey 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 Effectiveness of Diversity, Against Against Shareholder Equity, and Inclusion Efforts -------------------------------------------------------------------------------- CONSTELLIUM SE Ticker: CSTM Security ID: F21107101 Meeting Date: JUN 08, 2023 Meeting Type: Annual/Special Record Date: JUN 06, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Reelect Jean-Marc Germain as Director For For Management 2 Reelect Michiel Brandjes as Director For For Management 3 Reelect John Ormerod as Director For For Management 4 Approve Financial Statements and For For Management Statutory Reports 5 Approve Consolidated Financial For For Management Statements and Statutory Reports 6 Approve Discharge of Directors, CEO For For Management and Auditors 7 Approve Allocation of Income and For For Management Absence of Dividends 8 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 1,468,198.84 9 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of EUR 1,468,198.84 10 Approve Issuance of Equity or For For Management Equity-Linked Securities for Private Placements, up to Aggregate Nominal Amount of EUR 587,279.54 11 Authorize Board to Increase Capital in For For Management the Event of Additional Demand Related to Delegation Submitted to Shareholder Vote Under Items 8-10 12 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans 13 Authorize Filing of Required For For Management Documents/Other Formalities -------------------------------------------------------------------------------- ELEMENT SOLUTIONS INC Ticker: ESI Security ID: 28618M106 Meeting Date: JUN 06, 2023 Meeting Type: Annual Record Date: APR 10, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Martin E. Franklin For For Management 1b Elect Director Benjamin Gliklich For For Management 1c Elect Director Ian G.H. Ashken For For Management 1d Elect Director Elyse Napoli Filon For For Management 1e Elect Director Christopher T. Fraser For Against Management 1f Elect Director Michael F. Goss For For Management 1g Elect Director Nichelle Maynard-Elliott For For Management 1h Elect Director E. Stanley O'Neal For For Management 2 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 3 Approve Qualified Employee Stock For For Management Purchase Plan 4 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- INFORMATICA INC. Ticker: INFA Security ID: 45674M101 Meeting Date: JUN 13, 2023 Meeting Type: Annual Record Date: APR 18, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Janice Chaffin For For Management 1.2 Elect Director Gerald Held For For Management 1.3 Elect Director Ryan Lanpher For For Management 1.4 Elect Director Austin Locke For Withhold Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation -------------------------------------------------------------------------------- THE AZEK COMPANY INC. Ticker: AZEK Security ID: 05478C105 Meeting Date: FEB 28, 2023 Meeting Type: Annual Record Date: JAN 05, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Gary Hendrickson For For Management 1.2 Elect Director Howard Heckes For For Management 1.3 Elect Director Bennett Rosenthal For For Management 1.4 Elect Director Jesse Singh 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 Amend Certificate of Incorporation to For For Management Limit the Liability of Certain Officers -------------------------------------------------------------------------------- TWILIO INC. Ticker: TWLO Security ID: 90138F102 Meeting Date: JUN 13, 2023 Meeting Type: Annual Record Date: APR 17, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Charles Bell For For Management 1.2 Elect Director Jeffrey Immelt For Withhold Management 1.3 Elect Director Erika Rottenberg For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation -------------------------------------------------------------------------------- UBER TECHNOLOGIES, INC. Ticker: UBER Security ID: 90353T100 Meeting Date: MAY 08, 2023 Meeting Type: Annual Record Date: MAR 13, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Ronald Sugar For For Management 1b Elect Director Revathi Advaithi For For Management 1c Elect Director Ursula Burns For For Management 1d Elect Director Robert Eckert For For Management 1e Elect Director Amanda Ginsberg For For Management 1f Elect Director Dara Khosrowshahi For For Management 1g Elect Director Wan Ling Martello For For Management 1h Elect Director John Thain For For Management 1i Elect Director David I. Trujillo For For Management 1j Elect Director Alexander Wynaendts 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 Commission a Third-Party Audit on Against Against Shareholder Driver Health and Safety ======================= BlackRock Total Return V.I. Fund ======================= There is no proxy voting activity for the fund, as the fund did not hold any votable positions during the reporting period. =================== BlackRock U.S. Government Bond V.I. Fund =================== There is no proxy voting activity for the fund, as the fund did not hold any votable positions during the reporting period. ========== END NPX REPORT
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.
BlackRock Variable Series Funds II, Inc.
By: | /s/ John Perlowski | |
John Perlowski | ||
Chief Executive Officer of | ||
BlackRock Variable Series Funds II, Inc. | ||
Date: | August 25, 2023 |