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 811-04894 |
___Franklin Managed Trust____ |
(Exact name of registrant as specified in charter) |
One Franklin Parkway, San Mateo, CA 94403-1906 |
(Address of principal executive offices) (Zip code) |
Alison E. Baur, One Franklin Parkway, San Mateo, CA 94403-1906 |
(Name and address of agent for service) |
Registrant's telephone number, including area code: (650) 312-2000 |
Date of fiscal year end: 9/30 |
Date of reporting period: 6/30/2023 |
Item 1. Proxy Voting Records. |
Franklin Rising Dividends Fund
| ||||
ABBOTT LABORATORIES | ||||
Ticker: ABT | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1.1 | Elect Director Robert J. Alpern | Management | For | For |
1.2 | Elect Director Claire Babineaux-Fontenot | Management | For | For |
1.3 | Elect Director Sally E. Blount | Management | For | For |
1.4 | Elect Director Robert B. Ford | Management | For | For |
1.5 | Elect Director Paola Gonzalez | Management | For | For |
1.6 | Elect Director Michelle A. Kumbier | Management | For | For |
1.7 | Elect Director Darren W. McDew | Management | For | For |
1.8 | Elect Director Nancy McKinstry | Management | For | For |
1.9 | Elect Director Michael G. O'Grady | Management | For | For |
1.10 | Elect Director Michael F. Roman | Management | For | For |
1.11 | Elect Director Daniel J. Starks | Management | For | For |
1.12 | Elect Director John G. Stratton | Management | For | For |
2 | Ratify Ernst & Young LLP as Auditors | Management | For | For |
3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
4 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
5 | Reduce Ownership Threshold for Shareholders to Call Special Meeting | Shareholder | Against | Against |
6 | Require Independent Board Chair | Shareholder | Against | For |
7 | Report on Lobbying Payments and Policy | Shareholder | Against | For |
8 | Adopt Policy to Include Legal and Compliance Costs in Incentive Compensation Metrics | Shareholder | Against | Against |
| ||||
ABBVIE
INC. | ||||
Ticker: ABBV | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1.1 | Elect Director Robert J. Alpern | Management | For | For |
1.2 | Elect Director Melody B. Meyer | Management | For | For |
1.3 | Elect Director Frederick H. Waddell | Management | For | For |
2 | Ratify Ernst & Young LLP as Auditors | Management | For | For |
3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
4 | Eliminate Supermajority Vote Requirement | Management | For | For |
5 | Adopt Simple Majority Vote | Shareholder | Against | Against |
6 | Report on Congruency of Political Spending with Company Values and Priorities | Shareholder | Against | Against |
7 | Report on Lobbying Payments and Policy | Shareholder | Against | Against |
8 | Report on Impact of Extended Patent Exclusivities on Product Access | Shareholder | Against | Against |
|
ACCENTURE PLC |
Ticker: ACN |
Security ID: G1151C101 | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Jaime Ardila | Management | For | For |
1b | Elect Director Nancy McKinstry | Management | For | For |
1c | Elect Director Beth E. Mooney | Management | For | For |
1d | Elect Director Gilles C. Pelisson | Management | For | For |
1e | Elect Director Paula A. Price | Management | For | For |
1f | Elect Director Venkata (Murthy) Renduchintala | Management | For | For |
1g | Elect Director Arun Sarin | Management | For | For |
1h | Elect Director Julie Sweet | Management | For | For |
1i | Elect Director Tracey T. Travis | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
4 | Approve KPMG LLP as Auditors and Authorize Board to Fix Their Remuneration | Management | For | For |
5 | Renew the Board's Authority to Issue Shares Under Irish Law | Management | For | For |
6 | Authorize Board to Opt-Out of Statutory Pre-Emption Rights | Management | For | For |
7 | Determine Price Range for Reissuance of Treasury Shares | Management | For | For |
| ||||
AIR PRODUCTS AND CHEMICALS, INC. | ||||
Ticker: APD | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Tonit M. Calaway | Management | For | For |
1b | Elect Director Charles I. Cogut | Management | For | For |
1c | Elect Director Lisa A. Davis | Management | For | For |
1d | Elect Director Seifollah (Seifi) Ghasemi | Management | For | For |
1e | Elect Director David H. Y. Ho | Management | For | For |
1f | Elect Director Edward L. Monser | Management | For | For |
1g | Elect Director Matthew H. Paull | Management | For | For |
1h | Elect Director Wayne T. Smith | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Advisory Vote on Say on Pay Frequency | Management | One Year | One |
Year | ||||
4 | Ratify Deloitte & Touche LLP as Auditors | Management | For | For |
| ||||
ALBEMARLE CORPORATION | ||||
Ticker: ALB | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director M. Lauren Brlas | Management | For | For |
1b | Elect Director Ralf H. Cramer | Management | For | For |
1c | Elect Director J. Kent Masters, Jr. | Management | For | For |
1d | Elect Director Glenda J. Minor | Management | For | For |
1e | Elect Director James J. O'Brien | Management | For | For |
1f | Elect Director Diarmuid B. O'Connell | Management | For | For |
1g | Elect Director Dean L. Seavers | Management | For | For |
1h | Elect Director Gerald A. Steiner | Management | For | For |
1i | Elect Director Holly A. Van Deursen | Management | For | For |
1j | Elect Director Alejandro D. Wolff | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
4 | Ratify PricewaterhouseCoopers LLP as Auditors | Management | For | For |
5 | Approve Non-Employee Director Restricted Stock Plan | Management | For | For |
| ||||
ANALOG
DEVICES, INC. | ||||
Ticker: ADI | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Vincent Roche | Management | For | For |
1b | Elect Director James A. Champy | Management | For | For |
1c | Elect Director Andre Andonian | Management | For | For |
1d | Elect Director Anantha P. Chandrakasan | Management | For | For |
1e | Elect Director Edward H. Frank | Management | For | For |
1f | Elect Director Laurie H. Glimcher | Management | For | For |
1g | Elect Director Karen M. Golz | Management | For | For |
1h | Elect Director Mercedes Johnson | Management | For | For |
1i | Elect Director Kenton J. Sicchitano | Management | For | For |
1j | Elect Director Ray Stata | Management | For | For |
1k | Elect Director Susie Wee | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
4 | Ratify Ernst & Young LLP as Auditors | Management | For | For |
| ||||
APPLE
INC. | ||||
Ticker: AAPL | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director James Bell | Management | For | For |
1b | Elect Director Tim Cook | Management | For | For |
1c | Elect Director Al Gore | Management | For | For |
1d | Elect Director Alex Gorsky | Management | For | For |
1e | Elect Director Andrea Jung | Management | For | For |
1f | Elect Director Art Levinson | Management | For | For |
1g | Elect Director Monica Lozano | Management | For | For |
1h | Elect Director Ron Sugar | Management | For | For |
1i | Elect Director Sue Wagner | Management | For | For |
2 | Ratify Ernst & Young LLP as Auditors | Management | For | For |
3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
4 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
5 | Report on Civil Rights and Non-Discrimination Audit | Shareholder | Against | Against |
6 | Report on Operations in Communist China | Shareholder | Against | Against |
7 | Adopt a Policy Establishing an Engagement Process with Proponents to Shareholder Proposals | Shareholder | Against | Against |
8 | Report on Median Gender/Racial Pay Gap | Shareholder | Against | Against |
9 | Amend Proxy Access Right | Shareholder | Against | Against |
|
BECTON, DICKINSON AND COMPANY |
Meeting Type: ANNUAL | ||||
Ticker: BDX | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1.1 | Elect Director William M. Brown | Management | For | For |
1.2 | Elect Director Catherine M. Burzik | Management | For | For |
1.3 | Elect Director Carrie L. Byington | Management | For | For |
1.4 | Elect Director R. Andrew Eckert | Management | For | For |
1.5 | Elect Director Claire M. Fraser | Management | For | For |
1.6 | Elect Director Jeffrey W. Henderson | Management | For | For |
1.7 | Elect Director Christopher Jones | Management | For | For |
1.8 | Elect Director Marshall O. Larsen | Management | For | For |
1.9 | Elect Director Thomas E. Polen | Management | For | For |
1.10 | Elect Director Timothy M. Ring | Management | For | For |
1.11 | Elect Director Bertram L. Scott | Management | For | For |
2 | Ratify Ernst & Young LLP as Auditors | Management | For | For |
3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
4 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
5 | Amend Omnibus Stock Plan | Management | For | For |
6 | Submit Severance Agreement (Change-in-Control) to Shareholder Vote | Shareholder | Against | Against |
| ||||
CARLISLE
COMPANIES INCORPORATED | ||||
Ticker: CSL | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Robert G. Bohn | Management | For | For |
1b | Elect Director Gregg A. Ostrander | Management | For | For |
1c | Elect Director Jesse G. Singh | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
4 | Ratify Deloitte & Touche LLP as Auditors | Management | For | For |
|
CHEVRON CORPORATION |
Meeting Type: ANNUAL | ||||
Ticker: CVX | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Wanda M. Austin | Management | For | For |
1b | Elect Director John B. Frank | Management | For | For |
1c | Elect Director Alice P. Gast | Management | For | For |
1d | Elect Director Enrique Hernandez, Jr. | Management | For | For |
1e | Elect Director Marillyn A. Hewson | Management | For | For |
1f | Elect Director Jon M. Huntsman, Jr. | Management | For | For |
1g | Elect Director Charles W. Moorman | Management | For | For |
1h | Elect Director Dambisa F. Moyo | Management | For | For |
1i | Elect Director Debra Reed-Klages | Management | For | For |
1j | Elect Director D. James Umpleby, III | Management | For | For |
1k | Elect Director Cynthia J. Warner | Management | For | For |
1l | Elect Director Michael K. (Mike) Wirth | Management | For | For |
2 | Ratify PricewaterhouseCoopers LLP as Auditors | Management | For | For |
3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
4 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
5 | Rescind Scope 3 GHG Reduction Proposal | Shareholder | Against | Against |
6 | Adopt Medium-Term Scope 3 GHG Reduction Target | Shareholder | Against | Against |
7 | Recalculate GHG Emissions Baseline to Exclude Emissions from Material Divestitures | Shareholder | Against | Against |
8 | Establish Board Committee on Decarbonization Risk | Shareholder | Against | Against |
9 | Report on Social Impact From Plant Closure or Energy Transition | Shareholder | Against | Against |
10 | Oversee and Report a Racial Equity Audit | Shareholder | Against | Against |
11 | Publish a Tax Transparency Report | Shareholder | Against | Against |
12 | Require Independent Board Chair | Shareholder | Against | Against |
|
CINTAS CORPORATION |
Ticker: CTAS |
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Gerald S. Adolph | Management | For | For |
1b | Elect Director John F. Barrett | Management | For | For |
1c | Elect Director Melanie W. Barstad | Management | For | For |
1d | Elect Director Karen L. Carnahan | Management | For | For |
1e | Elect Director Robert E. Coletti | Management | For | For |
1f | Elect Director Scott D. Farmer | Management | For | For |
1g | Elect Director Joseph Scaminace | Management | For | For |
1h | Elect Director Todd M. Schneider | Management | For | For |
1i | Elect Director Ronald W. Tysoe | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Ratify Ernst & Young LLP as Auditors | Management | For | For |
4 | Eliminate Supermajority Vote Requirement for Business Combinations with Interested Persons | Management | For | For |
5 | Eliminate Supermajority Vote Requirement to Remove Directors for Cause | Management | For | For |
6 | Eliminate Supermajority Vote Requirement for Shareholder Approval of Mergers, Share Exchanges, Asset Sales and Dissolutions | Management | For | For |
7 | Reduce Ownership Threshold for Shareholders to Call Special Meeting | Shareholder | Against | For |
8 | Report on Political Contributions | Shareholder | Against | For |
| ||||
COLGATE-PALMOLIVE
COMPANY | ||||
Ticker: CL | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director John P. Bilbrey | Management | For | For |
1b | Elect Director John T. Cahill | Management | For | For |
1c | Elect Director Steve Cahillane | Management | For | For |
1d | Elect Director Lisa M. Edwards | Management | For | For |
1e | Elect Director C. Martin Harris | Management | For | For |
1f | Elect Director Martina Hund-Mejean | Management | For | For |
1g | Elect Director Kimberly A. Nelson | Management | For | For |
1h | Elect Director Lorrie M. Norrington | Management | For | Against |
1i | Elect Director Michael B. Polk | Management | For | For |
1j | Elect Director Stephen I. Sadove | Management | For | For |
1k | Elect Director Noel R. Wallace | Management | For | For |
2 | Ratify PricewaterhouseCoopers LLP as Auditors | Management | For | For |
3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
4 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
5 | Require Independent Board Chair | Shareholder | Against | For |
6 | Adopt Share Retention Policy For Senior Executives | Shareholder | Against | Against |
| ||||
CVS HEALTH CORPORATION | ||||
Ticker: CVS | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Fernando Aguirre | Management | For | For |
1b | Elect Director Jeffrey R. Balser | Management | For | For |
1c | Elect Director C. David Brown, II | Management | For | For |
1d | Elect Director Alecia A. DeCoudreaux | Management | For | For |
1e | Elect Director Nancy-Ann M. DeParle | Management | For | For |
1f | Elect Director Roger N. Farah | Management | For | For |
1g | Elect Director Anne M. Finucane | Management | For | For |
1h | Elect Director Edward J. Ludwig | Management | For | For |
1i | Elect Director Karen S. Lynch | Management | For | For |
1j | Elect Director Jean-Pierre Millon | Management | For | For |
1k | Elect Director Mary L. Schapiro | Management | For | For |
2 | Ratify Ernst & Young LLP as Auditors | Management | For | For |
3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
4 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
5 | Adopt a Paid Sick Leave Policy | Shareholder | Against | Against |
6 | Reduce Ownership Threshold for Shareholders to Call Special Meeting | Shareholder | Against | Against |
7 | Amend Bylaws to Require Shareholder Approval of Certain Provisions Related to Director Nominations by Shareholders | Shareholder | Against | Against |
8 | Commission Third Party Assessment on Company's Commitment to Freedom of Association and Collective | Shareholder | Against | Against |
Bargaining Rights | ||||
9 | Adopt Policy Prohibiting Directors from Simultaneously Sitting on the Board of Directors of Any Other Company | Shareholder | Against | Against |
| ||||
DANAHER
CORPORATION | ||||
Ticker: DHR | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Rainer M. Blair | Management | For | For |
1b | Elect Director Feroz Dewan | Management | For | For |
1c | Elect Director Linda Filler | Management | For | For |
1d | Elect Director Teri List | Management | For | For |
1e | Elect Director Walter G. Lohr, Jr. | Management | For | For |
1f | Elect Director Jessica L. Mega | Management | For | For |
1g | Elect Director Mitchell P. Rales | Management | For | For |
1h | Elect Director Steven M. Rales | Management | For | For |
1i | Elect Director Pardis C. Sabeti | Management | For | For |
1j | Elect Director A. Shane Sanders | Management | For | For |
1k | Elect Director John T. Schwieters | Management | For | For |
1l | Elect Director Alan G. Spoon | Management | For | For |
1m | Elect Director Raymond C. Stevens | Management | For | For |
1n | Elect Director Elias A. Zerhouni | Management | For | For |
2 | Ratify Ernst & Young LLP as Auditors | Management | For | For |
3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
4 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
5 | Require Independent Board Chair | Shareholder | Against | Against |
6 | Report on Effectiveness of Diversity, Equity, and Inclusion Efforts | Shareholder | Against | Against |
| ||||
DONALDSON
COMPANY, INC. | ||||
Ticker: DCI | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1.1 | Elect Director Douglas A. Milroy | Management | For | For |
1.2 | Elect Director Willard D. Oberton | Management | For | For |
1.3 | Elect Director Richard M. Olson | Management | For | For |
1.4 | Elect Director Jacinth C. Smiley | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Ratify PricewaterhouseCoopers LLP as Auditors | Management | For | For |
| ||||
DOVER
CORPORATION | ||||
Ticker: DOV | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Deborah L. DeHaas | Management | For | For |
1b | Elect Director H. John Gilbertson, Jr. | Management | For | For |
1c | Elect Director Kristiane C. Graham | Management | For | For |
1d | Elect Director Michael F. Johnston | Management | For | For |
1e | Elect Director Michael Manley | Management | For | For |
1f | Elect Director Eric A. Spiegel | Management | For | For |
1g | Elect Director Richard J. Tobin | Management | For | For |
1h | Elect Director Stephen M. Todd | Management | For | For |
1i | Elect Director Keith E. Wandell | Management | For | For |
2 | Ratify PricewaterhouseCoopers LLP as Auditors | Management | For | For |
3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
4 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
5 | Submit Severance Agreement (Change-in-Control) to Shareholder Vote | Shareholder | Against | Against |
| ||||
ECOLAB
INC. | ||||
Ticker: ECL | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Shari L. Ballard | Management | For | For |
1b | Elect Director Barbara J. Beck | Management | For | For |
1c | Elect Director Christophe Beck | Management | For | For |
1d | Elect Director Jeffrey M. Ettinger | Management | For | For |
1e | Elect Director Eric M. Green | Management | For | For |
1f | Elect Director Arthur J. Higgins | Management | For | For |
1g | Elect Director Michael Larson | Management | For | For |
1h | Elect Director David W. MacLennan | Management | For | For |
1i | Elect Director Tracy B. McKibben | Management | For | For |
1j | Elect Director Lionel L. Nowell, III | Management | For | For |
1k | Elect Director Victoria J. Reich | Management | For | For |
1l | Elect Director Suzanne M. Vautrinot | Management | For | For |
1m | Elect Director John J. Zillmer | Management | For | For |
2 | Ratify PricewaterhouseCoopers LLP as Auditors | Management | For | For |
3 | Approve Omnibus Stock Plan | Management | For | For |
4 | Amend Nonqualified Employee Stock Purchase Plan | Management | For | For |
5 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
6 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
7 | Require Independent Board Chair | Shareholder | Against | Against |
| ||||
EOG
RESOURCES, INC. | ||||
Ticker: EOG | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Janet F. Clark | Management | For | For |
1b | Elect Director Charles R. Crisp | Management | For | For |
1c | Elect Director Robert P. Daniels | Management | For | For |
1d | Elect Director Lynn A. Dugle | Management | For | For |
1e | Elect Director C. Christopher Gaut | Management | For | For |
1f | Elect Director Michael T. Kerr | Management | For | For |
1g | Elect Director Julie J. Robertson | Management | For | For |
1h | Elect Director Donald F. Textor | Management | For | For |
1i | Elect Director Ezra Y. Yacob | Management | For | For |
2 | Ratify Deloitte & Touche LLP as Auditors | Management | For | For |
3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
4 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
|
EXXON MOBIL CORPORATION | ||||
Ticker: XOM | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1.1 | Elect Director Michael J. Angelakis | Management | For | For |
1.2 | Elect Director Susan K. Avery | Management | For | For |
1.3 | Elect Director Angela F. Braly | Management | For | For |
1.4 | Elect Director Gregory J. Goff | Management | For | For |
1.5 | Elect Director John D. Harris, II | Management | For | For |
1.6 | Elect Director Kaisa H. Hietala | Management | For | For |
1.7 | Elect Director Joseph L. Hooley | Management | For | For |
1.8 | Elect Director Steven A. Kandarian | Management | For | For |
1.9 | Elect Director Alexander A. Karsner | Management | For | For |
1.10 | Elect Director Lawrence W. Kellner | Management | For | For |
1.11 | Elect Director Jeffrey W. Ubben | Management | For | For |
1.12 | Elect Director Darren W. Woods | Management | For | For |
2 | Ratify PricewaterhouseCoopers LLP as Auditors | Management | For | For |
3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
4 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
5 | Establish Board Committee on Decarbonization Risk | Shareholder | Against | Against |
6 | Reduce Executive Stock Holding Period | Shareholder | Against | Against |
7 | Report on Carbon Capture and Storage | Shareholder | Against | Against |
8 | Report on Methane Emission Disclosure Reliability | Shareholder | Against | Against |
9 | Adopt Medium-Term Scope 3 GHG Reduction Target | Shareholder | Against | Against |
10 | Issue a Report on Worst-Case Impacts of Oil Spills from Operations Offshore of Guyana | Shareholder | Against | Against |
11 | Recalculate GHG Emissions Baseline to Exclude Emissions from Material Divestitures | Shareholder | Against | Against |
12 | Report on Asset Retirement Obligations Under IEA NZE Scenario | Shareholder | Against | Against |
13 | Commission Audited Report on Reduced Plastics Demand | Shareholder | Against | Against |
14 | Report on Potential Costs of Environmental Litigation | Shareholder | Against | Against |
15 | Publish a Tax Transparency Report | Shareholder | Against | Against |
16 | Report on Social Impact From Plant Closure or Energy Transition | Shareholder | Against | Against |
17 | Report on Benefits and Risks of Commitment to Not Develop Projects in the Arctic *Withdrawn Resolution* | Shareholder | None | None |
| ||||
GENERAL DYNAMICS CORPORATION | ||||
Ticker: GD | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Richard D. Clarke | Management | For | For |
1b | Elect Director James S. Crown | Management | For | For |
1c | Elect Director Rudy F. deLeon | Management | For | For |
1d | Elect Director Cecil D. Haney | Management | For | For |
1e | Elect Director Mark M. Malcolm | Management | For | For |
1f | Elect Director James N. Mattis | Management | For | For |
1g | Elect Director Phebe N. Novakovic | Management | For | For |
1h | Elect Director C. Howard Nye | Management | For | For |
1i | Elect Director Catherine B. Reynolds | Management | For | For |
1j | Elect Director Laura J. Schumacher | Management | For | For |
1k | Elect Director Robert K. Steel | Management | For | For |
1l | Elect Director John G. Stratton | Management | For | For |
1m | Elect Director Peter A. Wall | Management | For | For |
2 | Amend Certificate of Incorporation to Limit the Liability of Certain Officers | Management | For | Against |
3 | Ratify KPMG LLP as Auditors | Management | For | For |
4 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
5 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
6 | Report on Human Rights Risk Assessment | Shareholder | Against | Against |
7 | Require Independent Board Chair | Shareholder | Against | For |
|
HONEYWELL INTERNATIONAL INC. |
Ticker: HON |
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1A | Elect Director Darius Adamczyk | Management | For | For |
1B | Elect Director Duncan Angove | Management | For | For |
1C | Elect Director William S. Ayer | Management | For | For |
1D | Elect Director Kevin Burke | Management | For | For |
1E | Elect Director D. Scott Davis | Management | For | For |
1F | Elect Director Deborah Flint | Management | For | For |
1G | Elect Director Vimal Kapur | Management | For | For |
1H | Elect Director Rose Lee | Management | For | For |
1I | Elect Director Grace Lieblein | Management | For | For |
1J | Elect Director Robin L. Washington | Management | For | For |
1K | Elect Director Robin Watson | Management | For | For |
2 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
4 | Ratify Deloitte & Touche LLP as Auditors | Management | For | For |
5 | Require Independent Board Chair | Shareholder | Against | For |
6 | Issue Environmental Justice Report | Shareholder | Against | Against |
| ||||
J.B.
HUNT TRANSPORT SERVICES, INC. | ||||
Ticker: JBHT | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1.1 | Elect Director Francesca M. Edwardson | Management | For | For |
1.2 | Elect Director Wayne Garrison | Management | For | For |
1.3 | Elect Director Sharilyn S. Gasaway | Management | For | For |
1.4 | Elect Director Thad (John B., III) Hill | Management | For | For |
1.5 | Elect Director Bryan Hunt | Management | For | Against |
1.6 | Elect Director Persio Lisboa | Management | For | For |
1.7 | Elect Director John N. Roberts, III | Management | For | For |
1.8 | Elect Director James L. Robo | Management | For | For |
1.9 | Elect Director Kirk Thompson | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
4 | Ratify PricewaterhouseCoopers LLP as | Management | For | For |
Auditors |
| ||||
JOHNSON & JOHNSON | ||||
Ticker: JNJ | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Darius Adamczyk | Management | For | For |
1b | Elect Director Mary C. Beckerle | Management | For | For |
1c | Elect Director D. Scott Davis | Management | For | For |
1d | Elect Director Jennifer A. Doudna | Management | For | For |
1e | Elect Director Joaquin Duato | Management | For | For |
1f | Elect Director Marillyn A. Hewson | Management | For | For |
1g | Elect Director Paula A. Johnson | Management | For | For |
1h | Elect Director Hubert Joly | Management | For | For |
1i | Elect Director Mark B. McClellan | Management | For | For |
1j | Elect Director Anne M. Mulcahy | Management | For | For |
1k | Elect Director Mark A. Weinberger | Management | For | For |
1l | Elect Director Nadja Y. West | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
4 | Ratify PricewaterhouseCoopers LLP as Auditors | Management | For | For |
5 | Adopt Mandatory Arbitration Bylaw - Withdrawn | Shareholder | None | None |
6 | Report on Government Financial Support and Equitable Access to Covid-19 Products | Shareholder | Against | Against |
7 | Adopt Policy to Include Legal and Compliance Costs in Incentive Compensation Metrics | Shareholder | Against | Against |
8 | Report on Impact of Extended Patent Exclusivities on Product Access | Shareholder | Against | Against |
| ||||
JOHNSON
CONTROLS INTERNATIONAL PLC | ||||
Ticker: JCI | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Jean Blackwell | Management | For | For |
1b | Elect Director Pierre Cohade | Management | For | For |
1c | Elect Director Michael E. Daniels | Management | For | For |
1d | Elect Director W. Roy Dunbar | Management | For | For |
1e | Elect Director Gretchen R. Haggerty | Management | For | For |
1f | Elect Director Ayesha Khanna | Management | For | For |
1g | Elect Director Simone Menne | Management | For | For |
1h | Elect Director George R. Oliver | Management | For | For |
1i | Elect Director Jurgen Tinggren | Management | For | For |
1j | Elect Director Mark Vergnano | Management | For | For |
1k | Elect Director John D. Young | Management | For | For |
2a | Ratify PricewaterhouseCoopers LLP as Auditors | Management | For | For |
2b | Authorize Board to Fix Remuneration of Auditors | Management | For | For |
3 | Authorize Market Purchases of Company Shares | Management | For | For |
4 | Determine Price Range for Reissuance of Treasury Shares | Management | For | For |
5 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
6 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
7 | Approve the Directors' Authority to Allot Shares | Management | For | For |
8 | Approve the Disapplication of Statutory Pre-Emption Rights | Management | For | For |
| ||||
JPMORGAN
CHASE & CO. | ||||
Ticker: JPM | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Linda B. Bammann | Management | For | For |
1b | Elect Director Stephen B. Burke | Management | For | For |
1c | Elect Director Todd A. Combs | Management | For | For |
1d | Elect Director James S. Crown | Management | For | For |
1e | Elect Director Alicia Boler Davis | Management | For | For |
1f | Elect Director James Dimon | Management | For | For |
1g | Elect Director Timothy P. Flynn | Management | For | For |
1h | Elect Director Alex Gorsky | Management | For | For |
1i | Elect Director Mellody Hobson | Management | For | For |
1j | Elect Director Michael A. Neal | Management | For | For |
1k | Elect Director Phebe N. Novakovic | Management | For | For |
1l | Elect Director Virginia M. Rometty | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
4 | Ratify PricewaterhouseCoopers LLP as Auditors | Management | For | For |
5 | Require Independent Board Chair | Shareholder | Against | Against |
6 | Adopt Time-Bound Policy to Phase Out Underwriting and Lending for New Fossil Fuel Development | Shareholder | Against | Against |
7 | Amend Public Responsibility Committee Charter to Include Animal Welfare | Shareholder | Against | Against |
8 | Reduce Ownership Threshold for Shareholders to Call Special Meeting | Shareholder | Against | Against |
9 | Report on Climate Transition Plan Describing Efforts to Align Financing Activities with GHG Targets | Shareholder | Against | Against |
10 | Report on Risks Related to Discrimination Against Individuals Including Political Views | Shareholder | Against | Against |
11 | Report on Political Expenditures Congruence | Shareholder | Against | Against |
12 | Disclose 2030 Absolute GHG Reduction Targets Associated with Lending and Underwriting | Shareholder | Against | Against |
| ||||
LINDE
PLC | ||||
Ticker: LIN | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Stephen F. Angel | Management | For | For |
1b | Elect Director Sanjiv Lamba | Management | For | For |
1c | Elect Director Ann-Kristin Achleitner | Management | For | For |
1d | Elect Director Thomas Enders | Management | For | For |
1e | Elect Director Edward G. Galante | Management | For | For |
1f | Elect Director Joe Kaeser | Management | For | For |
1g | Elect Director Victoria E. Ossadnik | Management | For | For |
1h | Elect Director Martin H. Richenhagen | Management | For | For |
1i | Elect Director Alberto Weisser | Management | For | For |
1j | Elect Director Robert L. Wood | Management | For | For |
2a | Ratify PricewaterhouseCoopers as Auditors | Management | For | For |
2b | Authorise Board to Fix Remuneration of Auditors | Management | For | For |
3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
4 | Approve Remuneration Report | Management | For | For |
5 | Determine Price Range for Reissuance of Treasury Shares | Management | For | For |
6 | Adopt Simple Majority Vote | Shareholder | Against | Against |
| ||||
LINDE
PLC | ||||
Ticker: LIN | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Approve Scheme of Arrangement | Management | For | For |
2 | Amend Articles of Association | Management | For | For |
3 | Approve Common Draft Terms of Merger | Management | For | For |
| ||||
LINDE
PLC | ||||
Ticker: LIN | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1 | Approve Scheme of Arrangement | Management | For | For |
| ||||
LOWE'S
COMPANIES, INC. | ||||
Ticker: LOW | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1.1 | Elect Director Raul Alvarez | Management | For | For |
1.2 | Elect Director David H. Batchelder | Management | For | For |
1.3 | Elect Director Scott H. Baxter | Management | For | For |
1.4 | Elect Director Sandra B. Cochran | Management | For | For |
1.5 | Elect Director Laurie Z. Douglas | Management | For | For |
1.6 | Elect Director Richard W. Dreiling | Management | For | For |
1.7 | Elect Director Marvin R. Ellison | Management | For | For |
1.8 | Elect Director Daniel J. Heinrich | Management | For | For |
1.9 | Elect Director Brian C. Rogers | Management | For | For |
1.10 | Elect Director Bertram L. Scott | Management | For | For |
1.11 | Elect Director Colleen Taylor | Management | For | For |
1.12 | Elect Director Mary Beth West | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
4 | Ratify Deloitte & Touche LLP as Auditors | Management | For | For |
5 | Require Independent Board Chair | Shareholder | Against | For |
| ||||
MCDONALD'S
CORPORATION | ||||
Ticker: MCD | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Anthony Capuano | Management | For | For |
1b | Elect Director Kareem Daniel | Management | For | For |
1c | Elect Director Lloyd Dean | Management | For | For |
1d | Elect Director Catherine Engelbert | Management | For | For |
1e | Elect Director Margaret Georgiadis | Management | For | For |
1f | Elect Director Enrique Hernandez, Jr. | Management | For | For |
1g | Elect Director Christopher Kempczinski | Management | For | For |
1h | Elect Director Richard Lenny | Management | For | For |
1i | Elect Director John Mulligan | Management | For | For |
1j | Elect Director Jennifer Taubert | Management | For | For |
1k | Elect Director Paul Walsh | Management | For | For |
1l | Elect Director Amy Weaver | Management | For | For |
1m | Elect Director Miles White | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
4 | Ratify Ernst & Young LLP as Auditors | Management | For | For |
5 | Adopt Policy to Phase Out Use of Medically-Important Antibiotics in Beef and Pork Supply Chain | Shareholder | Against | Against |
6 | Comply with World Health Organization Guidelines on Antimicrobial Use Throughout Supply Chains | Shareholder | Against | Against |
7 | Report on Risks Related to Operations in China | Shareholder | Against | Against |
8 | Report on Civil Rights and Non-Discrimination Audit | Shareholder | Against | Against |
9 | Report on Lobbying Payments and Policy | Shareholder | Against | Against |
10 | Issue Transparency Report on Global Public Policy and Political Influence | Shareholder | Against | Against |
11 | Report on Animal Welfare | Shareholder | Against | Against |
| ||||
MEDTRONIC
PLC | ||||
Ticker: MDT | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Richard H. Anderson | Management | For | For |
1b | Elect Director Craig Arnold | Management | For | For |
1c | Elect Director Scott C. Donnelly | Management | For | For |
1d | Elect Director Lidia L. Fonseca | Management | For | For |
1e | Elect Director Andrea J. Goldsmith | Management | For | For |
1f | Elect Director Randall J. Hogan, III | Management | For | For |
1g | Elect Director Kevin E. Lofton | Management | For | For |
1h | Elect Director Geoffrey S. Martha | Management | For | For |
1i | Elect Director Elizabeth G. Nabel | Management | For | For |
1j | Elect Director Denise M. O'Leary | Management | For | For |
1k | Elect Director Kendall J. Powell | Management | For | For |
2 | Approve PricewaterhouseCoopers LLP as Auditors and Authorize Board to Fix Their Remuneration | Management | For | For |
3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
4 | Renew the Board's Authority to Issue Shares Under Irish Law | Management | For | For |
5 | Renew the Board's Authority to Opt-Out of Statutory Pre-Emptions Rights Under Irish Law | Management | For | For |
6 | Authorize Overseas Market Purchases of Ordinary Shares | Management | For | For |
|
MICROSOFT CORPORATION |
Meeting Date: DEC 13, 2022 | ||||
Ticker: MSFT | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1.1 | Elect Director Reid G. Hoffman | Management | For | For |
1.2 | Elect Director Hugh F. Johnston | Management | For | For |
1.3 | Elect Director Teri L. List | Management | For | For |
1.4 | Elect Director Satya Nadella | Management | For | For |
1.5 | Elect Director Sandra E. Peterson | Management | For | For |
1.6 | Elect Director Penny S. Pritzker | Management | For | For |
1.7 | Elect Director Carlos A. Rodriguez | Management | For | For |
1.8 | Elect Director Charles W. Scharf | Management | For | For |
1.9 | Elect Director John W. Stanton | Management | For | For |
1.10 | Elect Director John W. Thompson | Management | For | For |
1.11 | Elect Director Emma N. Walmsley | Management | For | For |
1.12 | Elect Director Padmasree Warrior | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Ratify Deloitte & Touche LLP as Auditors | Management | For | For |
4 | Report on Cost/Benefit Analysis of Diversity and Inclusion | Shareholder | Against | Against |
5 | Report on Hiring of Persons with Arrest or Incarceration Records | Shareholder | Against | Against |
6 | Assess and Report on the Company's Retirement Funds' Management of Systemic Climate Risk | Shareholder | Against | Against |
7 | Report on Government Use of Microsoft Technology | Shareholder | Against | Against |
8 | Report on Development of Products for Military | Shareholder | Against | Against |
9 | Report on Tax Transparency | Shareholder | Against | Against |
| ||||
MONDELEZ
INTERNATIONAL, INC. | ||||
Ticker: MDLZ | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Lewis W.K. Booth | Management | For | For |
1b | Elect Director Charles E. Bunch | Management | For | Against |
1c | Elect Director Ertharin Cousin | Management | For | For |
1d | Elect Director Jorge S. Mesquita | Management | For | For |
1e | Elect Director Anindita Mukherjee | Management | For | For |
1f | Elect Director Jane Hamilton Nielsen | Management | For | For |
1g | Elect Director Patrick T. Siewert | Management | For | For |
1h | Elect Director Michael A. Todman | Management | For | For |
1i | Elect Director Dirk Van de Put | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
4 | Ratify PricewaterhouseCoopers LLP as Auditors | Management | For | For |
5 | Require Independent Board Chair | Shareholder | Against | For |
6 | Report on 2025 Cage-Free Egg Goal | Shareholder | Against | Against |
7 | Report on Targets to Eradicate Child Labor in Cocoa Supply Chain | Shareholder | Against | Against |
| ||||
NASDAQ, INC. | ||||
Ticker: NDAQ | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Melissa M. Arnoldi | Management | For | For |
1b | Elect Director Charlene T. Begley | Management | For | For |
1c | Elect Director Steven D. Black | Management | For | For |
1d | Elect Director Adena T. Friedman | Management | For | For |
1e | Elect Director Essa Kazim | Management | For | For |
1f | Elect Director Thomas A. Kloet | Management | For | For |
1g | Elect Director Michael R. Splinter | Management | For | For |
1h | Elect Director Johan Torgeby | Management | For | For |
1i | Elect Director Toni Townes-Whitley | Management | For | For |
1j | Elect Director Jeffery W. Yabuki | Management | For | For |
1k | Elect Director Alfred W. Zollar | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
4 | Ratify Ernst & Young LLP as Auditors | Management | For | For |
5 | Require Independent Board Chair | Shareholder | Against | Against |
|
NIKE, INC. |
Meeting Date: SEP 09, 2022 | ||||
Ticker: NKE | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Alan B. Graf, Jr. | Management | For | For |
1b | Elect Director Peter B. Henry | Management | For | For |
1c | Elect Director Michelle A. Peluso | Management | For | Withhold |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Ratify PricewaterhouseCoopers LLP as Auditors | Management | For | For |
4 | Amend Qualified Employee Stock Purchase Plan | Management | For | For |
5 | Adopt a Policy on China Sourcing | Shareholder | Against | Against |
| ||||
NORFOLK
SOUTHERN CORPORATION | ||||
Ticker: NSC | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Thomas D. Bell, Jr. | Management | For | For |
1b | Elect Director Mitchell E. Daniels, Jr. | Management | For | For |
1c | Elect Director Marcela E. Donadio | Management | For | For |
1d | Elect Director John C. Huffard, Jr. | Management | For | For |
1e | Elect Director Christopher T. Jones | Management | For | For |
1f | Elect Director Thomas C. Kelleher | Management | For | For |
1g | Elect Director Steven F. Leer | Management | For | For |
1h | Elect Director Michael D. Lockhart | Management | For | For |
1i | Elect Director Amy E. Miles | Management | For | For |
1j | Elect Director Claude Mongeau | Management | For | For |
1k | Elect Director Jennifer F. Scanlon | Management | For | For |
1l | Elect Director Alan H. Shaw | Management | For | For |
1m | Elect Director John R. Thompson | Management | For | For |
2 | Ratify KPMG LLP as Auditors | Management | For | For |
3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
4 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
5 | Reduce Ownership Threshold for Shareholders to Call Special | Shareholder | Against | Against |
Meeting |
| ||||
NVENT ELECTRIC PLC | ||||
Ticker: NVT | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Sherry A. Aaholm | Management | For | For |
1b | Elect Director Jerry W. Burris | Management | For | For |
1c | Elect Director Susan M. Cameron | Management | For | For |
1d | Elect Director Michael L. Ducker | Management | For | For |
1e | Elect Director Randall J. Hogan | Management | For | For |
1f | Elect Director Danita K. Ostling | Management | For | For |
1g | Elect Director Nicola Palmer | Management | For | For |
1h | Elect Director Herbert K. Parker | Management | For | For |
1i | Elect Director Greg Scheu | Management | For | For |
1j | Elect Director Beth A. Wozniak | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Approve Deloitte & Touche LLP as Auditors and Authorize Board to Fix Their Remuneration | Management | For | For |
4 | Authorize Board to Issue of Shares under Irish Law | Management | For | For |
5 | Authorize the Board's Authority to Opt-Out of Statutory Pre-Emptions Rights Under Irish Law | Management | For | For |
6 | Authorize Price Range for Reissuance of Treasury Shares | Management | For | For |
| ||||
PEPSICO, INC. | ||||
Ticker: PEP | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Segun Agbaje | Management | For | For |
1b | Elect Director Jennifer Bailey | Management | For | For |
1c | Elect Director Cesar Conde | Management | For | For |
1d | Elect Director Ian Cook | Management | For | For |
1e | Elect Director Edith W. Cooper | Management | For | For |
1f | Elect Director Susan M. Diamond | Management | For | For |
1g | Elect Director Dina Dublon | Management | For | For |
1h | Elect Director Michelle Gass | Management | For | For |
1i | Elect Director Ramon L. Laguarta | Management | For | For |
1j | Elect Director Dave J. Lewis | Management | For | For |
1k | Elect Director David C. Page | Management | For | For |
1l | Elect Director Robert C. Pohlad | Management | For | For |
1m | Elect Director Daniel Vasella | Management | For | For |
1n | Elect Director Darren Walker | Management | For | For |
1o | Elect Director Alberto Weisser | Management | For | For |
2 | Ratify KPMG LLP as Auditors | Management | For | For |
3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
4 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
5 | Require Independent Board Chair | Shareholder | Against | Against |
6 | Issue Transparency Report on Global Public Policy and Political Influence | Shareholder | Against | Against |
7 | Report on Impacts of Restrictive Reproductive Healthcare Legislation | Shareholder | Against | Against |
8 | Publish Annual Congruency Report on Net-Zero Emissions Policy | Shareholder | Against | Against |
| ||||
PFIZER INC. | ||||
Ticker: PFE | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1.1 | Elect Director Ronald E. Blaylock | Management | For | For |
1.2 | Elect Director Albert Bourla | Management | For | For |
1.3 | Elect Director Susan Desmond-Hellmann | Management | For | For |
1.4 | Elect Director Joseph J. Echevarria | Management | For | For |
1.5 | Elect Director Scott Gottlieb | Management | For | For |
1.6 | Elect Director Helen H. Hobbs | Management | For | For |
1.7 | Elect Director Susan Hockfield | Management | For | For |
1.8 | Elect Director Dan R. Littman | Management | For | For |
1.9 | Elect Director Shantanu Narayen | Management | For | For |
1.10 | Elect Director Suzanne Nora Johnson | Management | For | For |
1.11 | Elect Director James Quincey | Management | For | For |
1.12 | Elect Director James C. Smith | Management | For | For |
2 | Ratify KPMG LLP as Auditors | Management | For | For |
3 | Advisory Vote to Ratify Named | Management | For | For |
Executive Officers' Compensation | ||||
4 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
5 | Submit Severance Agreement (Change-in-Control) to Shareholder Vote | Shareholder | Against | Against |
6 | Require Independent Board Chair | Shareholder | Against | Against |
7 | Report on Feasibility of Intellectual Property Transfer to Boost Covid-19 Vaccine Production | Shareholder | Against | Against |
8 | Report on Impact of Extended Patent Exclusivities on Product Access | Shareholder | Against | Against |
9 | Report on Political Expenditures Congruence | Shareholder | Against | Against |
| ||||
RAYTHEON TECHNOLOGIES CORPORATION | ||||
Ticker: RTX | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Tracy A. Atkinson | Management | For | For |
1b | Elect Director Leanne G. Caret | Management | For | For |
1c | Elect Director Bernard A. Harris, Jr. | Management | For | For |
1d | Elect Director Gregory J. Hayes | Management | For | For |
1e | Elect Director George R. Oliver | Management | For | For |
1f | Elect Director Robert K. (Kelly) Ortberg | Management | For | For |
1g | Elect Director Dinesh C. Paliwal | Management | For | For |
1h | Elect Director Ellen M. Pawlikowski | Management | For | For |
1i | Elect Director Denise L. Ramos | Management | For | For |
1j | Elect Director Fredric G. Reynolds | Management | For | For |
1k | Elect Director Brian C. Rogers | Management | For | For |
1l | Elect Director James A. Winnefeld, Jr. | Management | For | For |
1m | Elect Director Robert O. Work | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
4 | Ratify PricewaterhouseCoopers LLP as Auditors | Management | For | For |
5 | Eliminate Supermajority Vote Requirement | Management | For | For |
6 | Amend Certificate of Incorporation to Eliminate Personal Liability of | Management | For | For |
Officers for Monetary Damages For Breach of Fiduciary Duty as an Officer | ||||
7 | Require Independent Board Chair | Shareholder | Against | Against |
8 | Report on Efforts to Reduce GHG Emissions in Alignment with Paris Agreement Goal | Shareholder | Against | Against |
| ||||
ROPER
TECHNOLOGIES, INC. | ||||
Ticker: ROP | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1.1 | Elect Director Shellye L. Archambeau | Management | For | For |
1.2 | Elect Director Amy Woods Brinkley | Management | For | For |
1.3 | Elect Director Irene M. Esteves | Management | For | For |
1.4 | Elect Director L. Neil Hunn | Management | For | For |
1.5 | Elect Director Robert D. Johnson | Management | For | For |
1.6 | Elect Director Thomas P. Joyce, Jr. | Management | For | For |
1.7 | Elect Director Laura G. Thatcher | Management | For | For |
1.8 | Elect Director Richard F. Wallman | Management | For | For |
1.9 | Elect Director Christopher Wright | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
4 | Ratify PricewaterhouseCoopers LLP as Auditors | Management | For | For |
5 | Amend Certificate of Incorporation to Permit the Exculpation of Officers | Management | For | For |
| ||||
ROSS
STORES, INC. | ||||
Ticker: ROST | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director K. Gunnar Bjorklund | Management | For | For |
1b | Elect Director Michael J. Bush | Management | For | For |
1c | Elect Director Edward G. Cannizzaro | Management | For | For |
1d | Elect Director Sharon D. Garrett | Management | For | For |
1e | Elect Director Michael J. Hartshorn | Management | For | For |
1f | Elect Director Stephen D. Milligan | Management | For | For |
1g | Elect Director Patricia H. Mueller | Management | For | For |
1h | Elect Director George P. Orban | Management | For | For |
1i | Elect Director Larree M. Renda | Management | For | For |
1j | Elect Director Barbara Rentler | Management | For | For |
1k | Elect Director Doniel N. Sutton | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
4 | Ratify Deloitte & Touche LLP as Auditors | Management | For | For |
| ||||
STARBUCKS CORPORATION | ||||
Ticker: SBUX | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Richard E. Allison, Jr. | Management | For | For |
1b | Elect Director Andrew Campion | Management | For | For |
1c | Elect Director Beth Ford | Management | For | For |
1d | Elect Director Mellody Hobson | Management | For | For |
1e | Elect Director Jorgen Vig Knudstorp | Management | For | For |
1f | Elect Director Satya Nadella | Management | For | For |
1g | Elect Director Laxman Narasimhan | Management | For | For |
1h | Elect Director Howard Schultz | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
4 | Ratify Deloitte & Touche LLP as Auditors | Management | For | For |
5 | Report on Plant-Based Milk Pricing | Shareholder | Against | Against |
6 | Adopt Policy on Succession Planning | Shareholder | Against | Against |
7 | Report on Operations in Communist China | Shareholder | Against | Against |
8 | Commission Third Party Assessment on Company's Commitment to Freedom of Association and Collective Bargaining Rights | Shareholder | Against | Against |
9 | Establish Committee on Corporate Sustainability | Shareholder | Against | Against |
|
STRYKER CORPORATION | ||||
Ticker: SYK | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Mary K. Brainerd | Management | For | For |
1b | Elect Director Giovanni Caforio | Management | For | For |
1c | Elect Director Srikant M. Datar | Management | For | For |
1d | Elect Director Allan C. Golston | Management | For | For |
1e | Elect Director Kevin A. Lobo | Management | For | For |
1f | Elect Director Sherilyn S. McCoy | Management | For | For |
1g | Elect Director Andrew K. Silvernail | Management | For | For |
1h | Elect Director Lisa M. Skeete Tatum | Management | For | For |
1i | Elect Director Ronda E. Stryker | Management | For | For |
1j | Elect Director Rajeev Suri | Management | For | For |
2 | Ratify Ernst & Young LLP as Auditors | Management | For | For |
3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
4 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
5 | Report on Political Contributions and Expenditures | Shareholder | Against | Against |
| ||||
TARGET CORPORATION | ||||
Ticker: TGT | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director David P. Abney | Management | For | For |
1b | Elect Director Douglas M. Baker, Jr. | Management | For | For |
1c | Elect Director George S. Barrett | Management | For | For |
1d | Elect Director Gail K. Boudreaux | Management | For | For |
1e | Elect Director Brian C. Cornell | Management | For | For |
1f | Elect Director Robert L. Edwards | Management | For | For |
1g | Elect Director Donald R. Knauss | Management | For | For |
1h | Elect Director Christine A. Leahy | Management | For | For |
1i | Elect Director Monica C. Lozano | Management | For | For |
1j | Elect Director Grace Puma | Management | For | For |
1k | Elect Director Derica W. Rice | Management | For | For |
1l | Elect Director Dmitri L. Stockton | Management | For | For |
2 | Ratify Ernst & Young LLP as Auditors | Management | For | For |
3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
4 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
5 | Require Independent Board Chair | Shareholder | Against | Against |
| ||||
TEXAS
INSTRUMENTS INCORPORATED | ||||
Ticker: TXN | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Mark A. Blinn | Management | For | For |
1b | Elect Director Todd M. Bluedorn | Management | For | For |
1c | Elect Director Janet F. Clark | Management | For | For |
1d | Elect Director Carrie S. Cox | Management | For | For |
1e | Elect Director Martin S. Craighead | Management | For | For |
1f | Elect Director Curtis C. Farmer | Management | For | For |
1g | Elect Director Jean M. Hobby | Management | For | For |
1h | Elect Director Haviv Ilan | Management | For | For |
1i | Elect Director Ronald Kirk | Management | For | For |
1j | Elect Director Pamela H. Patsley | Management | For | For |
1k | Elect Director Robert E. Sanchez | Management | For | For |
1l | Elect Director Richard K. Templeton | Management | For | For |
2 | Amend Qualified Employee Stock Purchase Plan | Management | For | For |
3 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
4 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
5 | Ratify Ernst & Young LLP as Auditors | Management | For | For |
6 | Reduce Ownership Threshold for Shareholders to Call Special Meeting | Shareholder | Against | For |
7 | Report on Due Diligence Efforts to Trace End-User Misuse of Company Products | Shareholder | Against | For |
|
THE PROCTER & GAMBLE COMPANY |
Ticker: PG | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director B. Marc Allen | Management | For | For |
1b | Elect Director Angela F. Braly | Management | For | For |
1c | Elect Director Amy L. Chang | Management | For | For |
1d | Elect Director Joseph Jimenez | Management | For | For |
1e | Elect Director Christopher Kempczinski | Management | For | For |
1f | Elect Director Debra L. Lee | Management | For | For |
1g | Elect Director Terry J. Lundgren | Management | For | For |
1h | Elect Director Christine M. McCarthy | Management | For | For |
1i | Elect Director Jon R. Moeller | Management | For | For |
1j | Elect Director Rajesh Subramaniam | Management | For | For |
1k | Elect Director Patricia A. Woertz | Management | For | For |
2 | Ratify Deloitte & Touche LLP as Auditors | Management | For | For |
3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
| ||||
THE
SHERWIN-WILLIAMS COMPANY | ||||
Ticker: SHW | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Kerrii B. Anderson | Management | For | For |
1b | Elect Director Arthur F. Anton | Management | For | For |
1c | Elect Director Jeff M. Fettig | Management | For | For |
1d | Elect Director John G. Morikis | Management | For | For |
1e | Elect Director Christine A. Poon | Management | For | For |
1f | Elect Director Aaron M. Powell | Management | For | For |
1g | Elect Director Marta R. Stewart | Management | For | For |
1h | Elect Director Michael H. Thaman | Management | For | For |
1i | Elect Director Matthew Thornton, III | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
4 | Ratify Ernst & Young LLP as Auditors | Management | For | For |
|
UNITED PARCEL SERVICE, INC. |
Meeting Type: ANNUAL | ||||
Ticker: UPS | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Carol Tome | Management | For | For |
1b | Elect Director Rodney Adkins | Management | For | For |
1c | Elect Director Eva Boratto | Management | For | For |
1d | Elect Director Michael Burns | Management | For | For |
1e | Elect Director Wayne Hewett | Management | For | For |
1f | Elect Director Angela Hwang | Management | For | For |
1g | Elect Director Kate Johnson | Management | For | For |
1h | Elect Director William Johnson | Management | For | For |
1i | Elect Director Franck Moison | Management | For | For |
1j | Elect Director Christiana Smith Shi | Management | For | For |
1k | Elect Director Russell Stokes | Management | For | For |
1l | Elect Director Kevin Warsh | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
4 | Ratify Deloitte & Touche LLP as Auditors | Management | For | For |
5 | Approve Recapitalization Plan for all Stock to Have One-vote per Share | Shareholder | Against | For |
6 | Adopt Independently Verified Science-Based Greenhouse Gas Emissions Reduction Targets in Line with the Paris Climate Agreement | Shareholder | Against | Against |
7 | Report on Integrating GHG Emissions Reductions Targets into Executive Compensation | Shareholder | Against | Against |
8 | Report on Just Transition | Shareholder | Against | Against |
9 | Report on Risk Due to Restrictions on Reproductive Rights | Shareholder | Against | Against |
10 | Oversee and Report a Civil Rights Audit | Shareholder | Against | Against |
11 | Report on Effectiveness of Diversity, Equity, and Inclusion Efforts | Shareholder | Against | Against |
|
UNITEDHEALTH GROUP INCORPORATED |
Ticker: UNH |
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Timothy Flynn | Management | For | For |
1b | Elect Director Paul Garcia | Management | For | For |
1c | Elect Director Kristen Gil | Management | For | For |
1d | Elect Director Stephen Hemsley | Management | For | For |
1e | Elect Director Michele Hooper | Management | For | For |
1f | Elect Director F. William McNabb, III | Management | For | For |
1g | Elect Director Valerie Montgomery Rice | Management | For | For |
1h | Elect Director John Noseworthy | Management | For | For |
1i | Elect Director Andrew Witty | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
4 | Ratify Deloitte & Touche LLP as Auditors | Management | For | For |
5 | Report on Third-Party Racial Equity Audit | Shareholder | Against | Against |
6 | Report on Congruency of Political Spending with Company Values and Priorities | Shareholder | Against | Against |
7 | Submit Severance Agreement (Change-in-Control) to Shareholder Vote | Shareholder | Against | Against |
| ||||
VISA
INC. | ||||
Ticker: V | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Lloyd A. Carney | Management | For | For |
1b | Elect Director Kermit R. Crawford | Management | For | For |
1c | Elect Director Francisco Javier Fernandez-Carbajal | Management | For | For |
1d | Elect Director Alfred F. Kelly, Jr. | Management | For | For |
1e | Elect Director Ramon Laguarta | Management | For | For |
1f | Elect Director Teri L. List | Management | For | For |
1g | Elect Director John F. Lundgren | Management | For | For |
1h | Elect Director Denise M. Morrison | Management | For | For |
1i | Elect Director Linda J. Rendle | Management | For | For |
1j | Elect Director Maynard G. Webb, Jr. | Management | For | For |
2 | Advisory Vote to Ratify Named | Management | For | For |
Executive Officers' Compensation | ||||
3 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
4 | Ratify KPMG LLP as Auditors | Management | For | For |
5 | Require Independent Board Chair | Shareholder | Against | Against |
| ||||
W.W.
GRAINGER, INC. | ||||
Ticker: GWW | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Rodney C. Adkins | Management | For | For |
1b | Elect Director V. Ann Hailey | Management | For | For |
1c | Elect Director Katherine D. Jaspon | Management | For | For |
1d | Elect Director Stuart L. Levenick | Management | For | For |
1e | Elect Director D.G. Macpherson | Management | For | For |
1f | Elect Director Neil S. Novich | Management | For | For |
1g | Elect Director Beatriz R. Perez | Management | For | For |
1h | Elect Director E. Scott Santi | Management | For | For |
1i | Elect Director Susan Slavik Williams | Management | For | For |
1j | Elect Director Lucas E. Watson | Management | For | For |
1k | Elect Director Steven A. White | Management | For | For |
2 | Ratify Ernst & Young LLP as Auditors | Management | For | For |
3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
4 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
| ||||
WALMART
INC. | ||||
Ticker: WMT | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Cesar Conde | Management | For | For |
1b | Elect Director Timothy P. Flynn | Management | For | For |
1c | Elect Director Sarah J. Friar | Management | For | For |
1d | Elect Director Carla A. Harris | Management | For | For |
1e | Elect Director Thomas W. Horton | Management | For | For |
1f | Elect Director Marissa A. Mayer | Management | For | For |
1g | Elect Director C. Douglas McMillon | Management | For | For |
1h | Elect Director Gregory B. Penner | Management | For | For |
1i | Elect Director Randall L. Stephenson | Management | For | For |
1j | Elect Director S. Robson Walton | Management | For | For |
1k | Elect Director Steuart L. Walton | Management | For | For |
2 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
4 | Ratify Ernst & Young LLP as Auditors | Management | For | For |
5 | Consider Pay Disparity Between CEO and Other Employees | Shareholder | Against | Against |
6 | Report on Human Rights Due Diligence | Shareholder | Against | Against |
7 | Commission Third Party Racial Equity Audit | Shareholder | Against | Against |
8 | Report on Racial and Gender Layoff Diversity | Shareholder | Against | Against |
9 | Amend Bylaws to Require Shareholder Approval of Certain Provisions Related to Director Nominations by Shareholders | Shareholder | Against | Against |
10 | Report on Risks Related to Fulfilling Information Requests for Enforcing Laws Criminalizing Abortion Access | Shareholder | Against | Against |
11 | Report on Risks Related to Operations in China | Shareholder | Against | Against |
12 | Oversee and Report a Workplace Health and Safety Audit | Shareholder | Against | Against |
| ||||
WEST PHARMACEUTICAL SERVICES, INC. | ||||
Ticker: WST | ||||
Proposal No | Proposal | Proposed By | Management Recommendation | Vote Cast |
1a | Elect Director Mark A. Buthman | Management | For | For |
1b | Elect Director William F. Feehery | Management | For | For |
1c | Elect Director Robert F. Friel | Management | For | For |
1d | Elect Director Eric M. Green | Management | For | For |
1e | Elect Director Thomas W. Hofmann | Management | For | For |
1f | Elect Director Molly E. Joseph | Management | For | For |
1g | Elect Director Deborah L. V. Keller | Management | For | For |
1h | Elect Director Myla P. Lai-Goldman | Management | For | For |
1i | Elect Director Stephen H. Lockhart | Management | For | For |
1j | Elect Director Douglas A. Michels | Management | For | For |
1k | Elect Director Paolo Pucci | Management | For | For |
2 | Advisory Vote to Ratify Named Executive Officers' Compensation | Management | For | For |
3 | Ratify PricewaterhouseCoopers LLP as Auditors | Management | For | For |
4 | Advisory Vote on Say on Pay Frequency | Management | One Year | One Year |
5 | Amend Bylaws | Shareholder | Against | Against |
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) Franklin Managed Trust______
By (Signature and Title)* /s/MATTHEW T. HINKLE__
Matthew T. Hinkle,
Chief Executive Officer – Finance and Administration
Date August 24, 2023__
* Print the name and title of each signing officer under his or her signature.