N-PX
1
npx_gabcapseries.txt
GABELLI CAPITAL SERIES FUNDS, INC.
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 811-07644
Gabelli Capital Series Funds, Inc.
(Exact name of registrant as specified in charter)
One Corporate Center
Rye, New York 10580-1422
(Address of principal executive offices) (Zip code)
Bruce N. Alpert
Gabelli Funds, LLC
One Corporate Center
Rye, New York 10580-1422
(Name and address of agent for service)
Registrant's telephone number, including area code: 1-800-422-3554
Date of fiscal year end: December 31
Date of reporting period: July 1, 2011 - June 30, 2012
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 (Sections 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, 100 F Street, NE, Washington, DC
20549. The OMB has reviewed this collection of information under the clearance
requirements of 44 U.S.C. Section 3507.
PROXY VOTING RECORD
FOR PERIOD JULY 1, 2011 TO JUNE 30, 2012
INVESTMENT COMPANY REPORT
ASCENT CAPITAL GROUP, INC.
SECURITY 043632108 MEETING TYPE Annual
TICKER SYMBOL ASCMA MEETING DATE 11-Jul-2011
ISIN US0436321089 AGENDA 933461472 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 DIRECTOR Management
1 WILLIAM R. FITZGERALD For For
2 MICHAEL J. POHL For For
02 PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP Management For For
AS OUR INDEPENDENT AUDITORS FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2011.
03 THE SAY-ON-PAY PROPOSAL, TO APPROVE THE Management Abstain Against
ADVISORY RESOLUTION ON THE COMPENSATION OF
OUR NAMED EXECUTIVE OFFICERS.
04 THE SAY-ON FREQUENCY PROPOSAL, TO APPROVE THE Management Abstain Against
FREQUENCY WITH WHICH STOCKHOLDERS ARE
PROVIDED AN ADVISORY VOTE ON THE COMPENSATION
OF NAMED EXECUTIVE OFFICERS.
BROWN-FORMAN CORPORATION
SECURITY 115637100 MEETING TYPE Annual
TICKER SYMBOL BFA MEETING DATE 28-Jul-2011
ISIN US1156371007 AGENDA 933485446 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A ELECTION OF DIRECTOR: PATRICK Management For For
BOUSQUET-CHAVANNE
1B ELECTION OF DIRECTOR: GEO. GARVIN BROWN IV Management For For
1C ELECTION OF DIRECTOR: MARTIN S. BROWN, JR. Management For For
1D ELECTION OF DIRECTOR: BRUCE L. BYRNES Management For For
1E ELECTION OF DIRECTOR: JOHN D. COOK Management For For
1F ELECTION OF DIRECTOR: SANDRA A. FRAZIER Management For For
1G ELECTION OF DIRECTOR: RICHARD P. MAYER Management For For
1H ELECTION OF DIRECTOR: WILLIAM E. MITCHELL Management For For
1I ELECTION OF DIRECTOR: DACE BROWN STUBBS Management For For
1J ELECTION OF DIRECTOR: PAUL C. VARGA Management For For
1K ELECTION OF DIRECTOR: JAMES S. WELCH, JR. Management For For
02 NON-BINDING ADVISORY VOTE ON EXECUTIVE Management Abstain Against
COMPENSATION
03 NON-BINDING ADVISORY VOTE ON THE FREQUENCY OF Management Abstain Against
FUTURE ADVISORY VOTES ON EXECUTIVE
COMPENSATION
HAWKINS, INC.
SECURITY 420261109 MEETING TYPE Annual
TICKER SYMBOL HWKN MEETING DATE 02-Aug-2011
ISIN US4202611095 AGENDA 933482844 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 ELECTION OF DIRECTOR: JOHN S. MCKEON Management For For
02 ELECTION OF DIRECTOR: PATRICK H. HAWKINS Management For For
03 ELECTION OF DIRECTOR: JAMES A. FAULCONBRIDGE Management For For
04 ELECTION OF DIRECTOR: DUANE M. JERGENSON Management For For
05 ELECTION OF DIRECTOR: DARYL I. SKAAR Management For For
06 ELECTION OF DIRECTOR: JAMES T. THOMPSON Management For For
07 ELECTION OF DIRECTOR: JEFFREY L. WRIGHT Management For For
08 PROPOSAL TO APPROVE THE HAWKINS, INC. Management For For
EMPLOYEE STOCK PURCHASE PLAN
09 NON-BINDING ADVISORY VOTE ON EXECUTIVE Management Abstain Against
COMPENSATION ("SAY-ON-PAY")
10 NON-BINDING ADVISORY VOTE ON THE FREQUENCY OF Management Abstain Against
THE VOTE ON EXECUTIVE COMPENSATION
PRECISION CASTPARTS CORP.
SECURITY 740189105 MEETING TYPE Annual
TICKER SYMBOL PCP MEETING DATE 16-Aug-2011
ISIN US7401891053 AGENDA 933483024 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 DIRECTOR Management
1 DON R. GRABER For For
2 LESTER L. LYLES For For
3 TIMOTHY A. WICKS For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTING FIRM
03 ADVISORY VOTE REGARDING COMPENSATION OF NAMED Management Abstain Against
EXECUTIVE OFFICERS
04 ADVISORY VOTE ON THE FREQUENCY OF ADVISORY Management Abstain Against
VOTES REGARDING COMPENSATION OF NAMED
EXECUTIVE OFFICERS
CAPSTONE TURBINE CORPORATION
SECURITY 14067D102 MEETING TYPE Annual
TICKER SYMBOL CPST MEETING DATE 26-Aug-2011
ISIN US14067D1028 AGENDA 933488442 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 DIRECTOR Management
1 GARY D. SIMON For For
2 RICHARD K. ATKINSON For For
3 JOHN V. JAGGERS For For
4 DARREN R. JAMISON For For
5 NOAM LOTAN For For
6 GARY J. MAYO For For
7 ELIOT G. PROTSCH For For
8 HOLLY A. VAN DEURSEN For For
9 DARRELL J. WILK For For
02 APPROVE THE RIGHTS AGREEMENT, DATED AS OF Management Against Against
JULY 7, 2005, WITH MELLON INVESTOR SERVICES
LLC, AS AMENDED.
03 ADVISORY VOTE ON THE COMPENSATION OF THE Management Abstain Against
COMPANY'S NAMED EXECUTIVE OFFICERS AS
PRESENTED IN THE PROXY STATEMENT.
04 ADVISORY VOTE ON THE FREQUENCY OF THE Management Abstain Against
ADVISORY VOTE ON THE COMPENSATION OF THE
COMPANY'S NAMED EXECUTIVE OFFICERS.
05 RATIFICATION OF THE SELECTION OF DELOITTE & Management For For
TOUCHE LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING MARCH 31, 2012.
LIBERTY MEDIA CORPORATION
SECURITY 53071M302 MEETING TYPE Annual
TICKER SYMBOL LCAPA MEETING DATE 07-Sep-2011
ISIN US53071M3025 AGENDA 933492100 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 DIRECTOR Management
1 EVAN D. MALONE For For
2 DAVID E. RAPLEY For For
3 LARRY E. ROMRELL For For
02 THE SAY-ON-PAY PROPOSAL, TO APPROVE, ON AN Management Abstain Against
ADVISORY BASIS, THE COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS.
03 THE SAY-ON-FREQUENCY PROPOSAL, TO APPROVE, ON Management Abstain Against
AN ADVISORY BASIS, THE FREQUENCY AT WHICH
STOCKHOLDERS ARE PROVIDED AN ADVISORY VOTE ON
THE COMPENSATION OF NAMED EXECUTIVE OFFICERS.
04 A PROPOSAL TO ADOPT THE LIBERTY MEDIA Management Against Against
CORPORATION 2011 NONEMPLOYEE DIRECTOR
INCENTIVE PLAN.
05 A PROPOSAL TO AMEND THE RESTATED CERTIFICATE Management For For
OF INCORPORATION OF LIBERTY MEDIA CORPORATION
TO CHANGE ITS NAME TO LIBERTY INTERACTIVE
CORPORATION.
06 A PROPOSAL TO RATIFY THE SELECTION OF KPMG Management For For
LLP AS OUR INDEPENDENT AUDITORS FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2011.
LIBERTY MEDIA CORPORATION
SECURITY 53071M708 MEETING TYPE Annual
TICKER SYMBOL LSTZA MEETING DATE 07-Sep-2011
ISIN US53071M7083 AGENDA 933492100 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 DIRECTOR Management
1 EVAN D. MALONE For For
2 DAVID E. RAPLEY For For
3 LARRY E. ROMRELL For For
02 THE SAY-ON-PAY PROPOSAL, TO APPROVE, ON AN Management Abstain Against
ADVISORY BASIS, THE COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS.
03 THE SAY-ON-FREQUENCY PROPOSAL, TO APPROVE, ON Management Abstain Against
AN ADVISORY BASIS, THE FREQUENCY AT WHICH
STOCKHOLDERS ARE PROVIDED AN ADVISORY VOTE ON
THE COMPENSATION OF NAMED EXECUTIVE OFFICERS.
04 A PROPOSAL TO ADOPT THE LIBERTY MEDIA Management Against Against
CORPORATION 2011 NONEMPLOYEE DIRECTOR
INCENTIVE PLAN.
05 A PROPOSAL TO AMEND THE RESTATED CERTIFICATE Management For For
OF INCORPORATION OF LIBERTY MEDIA CORPORATION
TO CHANGE ITS NAME TO LIBERTY INTERACTIVE
CORPORATION.
06 A PROPOSAL TO RATIFY THE SELECTION OF KPMG Management For For
LLP AS OUR INDEPENDENT AUDITORS FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2011.
PATTERSON COMPANIES, INC.
SECURITY 703395103 MEETING TYPE Annual
TICKER SYMBOL PDCO MEETING DATE 12-Sep-2011
ISIN US7033951036 AGENDA 933495257 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 DIRECTOR Management
1 ANDRE B. LACY For For
2 LES C. VINNEY For For
02 ADVISORY APPROVAL OF EXECUTIVE COMPENSATION. Management Abstain Against
03 ADVISORY VOTE ON THE FREQUENCY OF SHAREHOLDER Management Abstain Against
APPROVAL OF EXECUTIVE COMPENSATION.
04 TO RATIFY THE SELECTION OF ERNST & YOUNG LLP Management For For
AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
APRIL 28, 2012.
SKYLINE CORPORATION
SECURITY 830830105 MEETING TYPE Annual
TICKER SYMBOL SKY MEETING DATE 26-Sep-2011
ISIN US8308301055 AGENDA 933498431 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 DIRECTOR Management
1 ARTHUR J. DECIO For For
2 THOMAS G. DERANEK For For
3 JOHN C. FIRTH For For
4 JERRY HAMMES For For
5 WILLIAM H. LAWSON For For
6 DAVID T. LINK For For
7 ANDREW J. MCKENNA For For
02 THE RATIFICATION OF CROWE HORWATH LLP AS Management For For
SKYLINE'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM TO SERVE AS INDEPENDENT
AUDITOR FOR THE FISCAL YEAR ENDING MAY 31,
2012.
03 RESOLVED, THE SHAREHOLDERS APPROVE THE Management Abstain Against
COMPENSATION AWARDED TO SKYLINE'S NAMED
EXECUTIVE OFFICERS FOR FISCAL YEAR 2011, AS
DISCLOSED PURSUANT TO ITEM 402 OF REGULATION
S- K, INCLUDING THE COMPENSATION DISCUSSION
AND ANALYSIS, COMPENSATION TABLES AND
NARRATIVE DISCUSSION IS HEREBY APPROVED.
04 PLEASE CAST YOUR ADVISORY VOTE FOR ONE OF THE Management Abstain Against
FOLLOWING OPTIONS ON THE FREQUENCY OF
ADVISORY VOTES ON EXECUTIVE COMPENSATION.
THE MOSAIC COMPANY
SECURITY 61945C103 MEETING TYPE Annual
TICKER SYMBOL MOS MEETING DATE 06-Oct-2011
ISIN US61945C1036 AGENDA 933500337 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 DIRECTOR Management
1 NANCY E. COOPER For For
2 JAMES L. POPOWICH For For
3 JAMES T. PROKOPANKO For For
4 STEVEN M. SEIBERT For For
02 CONVERSION OF EACH ISSUED AND OUTSTANDING Management For For
SHARE OF EACH SERIES OF OUR CLASS B COMMON
STOCK ON A ONE- FOR-ONE BASIS INTO SHARES OF
THE CORRESPONDING SERIES OF OUR CLASS A
COMMON STOCK.
03 RATIFICATION OF THE APPOINTMENT OF KPMG LLP Management For For
AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM TO AUDIT OUR FINANCIAL
STATEMENTS AS OF AND FOR THE YEAR ENDING MAY
31, 2012 AND THE EFFECTIVENESS OF INTERNAL
CONTROL OVER FINANCIAL REPORTING AS OF MAY
31, 2012.
04 A NON-BINDING ADVISORY VOTE ON EXECUTIVE Management Abstain Against
COMPENSATION ("SAY-ON- PAY").
05 A NON-BINDING ADVISORY VOTE ON THE FREQUENCY Management Abstain Against
OF SAY-ON-PAY VOTES.
THE L.S. STARRETT COMPANY
SECURITY 855668109 MEETING TYPE Annual
TICKER SYMBOL SCX MEETING DATE 12-Oct-2011
ISIN US8556681091 AGENDA 933508004 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 DIRECTOR Management
1 RALPH G. LAWRENCE For For
2 SALVADOR DE CAMARGO, JR For For
3 STEPHEN F. WALSH For For
02 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Management Abstain Against
03 ADVISORY VOTE ON THE FREQUENCY OF FUTURE Management Abstain Against
VOTES RELATING TO EXECUTIVE COMPENSATION.
DIAGEO PLC
SECURITY 25243Q205 MEETING TYPE Annual
TICKER SYMBOL DEO MEETING DATE 19-Oct-2011
ISIN US25243Q2057 AGENDA 933508650 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 REPORT AND ACCOUNTS 2011. Management For For
02 DIRECTORS' REMUNERATION REPORT 2011. Management For For
03 DECLARATION OF FINAL DIVIDEND. Management For For
04 RE-ELECTION OF PB BRUZELIUS AS A DIRECTOR. Management For For
(AUDIT, NOMINATION & REMUNERATION COMMITTEE)
05 RE-ELECTION OF LM DANON AS A DIRECTOR. Management For For
(AUDIT, NOMINATION & REMUNERATION COMMITTEE)
06 RE-ELECTION OF LORD DAVIES AS A DIRECTOR. Management For For
(AUDIT, NOMINATION & REMUNERATION COMMITTEE)
07 RE-ELECTION OF BD HOLDEN AS A DIRECTOR. Management For For
(AUDIT, NOMINATION & REMUNERATION COMMITTEE)
08 RE-ELECTION OF DR FB HUMER AS A DIRECTOR. Management For For
(CHAIRMAN OF THE NOMINATION COMMITTEE)
09 RE-ELECTION OF D MAHLAN AS A DIRECTOR. Management For For
(EXECUTIVE COMMITTEE)
10 RE-ELECTION OF PG SCOTT AS A DIRECTOR. (AUDIT Management For For
(CHAIRMAN OF THE COMMITTEE), NOMINATION &
REMUNERATION COMMITTEE)
11 RE-ELECTION OF HT STITZER AS A DIRECTOR. Management For For
(AUDIT, NOMINATION & REMUNERATION COMMITTEE)
12 RE-ELECTION OF PS WALSH AS A DIRECTOR. Management For For
(CHAIRMAN OF THE EXECUTIVE COMMITTEE)
13 RE-APPOINTMENT OF AUDITOR. Management For For
14 REMUNERATION OF AUDITOR. Management For For
15 AUTHORITY TO ALLOT SHARES. Management For For
16 DISAPPLICATION OF PRE-EMPTION RIGHTS. Management For For
17 AUTHORITY TO PURCHASE OWN ORDINARY SHARES. Management For For
18 AUTHORITY TO MAKE POLITICAL DONATIONS AND/OR Management For For
TO INCUR POLITICAL EXPENDITURE IN THE EU.
19 REDUCED NOTICE OF A GENERAL MEETING OTHER Management For For
THAN AN ANNUAL GENERAL MEETING.
SCHIFF NUTRITION INTERNATIONAL, INC.
SECURITY 806693107 MEETING TYPE Annual
TICKER SYMBOL WNI MEETING DATE 26-Oct-2011
ISIN US8066931077 AGENDA 933510655 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 DIRECTOR Management
1 ERIC WEIDER For For
2 GEORGE F. LENGVARI For For
3 TARANG P. AMIN For For
4 RONALD L. COREY For For
5 MATTHEW T. HOBART For For
6 MICHAEL HYATT For For
7 EUGENE B. JONES For For
8 ROGER H. KIMMEL For For
9 WILLIAM E. MCGLASHAN JR For For
10 RICHARD G. WOLFORD For For
ARCHER-DANIELS-MIDLAND COMPANY
SECURITY 039483102 MEETING TYPE Annual
TICKER SYMBOL ADM MEETING DATE 03-Nov-2011
ISIN US0394831020 AGENDA 933511102 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A ELECTION OF DIRECTOR: G.W. BUCKLEY Management For For
1B ELECTION OF DIRECTOR: M.H. CARTER Management For For
1C ELECTION OF DIRECTOR: T. CREWS Management For For
1D ELECTION OF DIRECTOR: P. DUFOUR Management For For
1E ELECTION OF DIRECTOR: D.E. FELSINGER Management For For
1F ELECTION OF DIRECTOR: A. MACIEL Management For For
1G ELECTION OF DIRECTOR: P.J. MOORE Management For For
1H ELECTION OF DIRECTOR: T.F. O'NEILL Management For For
1I ELECTION OF DIRECTOR: K.R. WESTBROOK Management For For
1J ELECTION OF DIRECTOR: P.A. WOERTZ Management For For
02 RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP Management For For
AS INDEPENDENT ACCOUNTANTS FOR THE FISCAL
YEAR ENDING JUNE 30, 2012.
03 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Management Abstain Against
04 ADVISORY VOTE ON THE FREQUENCY OF FUTURE Management Abstain Against
ADVISORY VOTES ON EXECUTIVE COMPENSATION.
05 STOCKHOLDER'S PROPOSAL REGARDING POLITICAL Shareholder Against For
CONTRIBUTIONS.
06 STOCKHOLDER'S PROPOSAL REGARDING REPORT ON Shareholder Against For
POLITICAL CONTRIBUTIONS.
07 STOCKHOLDER'S PROPOSAL REGARDING SUSTAINABLE Shareholder Against For
PALM OIL.
MEREDITH CORPORATION
SECURITY 589433101 MEETING TYPE Annual
TICKER SYMBOL MDP MEETING DATE 09-Nov-2011
ISIN US5894331017 AGENDA 933508155 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 DIRECTOR Management
1 PHILIP A. MARINEAU For For
2 ELIZABETH E. TALLETT For For
02 TO APPROVE, ON AN ADVISORY BASIS, THE Management Abstain Against
EXECUTIVE COMPENSATION PROGRAM FOR THE
COMPANY'S NAMED EXECUTIVE OFFICERS AS
DESCRIBED IN THE PROXY STATEMENT.
03 TO APPROVE, ON AN ADVISORY BASIS, THE Management Abstain Against
FREQUENCY WITH WHICH THE COMPANY WILL CONDUCT
FUTURE ADVISORY VOTES ON EXECUTIVE
COMPENSATION.
04 TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE Management For For
COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR ENDING JUNE 30,
2012.
BALDWIN TECHNOLOGY COMPANY, INC.
SECURITY 058264102 MEETING TYPE Annual
TICKER SYMBOL BLD MEETING DATE 10-Nov-2011
ISIN US0582641025 AGENDA 933519158 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 DIRECTOR Management
1 CLAES WARNANDER For For
2 PAUL J. GRISWOLD For For
02 TO RATIFY THE APPOINTMENT OF GRANT THORNTON Management For For
LLC AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTANTS FOR FISCAL 2012.
03 TO APPROVE AN AMENDMENT TO THE
COMPANY'S 2005 EQUITY COMPENSATION
PLAN, AS AMENDED, TO INCREASE THE
NUMBER OF SHARES OF CLASS A COMMON
STOCK THAT MAY BE ISSUED TO
PARTICIPANTS BY 1,000,000. Management Against Against
TELEPHONE AND DATA SYSTEMS, INC.
SECURITY 879433100 MEETING TYPE Special
TICKER SYMBOL TDS MEETING DATE 15-Nov-2011
ISIN US8794331004 AGENDA 933505046 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 SHARE CONSOLIDATION AMENDMENT - STATUTORY VOTE Management Against Against
02 SHARE CONSOLIDATION AMENDMENT - RATIFICATION Management Against Against
VOTE
03 VOTE AMENDMENT - STATUTORY VOTE Management Against Against
04 VOTE AMENDMENT - RATIFICATION VOTE Management Against Against
05 ANCILLARY AMENDMENT Management For For
06 2011 LONG-TERM INCENTIVE PLAN Management For For
07 COMPENSATION PLAN FOR NON-EMPLOYEE DIRECTORS Management For For
08 ADJOURN THE SPECIAL MEETING, IF ELECTED Management Against Against
TELEPHONE AND DATA SYSTEMS, INC.
SECURITY 879433860 MEETING TYPE Special
TICKER SYMBOL TDSS MEETING DATE 15-Nov-2011
ISIN US8794338603 AGENDA 933505058 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 SHARE CONSOLIDATION AMENDMENT - STATUTORY VOTE Management Against Against
02 SHARE CONSOLIDATION AMENDMENT - RATIFICATION Management Against Against
VOTE
04 VOTE AMENDMENT - RATIFICATION VOTE Management Against Against
MADISON SQUARE GARDEN COMPANY
SECURITY 55826P100 MEETING TYPE Annual
TICKER SYMBOL MSG MEETING DATE 30-Nov-2011
ISIN US55826P1003 AGENDA 933515237 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 DIRECTOR Management
1 RICHARD D. PARSONS For For
2 ALAN D. SCHWARTZ For For
3 VINCENT TESE For For
02 TO RATIFY THE APPOINTMENT OF KPMG LLP AS Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
OF THE COMPANY FOR FISCAL YEAR 2012
03 TO APPROVE THE MADISON SQUARE GARDEN COMPANY Management For For
2010 EMPLOYEE STOCK PLAN
04 TO APPROVE THE MADISON SQUARE GARDEN COMPANY Management For For
2010 CASH INCENTIVE PLAN
05 TO APPROVE THE MADISON SQUARE GARDEN COMPANY Management For For
2010 STOCK PLAN FOR NON-EMPLOYEE DIRECTORS
06 TO APPROVE, ON AN ADVISORY BASIS, Management Abstain Against
COMPENSATION OF OUR EXECUTIVE OFFICERS
07 AN ADVISORY VOTE ON THE FREQUENCY OF THE Management Abstain Against
ADVISORY VOTE ON THE COMPENSATION OF OUR
EXECUTIVE OFFICERS
EPOCH HOLDING CORPORATION
SECURITY 29428R103 MEETING TYPE Annual
TICKER SYMBOL EPHC MEETING DATE 01-Dec-2011
ISIN US29428R1032 AGENDA 933517596 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 DIRECTOR Management
1 ALLAN R. TESSLER For For
2 WILLIAM W. PRIEST For For
3 ENRIQUE R. ARZAC For For
4 JEFFREY L. BERENSON For For
5 JOHN L. CECIL For For
6 PETER A. FLAHERTY For For
7 TIMOTHY T. TAUSSIG For For
02 TO APPROVE, IN A NONBINDING ADVISORY VOTE, Management Abstain Against
THE COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
03 TO DETERMINE, IN A NONBINDING
ADVISORY VOTE, WHETHER A
STOCKHOLDER VOTE TO APPROVE THE
COMPENSATION OF THE COMPANY'S
NAMED EXECUTIVE OFFICERS SHOULD
OCCUR EVERY ONE, TWO, OR THREE
YEARS. Management Abstain Against
04 TO RATIFY THE APPOINTMENT OF CF & CO., L.L.P. Management For For
AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING JUNE 30, 2012.
MILLICOM INTERNATIONAL CELLULAR SA, LUXEMBOURG
SECURITY L6388F128 MEETING TYPE ExtraOrdinary General Meeting
TICKER SYMBOL MEETING DATE 02-Dec-2011
ISIN SE0001174970 AGENDA 703425795 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
CMMT PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN Non-Voting
SWEDEN ACCEPT ABSTAIN AS A VALID-VOTE OPTION.
THANK YOU
CMMT MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL Non-Voting
OWNER INFORMATION FOR ALL VOTED-ACCOUNTS. IF
AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS,
YOU WILL NEED TO-PROVIDE THE BREAKDOWN OF
EACH BENEFICIAL OWNER NAME, ADDRESS AND
SHARE-POSITION TO YOUR CLIENT SERVICE
REPRESENTATIVE. THIS INFORMATION IS
REQUIRED-IN ORDER FOR YOUR VOTE TO BE LODGED
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting
BENEFICIAL OWNER SIGNED POWER OF-ATTORNEY
(POA) IS REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING-INSTRUCTIONS IN THIS
MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO-BE REJECTED. IF YOU HAVE ANY
QUESTIONS, PLEASE CONTACT YOUR CLIENT
SERVICE- REPRESENTATIVE
1 To appoint Mr. Jean-Michel Schmit as the Management For For
Chairman of the EGM and to authorise the
Chairman to elect a Secretary and a
Scrutineer of the EGM
2 As per the proposal of the Company's Board of Management For For
Directors, to distribute a gross dividend to
the Company's shareholders of USD 3 per
share, corresponding to an aggregate dividend
of approximately USD 308,000,000, to be paid
out of the Company's profits for the year
ended December 31, 2010 in the amount of USD
435,219,669, which have been carried forward
as per the decision of the Annual General
Shareholder's Meeting of May 31, 2011
TELEPHONE AND DATA SYSTEMS, INC.
SECURITY 879433100 MEETING TYPE Special
TICKER SYMBOL TDS MEETING DATE 13-Jan-2012
ISIN US8794331004 AGENDA 933536762 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 REVISED SHARE CONSOLIDATION AMENDMENT - Management Against Against
STATUTORY VOTE
02 REVISED SHARE CONSOLIDATION AMENDMENT - Management Against Against
RATIFICATION VOTE
03 REVISED VOTE AMENDMENT - STATUTORY VOTE Management Against Against
04 REVISED VOTE AMENDMENT - RATIFICATION VOTE Management Against Against
05 ANCILLARY AMENDMENT Management For For
06 REVISED 2011 LONG-TERM INCENTIVE PLAN Management For For
07 COMPENSATION PLAN FOR NON-EMPLOYEE DIRECTORS Management For For
08 REVISED PROPOSAL TO ADJOURN THE SPECIAL Management Against Against
MEETING, IF ELECTED
TELEPHONE AND DATA SYSTEMS, INC.
SECURITY 879433860 MEETING TYPE Special
TICKER SYMBOL TDSS MEETING DATE 13-Jan-2012
ISIN US8794338603 AGENDA 933536786 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 REVISED SHARE CONSOLIDATION AMENDMENT - Management Against Against
STATUTORY VOTE
02 REVISED SHARE CONSOLIDATION AMENDMENT - Management Against Against
RATIFICATION VOTE
04 REVISED VOTE AMENDMENT - RATIFICATION VOTE Management Against Against
COGECO INC.
SECURITY 19238T100 MEETING TYPE Annual and Special Meeting
TICKER SYMBOL CGECF MEETING DATE 26-Jan-2012
ISIN CA19238T1003 AGENDA 933540901 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 DIRECTOR Management
1 LOUIS AUDET For For
2 ELISABETTA BIGSBY For For
3 ANDRE BROUSSEAU For For
4 PIERRE L. COMTOIS For For
5 PAULE DORE For For
6 CLAUDE A. GARCIA For For
7 NORMAND LEGAULT For For
8 DAVID MCAUSLAND For For
9 JAN PEETERS For For
02 APPOINT SAMSON BELAIR/DELOITTE & TOUCHE Management For For
S.E.N.C.R.L., CHARTERED ACCOUNTANTS, AS
AUDITORS AND AUTHORIZE THE BOARD TO FIX THEIR
REMUNERATION.
03 RESOLUTION RATIFYING BY-LAW NO. 2011-1 Management For For
AMENDING THE GENERAL BY-LAWS OF THE
CORPORATION (SEE SCHEDULE "B" TO THE
MANAGEMENT PROXY CIRCULAR).
04 RESOLUTION AMENDING THE ARTICLES OF THE Management For For
CORPORATION (SEE SCHEDULE "D" TO THE
MANAGEMENT PROXY CIRCULAR).
GRIFFON CORPORATION
SECURITY 398433102 MEETING TYPE Annual
TICKER SYMBOL GFF MEETING DATE 31-Jan-2012
ISIN US3984331021 AGENDA 933538300 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1 DIRECTOR Management
1 HARVEY R. BLAU For For
2 GERALD J. CARDINALE For For
3 BRADLEY J. GROSS For For
4 GENERAL DONALD J.KUTYNA For For
2 APPROVAL OF THE RESOLUTION APPROVING THE Management Abstain Against
COMPENSATION OF OUR EXECUTIVE OFFICERS AS
DISCLOSED IN THE PROXY STATEMENT.
3 RATIFICATION OF THE SELECTION BY OUR AUDIT Management For For
COMMITTEE OF GRANT THORNTON LLP TO SERVE AS
OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR FISCAL 2012.
ROCKWELL AUTOMATION, INC.
SECURITY 773903109 MEETING TYPE Annual
TICKER SYMBOL ROK MEETING DATE 07-Feb-2012
ISIN US7739031091 AGENDA 933539124 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
A DIRECTOR Management
1 BETTY C. ALEWINE For For
2 VERNE G. ISTOCK For For
3 DAVID B. SPEER For For
B TO APPROVE THE SELECTION OF DELOITTE & TOUCHE Management For For
LLP AS THE CORPORATION'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
C TO APPROVE THE CORPORATION'S 2012 LONG-TERM Management Against Against
INCENTIVES PLAN.
D TO APPROVE ON AN ADVISORY BASIS THE Management Abstain Against
COMPENSATION OF THE CORPORATION'S NAMED
EXECUTIVE OFFICERS.
INGLES MARKETS, INCORPORATED
SECURITY 457030104 MEETING TYPE Annual
TICKER SYMBOL IMKTA MEETING DATE 14-Feb-2012
ISIN US4570301048 AGENDA 933540026 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 DIRECTOR Management
1 FRED D. AYERS For For
2 JOHN O. POLLARD For For
02 TO CONSIDER AND VOTE ON A COMPANY PROPOSAL TO Management Against Against
AMEND THE COMPANY'S ARTICLE OF INCORPORATION
TO ALLOW THE COMPANY'S INVESTMENT/PROFIT
SHARING PLAN TRUST TO DISTRIBUTE SHARES OF
CLASS B COMMON STOCK TO ALL PARTICIPANTS IN
THE PLAN.
NAVISTAR INTERNATIONAL CORPORATION
SECURITY 63934E108 MEETING TYPE Annual
TICKER SYMBOL NAV MEETING DATE 21-Feb-2012
ISIN US63934E1082 AGENDA 933545709 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 APPROVE AN AMENDMENT TO OUR RESTATED Management For For
CERTIFICATE OF INCORPORATION, AS AMENDED, TO
DECLASSIFY OUR BOARD OF DIRECTORS.
02 DIRECTOR Management
1 DAVID D. HARRISON For For
2 STEVEN J. KLINGER For For
3 MICHAEL N. HAMMES For For
03 VOTE TO RATIFY THE SELECTION OF KPMG LLP AS Management For For
OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
04 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Management Abstain Against
DEERE & COMPANY
SECURITY 244199105 MEETING TYPE Annual
TICKER SYMBOL DE MEETING DATE 29-Feb-2012
ISIN US2441991054 AGENDA 933543692 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A ELECTION OF DIRECTOR: CRANDALL C. BOWLES Management For For
1B ELECTION OF DIRECTOR: VANCE D. COFFMAN Management For For
1C ELECTION OF DIRECTOR: CHARLES O. HOLLIDAY, JR. Management For For
1D ELECTION OF DIRECTOR: DIPAK C. JAIN Management For For
1E ELECTION OF DIRECTOR: CLAYTON M. JONES Management For For
1F ELECTION OF DIRECTOR: JOACHIM MILBERG Management For For
1G ELECTION OF DIRECTOR: RICHARD B. MYERS Management For For
1H ELECTION OF DIRECTOR: THOMAS H. PATRICK Management For For
1I ELECTION OF DIRECTOR: SHERRY M. SMITH Management For For
02 NON-BINDING VOTE ON EXECUTIVE COMPENSATION Management Abstain Against
03 APPROVAL OF THE NONEMPLOYEE DIRECTOR STOCK Management For For
OWNERSHIP PLAN
04 RATIFICATION OF THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS DEERE'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR FISCAL 2012
INTERNATIONAL GAME TECHNOLOGY
SECURITY 459902102 MEETING TYPE Annual
TICKER SYMBOL IGT MEETING DATE 05-Mar-2012
ISIN US4599021023 AGENDA 933544567 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 DIRECTOR Management
1 PAGET L. ALVES For For
2 JANICE CHAFFIN For For
3 GREG CREED For For
4 PATTI S. HART For For
5 ROBERT J. MILLER For For
6 DAVID E. ROBERSON For For
7 VINCENT L. SADUSKY For For
8 PHILIP G. SATRE For For
02 TO APPROVE, BY NON-BINDING VOTE, EXECUTIVE Management Abstain Against
COMPENSATION.
03 RATIFICATION OF THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS IGT'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE FISCAL YEAR ENDING SEPTEMBER 30, 2012.
NATIONAL FUEL GAS COMPANY
SECURITY 636180101 MEETING TYPE Annual
TICKER SYMBOL NFG MEETING DATE 08-Mar-2012
ISIN US6361801011 AGENDA 933545393 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 DIRECTOR Management
1 PHILIP C. ACKERMAN Withheld Against
2 R. DON CASH Withheld Against
3 STEPHEN E. EWING Withheld Against
02 VOTE TO RATIFY PRICEWATERHOUSECOOPERS LLP AS Management For For
OUR REGISTERED PUBLIC ACCOUNTING FIRM.
03 ADVISORY VOTE TO APPROVE
COMPENSATION OF EXECUTIVES. Management Abstain Against
04 VOTE TO APPROVE THE 2012 ANNUAL AT RISK Management For For
COMPENSATION INCENTIVE PLAN.
05 VOTE TO APPROVE THE 2012 PERFORMANCE Management For For
INCENTIVE PROGRAM.
VIACOM INC.
SECURITY 92553P102 MEETING TYPE Annual
TICKER SYMBOL VIA MEETING DATE 08-Mar-2012
ISIN US92553P1021 AGENDA 933546484 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 DIRECTOR Management
1 GEORGE S. ABRAMS For For
2 PHILIPPE P. DAUMAN For For
3 THOMAS E. DOOLEY For For
4 ALAN C. GREENBERG For For
5 ROBERT K. KRAFT For For
6 BLYTHE J. MCGARVIE For For
7 CHARLES E. PHILLIPS, JR For For
8 SHARI REDSTONE For For
9 SUMNER M. REDSTONE For For
10 FREDERIC V. SALERNO For For
11 WILLIAM SCHWARTZ For For
02 THE RATIFICATION OF THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP TO SERVE AS
INDEPENDENT AUDITOR OF VIACOM INC. FOR FISCAL
YEAR 2012.
03 THE APPROVAL OF THE VIACOM INC. SENIOR Management For For
EXECUTIVE SHORT-TERM INCENTIVE PLAN, AS
AMENDED AND RESTATED EFFECTIVE JANUARY 18,
2012.
EL PASO CORPORATION
SECURITY 28336L109 MEETING TYPE Special
TICKER SYMBOL EP MEETING DATE 09-Mar-2012
ISIN US28336L1098 AGENDA 933550712 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. AGREEMENT AND PLAN OF MERGER, BY AND AMONG EL Management For For
PASO CORPORATION ("EL PASO"), SIRIUS HOLDINGS
MERGER CORPORATION, SIRIUS MERGER
CORPORATION, KINDER MORGAN, INC., SHERPA
MERGER SUB, INC. AND SHERPA ACQUISITION, LLC
(MERGER AGREEMENT) AND AGREEMENT & PLAN OF
MERGER BY AND AMONG EL PASO, SIRIUS HOLDINGS
MERGER CORPORATION & SIRIUS MERGER
CORPORATION (FIRST MERGER AGREEMENT)
2. TO APPROVE ANY ADJOURNMENT OF THE SPECIAL Management For For
MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL
PROXIES IN FAVOR OF THE PROPOSAL TO ADOPT THE
MERGER AGREEMENT AND THE FIRST MERGER
AGREEMENT
3. TO APPROVE ON AN ADVISORY (NON- BINDING) Management Abstain Against
BASIS THE COMPENSATION THAT MAY BE PAID OR
BECOME PAYABLE TO EL PASO'S NAMED EXECUTIVE
OFFICERS THAT IS BASED ON OR OTHERWISE
RELATES TO THE PROPOSED TRANSACTIONS
OMNOVA SOLUTIONS INC.
SECURITY 682129101 MEETING TYPE Annual
TICKER SYMBOL OMN MEETING DATE 15-Mar-2012
ISIN US6821291019 AGENDA 933549024 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 KEVIN M. MCMULLEN For For
2 LARRY B. PORCELLATO For For
3 ROBERT A. STEFANKO For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Management For For
YOUNG LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING NOVEMBER 30, 2012
3. APPROVAL OF THE COMPENSATION OF THE COMPANY'S Management Abstain Against
EXECUTIVE OFFICERS
4A. APPROVAL OF THE MATERIAL TERMS OF THE Management For For
FOLLOWING INCENTIVE COMPENSATION PLANS
PURSUANT TO INTERNAL REVENUE CODE SECTION
162(M): OMNOVA SOLUTIONS INC. EXECUTIVE
INCENTIVE COMPENSATION PLAN
4B. APPROVAL OF THE MATERIAL TERMS OF Management For For
THE FOLLOWING INCENTIVE
COMPENSATION PLANS PURSUANT TO
INTERNAL REVENUE CODE SECTION 162(M):
OMNOVA SOLUTIONS INC. LONG-TERM
INCENTIVE PLAN
5. APPROVAL OF THE OMNOVA SOLUTIONS INC. THIRD Management For For
AMENDED AND RESTATED 1999 EQUITY PERFORMANCE
INCENTIVE PLAN
BALDWIN TECHNOLOGY COMPANY, INC.
SECURITY 058264102 MEETING TYPE Special
TICKER SYMBOL BLD MEETING DATE 15-Mar-2012
ISIN US0582641025 AGENDA 933553388 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. TO ADOPT THE AGREEMENT & PLAN OF MERGER, Management For For
DATED AS OF DECEMBER 22, 2011, AMONG BALDWIN
TECHNOLOGY COMPANY, INC., FORSYTH CAPITAL
INVESTORS, LLC, FORSYTH BALDWIN, LLC, FORSYTH
BALDWIN MEZZANINE, INC., AND FORSYTH BALDWIN,
INC., ("MERGER SUB"), ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT.
2. TO CONSIDER AND VOTE UPON A PROPOSAL TO Management For For
ADJOURN THE SPECIAL MEETING OF STOCKHOLDERS
(THE "SPECIAL MEETING"), IF NECESSARY OR
APPROPRIATE TO PERMIT FURTHER SOLICITATION OF
PROXIES IF THERE ARE NOT SUFFICIENT VOTES AT
THE TIME OF THE SPECIAL MEETING TO ADOPT THE
MERGER AGREEMENT REFERRED TO IN PROPOSAL 1
SET FORTH ABOVE.
3. TO CONSIDER AND VOTE UPON A PROPOSAL TO Management Abstain Against
APPROVE, ON A NONBINDING ADVISORY BASIS, THE
"GOLDEN PARACHUTE" COMPENSATION THAT MAY BE
PAYABLE TO MARK T. BECKER, THE COMPANY'S
PRESIDENT AND CHIEF EXECUTIVE OFFICER, AND
IVAN R. HABIBE, THE COMPANY'S CHIEF FINANCIAL
OFFICER, TREASURER AND VICE PRESIDENT OF
GLOBAL ADMINISTRATIVE SERVICES, IN CONNECTION
WITH THE MERGER.
FOMENTO ECONOMICO MEXICANO S.A.B. DE CV
SECURITY 344419106 MEETING TYPE Annual
TICKER SYMBOL FMX MEETING DATE 23-Mar-2012
ISIN US3444191064 AGENDA 933564468 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
O1 REPORT OF THE CHIEF EXECUTIVE OFFICER, ALL AS Management For For
MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
O2 REPORT WITH RESPECT TO THE COMPLIANCE OF TAX Management For For
OBLIGATIONS.
O3 APPLICATION OF THE RESULTS FOR THE 2011 Management For For
FISCAL YEAR, INCLUDING THE PAYMENT OF A CASH
DIVIDEND, IN MEXICAN PESOS.
O4 PROPOSAL TO DETERMINE AS THE MAXIMUM AMOUNT Management For For
OF RESOURCES TO BE USED FOR THE SHARE
REPURCHASE PROGRAM OF THE COMPANY'S SHARES,
THE AMOUNT OF $3,000'000,000.00 MEXICAN PESOS.
O5 ELECTION OF MEMBERS AND SECRETARIES OF THE Management For For
BOARD OF DIRECTORS, QUALIFICATION OF THEIR
INDEPENDENCE.
O6 ELECTION OF MEMBERS OF THE FOLLOWING Management For For
COMMITTEES: (I) FINANCE AND PLANNING, (II)
AUDIT, AND (III) CORPORATE PRACTICES.
O7 APPOINTMENT OF DELEGATES FOR THE Management For For
FORMALIZATION OF THE MEETING'S RESOLUTION.
O8 READING AND, IF APPLICABLE, APPROVAL OF THE Management For For
MINUTE.
E1 APPROVAL THAT DESARROLLO DE MARCAS Management For For
REFRESQUERAS, S.A. DE C.V., ISILDUR, S.A. DE
C.V., TIENDAS OXXO CEDIS MEXICO, S.A. DE
C.V., ESTACIONES OXXO MEXICO, S.A. DE C.V.,
EMPRESAS CUADROX, S.A. DE C.V., CORPORACION
EMPREX, S.A. DE C.V. AND CONSORCIO PROGRESIVO
DE SERVICIOS REFRESQUEROS, S.A. DE C.V. MERGE
INTO FOMENTO ECONOMICO MEXICANO, S.A.B. DE
C.V.
E2 APPOINTMENT OF DELEGATES FOR THE Management For For
FORMALIZATION OF THE MEETING'S RESOLUTION.
E3 READING AND, IF APPLICABLE, APPROVAL OF THE Management For For
MINUTE.
HEICO CORPORATION
SECURITY 422806109 MEETING TYPE Annual
TICKER SYMBOL HEI MEETING DATE 26-Mar-2012
ISIN US4228061093 AGENDA 933554556 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 ADOLFO HENRIQUES For For
2 SAMUEL L. HIGGINBOTTOM For For
3 MARK H. HILDEBRANDT For For
4 WOLFGANG MAYRHUBER For For
5 ERIC A. MENDELSON For For
6 LAURANS A. MENDELSON For For
7 VICTOR H. MENDELSON For For
8 DR. ALAN SCHRIESHEIM For For
9 FRANK J. SCHWITTER For For
2. APPROVAL AND RATIFICATION OF THE HEICO Management For For
CORPORATION 2012 INCENTIVE COMPENSATION PLAN
PURSUANT TO WHICH 1,700,000 SHARES OF COMMON
STOCK AND/OR CLASS A COMMON STOCK ARE
RESERVED FOR ISSUANCE
3. APPROVAL OF AN AMENDMENT TO ARTICLE III OF Management For For
HEICO'S ARTICLES OF INCORPORATION TO INCREASE
THE NUMBER OF AUTHORIZED SHARES OF HEICO
CORPORATION COMMON STOCK, $0.01 PAR VALUE PER
SHARE, FROM 30,000,000 SHARES TO 75,000,000
SHARES
4. APPROVAL OF AN AMENDMENT TO ARTICLE III OF Management For For
HEICO'S ARTICLES OF INCORPORATION TO INCREASE
THE NUMBER OF AUTHORIZED SHARES OF HEICO
CORPORATION CLASS A COMMON STOCK, $0.01 PAR
VALUE PER SHARE, FROM 30,000,000 SHARES TO
75,000,000 SHARES
5. RATIFICATION OF THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
YEAR ENDING OCTOBER 31, 2012
CLARCOR INC.
SECURITY 179895107 MEETING TYPE Annual
TICKER SYMBOL CLC MEETING DATE 27-Mar-2012
ISIN US1798951075 AGENDA 933553489 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 J. MARC ADAM For For
2 JAMES W. BRADFORD, JR. For For
3 JAMES L. PACKARD For For
2. SAY ON PAY - AN ADVISORY NON-BINDING VOTE ON Management Abstain Against
THE APPROVAL OF EXECUTIVE COMPENSATION.
3. RATIFICATION OF THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE FISCAL YEAR ENDING DECEMBER 1, 2012.
GENCORP INC.
SECURITY 368682100 MEETING TYPE Annual
TICKER SYMBOL GY MEETING DATE 28-Mar-2012
ISIN US3686821006 AGENDA 933551788 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 THOMAS A. CORCORAN For For
2 JAMES R. HENDERSON For For
3 WARREN G. LICHTENSTEIN For For
4 DAVID A. LORBER For For
5 JAMES H. PERRY For For
6 SCOTT J. SEYMOUR For For
7 MARTIN TURCHIN For For
8 ROBERT C. WOODS For For
2. TO APPROVE AN AMENDMENT TO THE GENCORP Management For For
AMENDED AND RESTATED 2009 EQUITY AND
PERFORMANCE INCENTIVE PLAN TO INCREASE THE
NUMBER OF SHARES AUTHORIZED AND RESERVED FOR
ISSUANCE THEREUNDER BY 3,000,000 SHARES.
3. TO CONSIDER AND APPROVE AN ADVISORY Management Abstain Against
RESOLUTION REGARDING THE COMPENSATION OF
GENCORP'S NAMED EXECUTIVE OFFICERS.
4. TO RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP, AN INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM, AS
INDEPENDENT AUDITORS OF THE COMPANY FOR THE
FISCAL YEAR ENDING NOVEMBER 30, 2012.
IDEX CORPORATION
SECURITY 45167R104 MEETING TYPE Annual
TICKER SYMBOL IEX MEETING DATE 10-Apr-2012
ISIN US45167R1041 AGENDA 933559544 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 WILLIAM M. COOK For For
2 MICHAEL T. TOKARZ For For
2. TO VOTE ON A NON-BINDING RESOLUTION TO Management Abstain Against
APPROVE THE COMPENSATION OF THE COMPANY'S
NAMED EXECUTIVE OFFICERS.
3. TO RATIFY THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2012.
THE BANK OF NEW YORK MELLON CORPORATION
SECURITY 064058100 MEETING TYPE Annual
TICKER SYMBOL BK MEETING DATE 10-Apr-2012
ISIN US0640581007 AGENDA 933564898 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: RUTH E. BRUCH Management For For
1B. ELECTION OF DIRECTOR: NICHOLAS M. DONOFRIO Management For For
1C. ELECTION OF DIRECTOR: GERALD L. HASSELL Management For For
1D. ELECTION OF DIRECTOR: EDMUND F. KELLY Management For For
1E. ELECTION OF DIRECTOR: RICHARD J. KOGAN Management For For
1F. ELECTION OF DIRECTOR: MICHAEL J. KOWALSKI Management For For
1G. ELECTION OF DIRECTOR: JOHN A. LUKE, JR Management For For
1H. ELECTION OF DIRECTOR: MARK A. NORDENBERG Management For For
1I. ELECTION OF DIRECTOR: CATHERINE A. REIN Management For For
1J. ELECTION OF DIRECTOR: WILLIAM C. RICHARDSON Management For For
1K. ELECTION OF DIRECTOR: SAMUEL C. SCOTT III Management For For
1L. ELECTION OF DIRECTOR: WESLEY W. VON SCHACK Management For For
2. ADVISORY RESOLUTION TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION.
3. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Management For For
AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
4. STOCKHOLDER PROPOSAL REQUESTING ADOPTION OF A Shareholder Against For
POLICY RELATED TO AN INDEPENDENT CHAIRMAN.
5. STOCKHOLDER PROPOSAL WITH RESPECT TO Shareholder Against For
CUMULATIVE VOTING.
NORTHERN TRUST CORPORATION
SECURITY 665859104 MEETING TYPE Annual
TICKER SYMBOL NTRS MEETING DATE 17-Apr-2012
ISIN US6658591044 AGENDA 933556257 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 LINDA WALKER BYNOE For For
2 NICHOLAS D. CHABRAJA For For
3 SUSAN CROWN For For
4 DIPAK C. JAIN For For
5 ROBERT W. LANE For For
6 EDWARD J. MOONEY For For
7 JOHN W. ROWE For For
8 MARTIN P. SLARK For For
9 DAVID H.B. SMITH, JR. For For
10 CHARLES A. TRIBBETT III For For
11 FREDERICK H. WADDELL For For
2. APPROVAL, BY AN ADVISORY VOTE, OF THE 2011 Management Abstain Against
COMPENSATION OF THE CORPORATION'S NAMED
EXECUTIVE OFFICERS.
3. APPROVAL OF THE NORTHERN TRUST CORPORATION Management Against Against
2012 STOCK PLAN.
4. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Management For For
AS THE CORPORATION'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2012. THE BOARD OF
DIRECTORS RECOMMENDS YOU VOTE "AGAINST" THE
FOLLOWING PROPOSALS.
5. STOCKHOLDER PROPOSAL REGARDING
ACCELERATED VESTING OF EQUITY
AWARDS IN A CHANGE IN CONTROL
SITUATION, IF PROPERLY PRESENTED AT
THE ANNUAL MEETING. Shareholder Against For
6. STOCKHOLDER PROPOSAL REGARDING INDEPENDENCE Shareholder Against For
OF THE BOARD CHAIRMAN, IF PROPERLY PRESENTED
AT THE ANNUAL MEETING.
KAMAN CORPORATION
SECURITY 483548103 MEETING TYPE Annual
TICKER SYMBOL KAMN MEETING DATE 18-Apr-2012
ISIN US4835481031 AGENDA 933555851 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1 DIRECTOR Management
1 E. REEVES CALLAWAY III For For
2 KAREN M. GARRISON For For
3 A. WILLIAM HIGGINS For For
2 TO PROVIDE AN ADVISORY VOTE ON EXECUTIVE Management Abstain Against
COMPENSATION.
3 RATIFICATION OF THE APPOINTMENT OF KPMG LLP Management For For
AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM.
VIVENDI, PARIS
SECURITY F97982106 MEETING TYPE Ordinary General Meeting
TICKER SYMBOL MEETING DATE 19-Apr-2012
ISIN FR0000127771 AGENDA 703638277 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR"-AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED
AS AN "AGAINST" VOTE.
CMMT French Resident Shareowners must complete, Non-Voting
sign and forward the Proxy Card-directly to
the sub custodian. Please contact your Client
Service-Representative to obtain the
necessary card, account details and
directions.-The following applies to
Non-Resident Shareowners: Proxy Cards:
Voting-instructions will be forwarded to the
Global Custodians that have become-Registered
Intermediaries, on the Vote Deadline Date. In
capacity as-Registered Intermediary, the
Global Custodian will sign the Proxy Card
and-forward to the local custodian. If you
are unsure whether your Global-Custodian acts
as Registered Intermediary, please contact
your representative
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING Non-Voting
INFORMATION IS AVAILABLE BY-CLICKING ON THE
MATERIAL URL LINK:-https://balo.journal-
officiel.gouv.fr/pdf/2012/0305/201203051200705.
pdf AND ht-tps://balo.journal-
officiel.gouv.fr/pdf/2012/0328/201203281201141.
pdf
1 Approval of the reports and annual corporate Management For For
financial statements for the financial year
2011
2 Approval of the reports and consolidated Management For For
financial statements for the financial year
2011
3 Approval of the special report of the Management For For
Statutory Auditors on the regulated
agreements and commitments
4 Allocation of income for the financial year Management For For
2011, setting the dividend and the payment
date
5 Renewal of term of Mr. Jean-Rene Fourtou as Management For For
Supervisory Board member
6 Renewal of term of Mr. Philippe Donnet as Management For For
Supervisory Board member
7 Renewal of term of the company Ernst et Young Management For For
et Autres as principal Statutory Auditor
8 Renewal of term of the company Auditex as Management For For
deputy Statutory Auditor
9 Authorization to be granted to the Executive Management For For
Board to allow the Company to purchase its
own shares
10 Powers to carry out all legal formalities Management For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
RECEIPT OF ADDITIONAL URL LINK. IF-YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLE-SS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
TEXAS INSTRUMENTS INCORPORATED
SECURITY 882508104 MEETING TYPE Annual
TICKER SYMBOL TXN MEETING DATE 19-Apr-2012
ISIN US8825081040 AGENDA 933556245 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: R.W. BABB, JR. Management For For
1B. ELECTION OF DIRECTOR: D.A. CARP Management For For
1C. ELECTION OF DIRECTOR: C.S. COX Management For For
1D. ELECTION OF DIRECTOR: P.H. PATSLEY Management For For
1E. ELECTION OF DIRECTOR: R.E. SANCHEZ Management For For
1F. ELECTION OF DIRECTOR: W.R. SANDERS Management For For
1G. ELECTION OF DIRECTOR: R.J. SIMMONS Management For For
1H. ELECTION OF DIRECTOR: R.K. TEMPLETON Management For For
1I. ELECTION OF DIRECTOR: C.T. WHITMAN Management For For
2. BOARD PROPOSAL REGARDING ADVISORY APPROVAL OF Management Abstain Against
THE COMPANY'S EXECUTIVE COMPENSATION.
3. BOARD PROPOSAL TO RATIFY THE APPOINTMENT OF Management For For
ERNST & YOUNG LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR 2012.
HONEYWELL INTERNATIONAL INC.
SECURITY 438516106 MEETING TYPE Annual
TICKER SYMBOL HON MEETING DATE 23-Apr-2012
ISIN US4385161066 AGENDA 933558631 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: GORDON M. BETHUNE Management For For
1B. ELECTION OF DIRECTOR: KEVIN BURKE Management For For
1C. ELECTION OF DIRECTOR: JAIME CHICO PARDO Management For For
1D. ELECTION OF DIRECTOR: DAVID M. COTE Management For For
1E. ELECTION OF DIRECTOR: D. SCOTT DAVIS Management For For
1F. ELECTION OF DIRECTOR: LINNET F. DEILY Management For For
1G. ELECTION OF DIRECTOR: JUDD GREGG Management For For
1H. ELECTION OF DIRECTOR: CLIVE R. HOLLICK Management For For
1I. ELECTION OF DIRECTOR: GEORGE PAZ Management For For
1J. ELECTION OF DIRECTOR: BRADLEY T. SHEARES Management For For
2. APPROVAL OF INDEPENDENT ACCOUNTANTS. Management For For
3. ADVISORY VOTE TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION.
4. INDEPENDENT BOARD CHAIRMAN. Shareholder Against For
5. POLITICAL CONTRIBUTIONS. Shareholder Against For
COOPER INDUSTRIES PLC
SECURITY G24140108 MEETING TYPE Annual
TICKER SYMBOL CBE MEETING DATE 23-Apr-2012
ISIN IE00B40K9117 AGENDA 933558908 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: IVOR J. EVANS Management For For
1B. ELECTION OF DIRECTOR: KIRK S. HACHIGIAN Management For For
1C. ELECTION OF DIRECTOR: LAWRENCE D. KINGSLEY Management For For
2. TO CONSIDER THE COMPANY'S IRISH STATUTORY Management For For
ACCOUNTS AND THE RELATED REPORTS OF THE
DIRECTORS AND AUDITORS.
3. APPOINT ERNST & YOUNG LLP AS OUR INDEPENDENT Management For For
AUDITORS FOR THE YEAR ENDING 12/31/2012.
4. TO APPROVE ON AN ADVISORY BASIS, THE Management Abstain Against
COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE
OFFICERS.
5. TO AUTHORIZE ANY SUBSIDIARY OF THE COMPANY TO Management For For
MAKE MARKET PURCHASES OF COMPANY SHARES.
6. TO AUTHORIZE THE REISSUE PRICE RANGE OF Management For For
TREASURY SHARES.
CRANE CO.
SECURITY 224399105 MEETING TYPE Annual
TICKER SYMBOL CR MEETING DATE 23-Apr-2012
ISIN US2243991054 AGENDA 933561703 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1.1 ELECTION OF DIRECTOR FOR TERM EXPIRING 2015: Management For For
DONALD G. COOK
1.2 ELECTION OF DIRECTOR FOR TERM EXPIRING 2015: Management For For
R.S. EVANS
1.3 ELECTION OF DIRECTOR FOR TERM EXPIRING 2015: Management For For
ERIC C. FAST
2. RATIFICATION OF SELECTION OF DELOITTE & Management For For
TOUCHE LLP AS INDEPENDENT AUDITORS FOR THE
COMPANY FOR 2012.
3. SAY ON PAY - AN ADVISORY VOTE TO APPROVE Management For For
EXECUTIVE COMPENSATION.
WELLS FARGO & COMPANY
SECURITY 949746101 MEETING TYPE Annual
TICKER SYMBOL WFC MEETING DATE 24-Apr-2012
ISIN US9497461015 AGENDA 933560369 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A) ELECTION OF DIRECTOR: JOHN D. BAKER II Management For For
1B) ELECTION OF DIRECTOR: ELAINE L. CHAO Management For For
1C) ELECTION OF DIRECTOR: JOHN S. CHEN Management For For
1D) ELECTION OF DIRECTOR: LLOYD H. DEAN Management For For
1E) ELECTION OF DIRECTOR: SUSAN E. ENGEL Management For For
1F) ELECTION OF DIRECTOR: ENRIQUE HERNANDEZ, JR. Management For For
1G) ELECTION OF DIRECTOR: DONALD M. JAMES Management For For
1H) ELECTION OF DIRECTOR: CYNTHIA H. MILLIGAN Management For For
1I) ELECTION OF DIRECTOR: NICHOLAS G. MOORE Management For For
1J) ELECTION OF DIRECTOR: FEDERICO F. PENA Management For For
1K) ELECTION OF DIRECTOR: PHILIP J. QUIGLEY Management For For
1L) ELECTION OF DIRECTOR: JUDITH M. RUNSTAD Management For For
1M) ELECTION OF DIRECTOR: STEPHEN W. SANGER Management For For
1N) ELECTION OF DIRECTOR: JOHN G. STUMPF Management For For
1O) ELECTION OF DIRECTOR: SUSAN G. SWENSON Management For For
2. PROPOSAL TO APPROVE AN ADVISORY RESOLUTION TO Management Abstain Against
APPROVE THE NAMED EXECUTIVES' COMPENSATION.
3. PROPOSAL TO RATIFY THE APPOINTMENT OF KPMG Management For For
LLP AS INDEPENDENT AUDITORS FOR 2012.
4. STOCKHOLDER PROPOSAL REGARDING THE ADOPTION Shareholder Against For
OF A POLICY TO REQUIRE AN INDEPENDENT
CHAIRMAN.
5. STOCKHOLDER PROPOSAL TO PROVIDE FOR Shareholder Against For
CUMULATIVE VOTING IN CONTESTED DIRECTOR
ELECTIONS.
6. STOCKHOLDER PROPOSAL TO AMEND THE COMPANY'S Shareholder Against For
BY-LAWS TO ALLOW STOCKHOLDERS TO NOMINATE
DIRECTOR CANDIDATES FOR INCLUSION IN THE
COMPANY'S PROXY MATERIALS.
7. STOCKHOLDER PROPOSAL REGARDING AN Shareholder Against For
INVESTIGATION AND REPORT ON INTERNAL CONTROLS
FOR MORTGAGE SERVICING OPERATIONS.
NEWMONT MINING CORPORATION
SECURITY 651639106 MEETING TYPE Annual
TICKER SYMBOL NEM MEETING DATE 24-Apr-2012
ISIN US6516391066 AGENDA 933561436 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A ELECTION OF DIRECTOR: B.R. BROOK Management For For
1B ELECTION OF DIRECTOR: V.A. CALARCO Management For For
1C ELECTION OF DIRECTOR: J.A. CARRABBA Management For For
1D ELECTION OF DIRECTOR: N. DOYLE Management For For
1E ELECTION OF DIRECTOR: V.M HAGEN Management For For
1F ELECTION OF DIRECTOR: M.S. HAMSON Management For For
1G ELECTION OF DIRECTOR: J. NELSON Management For For
1H ELECTION OF DIRECTOR: R.T. O'BRIEN Management For For
1I ELECTION OF DIRECTOR: J.B. PRESCOTT Management For For
1J ELECTION OF DIRECTOR: D.C. ROTH Management For For
1K ELECTION OF DIRECTOR: S. R. THOMPSON Management For For
02 TO RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S
INDEPENDENT AUDITORS FOR 2012.
03 ADVISORY RESOLUTION TO APPROVE NAMED Management Abstain Against
EXECUTIVE OFFICER COMPENSATION.
ROLLINS, INC.
SECURITY 775711104 MEETING TYPE Annual
TICKER SYMBOL ROL MEETING DATE 24-Apr-2012
ISIN US7757111049 AGENDA 933568694 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 GARY W. ROLLINS* For For
2 LARRY L. PRINCE* For For
3 HENRY B. TIPPIE# For For
2. TO RATIFY THE APPOINTMENT OF GRANT
THORNTON LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM OF
THE COMPANY FOR 2012. Management For For
RPC, INC.
SECURITY 749660106 MEETING TYPE Annual
TICKER SYMBOL RES MEETING DATE 24-Apr-2012
ISIN US7496601060 AGENDA 933570322 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 RICHARD A. HUBBELL For For
2 LINDA H. GRAHAM For For
3 BILL J. DISMUKE For For
4 LARRY L. PRINCE For For
2. TO RATIFY THE APPOINTMENT OF GRANT THORNTON Management For For
LLP AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2012.
BORGWARNER INC.
SECURITY 099724106 MEETING TYPE Annual
TICKER SYMBOL BWA MEETING DATE 25-Apr-2012
ISIN US0997241064 AGENDA 933557970 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1.1 ELECTION OF DIRECTOR: PHYLLIS O. BONANNO Management For For
1.2 ELECTION OF DIRECTOR: ALEXIS P. MICHAS Management For For
1.3 ELECTION OF DIRECTOR: RICHARD O. SCHAUM Management For For
1.4 ELECTION OF DIRECTOR: THOMAS T. STALLKAMP Management For For
2. TO RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
COMPANY FOR 2012.
3. ADVISORY APPROVAL OF THE COMPANY'S EXECUTIVE Management Abstain Against
COMPENSATION AS DISCLOSED IN THE PROXY
STATEMENT.
4. APPROVAL OF AN AMENDMENT TO THE COMPANY'S Management For For
CERTIFICATE OF INCORPORATION TO AFFIRM OUR
MAJORITY VOTING STANDARD.
THE COCA-COLA COMPANY
SECURITY 191216100 MEETING TYPE Annual
TICKER SYMBOL KO MEETING DATE 25-Apr-2012
ISIN US1912161007 AGENDA 933558035 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: HERBERT A. ALLEN Management For For
1B. ELECTION OF DIRECTOR: RONALD W. ALLEN Management For For
1C. ELECTION OF DIRECTOR: HOWARD G. BUFFETT Management For For
1D. ELECTION OF DIRECTOR: RICHARD M. DALEY Management For For
1E. ELECTION OF DIRECTOR: BARRY DILLER Management For For
1F. ELECTION OF DIRECTOR: EVAN G. GREENBERG Management For For
1G. ELECTION OF DIRECTOR: ALEXIS M. HERMAN Management For For
1H. ELECTION OF DIRECTOR: MUHTAR KENT Management For For
1I. ELECTION OF DIRECTOR: DONALD R. KEOUGH Management For For
1J. ELECTION OF DIRECTOR: ROBERT A. KOTICK Management For For
1K. ELECTION OF DIRECTOR: MARIA ELENA LAGOMASINO Management For For
1L. ELECTION OF DIRECTOR: DONALD F. MCHENRY Management For For
1M. ELECTION OF DIRECTOR: SAM NUNN Management For For
1N. ELECTION OF DIRECTOR: JAMES D. ROBINSON III Management For For
1O. ELECTION OF DIRECTOR: PETER V. UEBERROTH Management For For
1P. ELECTION OF DIRECTOR: JACOB WALLENBERG Management For For
1Q. ELECTION OF DIRECTOR: JAMES B. WILLIAMS Management For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Management For For
YOUNG LLP AS INDEPENDENT AUDITORS.
3. ADVISORY VOTE TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION.
NCR CORPORATION
SECURITY 62886E108 MEETING TYPE Annual
TICKER SYMBOL NCR MEETING DATE 25-Apr-2012
ISIN US62886E1082 AGENDA 933558845 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 WILLIAM R. NUTI For For
2 GARY J. DAICHENDT For For
3 ROBERT P. DERODES For For
2. RATIFY THE APPOINTMENT OF INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2012.
3. ADVISORY VOTE TO APPROVE EXECUTIVE Management For For
COMPENSATION AS DISCLOSED IN THESE PROXY
MATERIALS.
THE EASTERN COMPANY
SECURITY 276317104 MEETING TYPE Annual
TICKER SYMBOL EML MEETING DATE 25-Apr-2012
ISIN US2763171046 AGENDA 933566892 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1 DIRECTOR Management
1 D.C. ROBINSON For For
2 D.S. TUTTLE III For For
2 RATIFY THE APPOINTMENT OF THE INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTING FIRM (FIONDELLA,
MILONE & LASARACINA LLP).
DOVER MOTORSPORTS, INC.
SECURITY 260174107 MEETING TYPE Annual
TICKER SYMBOL DVD MEETING DATE 25-Apr-2012
ISIN US2601741075 AGENDA 933589410 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 HENRY B. TIPPIE For For
2 R. RANDALL ROLLINS For For
3 RICHARD K. STRUTHERS For For
CORNING INCORPORATED
SECURITY 219350105 MEETING TYPE Annual
TICKER SYMBOL GLW MEETING DATE 26-Apr-2012
ISIN US2193501051 AGENDA 933560446 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: JOHN SEELY BROWN Management For For
1B. ELECTION OF DIRECTOR: STEPHANIE A. BURNS Management For For
1C. ELECTION OF DIRECTOR: JOHN A. CANNING, JR. Management For For
1D. ELECTION OF DIRECTOR: RICHARD T. CLARK Management For For
1E. ELECTION OF DIRECTOR: JAMES B. FLAWS Management For For
1F. ELECTION OF DIRECTOR: GORDON GUND Management For For
1G. ELECTION OF DIRECTOR: KURT M. LANDGRAF Management For For
1H. ELECTION OF DIRECTOR: DEBORAH D. RIEMAN Management For For
1I. ELECTION OF DIRECTOR: H. ONNO RUDING Management For For
1J. ELECTION OF DIRECTOR: MARK S. WRIGHTON Management For For
2. APPROVAL OF THE COMPANY'S EXECUTIVE Management Abstain Against
COMPENSATION.
3. RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS CORNING'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
4. APPROVAL OF CORNING INCORPORATED 2012 Management For For
LONG-TERM INCENTIVE PLAN.
5. AMENDMENT AND RESTATEMENT OF CERTIFICATE OF Management For For
INCORPORATION TO REMOVE PROVISIONS REQUIRING
SUPERMAJORITY VOTE OF SHAREHOLDERS.
DIEBOLD, INCORPORATED
SECURITY 253651103 MEETING TYPE Annual
TICKER SYMBOL DBD MEETING DATE 26-Apr-2012
ISIN US2536511031 AGENDA 933563860 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1 DIRECTOR Management
1 PATRICK W. ALLENDER For For
2 BRUCE L. BYRNES For For
3 MEI-WEI CHENG For For
4 PHILLIP R. COX For For
5 RICHARD L. CRANDALL For For
6 GALE S. FITZGERALD For For
7 JOHN N. LAUER For For
8 RAJESH K. SOIN For For
9 THOMAS W. SWIDARSKI For For
10 HENRY D.G. WALLACE For For
11 ALAN J. WEBER For For
2 TO RATIFY THE APPOINTMENT OF KPMG LLP AS Management For For
INDEPENDENT REGISTERED ACCOUNTING FIRM FOR
THE YEAR 2012.
3 TO APPROVE, ON AN ADVISORY BASIS, NAMED Management Abstain Against
EXECUTIVE OFFICER COMPENSATION.
SENSIENT TECHNOLOGIES CORPORATION
SECURITY 81725T100 MEETING TYPE Annual
TICKER SYMBOL SXT MEETING DATE 26-Apr-2012
ISIN US81725T1007 AGENDA 933567325 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 HANK BROWN For For
2 FERGUS M. CLYDESDALE For For
3 JAMES A.D. CROFT For For
4 WILLIAM V. HICKEY For For
5 KENNETH P. MANNING For For
6 PETER M. SALMON For For
7 ELAINE R. WEDRAL For For
8 ESSIE WHITELAW For For
2. PROPOSAL TO APPROVE THE COMPENSATION PAID TO Management Abstain Against
SENSIENT'S NAMED EXECUTIVE OFFICERS, AS
DISCLOSED PURSUANT TO ITEM 402 OF REGULATION
S-K, INCLUDING THE COMPENSATION DISCUSSION
AND ANALYSIS, COMPENSATION TABLES AND
NARRATIVE DISCUSSION IN THE ACCOMPANYING
PROXY STATEMENT.
3. PROPOSAL THAT SENSIENT'S SHAREHOLDERS APPROVE Management For For
THE COMPANY'S 2012 NON-EMPLOYEE DIRECTORS
STOCK PLAN.
4. PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & Management For For
YOUNG LLP, CERTIFIED PUBLIC ACCOUNTANTS, AS
THE INDEPENDENT AUDITORS OF THE COMPANY FOR
2012.
MEDIA GENERAL, INC.
SECURITY 584404107 MEETING TYPE Annual
TICKER SYMBOL MEG MEETING DATE 26-Apr-2012
ISIN US5844041070 AGENDA 933586969 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 SCOTT D. ANTHONY Withheld Against
2 DENNIS J. FITZSIMONS For For
3 CARL S. THIGPEN For For
GATX CORPORATION
SECURITY 361448103 MEETING TYPE Annual
TICKER SYMBOL GMT MEETING DATE 27-Apr-2012
ISIN US3614481030 AGENDA 933566107 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1.1 ELECTION OF DIRECTOR: ANNE L. ARVIA Management For For
1.2 ELECTION OF DIRECTOR: ERNST A. HABERLI Management For For
1.3 ELECTION OF DIRECTOR: BRIAN A. KENNEY Management For For
1.4 ELECTION OF DIRECTOR: MARK G. MCGRATH Management For For
1.5 ELECTION OF DIRECTOR: JAMES B. REAM Management For For
1.6 ELECTION OF DIRECTOR: ROBERT J. RITCHIE Management For For
1.7 ELECTION OF DIRECTOR: DAVID S. SUTHERLAND Management For For
1.8 ELECTION OF DIRECTOR: CASEY J. SYLLA Management For For
2. RATIFICATION OF THE APPOINTMENT OF THE Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE FISCAL YEAR ENDING DECEMBER 31, 2012
3. APPROVAL OF THE GATX CORPORATION 2012 Management Against Against
INCENTIVE AWARD PLAN
4. ADVISORY RESOLUTION TO APPROVE
EXECUTIVE COMPENSATION Management Abstain Against
MYERS INDUSTRIES, INC.
SECURITY 628464109 MEETING TYPE Contested-Annual
TICKER SYMBOL MYE MEETING DATE 27-Apr-2012
ISIN US6284641098 AGENDA 933582404 - Opposition
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 RICHARD L. BREADY For For
2 ROBERT S. PRATHER, JR. For For
2. THE RATIFICATION OF THE BOARD'S APPOINTMENT Management For For
OF ERNST & YOUNG LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
COMPANY FOR FISCAL 2012.
3. A NON-BINDING ADVISORY VOTE ON EXECUTIVE Management Against For
COMPENSATION.
FERRO CORPORATION
SECURITY 315405100 MEETING TYPE Annual
TICKER SYMBOL FOE MEETING DATE 27-Apr-2012
ISIN US3154051003 AGENDA 933584650 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 JENNIE S. HWANG, PH.D. Withheld Against
2 JAMES F. KIRSCH Withheld Against
3 PETER T. KONG Withheld Against
2. RATIFICATION OF THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTANT.
3. APPROVAL, IN A NON-BINDING ADVISORY VOTE, OF Management For For
THE COMPENSATION FOR NAMED EXECUTIVE OFFICERS
AS DISCLOSED IN THIS PROXY STATEMENT.
4. IF PROPERLY PRESENTED, A SHAREHOLDER PROPOSAL. Shareholder Against For
GRUPO TELEVISA, S.A.B.
SECURITY 40049J206 MEETING TYPE Special
TICKER SYMBOL TV MEETING DATE 27-Apr-2012
ISIN US40049J2069 AGENDA 933608551 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
L1 APPOINTMENT AND/OR RATIFICATION, AS THE CASE Management For For
MAY BE, OF THE MEMBERS OF THE BOARD OF
DIRECTORS TO BE APPOINTED AT THIS MEETING
PURSUANT TO ARTICLES TWENTY SIXTH, TWENTY
SEVENTH AND OTHER APPLICABLE ARTICLES OF THE
CORPORATE BY-LAWS.
L2 APPOINTMENT OF DELEGATES TO CARRY OUT AND Management For For
FORMALIZE THE RESOLUTIONS ADOPTED AT THIS
MEETING.
1 PRESENTATION AND, IN ITS CASE, APPROVAL OF Management For For
THE REPORTS REFERRED TO IN ARTICLE 28,
PARAGRAPH IV OF THE SECURITIES MARKET LAW,
INCLUDING THE FINANCIAL STATEMENTS FOR THE
YEAR ENDED ON DECEMBER 31, 2011 AND
RESOLUTIONS REGARDING THE ACTIONS TAKEN BY
THE BOARD OF DIRECTORS, THE COMMITTEES AND
THE CHIEF EXECUTIVE OFFICER OF THE COMPANY.
2 PRESENTATION OF THE REPORT REGARDING CERTAIN Management For For
FISCAL OBLIGATIONS OF THE COMPANY, PURSUANT
TO THE APPLICABLE LEGISLATION.
3 RESOLUTION REGARDING THE ALLOCATION OF FINAL Management For For
RESULTS FOR THE YEAR ENDED ON DECEMBER 31,
2011.
4 RESOLUTION REGARDING (I) THE AMOUNT THAT MAY Management For For
BE ALLOCATED TO THE REPURCHASE OF SHARES OF
THE COMPANY PURSUANT TO ARTICLE 56, PARAGRAPH
IV OF THE SECURITIES MARKET LAW; AND (II) THE
PRESENTATION OF THE REPORT ON THE POLICIES
AND RESOLUTIONS ADOPTED BY THE BOARD OF
DIRECTORS OF THE COMPANY, REGARDING THE
ACQUISITION AND SALE OF SUCH SHARES.
5 APPOINTMENT AND/OR RATIFICATION, AS THE CASE Management For For
MAY BE, OF THE MEMBERS THAT SHALL FORM THE
BOARD OF DIRECTORS, THE SECRETARY AND
OFFICERS OF THE COMPANY.
6 APPOINTMENT AND/OR RATIFICATION, AS THE CASE Management For For
MAY BE, OF THE MEMBERS THAT SHALL FORM THE
EXECUTIVE COMMITTEE.
7 APPOINTMENT AND/OR RATIFICATION, AS Management For For
THE CASE MAY BE, OF THE CHAIRMAN OF
THE AUDIT AND CORPORATE PRACTICES
COMMITTEE.
8 COMPENSATION TO THE MEMBERS OF THE BOARD OF Management For For
DIRECTORS, OF THE EXECUTIVE COMMITTEE, OF THE
AUDIT AND CORPORATE PRACTICES COMMITTEE, AS
WELL AS TO THE SECRETARY.
9 APPOINTMENT OF DELEGATES WHO WILL CARRY OUT Management For For
AND FORMALIZE THE RESOLUTIONS ADOPTED AT THIS
MEETING.
D1 APPOINTMENT AND/OR RATIFICATION, AS THE CASE Management For For
MAY BE, OF THE MEMBERS OF THE BOARD OF
DIRECTORS TO BE APPOINTED AT THIS MEETING
PURSUANT TO ARTICLES TWENTY SIXTH, TWENTY
SEVENTH AND OTHER APPLICABLE ARTICLES OF THE
CORPORATE BY-LAWS.
D2 APPOINTMENT OF DELEGATES TO CARRY OUT AND Management For For
FORMALIZE THE RESOLUTIONS ADOPTED AT THIS
MEETING.
AB1 RESOLUTION REGARDING THE CANCELLATION OF Management For For
SHARES AND THE CONSEQUENT REDUCTION OF THE
CAPITAL STOCK AND THE AMENDMENT TO ARTICLE
SIXTH OF THE CORPORATE BY-LAWS.
AB2 APPOINTMENT OF DELEGATES WHO WILL CARRY OUT Management For For
AND FORMALIZE THE RESOLUTIONS ADOPTED AT THIS
MEETING.
GRUPO TELEVISA, S.A.B.
SECURITY 40049J206 MEETING TYPE Special
TICKER SYMBOL TV MEETING DATE 27-Apr-2012
ISIN US40049J2069 AGENDA 933613956 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
L1 APPOINTMENT AND/OR RATIFICATION, AS THE CASE Management For For
MAY BE, OF THE MEMBERS OF THE BOARD OF
DIRECTORS TO BE APPOINTED AT THIS MEETING
PURSUANT TO ARTICLES TWENTY SIXTH, TWENTY
SEVENTH AND OTHER APPLICABLE ARTICLES OF THE
CORPORATE BY-LAWS.
L2 APPOINTMENT OF DELEGATES TO CARRY OUT AND Management For For
FORMALIZE THE RESOLUTIONS ADOPTED AT THIS
MEETING.
1 PRESENTATION AND, IN ITS CASE, APPROVAL OF Management For For
THE REPORTS REFERRED TO IN ARTICLE 28,
PARAGRAPH IV OF THE SECURITIES MARKET LAW,
INCLUDING THE FINANCIAL STATEMENTS FOR THE
YEAR ENDED ON DECEMBER 31, 2011 AND
RESOLUTIONS REGARDING THE ACTIONS TAKEN BY
THE BOARD OF DIRECTORS, THE COMMITTEES AND
THE CHIEF EXECUTIVE OFFICER OF THE COMPANY.
2 PRESENTATION OF THE REPORT REGARDING CERTAIN Management For For
FISCAL OBLIGATIONS OF THE COMPANY, PURSUANT
TO THE APPLICABLE LEGISLATION.
3 RESOLUTION REGARDING THE ALLOCATION OF FINAL Management For For
RESULTS FOR THE YEAR ENDED ON DECEMBER 31,
2011.
4 RESOLUTION REGARDING (I) THE AMOUNT THAT MAY Management For For
BE ALLOCATED TO THE REPURCHASE OF SHARES OF
THE COMPANY PURSUANT TO ARTICLE 56, PARAGRAPH
IV OF THE SECURITIES MARKET LAW; AND (II) THE
PRESENTATION OF THE REPORT ON THE POLICIES
AND RESOLUTIONS ADOPTED BY THE BOARD OF
DIRECTORS OF THE COMPANY, REGARDING THE
ACQUISITION AND SALE OF SUCH SHARES.
5 APPOINTMENT AND/OR RATIFICATION, AS THE CASE Management For For
MAY BE, OF THE MEMBERS THAT SHALL FORM THE
BOARD OF DIRECTORS, THE SECRETARY AND
OFFICERS OF THE COMPANY.
6 APPOINTMENT AND/OR RATIFICATION, AS THE CASE Management For For
MAY BE, OF THE MEMBERS THAT SHALL FORM THE
EXECUTIVE COMMITTEE.
7 APPOINTMENT AND/OR RATIFICATION, AS THE CASE Management For For
MAY BE, OF THE CHAIRMAN OF THE AUDIT AND
CORPORATE PRACTICES COMMITTEE.
8 COMPENSATION TO THE MEMBERS OF THE BOARD OF Management For For
DIRECTORS, OF THE EXECUTIVE COMMITTEE, OF THE
AUDIT AND CORPORATE PRACTICES COMMITTEE, AS
WELL AS TO THE SECRETARY.
9 APPOINTMENT OF DELEGATES WHO WILL CARRY OUT Management For For
AND FORMALIZE THE RESOLUTIONS ADOPTED AT THIS
MEETING.
D1 APPOINTMENT AND/OR RATIFICATION, AS THE CASE Management For For
MAY BE, OF THE MEMBERS OF THE BOARD OF
DIRECTORS TO BE APPOINTED AT THIS MEETING
PURSUANT TO ARTICLES TWENTY SIXTH, TWENTY
SEVENTH AND OTHER APPLICABLE ARTICLES OF THE
CORPORATE BY-LAWS.
D2 APPOINTMENT OF DELEGATES TO CARRY OUT AND Management For For
FORMALIZE THE RESOLUTIONS ADOPTED AT THIS
MEETING.
AB1 RESOLUTION REGARDING THE Management For For
CANCELLATION OF SHARES AND THE
CONSEQUENT REDUCTION OF THE CAPITAL
STOCK AND THE AMENDMENT TO ARTICLE
SIXTH OF THE CORPORATE BY-LAWS.
AB2 APPOINTMENT OF DELEGATES WHO WILL CARRY OUT Management For For
AND FORMALIZE THE RESOLUTIONS ADOPTED AT THIS
MEETING.
THE BOEING COMPANY
SECURITY 097023105 MEETING TYPE Annual
TICKER SYMBOL BA MEETING DATE 30-Apr-2012
ISIN US0970231058 AGENDA 933565977 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: DAVID L. CALHOUN Management For For
1B. ELECTION OF DIRECTOR: ARTHUR D. COLLINS, JR. Management For For
1C. ELECTION OF DIRECTOR: LINDA Z. COOK Management For For
1D. ELECTION OF DIRECTOR: KENNETH M. DUBERSTEIN Management For For
1E. ELECTION OF DIRECTOR: EDMUND P. GIAMBASTIANI, Management For For
JR.
1F. ELECTION OF DIRECTOR: LAWRENCE W. KELLNER Management For For
1G. ELECTION OF DIRECTOR: EDWARD M. LIDDY Management For For
1H. ELECTION OF DIRECTOR: W. JAMES MCNERNEY, JR. Management For For
1I. ELECTION OF DIRECTOR: SUSAN C. SCHWAB Management For For
1J. ELECTION OF DIRECTOR: RONALD A. WILLIAMS Management For For
1K. ELECTION OF DIRECTOR: MIKE S. ZAFIROVSKI Management For For
2. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Management Abstain Against
OFFICER COMPENSATION.
3. RATIFICATION OF THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS INDEPENDENT AUDITOR FOR 2012.
4. REPORT ON POLITICAL AND TRADE ASSOCIATION Shareholder Against For
CONTRIBUTIONS.
5. ACTION BY WRITTEN CONSENT. Shareholder Against For
6. RETENTION OF SIGNIFICANT STOCK BY FORMER Shareholder Against For
EXECUTIVES.
7. EXTRAORDINARY RETIREMENT BENEFITS. Shareholder Against For
AMERICAN EXPRESS COMPANY
SECURITY 025816109 MEETING TYPE Annual
TICKER SYMBOL AXP MEETING DATE 30-Apr-2012
ISIN US0258161092 AGENDA 933566094 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 C. BARSHEFSKY For For
2 U.M. BURNS For For
3 K.I. CHENAULT For For
4 P. CHERNIN For For
5 T.J. LEONSIS For For
6 J. LESCHLY For For
7 R.C. LEVIN For For
8 R.A. MCGINN For For
9 E.D. MILLER For For
10 S.S REINEMUND For For
11 R.D. WALTER For For
12 R.A. WILLIAMS For For
2. RATIFICATION OF APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2012.
3. ADVISORY RESOLUTION TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION.
4. APPROVAL OF PERFORMANCE GOALS AND AWARD Management For For
LIMITS UNDER 2007 INCENTIVE COMPENSATION PLAN.
5. SHAREHOLDER PROPOSAL RELATING TO CUMULATIVE Shareholder Against For
VOTING FOR DIRECTORS.
6. SHAREHOLDER PROPOSAL RELATING TO SEPARATION Shareholder Against For
OF CHAIRMAN AND CEO ROLES.
INTERNATIONAL FLAVORS & FRAGRANCES INC.
SECURITY 459506101 MEETING TYPE Annual
TICKER SYMBOL IFF MEETING DATE 01-May-2012
ISIN US4595061015 AGENDA 933566070 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: MARCELLO BOTTOLI Management For For
1B. ELECTION OF DIRECTOR: LINDA B. BUCK Management For For
1C. ELECTION OF DIRECTOR: J. MICHAEL COOK Management For For
1D. ELECTION OF DIRECTOR: ROGER W. FERGUSON, JR. Management For For
1E. ELECTION OF DIRECTOR: ANDREAS FIBIG Management For For
1F. ELECTION OF DIRECTOR: ALEXANDRA A. HERZAN Management For For
1G. ELECTION OF DIRECTOR: HENRY W. HOWELL, JR. Management For For
1H. ELECTION OF DIRECTOR: KATHERINE M. HUDSON Management For For
1I. ELECTION OF DIRECTOR: ARTHUR C. MARTINEZ Management For For
1J. ELECTION OF DIRECTOR: DALE F. MORRISON Management For For
1K. ELECTION OF DIRECTOR: DOUGLAS D. TOUGH Management For For
2. TO RATIFY SELECTION OF PRICEWATERHOUSECOOPERS Management For For
LLP AS COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2012.
3. ADVISORY VOTE TO APPROVE THE COMPENSATION Management Abstain Against
PAID TO THE COMPANY'S NAMED EXECUTIVE
OFFICERS IN 2011.
LABORATORY CORP. OF AMERICA HOLDINGS
SECURITY 50540R409 MEETING TYPE Annual
TICKER SYMBOL LH MEETING DATE 01-May-2012
ISIN US50540R4092 AGENDA 933567034 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: DAVID P. KING Management For For
1B. ELECTION OF DIRECTOR: KERRII B. ANDERSON Management For For
1C. ELECTION OF DIRECTOR: JEAN-LUC BELINGARD Management For For
1D. ELECTION OF DIRECTOR: N. ANTHONY COLES, JR., Management For For
M.D., M.P.H.
1E. ELECTION OF DIRECTOR: WENDY E. LANE Management For For
1F. ELECTION OF DIRECTOR: THOMAS P. MAC MAHON Management For For
1G. ELECTION OF DIRECTOR: ROBERT E. MITTELSTAEDT, Management For For
JR.
1H. ELECTION OF DIRECTOR: ARTHUR H. RUBENSTEIN, Management For For
MBBCH
1I. ELECTION OF DIRECTOR: M. KEITH WEIKEL, PH.D. Management For For
1J. ELECTION OF DIRECTOR: R. SANDERS WILLIAMS, Management For For
M.D.
2. TO APPROVE, BY NON-BINDING VOTE, EXECUTIVE Management Abstain Against
COMPENSATION.
3. TO APPROVE THE LABORATORY CORPORATION OF Management Against Against
AMERICA HOLDINGS 2012 OMNIBUS INCENTIVE PLAN.
4. TO APPROVE AN AMENDMENT TO THE LABORATORY Management For For
CORPORATION OF AMERICA HOLDINGS 1997 EMPLOYEE
STOCK PURCHASE PLAN.
5. RATIFICATION OF THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2012.
CINCINNATI BELL INC.
SECURITY 171871106 MEETING TYPE Annual
TICKER SYMBOL CBB MEETING DATE 01-May-2012
ISIN US1718711062 AGENDA 933567402 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: PHILLIP R. COX Management For For
1B. ELECTION OF DIRECTOR: BRUCE L. BYRNES Management For For
1C. ELECTION OF DIRECTOR: JOHN F. CASSIDY Management For For
1D. ELECTION OF DIRECTOR: JAKKI L. HAUSSLER Management For For
1E. ELECTION OF DIRECTOR: CRAIG F. MAIER Management For For
1F. ELECTION OF DIRECTOR: ALAN R. SCHRIBER Management For For
1G. ELECTION OF DIRECTOR: ALEX SHUMATE Management For For
1H. ELECTION OF DIRECTOR: LYNN A. WENTWORTH Management For For
1I. ELECTION OF DIRECTOR: GARY J. WOJTASZEK Management For For
1J. ELECTION OF DIRECTOR: JOHN M. ZRNO Management For For
2. TO APPROVE, BY NON-BINDING VOTE, EXECUTIVE Management For For
COMPENSATION.
3. TO REAPPROVE THE MATERIAL TERMS OF THE Management For For
PERFORMANCE GOALS OF THE CINCINNATI BELL INC.
2007 LONG TERM INCENTIVE PLAN.
4. TO APPROVE THE AMENDMENT TO THE CINCINNATI Management For For
BELL INC. 2007 STOCK OPTION PLAN FOR
NON-EMPLOYEE DIRECTORS.
5. RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE Management For For
LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR FISCAL 2012.
AMETEK INC.
SECURITY 031100100 MEETING TYPE Annual
TICKER SYMBOL AME MEETING DATE 01-May-2012
ISIN US0311001004 AGENDA 933574407 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 JAMES R. MALONE For For
2 ELIZABETH R. VARET For For
3 DENNIS K. WILLIAMS For For
2. APPROVAL, BY NON-BINDING ADVISORY VOTE, OF Management Abstain Against
AMETEK, INC. EXECUTIVE COMPENSATION.
3. RATIFICATION OF ERNST & YOUNG LLP AS Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.
AARON'S INC.
SECURITY 002535300 MEETING TYPE Annual
TICKER SYMBOL AAN MEETING DATE 01-May-2012
ISIN US0025353006 AGENDA 933602838 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 WILLIAM K. BUTLER, JR. For For
2 LEO BENATAR For For
3 JOHN B. SCHUERHOLZ For For
2. APPROVAL OF A NON-BINDING RESOLUTION TO Management Abstain Against
APPROVE THE COMPENSATION OF THE COMPANY'S
NAMED EXECUTIVE OFFICERS.
CIRCOR INTERNATIONAL, INC.
SECURITY 17273K109 MEETING TYPE Annual
TICKER SYMBOL CIR MEETING DATE 02-May-2012
ISIN US17273K1097 AGENDA 933566549 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1 DIRECTOR Management
1 DAVID F. DIETZ For For
2 DOUGLAS M. HAYES For For
3 THOMAS E. NAUGLE For For
2 TO RATIFY THE AUDIT COMMITTEE OF THE BOARD OF Management For For
DIRECTOR'S SELECTION OF GRANT THORNTON LLP AS
THE COMPANY'S INDEPENDENT AUDITORS FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2012.
3 TO CONSIDER AN ADVISORY RESOLUTION APPROVING Management Abstain Against
THE COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
DISH NETWORK CORPORATION
SECURITY 25470M109 MEETING TYPE Annual
TICKER SYMBOL DISH MEETING DATE 02-May-2012
ISIN US25470M1099 AGENDA 933569331 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 JOSEPH P. CLAYTON For For
2 JAMES DEFRANCO For For
3 CANTEY M. ERGEN For For
4 CHARLES W. ERGEN For For
5 STEVEN R. GOODBARN For For
6 GARY S. HOWARD For For
7 DAVID K. MOSKOWITZ For For
8 TOM A. ORTOLF For For
9 CARL E. VOGEL For For
2. TO RATIFY THE APPOINTMENT OF KPMG LLP AS OUR Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR FISCAL YEAR ENDING DECEMBER 31, 2012.
3. TO TRANSACT SUCH OTHER BUSINESS AS MAY Management For For
PROPERLY COME BEFORE THE ANNUAL MEETING OR
ANY ADJOURNMENT THEREOF.
THOMAS & BETTS CORPORATION
SECURITY 884315102 MEETING TYPE Special
TICKER SYMBOL TNB MEETING DATE 02-May-2012
ISIN US8843151023 AGENDA 933590766 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. TO APPROVE THE AGREEMENT AND PLAN OF MERGER Management For For
DATED AS OF JANUARY 29, 2012 AMONG THOMAS &
BETTS CORPORATION, ABB LTD AND EDISON
ACQUISITION CORPORATION, AS IT MAY BE AMENDED
FROM TIME TO TIME.
2. TO APPROVE AN ADJOURNMENT OF THE SPECIAL Management For For
MEETING OF SHAREHOLDERS IF NECESSARY OR
APPROPRIATE, IN THE VIEW OF THE BOARD OF
DIRECTORS, TO SOLICIT ADDITIONAL PROXIES IN
FAVOR OF PROPOSAL 1 IF THERE ARE NOT
SUFFICIENT VOTES AT THE TIME OF SUCH
ADJOURNMENT TO APPROVE PROPOSAL 1.
3. TO APPROVE, ON A NON-BINDING, ADVISORY BASIS, Management For For
CERTAIN COMPENSATION TO BE PAID BY THOMAS &
BETTS CORPORATION TO ITS NAMED EXECUTIVE
OFFICERS THAT IS BASED ON OR OTHERWISE
RELATES TO THE MERGER.
KIMBERLY-CLARK CORPORATION
SECURITY 494368103 MEETING TYPE Annual
TICKER SYMBOL KMB MEETING DATE 03-May-2012
ISIN US4943681035 AGENDA 933559657 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: JOHN R. ALM Management For For
1B. ELECTION OF DIRECTOR: JOHN F. BERGSTROM Management For For
1C. ELECTION OF DIRECTOR: ABELARDO E. BRU Management For For
1D. ELECTION OF DIRECTOR: ROBERT W. DECHERD Management For For
1E. ELECTION OF DIRECTOR: THOMAS J. FALK Management For For
1F. ELECTION OF DIRECTOR: FABIAN T. GARCIA Management For For
1G. ELECTION OF DIRECTOR: MAE C. JEMISON, M.D. Management For For
1H. ELECTION OF DIRECTOR: JAMES M. JENNESS Management For For
1I. ELECTION OF DIRECTOR: NANCY J. KARCH Management For For
1J. ELECTION OF DIRECTOR: IAN C. READ Management For For
1K. ELECTION OF DIRECTOR: LINDA JOHNSON RICE Management For For
1L. ELECTION OF DIRECTOR: MARC J. SHAPIRO Management For For
2. RATIFICATION OF AUDITORS Management For For
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Management Abstain Against
OFFICER COMPENSATION
DIRECTV
SECURITY 25490A101 MEETING TYPE Annual
TICKER SYMBOL DTV MEETING DATE 03-May-2012
ISIN US25490A1016 AGENDA 933563769 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: RALPH BOYD, JR. Management For For
1B. ELECTION OF DIRECTOR: DAVID DILLON Management For For
1C. ELECTION OF DIRECTOR: SAMUEL DIPIAZZA, JR. Management For For
1D. ELECTION OF DIRECTOR: DIXON DOLL Management For For
1E. ELECTION OF DIRECTOR: PETER LUND Management For For
1F. ELECTION OF DIRECTOR: NANCY NEWCOMB Management For For
1G. ELECTION OF DIRECTOR: LORRIE NORRINGTON Management For For
2. TO RATIFY THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR DIRECTV FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2012.
3. TO AMEND THE SECOND AMENDED AND RESTATED Management For For
CERTIFICATE OF INCORPORATION OF DIRECTV TO
MAKE CERTAIN CHANGES REGARDING THE CAPITAL
STOCK OF THE COMPANY, INCLUDING THE
RECLASSIFICATION OF CLASS A AND CLASS B
COMMON STOCK AND THE INCREASE OF AUTHORIZED
SHARES OF COMMON STOCK FROM 3,947,000,000 TO
3,950,000,000.
4. AN ADVISORY VOTE TO APPROVE COMPENSATION OF Management Abstain Against
OUR NAMED EXECUTIVES.
5. SHAREHOLDER PROPOSAL TO ADOPT A POLICY THAT Shareholder Against For
THERE WOULD BE NO ACCELERATION OF PERFORMANCE
BASE EQUITY AWARDS UPON A CHANGE IN CONTROL.
AMPCO-PITTSBURGH CORPORATION
SECURITY 032037103 MEETING TYPE Annual
TICKER SYMBOL AP MEETING DATE 03-May-2012
ISIN US0320371034 AGENDA 933568947 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 ROBERT J. APPEL For For
2 PAUL A. GOULD For For
3 ROBERT A. PAUL For For
2. TO APPROVE, IN A NON-BINDING VOTE, THE Management Abstain Against
COMPENSATION OF THE NAMED EXECUTIVE OFFICERS.
3. TO RATIFY THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2012.
ECHOSTAR CORPORATION
SECURITY 278768106 MEETING TYPE Annual
TICKER SYMBOL SATS MEETING DATE 03-May-2012
ISIN US2787681061 AGENDA 933570625 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 R. STANTON DODGE For For
2 MICHAEL T. DUGAN For For
3 CHARLES W. ERGEN For For
4 ANTHONY M. FEDERICO For For
5 PRADMAN P. KAUL For For
6 TOM A. ORTOLF For For
7 C. MICHAEL SCHROEDE R For For
2. TO RATIFY THE APPOINTMENT OF KPMG LLP AS OUR Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR FISCAL YEAR ENDING DECEMBER 31, 2012.
3. TO TRANSACT SUCH OTHER BUSINESS AS MAY Management For For
PROPERLY COME BEFORE THE ANNUAL MEETING OR
ANY ADJOURNMENT THEREOF.
ROLLS-ROYCE HOLDINGS PLC, LONDON
SECURITY G76225104 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 04-May-2012
ISIN GB00B63H8491 AGENDA 703673396 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1 To receive the Directors' report and the Management For For
financial statements for the year ended
December 31, 2011
2 To approve the Directors' remuneration report Management For For
for the year ended December 31, 2011
3 To elect Lewis Booth as a director of the Management For For
Company
4 To elect Sir Frank Chapman as a director of Management For For
the Company
5 To elect Mark Morris as a director of the Management For For
Company
6 To re-elect Sir Simon Robertson as a director Management For For
of the Company
7 To re-elect John Rishton as a director of the Management For For
Company
8 To re-elect Dame Helen Alexander as a Management For For
director of the Company
9 To re-elect Peter Byrom as a director of the Management For For
Company
10 To re-elect Iain Conn as a director of the Management For For
Company
11 To re-elect James Guyette as a director of Management For For
the Company
12 To re-elect John McAdam as a director of the Management For For
Company
13 To re-elect John Neill CBE as a director of Management For For
the Company
14 To re-elect Colin Smith as a director of the Management For For
Company
15 To re-elect Ian Strachan as a director of the Management For For
Company
16 To re-elect Mike Terrett as a director of the Management For For
Company
17 To reappoint the auditors: KPMG Audit Plc Management For For
18 To authorise the directors to determine the Management For For
auditor's remuneration
19 To authorise payment to shareholders Management For For
20 To authorise political donations and Management For For
political expenditure
21 To authorise the directors to allot shares Management For For
(s.551)
22 To disapply pre-emption rights (s.561) Management Against Against
23 To authorise the Company to purchase its own Management For For
ordinary shares
FRANKLIN ELECTRIC CO., INC.
SECURITY 353514102 MEETING TYPE Annual
TICKER SYMBOL FELE MEETING DATE 04-May-2012
ISIN US3535141028 AGENDA 933563733 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 JEROME D. BRADY For For
2 DAVID M. WATHEN For For
2. TO RATIFY THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE, LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE 2012 FISCAL YEAR.
3. TO APPROVE, ON AN ADVISORY BASIS, THE Management Abstain Against
EXECUTIVE COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS AS DISCLOSED IN THE PROXY STATEMENT.
4. TO APPROVE THE FRANKLIN ELECTRIC CO., INC. Management Against Against
2012 STOCK PLAN.
MEAD JOHNSON NUTRITION COMPANY
SECURITY 582839106 MEETING TYPE Annual
TICKER SYMBOL MJN MEETING DATE 04-May-2012
ISIN US5828391061 AGENDA 933580359 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: STEPHEN W. GOLSBY Management For For
1B. ELECTION OF DIRECTOR: DR. STEVEN M. ALTSCHULER Management For For
1C. ELECTION OF DIRECTOR: HOWARD B. BERNICK Management For For
1D. ELECTION OF DIRECTOR: KIMBERLY A. CASIANO Management For For
1E. ELECTION OF DIRECTOR: ANNA C. CATALANO Management For For
1F. ELECTION OF DIRECTOR: DR. CELESTE A. CLARK Management For For
1G. ELECTION OF DIRECTOR: JAMES M. CORNELIUS Management For For
1H. ELECTION OF DIRECTOR: PETER G. RATCLIFFE Management For For
1I. ELECTION OF DIRECTOR: DR. ELLIOTT SIGAL Management For For
1J. ELECTION OF DIRECTOR: ROBERT S. SINGER Management For For
2. ADVISORY APPROVAL OF NAMED EXECUTIVE OFFICER Management Abstain Against
COMPENSATION
3. THE RATIFICATION OF THE APPOINTMENT OF Management For For
DELOITTE & TOUCHE LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2012
CURTISS-WRIGHT CORPORATION
SECURITY 231561101 MEETING TYPE Annual
TICKER SYMBOL CW MEETING DATE 04-May-2012
ISIN US2315611010 AGENDA 933584422 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 MARTIN R. BENANTE For For
2 DEAN M. FLATT For For
3 S. MARCE FULLER For For
4 ALLEN A. KOZINSKI For For
5 JOHN R. MYERS For For
6 JOHN B. NATHMAN For For
7 ROBERT J. RIVET For For
8 WILLIAM W. SIHLER For For
9 ALBERT E. SMITH For For
2. PROPOSAL TO RATIFY THE APPOINTMENT OF Management For For
DELOITTE & TOUCHE LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR 2012.
3. PROPOSAL ON ADVISORY (NON-BINDING) VOTE ON Management For For
EXECUTIVE COMPENSATION.
TOOTSIE ROLL INDUSTRIES, INC.
SECURITY 890516107 MEETING TYPE Annual
TICKER SYMBOL TR MEETING DATE 07-May-2012
ISIN US8905161076 AGENDA 933571033 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 MELVIN J. GORDON For For
2 ELLEN R. GORDON For For
3 LANA JANE LEWIS-BRENT For For
4 BARRE A. SEIBERT For For
5 RICHARD P. BERGEMAN For For
2. RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR
2012.
ARGO GROUP INTERNATIONAL HOLDINGS, LTD.
SECURITY G0464B107 MEETING TYPE Annual
TICKER SYMBOL AGII MEETING DATE 08-May-2012
ISIN BMG0464B1072 AGENDA 933561462 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
01 DIRECTOR Management
1 NABIL N. EL-HAGE For For
2 MURAL R. JOSEPHSON For For
3 GARY V. WOODS For For
02 TO CONSIDER AND APPROVE AN AMENDMENT AND Management Against Against
RESTATEMENT OF OUR BYE-LAWS.
03 TO VOTE ON A PROPOSAL TO APPROVE, ON AN Management Abstain Against
ADVISORY, NON-BINDING BASIS, THE COMPENSATION
OF OUR NAMED EXECUTIVE OFFICERS.
04 TO CONSIDER AND APPROVE THE RECOMMENDATION OF Management For For
THE AUDIT COMMITTEE OF OUR BOARD OF DIRECTORS
THAT ERNST & YOUNG LLP BE APPOINTED AS OUR
INDEPENDENT AUDITORS FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2012 AND TO REFER THE
DETERMINATION OF THE INDEPENDENT AUDITORS
REMUNERATION TO THE AUDIT COMMITTEE OF OUR
BOARD OF DIRECTORS.
JOURNAL COMMUNICATIONS, INC.
SECURITY 481130102 MEETING TYPE Annual
TICKER SYMBOL JRN MEETING DATE 08-May-2012
ISIN US4811301021 AGENDA 933570005 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 DAVID J. DRURY For For
2 JONATHAN NEWCOMB For For
2. NON-BINDING RESOLUTION TO APPROVE THE Management For For
COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE
OFFICERS AS DISCLOSED IN THE ACCOMPANYING
PROXY STATEMENT
3. RE-APPROVAL OF THE MATERIAL TERMS OF THE Management For For
PERFORMANCE GOALS FOR QUALIFIED
PERFORMANCE-BASED AWARDS UNDER THE COMPANY'S
2007 OMNIBUS INCENTIVE PLAN
4. RATIFICATION OF THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE FISCAL YEAR ENDING DECEMBER 30, 2012
BOSTON SCIENTIFIC CORPORATION
SECURITY 101137107 MEETING TYPE Annual
TICKER SYMBOL BSX MEETING DATE 08-May-2012
ISIN US1011371077 AGENDA 933577326 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: KATHARINE T. BARTLETT Management For For
1B. ELECTION OF DIRECTOR: BRUCE L. BYRNES Management For For
1C. ELECTION OF DIRECTOR: NELDA J. CONNORS Management For For
1D. ELECTION OF DIRECTOR: KRISTINA M. JOHNSON Management For For
1E. ELECTION OF DIRECTOR: WILLIAM H. KUCHEMAN Management For For
1F. ELECTION OF DIRECTOR: ERNEST MARIO Management For For
1G. ELECTION OF DIRECTOR: N.J. NICHOLAS, JR. Management For For
1H. ELECTION OF DIRECTOR: PETE M. NICHOLAS Management For For
1I. ELECTION OF DIRECTOR: UWE E. REINHARDT Management For For
1J. ELECTION OF DIRECTOR: JOHN E. SUNUNU Management For For
2. TO CONSIDER AND VOTE UPON AN ADVISORY VOTE TO Management Abstain Against
APPROVE NAMED EXECUTIVE OFFICER COMPENSATION.
3. TO RATIFY APPOINTMENT OF ERNST & YOUNG LLP AS Management For For
OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE 2012 FISCAL YEAR.
4. TO APPROVE AN AMENDMENT AND RESTATEMENT OF Management For For
OUR BY-LAWS TO PROVIDE FOR A MAJORITY VOTE
STANDARD IN UNCONTESTED DIRECTOR ELECTIONS.
ITT CORPORATION
SECURITY 450911201 MEETING TYPE Annual
TICKER SYMBOL ITT MEETING DATE 08-May-2012
ISIN US4509112011 AGENDA 933578467 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: DENISE L. RAMOS Management For For
1B. ELECTION OF DIRECTOR: FRANK T. MACINNIS Management For For
1C. ELECTION OF DIRECTOR: ORLANDO D. ASHFORD Management For For
1D. ELECTION OF DIRECTOR: PETER D'ALOIA Management For For
1E. ELECTION OF DIRECTOR: DONALD DEFOSSET, JR. Management For For
1F. ELECTION OF DIRECTOR: CHRISTINA A. GOLD Management For For
1G. ELECTION OF DIRECTOR: GENERAL PAUL J. KERN Management For For
1H. ELECTION OF DIRECTOR: LINDA S. SANFORD Management For For
1I. ELECTION OF DIRECTOR: DONALD J. STEBBINS Management For For
1J. ELECTION OF DIRECTOR: MARKOS I. TAMBAKERAS Management For For
2. RATIFICATION OF THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS ITT'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2012.
3. TO APPROVE, IN A NON-BINDING VOTE, THE Management Abstain Against
COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.
4. TO VOTE ON A SHAREHOLDER PROPOSAL REQUESTING Shareholder Against For
THAT THE COMPANY CHANGE ITS STATE OF
INCORPORATION FROM INDIANA TO DELAWARE.
5. A SHAREHOLDER PROPOSAL REQUESTING THAT Shareholder Against For
WHENEVER POSSIBLE, THE CHAIRMAN OF THE BOARD
BE AN INDEPENDENT DIRECTOR
6. TO VOTE ON A SHAREHOLDER PROPOSAL REQUESTING Shareholder Against For
THAT THE COMPANY AMEND, WHERE APPLICABLE, ITS
POLICIES RELATED TO HUMAN RIGHTS.
LSI CORPORATION
SECURITY 502161102 MEETING TYPE Annual
TICKER SYMBOL LSI MEETING DATE 09-May-2012
ISIN US5021611026 AGENDA 933573114 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: CHARLES A. HAGGERTY Management For For
1B. ELECTION OF DIRECTOR: RICHARD S. HILL Management For For
1C. ELECTION OF DIRECTOR: JOHN H.F. MINER Management For For
1D. ELECTION OF DIRECTOR: ARUN NETRAVALI Management For For
1E. ELECTION OF DIRECTOR: CHARLES C. POPE Management For For
1F. ELECTION OF DIRECTOR: GREGORIO REYES Management For For
1G. ELECTION OF DIRECTOR: MICHAEL G. STRACHAN Management For For
1H. ELECTION OF DIRECTOR: ABHIJIT Y. TALWALKAR Management For For
1I. ELECTION OF DIRECTOR: SUSAN M. WHITNEY Management For For
2. TO RATIFY THE AUDIT COMMITTEE'S SELECTION OF Management For For
PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT
AUDITORS FOR 2012.
3. ADVISORY VOTE TO APPROVE OUR EXECUTIVE Management Abstain Against
COMPENSATION.
4. TO APPROVE OUR AMENDED 2003 EQUITY INCENTIVE Management Against Against
PLAN.
EXELIS, INC
SECURITY 30162A108 MEETING TYPE Annual
TICKER SYMBOL XLS MEETING DATE 09-May-2012
ISIN US30162A1088 AGENDA 933574433 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: RALPH F. HAKE Management For For
1B. ELECTION OF DIRECTOR: DAVID F. MELCHER Management For For
1C. ELECTION OF DIRECTOR: HERMAN E. BULLS Management For For
2. RATIFICATION OF THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2012.
3. APPROVAL OF AN AMENDMENT AND RESTATEMENT OF Management Against Against
THE EXELIS INC. 2011 OMNIBUS INCENTIVE PLAN
TO INCREASE THE NUMBER OF SHARES OF COMMON
STOCK RESERVED FOR ISSUANCE UNDER THE PLAN TO
40 MILLION.
4. APPROVAL, IN A NON-BINDING VOTE, THE Management Abstain Against
COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS AS DESCRIBED IN
THE 2012 PROXY STATEMENT.
5. TO DETERMINE, IN A NON-BINDING VOTE, WHETHER Management Abstain Against
A SHAREHOLDER VOTE TO APPROVE THE
COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS
SHOULD OCCUR EVERY ONE, TWO OR THREE YEARS.
CONOCOPHILLIPS
SECURITY 20825C104 MEETING TYPE Annual
TICKER SYMBOL COP MEETING DATE 09-May-2012
ISIN US20825C1045 AGENDA 933579659 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: RICHARD L. ARMITAGE Management For For
1B. ELECTION OF DIRECTOR: RICHARD H. AUCHINLECK Management For For
1C. ELECTION OF DIRECTOR: JAMES E. COPELAND, JR. Management For For
1D. ELECTION OF DIRECTOR: KENNETH M. DUBERSTEIN Management For For
1E. ELECTION OF DIRECTOR: RUTH R. HARKIN Management For For
1F. ELECTION OF DIRECTOR: RYAN M. LANCE Management For For
1G. ELECTION OF DIRECTOR: MOHD H. MARICAN Management For For
1H. ELECTION OF DIRECTOR: HAROLD W. MCGRAW III Management For For
1I. ELECTION OF DIRECTOR: JAMES J. MULVA Management For For
1J. ELECTION OF DIRECTOR: ROBERT A. NIBLOCK Management For For
1K. ELECTION OF DIRECTOR: HARALD J. NORVIK Management For For
1L. ELECTION OF DIRECTOR: WILLIAM K. REILLY Management For For
1M. ELECTION OF DIRECTOR: VICTORIA J. TSCHINKEL Management For For
1N. ELECTION OF DIRECTOR: KATHRYN C. TURNER Management For For
1O. ELECTION OF DIRECTOR: WILLIAM E. WADE, JR. Management For For
2. PROPOSAL TO RATIFY APPOINTMENT OF ERNST & Management For For
YOUNG LLP AS CONOCOPHILLIPS' INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2012.
3. ADVISORY APPROVAL OF EXECUTIVE COMPENSATION. Management Abstain Against
4. COMPANY ENVIRONMENTAL POLICY (LOUISIANA Shareholder Against For
WETLANDS).
5. ACCIDENT RISK MITIGATION. Shareholder Against For
6. REPORT ON GRASSROOTS LOBBYING EXPENDITURES. Shareholder Against For
7. GREENHOUSE GAS REDUCTION TARGETS. Shareholder Against For
8. GENDER EXPRESSION NON- DISCRIMINATION. Shareholder Against For
NII HOLDINGS, INC.
SECURITY 62913F201 MEETING TYPE Annual
TICKER SYMBOL NIHD MEETING DATE 09-May-2012
ISIN US62913F2011 AGENDA 933585094 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1.1 ELECTION OF DIRECTOR: KEVIN L. BEEBE Management For For
1.2 ELECTION OF DIRECTOR: CAROLYN F. KATZ Management For For
2. AN ADVISORY VOTE ON THE COMPENSATION OF THE Management Abstain Against
COMPANY'S NAMED EXECUTIVE OFFICERS.
3. APPROVAL OF THE 2012 INCENTIVE COMPENSATION Management For For
PLAN.
4. RATIFICATION OF PRICEWATERHOUSECOOPERS LLP AS Management For For
OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR FISCAL YEAR 2012.
QUAKER CHEMICAL CORPORATION
SECURITY 747316107 MEETING TYPE Annual
TICKER SYMBOL KWR MEETING DATE 09-May-2012
ISIN US7473161070 AGENDA 933589268 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 DONALD R. CALDWELL For For
2 WILLIAM R. COOK For For
3 JEFFRY D. FRISBY For For
2. RATIFICATION OF THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR 2012.
FISHER COMMUNICATIONS, INC.
SECURITY 337756209 MEETING TYPE Annual
TICKER SYMBOL FSCI MEETING DATE 09-May-2012
ISIN US3377562091 AGENDA 933600202 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 PAUL A. BIBLE* For For
2 MATTHEW GOLDFARB* For For
3 FRANK P. WILLEY* For For
4 PETER E. MURPHY** For For
2. RATIFICATION OF THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2012.
3. APPROVAL ON ADVISORY BASIS OF THE COMPANY'S Management For For
EXECUTIVE COMPENSATION.
XYLEM INC.
SECURITY 98419M100 MEETING TYPE Annual
TICKER SYMBOL XYL MEETING DATE 10-May-2012
ISIN US98419M1009 AGENDA 933576843 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: VICTORIA D. HARKER Management For For
1B. ELECTION OF DIRECTOR: GRETCHEN W. MCCLAIN Management For For
1C. ELECTION OF DIRECTOR: MARKOS I. TAMBAKERAS Management For For
2. RATIFICATION OF THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2012.
3. TO APPROVE, IN A NON-BINDING VOTE, THE Management Abstain Against
COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.
4. TO DETERMINE, IN A NON-BINDING VOTE, WHETHER Management Abstain Against
A SHAREOWNER VOTE TO APPROVE THE COMPENSATION
OF OUR NAMED EXECUTIVE OFFICERS SHOULD OCCUR
EVERY ONE, TWO OR THREE YEARS.
CVS CAREMARK CORPORATION
SECURITY 126650100 MEETING TYPE Annual
TICKER SYMBOL CVS MEETING DATE 10-May-2012
ISIN US1266501006 AGENDA 933577011 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1.A ELECTION OF DIRECTOR: C. DAVID BROWN II Management For For
1.B ELECTION OF DIRECTOR: DAVID W. DORMAN Management For For
1.C ELECTION OF DIRECTOR: ANNE M. FINUCANE Management For For
1.D ELECTION OF DIRECTOR: KRISTEN GIBNEY WILLIAMS Management For For
1.E ELECTION OF DIRECTOR: MARIAN L. HEARD Management For For
1.F ELECTION OF DIRECTOR: LARRY J. MERLO Management For For
1.G ELECTION OF DIRECTOR: JEAN-PIERRE MILLON Management For For
1.H ELECTION OF DIRECTOR: C.A. LANCE PICCOLO Management For For
1.I ELECTION OF DIRECTOR: RICHARD J. SWIFT Management For For
1.J ELECTION OF DIRECTOR: TONY L. WHITE Management For For
2. RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP Management For For
AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2012.
3. PROPOSAL TO APPROVE THE COMPANY'S EXECUTIVE Management Abstain Against
COMPENSATION AS DISCLOSED IN THE PROXY
STATEMENT.
4. MANAGEMENT PROPOSAL REGARDING STOCKHOLDER Management For For
ACTION BY WRITTEN CONSENT.
5. STOCKHOLDER PROPOSAL REGARDING POLITICAL Shareholder Against For
CONTRIBUTIONS AND EXPENDITURES.
WASTE MANAGEMENT, INC.
SECURITY 94106L109 MEETING TYPE Annual
TICKER SYMBOL WM MEETING DATE 10-May-2012
ISIN US94106L1098 AGENDA 933577441 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: BRADBURY H. ANDERSON Management For For
1B. ELECTION OF DIRECTOR: PASTORA SAN JUAN Management For For
CAFFERTY
1C. ELECTION OF DIRECTOR: FRANK M. CLARK, JR. Management For For
1D. ELECTION OF DIRECTOR: PATRICK W. GROSS Management For For
1E. ELECTION OF DIRECTOR: JOHN C. POPE Management For For
1F. ELECTION OF DIRECTOR: W. ROBERT REUM Management For For
1G. ELECTION OF DIRECTOR: STEVEN G. ROTHMEIER Management For For
1H. ELECTION OF DIRECTOR: DAVID P. STEINER Management For For
1I. ELECTION OF DIRECTOR: THOMAS H. WEIDEMEYER Management For For
2. RATIFY THE APPOINTMENT OF ERNST & YOUNG, LLP Management For For
AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2012.
3. TO APPROVE OUR EXECUTIVE COMPENSATION. Management Abstain Against
4. TO AMEND OUR EMPLOYEE STOCK PURCHASE PLAN TO Management For For
INCREASE THE NUMBER OF SHARES AUTHORIZED FOR
ISSUANCE.
5. STOCKHOLDER PROPOSAL RELATING TO A STOCK Shareholder Against For
RETENTION POLICY REQUIRING SENIOR EXECUTIVES
TO RETAIN A SIGNIFICANT PERCENTAGE OF STOCK
ACQUIRED THROUGH EQUITY PAY PROGRAMS UNTIL
ONE YEAR FOLLOWING TERMINATION OF EMPLOYMENT,
IF PROPERLY PRESENTED AT THE MEETING.
6. STOCKHOLDER PROPOSAL TO AMEND OUR BY-LAWS AND Shareholder Against For
OTHER GOVERNING DOCUMENTS TO GIVE
STOCKHOLDERS OF THE LOWEST PERCENTAGE OF OUR
OUTSTANDING COMMON STOCK PERMITTED BY STATE
LAW THE POWER TO CALL SPECIAL STOCKHOLDER
MEETINGS, IF PROPERLY PRESENTED AT THE
MEETING.
GAYLORD ENTERTAINMENT COMPANY
SECURITY 367905106 MEETING TYPE Annual
TICKER SYMBOL GET MEETING DATE 10-May-2012
ISIN US3679051066 AGENDA 933591439 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 GLENN J. ANGIOLILLO For For
2 MICHAEL J. BENDER For For
3 E.K. GAYLORD II Withheld Against
4 RALPH HORN For For
5 DAVID W. JOHNSON Withheld Against
6 ELLEN LEVINE For For
7 TERRELL T. PHILEN, JR. For For
8 ROBERT S. PRATHER, JR. For For
9 COLIN V. REED For For
10 MICHAEL D. ROSE For For
11 MICHAEL I. ROTH Withheld Against
2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG Management For For
LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2012.
3. TO APPROVE, ON AN ADVISORY BASIS, THE Management For For
COMPANY'S EXECUTIVE COMPENSATION.
4. A STOCKHOLDER PROPOSAL REQUESTING THAT THE Shareholder For Against
BOARD NOT EXTEND THE AUGUST 12, 2012
EXPIRATION DATE OF THE COMPANY'S AMENDED AND
RESTATED RIGHTS PLAN, UNLESS THE STOCKHOLDERS
OF THE COMPANY APPROVE SUCH EXTENSION.
CYPRESS SEMICONDUCTOR CORPORATION
SECURITY 232806109 MEETING TYPE Annual
TICKER SYMBOL CY MEETING DATE 11-May-2012
ISIN US2328061096 AGENDA 933575562 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 T.J. RODGERS For For
2 W. STEVE ALBRECHT For For
3 ERIC A. BENHAMOU For For
4 LLOYD CARNEY For For
5 JAMES R. LONG For For
6 J. DANIEL MCCRANIE For For
7 J.D. SHERMAN For For
8 WILBERT VAN DEN HOEK For For
2. THE RATIFICATION OF THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR 2012.
3. ANNUAL ADVISORY VOTE TO APPROVE THE Management Abstain Against
COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.
CAMERON INTERNATIONAL CORPORATION
SECURITY 13342B105 MEETING TYPE Annual
TICKER SYMBOL CAM MEETING DATE 11-May-2012
ISIN US13342B1052 AGENDA 933577174 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1.1 ELECTION OF DIRECTOR: C. BAKER CUNNINGHAM Management For For
1.2 ELECTION OF DIRECTOR: SHELDON R. ERIKSON Management For For
1.3 ELECTION OF DIRECTOR: DOUGLAS L. FOSHEE Management For For
1.4 ELECTION OF DIRECTOR: RODOLFO LANDIM Management For For
2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG Management For For
LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTANTS FOR 2012.
3. TO CONDUCT AN ADVISORY VOTE TO APPROVE THE Management Abstain Against
COMPANY'S 2011 EXECUTIVE COMPENSATION.
4. TO APPROVE AN AMENDMENT TO THE COMPANY'S Management For For
CERTIFICATE OF INCORPORATION TO PROVIDE FOR
THE ANNUAL ELECTION OF ALL DIRECTORS.
5. TO APPROVE AN AMENDMENT TO THE COMPANY'S Management For For
CERTIFICATE OF INCORPORATION TO PROVIDE THAT
THE COURT OF CHANCERY OF THE STATE OF
DELAWARE BE THE EXCLUSIVE FORUM FOR CERTAIN
LEGAL ACTIONS.
6. TO APPROVE A RESTATEMENT OF THE COMPANY'S Management For For
CERTIFICATE OF INCORPORATION.
FURMANITE CORPORATION
SECURITY 361086101 MEETING TYPE Annual
TICKER SYMBOL FRM MEETING DATE 11-May-2012
ISIN US3610861011 AGENDA 933579142 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 CHARLES R. COX Withheld Against
2 SANGWOO AHN Withheld Against
3 KEVIN R. JOST Withheld Against
4 RALPH PATITUCCI Withheld Against
2. ADVISORY APPROVAL OF THE COMPANY'S EXECUTIVE Management Abstain Against
COMPENSATION.
TIME WARNER INC.
SECURITY 887317303 MEETING TYPE Annual
TICKER SYMBOL TWX MEETING DATE 15-May-2012
ISIN US8873173038 AGENDA 933572213 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: JAMES L. BARKSDALE Management For For
1B. ELECTION OF DIRECTOR: WILLIAM P. BARR Management For For
1C. ELECTION OF DIRECTOR: JEFFREY L. BEWKES Management For For
1D. ELECTION OF DIRECTOR: STEPHEN F. BOLLENBACH Management For For
1E. ELECTION OF DIRECTOR: ROBERT C. CLARK Management For For
1F. ELECTION OF DIRECTOR: MATHIAS DOPFNER Management For For
1G. ELECTION OF DIRECTOR: JESSICA P. EINHORN Management For For
1H. ELECTION OF DIRECTOR: FRED HASSAN Management For For
1I. ELECTION OF DIRECTOR: KENNETH J. NOVACK Management For For
1J. ELECTION OF DIRECTOR: PAUL D. WACHTER Management For For
1K. ELECTION OF DIRECTOR: DEBORAH C. WRIGHT Management For For
2. RATIFICATION OF APPOINTMENT OF INDEPENDENT Management For For
AUDITORS.
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Management Abstain Against
OFFICER COMPENSATION.
4. STOCKHOLDER PROPOSAL ON STOCKHOLDER ACTION BY Shareholder Against For
WRITTEN CONSENT.
JPMORGAN CHASE & CO.
SECURITY 46625H100 MEETING TYPE Annual
TICKER SYMBOL JPM MEETING DATE 15-May-2012
ISIN US46625H1005 AGENDA 933581301 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: JAMES A. BELL Management For For
1B. ELECTION OF DIRECTOR: CRANDALL C. BOWLES Management For For
1C. ELECTION OF DIRECTOR: STEPHEN B. Management For For
BURKE
1D. ELECTION OF DIRECTOR: DAVID M. COTE Management For For
1E. ELECTION OF DIRECTOR: JAMES S. CROWN Management For For
1F. ELECTION OF DIRECTOR: JAMES DIMON Management For For
1G. ELECTION OF DIRECTOR: TIMOTHY P. FLYNN Management For For
1H. ELECTION OF DIRECTOR: ELLEN V. FUTTER Management For For
1I. ELECTION OF DIRECTOR: LABAN P. JACKSON, JR. Management For For
1J. ELECTION OF DIRECTOR: LEE R. RAYMOND Management For For
1K. ELECTION OF DIRECTOR: WILLIAM C. WELDON Management For For
2. APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC Management For For
ACCOUNTING FIRM
3. ADVISORY RESOLUTION TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION
4. POLITICAL NON-PARTISANSHIP Shareholder Against For
5. INDEPENDENT DIRECTOR AS CHAIRMAN Shareholder Against For
6. LOAN SERVICING Shareholder Against For
7. CORPORATE POLITICAL CONTRIBUTIONS REPORT Shareholder Against For
8. GENOCIDE-FREE INVESTING Shareholder Against For
9. SHAREHOLDER ACTION BY WRITTEN CONSENT Shareholder Against For
10. STOCK RETENTION Shareholder Against For
SAFEWAY INC.
SECURITY 786514208 MEETING TYPE Annual
TICKER SYMBOL SWY MEETING DATE 15-May-2012
ISIN US7865142084 AGENDA 933584129 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A ELECTION OF DIRECTOR: STEVEN A. BURD Management For For
1B ELECTION OF DIRECTOR: JANET E. GROVE Management For For
1C ELECTION OF DIRECTOR: MOHAN GYANI Management For For
1D ELECTION OF DIRECTOR: FRANK C. HERRINGER Management For For
1E ELECTION OF DIRECTOR: KENNETH W. ODER Management For For
1F ELECTION OF DIRECTOR: T. GARY ROGERS Management For For
1G ELECTION OF DIRECTOR: ARUN SARIN Management For For
1H ELECTION OF DIRECTOR: MICHAEL S. SHANNON Management For For
1I ELECTION OF DIRECTOR: WILLIAM Y. TAUSCHER Management For For
2 NON-BINDING ADVISORY APPROVAL OF THE Management For For
COMPANY'S EXECUTIVE COMPENSATION
("SAY-ON-PAY")
3 RE-APPROVAL OF THE AMENDED AND RESTATED Management For For
CAPITAL PERFORMANCE BONUS PLAN
4 RATIFICATION OF APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
5 STOCKHOLDER PROPOSAL REQUESTING CUMULATIVE Shareholder Against For
VOTING
6 STOCKHOLDER PROPOSAL REGARDING ACCELERATED Shareholder Against For
VESTING OF EQUITY AWARDS
7 STOCKHOLDER PROPOSAL REGARDING SUCCESSION Shareholder Against For
PLANNING
HENRY SCHEIN, INC.
SECURITY 806407102 MEETING TYPE Annual
TICKER SYMBOL HSIC MEETING DATE 15-May-2012
ISIN US8064071025 AGENDA 933584888 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 STANLEY M BERGMAN For For
2 GERALD A BENJAMIN For For
3 JAMES P BRESLAWSKI For For
4 MARK E MLOTEK For For
5 STEVEN PALADINO For For
6 BARRY J ALPERIN For For
7 PAUL BRONS For For
8 DONALD J KABAT For For
9 PHILIP A LASKAWY For For
10 KARYN MASHIMA For For
11 NORMAN S MATTHEWS For For
12 BRADLEY T SHEARES, PHD For For
13 LOUIS W SULLIVAN, MD For For
2. PROPOSAL TO AMEND THE COMPANY'S Management For For
AMENDED AND RESTATED CERTIFICATE OF
INCORPORATION.
3. PROPOSAL TO APPROVE, BY NON-BINDING VOTE, THE Management Abstain Against
2011 COMPENSATION PAID TO THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
4. PROPOSAL TO RATIFY THE SELECTION OF BDO USA, Management For For
LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 29, 2012.
DISCOVERY COMMUNICATIONS, INC.
SECURITY 25470F104 MEETING TYPE Annual
TICKER SYMBOL DISCA MEETING DATE 15-May-2012
ISIN US25470F1049 AGENDA 933586832 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 ROBERT R. BECK For For
2 J. DAVID WARGO For For
2. RATIFICATION OF THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS DISCOVERY
COMMUNICATIONS, INC.'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2012.
SPRINT NEXTEL CORPORATION
SECURITY 852061100 MEETING TYPE Annual
TICKER SYMBOL S MEETING DATE 15-May-2012
ISIN US8520611000 AGENDA 933587050 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: ROBERT R. BENNETT Management For For
1B. ELECTION OF DIRECTOR: GORDON M. BETHUNE Management For For
1C. ELECTION OF DIRECTOR: LARRY C. GLASSCOCK Management For For
1D. ELECTION OF DIRECTOR: JAMES H. HANCE, JR. Management For For
1E. ELECTION OF DIRECTOR: DANIEL R. HESSE Management For For
1F. ELECTION OF DIRECTOR: V. JANET HILL Management For For
1G. ELECTION OF DIRECTOR: FRANK IANNA Management For For
1H. ELECTION OF DIRECTOR: SVEN-CHRISTER NILSSON Management For For
1I. ELECTION OF DIRECTOR: WILLIAM R. NUTI Management For For
1J. ELECTION OF DIRECTOR: RODNEY O'NEAL Management For For
2. TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
OF SPRINT NEXTEL FOR 2012.
3. ADVISORY APPROVAL OF THE COMPANY'S EXECUTIVE Management Abstain Against
COMPENSATION.
4. TO APPROVE AN AMENDMENT TO SPRINT'S ARTICLES Management For For
OF INCORPORATION TO OPT-OUT OF THE BUSINESS
COMBINATION STATUTE.
5. TO APPROVE AN AMENDMENT TO SPRINT'S ARTICLES Management For For
OF INCORPORATION TO ELIMINATE THE BUSINESS
COMBINATION PROVISION IN ARTICLE SEVENTH.
6. TO APPROVE THE MATERIAL TERMS OF PERFORMANCE Management For For
OBJECTIVES UNDER 2007 OMNIBUS INCENTIVE PLAN.
7. TO VOTE ON A SHAREHOLDER PROPOSAL TO ADOPT A Shareholder Against For
BONUS DEFERRAL POLICY.
8. TO VOTE ON A SHAREHOLDER PROPOSAL CONCERNING Shareholder Against For
POLITICAL CONTRIBUTIONS.
9. TO VOTE ON A SHAREHOLDER PROPOSAL CONCERNING Shareholder Against For
NET NEUTRALITY.
MORGAN STANLEY
SECURITY 617446448 MEETING TYPE Annual
TICKER SYMBOL MS MEETING DATE 15-May-2012
ISIN US6174464486 AGENDA 933589840 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A ELECTION OF DIRECTOR: ROY J. BOSTOCK Management For For
1B ELECTION OF DIRECTOR: ERSKINE B. BOWLES Management For For
1C ELECTION OF DIRECTOR: HOWARD J. DAVIES Management For For
1D ELECTION OF DIRECTOR: JAMES P. GORMAN Management For For
1E ELECTION OF DIRECTOR: C. ROBERT KIDDER Management For For
1F ELECTION OF DIRECTOR: KLAUS KLEINFELD Management For For
1G ELECTION OF DIRECTOR: DONALD T. NICOLAISEN Management For For
1H ELECTION OF DIRECTOR: HUTHAM S. OLAYAN Management For For
1I ELECTION OF DIRECTOR: JAMES W. OWENS Management For For
1J ELECTION OF DIRECTOR: O. GRIFFITH SEXTON Management For For
1K ELECTION OF DIRECTOR: RYOSUKE TAMAKOSHI Management For For
1L ELECTION OF DIRECTOR: MASAAKI TANAKA Management For For
1M ELECTION OF DIRECTOR: LAURA D. TYSON Management For For
2 TO RATIFY THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS INDEPENDENT AUDITOR
3 TO AMEND THE 2007 EQUITY INCENTIVE Management Against Against
COMPENSATION PLAN
4 TO AMEND THE DIRECTORS' EQUITY CAPITAL Management Against Against
ACCUMULATION PLAN
5 TO APPROVE THE COMPENSATION OF EXECUTIVES AS Management Abstain Against
DISCLOSED IN THE PROXY STATEMENT (NON-BINDING
ADVISORY RESOLUTION)
SCRIPPS NETWORKS INTERACTIVE, INC.
SECURITY 811065101 MEETING TYPE Annual
TICKER SYMBOL SNI MEETING DATE 15-May-2012
ISIN US8110651010 AGENDA 933593445 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 DAVID A. GALLOWAY For For
2 NICHOLAS B. PAUMGARTEN For For
3 JEFFREY SAGANSKY For For
4 RONALD W. TYSOE For For
GRAFTECH INTERNATIONAL LTD.
SECURITY 384313102 MEETING TYPE Annual
TICKER SYMBOL GTI MEETING DATE 15-May-2012
ISIN US3843131026 AGENDA 933596174 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 RANDY W. CARSON For For
2 MARY B. CRANSTON For For
3 HAROLD E. LAYMAN For For
4 FERRELL P. MCCLEAN For For
5 NATHAN MILIKOWSKY For For
6 MICHAEL C. NAHL For For
7 STEVEN R. SHAWLEY For For
8 CRAIG S. SHULAR For For
2. TO APPROVE, BY A NON-BINDING ADVISORY VOTE, Management Abstain Against
OUR EXECUTIVE COMPENSATION.
3. RATIFICATION OF THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
CURRENT FISCAL YEAR ENDING DECEMBER 31, 2012.
UNITED STATES CELLULAR CORPORATION
SECURITY 911684108 MEETING TYPE Annual
TICKER SYMBOL USM MEETING DATE 15-May-2012
ISIN US9116841084 AGENDA 933604387 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 H.J. HARCZAK, JR. For For
2. RATIFY ACCOUNTANTS FOR 2012. Management For For
3. ADVISORY VOTE TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION.
WATTS WATER TECHNOLOGIES, INC.
SECURITY 942749102 MEETING TYPE Annual
TICKER SYMBOL WTS MEETING DATE 16-May-2012
ISIN US9427491025 AGENDA 933579332 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1 DIRECTOR Management
1 ROBERT L. AYERS For For
2 BERNARD BAERT For For
3 KENNETT F. BURNES For For
4 RICHARD J. CATHCART For For
5 DAVID J. COGHLAN For For
6 W. CRAIG KISSEL For For
7 JOHN K. MCGILLICUDDY For For
8 MERILEE RAINES For For
2 TO RATIFY THE SELECTION OF KPMG LLP
AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE CURRENT
FISCAL YEAR. Management For For
STATE STREET CORPORATION
SECURITY 857477103 MEETING TYPE Annual
TICKER SYMBOL STT MEETING DATE 16-May-2012
ISIN US8574771031 AGENDA 933587086 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: K. BURNES Management For For
1B. ELECTION OF DIRECTOR: P. COYM Management For For
1C. ELECTION OF DIRECTOR: P. DE SAINT- AIGNAN Management For For
1D. ELECTION OF DIRECTOR: A. FAWCETT Management For For
1E. ELECTION OF DIRECTOR: D. GRUBER Management For For
1F. ELECTION OF DIRECTOR: L. HILL Management For For
1G. ELECTION OF DIRECTOR: J. HOOLEY Management For For
1H. ELECTION OF DIRECTOR: R. KAPLAN Management For For
1I. ELECTION OF DIRECTOR: R. SERGEL Management For For
1J. ELECTION OF DIRECTOR: R. SKATES Management For For
1K. ELECTION OF DIRECTOR: G. SUMME Management For For
1L. ELECTION OF DIRECTOR: R. WEISSMAN Management For For
2. TO APPROVE AN ADVISORY PROPOSAL ON EXECUTIVE Management Abstain Against
COMPENSATION.
3. APPROVE THE AMENDED AND RESTATED 2006 EQUITY Management Against Against
INCENTIVE PLAN TO INCREASE BY 15.5 MILLION
THE NUMBER OF SHARES OF COMMON STOCK.
4. RATIFY SELECTION OF ERNST & YOUNG LLP AS Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE YEAR ENDING DECEMBER 31, 2012.
MARSH & MCLENNAN COMPANIES, INC.
SECURITY 571748102 MEETING TYPE Annual
TICKER SYMBOL MMC MEETING DATE 17-May-2012
ISIN US5717481023 AGENDA 933581313 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: ZACHARY W. CARTER Management For For
1B. ELECTION OF DIRECTOR: BRIAN DUPERREAULT Management For For
1C. ELECTION OF DIRECTOR: OSCAR FANJUL Management For For
1D. ELECTION OF DIRECTOR: H. EDWARD HANWAY Management For For
1E. ELECTION OF DIRECTOR: LORD LANG OF MONKTON Management For For
1F. ELECTION OF DIRECTOR: ELAINE LA ROCHE Management For For
1G. ELECTION OF DIRECTOR: STEVEN A. MILLS Management For For
1H. ELECTION OF DIRECTOR: BRUCE P. NOLOP Management For For
1I. ELECTION OF DIRECTOR: MARC D. OKEN Management For For
1J. ELECTION OF DIRECTOR: MORTON O. SCHAPIRO Management For For
1K. ELECTION OF DIRECTOR: ADELE SIMMONS Management For For
1L. ELECTION OF DIRECTOR: LLOYD M. YATES Management For For
1M. ELECTION OF DIRECTOR: R. DAVID YOST Management For For
2. RATIFICATION OF SELECTION OF INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTING FIRM
3. ADVISORY (NONBINDING) VOTE TO APPROVE NAMED Management Abstain Against
EXECUTIVE OFFICER COMPENSATION
BOYD GAMING CORPORATION
SECURITY 103304101 MEETING TYPE Annual
TICKER SYMBOL BYD MEETING DATE 17-May-2012
ISIN US1033041013 AGENDA 933581577 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 ROBERT L. BOUGHNER For For
2 WILLIAM R. BOYD For For
3 WILLIAM S. BOYD For For
4 RICHARD E. FLAHERTY For For
5 THOMAS V. GIRARDI For For
6 MARIANNE BOYD JOHNSON For For
7 BILLY G. MCCOY For For
8 FREDERICK J. SCHWAB For For
9 KEITH E. SMITH For For
10 CHRISTINE J. SPADAFOR For For
11 PETER M. THOMAS For For
12 VERONICA J. WILSON For For
2. TO RATIFY THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2012.
3. TO APPROVE THE AMENDMENT AND RESTATEMENT OF Management Against Against
THE COMPANY'S 2002 STOCK INCENTIVE PLAN AS
THE 2012 STOCK INCENTIVE PLAN.
FLOWSERVE CORPORATION
SECURITY 34354P105 MEETING TYPE Annual
TICKER SYMBOL FLS MEETING DATE 17-May-2012
ISIN US34354P1057 AGENDA 933589395 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 MARK A. BLINN For For
2 ROGER L. FIX For For
3 DAVID E. ROBERTS For For
4 JAMES O. ROLLANS For For
2. ADVISORY VOTE ON EXECUTIVE COMPENSATION. Management Abstain Against
3. APPROVE AN AMENDMENT TO THE RESTATED Management For For
CERTIFICATE OF INCORPORATION OF FLOWSERVE
CORPORATION TO ELIMINATE THE CLASSIFIED
STRUCTURE OF THE BOARD OF DIRECTORS.
4. APPROVE AN AMENDMENT TO THE RESTATED Management For For
CERTIFICATE OF INCORPORATION OF FLOWSERVE
CORPORATION TO PROVIDE SHAREHOLDERS THE RIGHT
TO CALL A SPECIAL MEETING OF SHAREHOLDERS.
5. RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP TO SERVE AS THE
COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2012.
TELEPHONE AND DATA SYSTEMS, INC.
SECURITY 879433829 MEETING TYPE Annual
TICKER SYMBOL TDS MEETING DATE 17-May-2012
ISIN US8794338298 AGENDA 933604399 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 C.A. DAVIS For For
2 C.D. O'LEARY For For
3 M.H. SARANOW For For
4 G.L. SUGARMAN For For
2. RATIFY ACCOUNTANTS FOR 2012. Management For For
3. ADVISORY VOTE TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION.
4. SHAREHOLDER PROPOSAL TO RECAPITALIZE TDS' Shareholder For Against
OUTSTANDING STOCK.
STANDARD MOTOR PRODUCTS, INC.
SECURITY 853666105 MEETING TYPE Annual
TICKER SYMBOL SMP MEETING DATE 17-May-2012
ISIN US8536661056 AGENDA 933606785 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1 DIRECTOR Management
1 ROBERT M. GERRITY For For
2 PAMELA FORBES LIEBERMAN For For
3 ARTHUR S. SILLS For For
4 LAWRENCE I. SILLS For For
5 PETER J. SILLS For For
6 FREDERICK D. STURDIVANT For For
7 WILLIAM H. TURNER For For
8 RICHARD S. WARD For For
9 ROGER M. WIDMANN For For
2 RATIFICATION OF THE APPOINTMENT OF KPMG LLP Management For For
AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2012.
3 APPROVAL OF NON-BINDING, ADVISORY RESOLUTION Management Abstain Against
ON THE COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS.
GRIFFIN LAND & NURSERIES, INC.
SECURITY 398231100 MEETING TYPE Annual
TICKER SYMBOL GRIF MEETING DATE 17-May-2012
ISIN US3982311009 AGENDA 933613742 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 WINSTON J. CHURCHILL JR Withheld Against
2 DAVID M. DANZIGER Withheld Against
3 FREDERICK M. DANZIGER Withheld Against
4 THOMAS C. ISRAEL Withheld Against
5 ALBERT H. SMALL, JR. Withheld Against
2. RATIFICATION OF THE SELECTION OF INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTANTS.
3. APPROVAL, BY NON-BINDING VOTE, OF THE Management For For
COMPENSATION OF THE NAMED EXECUTIVE OFFICERS
PRESENTED IN GRIFFIN'S PROXY STATEMENT.
CABLEVISION SYSTEMS CORPORATION
SECURITY 12686C109 MEETING TYPE Annual
TICKER SYMBOL CVC MEETING DATE 18-May-2012
ISIN US12686C1099 AGENDA 933588153 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 ZACHARY W. CARTER For For
2 THOMAS V. REIFENHEISER For For
3 JOHN R. RYAN For For
4 VINCENT TESE For For
5 LEONARD TOW For For
2. TO RATIFY THE APPOINTMENT OF KPMG LLP AS Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
OF THE COMPANY FOR FISCAL YEAR 2012.
INTERMEC, INC.
SECURITY 458786100 MEETING TYPE Annual
TICKER SYMBOL IN MEETING DATE 22-May-2012
ISIN US4587861000 AGENDA 933597455 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: KEITH L. BARNES Management For For
1B. ELECTION OF DIRECTOR: PATRICK J. BYRNE Management For For
1C. ELECTION OF DIRECTOR: ERIC J. DRAUT Management For For
1D. ELECTION OF DIRECTOR: GREGORY K. HINCKLEY Management For For
1E. ELECTION OF DIRECTOR: LYDIA H. KENNARD Management For For
1F. ELECTION OF DIRECTOR: ALLEN J. LAUER Management For For
1G. ELECTION OF DIRECTOR: STEPHEN P. REYNOLDS Management For For
1H. ELECTION OF DIRECTOR: STEVEN B. SAMPLE Management For For
1I. ELECTION OF DIRECTOR: OREN G. SHAFFER Management For For
1J. ELECTION OF DIRECTOR: LARRY D. YOST Management For For
2. RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE Management For For
LLP AS INTERMEC, INC.'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2012.
3. ADOPT ADVISORY RESOLUTION APPROVING Management Abstain Against
COMPENSATION OF INTERMEC, INC.'S NAMED
EXECUTIVE OFFICERS.
4. APPROVE AMENDMENT TO THE INTERMEC, INC 2008 Management For For
EMPLOYEE STOCK PURCHASE PLAN.
LIN TV CORP.
SECURITY 532774106 MEETING TYPE Annual
TICKER SYMBOL TVL MEETING DATE 22-May-2012
ISIN US5327741063 AGENDA 933606292 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 ROYAL W. CARSON, III For For
2 VINCENT L. SADUSKY For For
2. TO RATIFY THE SELECTION OF Management For For
PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM OF LIN TV
CORP. FOR THE YEAR ENDING DECEMBER 31, 2012.
3. TO APPROVE THE AMENDED AND RESTATED 2002 Management Against Against
STOCK PLAN.
4. TO APPROVE THE AMENDED AND Management For For
RESTATED 2010 EMPLOYEE STOCK
PURCHASE PLAN.
ROYAL DUTCH SHELL PLC
SECURITY 780259206 MEETING TYPE Annual
TICKER SYMBOL RDSA MEETING DATE 22-May-2012
ISIN US7802592060 AGENDA 933613766 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. ADOPTION OF ANNUAL REPORT & ACCOUNTS Management For For
2. APPROVAL OF REMUNERATION REPORT Management For For
3. APPOINTMENT OF SIR NIGEL SHEINWALD AS A Management For For
DIRECTOR OF THE COMPANY
4A. RE-APPOINTMENT OF DIRECTOR: JOSEF ACKERMANN Management For For
4B. RE-APPOINTMENT OF DIRECTOR: GUY ELLIOTT Management For For
4C. RE-APPOINTMENT OF DIRECTOR: SIMON HENRY Management For For
4D. RE-APPOINTMENT OF DIRECTOR: CHARLES O. Management For For
HOLLIDAY
4E. RE-APPOINTMENT OF DIRECTOR: GERARD KLEISTERLEE Management For For
4F. RE-APPOINTMENT OF DIRECTOR: CHRISTINE Management For For
MORIN-POSTEL
4G. RE-APPOINTMENT OF DIRECTOR: JORMA OLLILA Management For For
4H. RE-APPOINTMENT OF DIRECTOR: LINDA G. STUNTZ Management For For
4I. RE-APPOINTMENT OF DIRECTOR: JEROEN VAN DER Management For For
VEER
4J. RE-APPOINTMENT OF DIRECTOR: PETER VOSER Management For For
4K. RE-APPOINTMENT OF DIRECTOR: HANS WIJERS Management For For
5. RE-APPOINTMENT OF AUDITORS Management For For
6. REMUNERATION OF AUDITORS Management For For
7. AUTHORITY TO ALLOT SHARES Management For For
8. DISAPPLICATION OF PRE-EMPTION RIGHTS Management Against Against
9. AUTHORITY TO PURCHASE OWN SHARES Management For For
10. AUTHORITY FOR CERTAIN DONATIONS AND Management For For
EXPENDITURE
KRAFT FOODS INC.
SECURITY 50075N104 MEETING TYPE Annual
TICKER SYMBOL KFT MEETING DATE 23-May-2012
ISIN US50075N1046 AGENDA 933593609 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: MYRA M. HART Management For For
1B. ELECTION OF DIRECTOR: PETER B. HENRY Management For For
1C. ELECTION OF DIRECTOR: LOIS D. JULIBER Management For For
1D. ELECTION OF DIRECTOR: MARK D. KETCHUM Management For For
1E. ELECTION OF DIRECTOR: TERRY J. LUNDGREN Management For For
1F. ELECTION OF DIRECTOR: MACKEY J. MCDONALD Management For For
1G. ELECTION OF DIRECTOR: JORGE S. MESQUITA Management For For
1H. ELECTION OF DIRECTOR: JOHN C. POPE Management For For
1I. ELECTION OF DIRECTOR: FREDRIC G. REYNOLDS Management For For
1J. ELECTION OF DIRECTOR: IRENE B. ROSENFELD Management For For
1K. ELECTION OF DIRECTOR: J.F. VAN BOXMEER Management For For
2. ADVISORY VOTE TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION.
3. APPROVAL OF AMENDMENT TO CHANGE COMPANY NAME. Management For For
4. RATIFICATION OF THE SELECTION OF INDEPENDENT Management For For
AUDITORS.
5. SHAREHOLDER PROPOSAL: SUSTAINABLE FORESTRY Shareholder Against For
REPORT.
6. SHAREHOLDER PROPOSAL:REPORT ON EXTENDED Shareholder Against For
PRODUCER RESPONSIBILITY.
7. SHAREHOLDER PROPOSAL: REPORT ON LOBBYING. Shareholder Against For
CTS CORPORATION
SECURITY 126501105 MEETING TYPE Annual
TICKER SYMBOL CTS MEETING DATE 23-May-2012
ISIN US1265011056 AGENDA 933607460 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1 DIRECTOR Management
1 W.S. CATLOW For For
2 L.J. CIANCIA For For
3 T.G. CODY For For
4 P.K. COLLAWN For For
5 M.A. HENNING For For
6 V.M. KHILNANI For For
7 D.M. MURPHY For For
8 G. HUNTER For For
9 R.A. PROFUSEK For For
2 APPROVAL OF THE CTS CORPORATION 2012 Management For For
MANAGEMENT INCENTIVE PLAN.
3 AN ADVISORY VOTE UPON THE COMPENSATION OF CTS Management For For
CORPORATION'S NAMED EXECUTIVE OFFICERS.
4 RATIFICATION OF THE APPOINTMENT OF GRANT Management For For
THORNTON LLP AS CTS' INDEPENDENT AUDITOR FOR
2012.
DENTSPLY INTERNATIONAL INC.
SECURITY 249030107 MEETING TYPE Annual
TICKER SYMBOL XRAY MEETING DATE 23-May-2012
ISIN US2490301072 AGENDA 933616534 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A ELECTION OF DIRECTOR: WILLIE A. DEESE Management For For
1B ELECTION OF DIRECTOR: LESLIE A. JONES Management For For
1C ELECTION OF DIRECTOR: BRET W. WISE Management For For
2 TO RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP, INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM, TO AUDIT
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
YEAR ENDING DECEMBER 31, 2012.
3 TO APPROVE BY ADVISORY VOTE, THE COMPENSATION Management Abstain Against
OF THE COMPANY'S EXECUTIVE OFFICERS.
4 TO ELIMINATE THE CLASSIFIED BOARD. Shareholder Against For
CBS CORPORATION
SECURITY 124857103 MEETING TYPE Annual
TICKER SYMBOL CBSA MEETING DATE 24-May-2012
ISIN US1248571036 AGENDA 933597950 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 DAVID R. ANDELMAN For For
2 JOSEPH A. CALIFANO, JR. For For
3 WILLIAM S. COHEN For For
4 GARY L. COUNTRYMAN For For
5 CHARLES K. GIFFORD For For
6 LEONARD GOLDBERG For For
7 BRUCE S. GORDON For For
8 LINDA M. GRIEGO For For
9 ARNOLD KOPELSON For For
10 LESLIE MOONVES For For
11 DOUG MORRIS For For
12 SHARI REDSTONE For For
13 SUMNER M. REDSTONE For For
14 FREDERIC V. SALERNO For For
2. RATIFICATION OF THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP TO SERVE AS THE
COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR FISCAL YEAR 2012.
BUNGE LIMITED
SECURITY G16962105 MEETING TYPE Annual
TICKER SYMBOL BG MEETING DATE 25-May-2012
ISIN BMG169621056 AGENDA 933600769 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: FRANCIS COPPINGER Management For For
1B. ELECTION OF DIRECTOR: ALBERTO WEISSER Management For For
2. TO APPOINT DELOITTE & TOUCHE LLP AS BUNGE Management For For
LIMITED'S INDEPENDENT AUDITORS FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2012 AND TO
AUTHORIZE THE AUDIT COMMITTEE OF THE BOARD OF
DIRECTORS TO DETERMINE THE INDEPENDENT
AUDITORS' FEES.
3. ADVISORY VOTE TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION.
MILLICOM INTERNATIONAL CELLULAR SA, LUXEMBOURG
SECURITY L6388F128 MEETING TYPE Annual General Meeting
TICKER SYMBOL MEETING DATE 29-May-2012
ISIN SE0001174970 AGENDA 703776510 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
CMMT PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN Non-Voting
SWEDEN ACCEPT ABSTAIN AS A VALID-VOTE OPTION.
THANK YOU
CMMT MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL Non-Voting
OWNER INFORMATION FOR ALL VOTED-ACCOUNTS. IF
AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS,
YOU WILL NEED TO-PROVIDE THE BREAKDOWN OF
EACH BENEFICIAL OWNER NAME, ADDRESS AND
SHARE-POSITION TO YOUR CLIENT SERVICE
REPRESENTATIVE. THIS INFORMATION IS
REQUIRED-IN ORDER FOR YOUR VOTE TO BE LODGED
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting
BENEFICIAL OWNER SIGNED POWER OF-ATTORNEY
(POA) IS REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING-INSTRUCTIONS IN THIS
MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO-BE REJECTED. IF YOU HAVE ANY
QUESTIONS, PLEASE CONTACT YOUR CLIENT
SERVICE- REPRESENTATIVE
CMMT PLEASE NOTE THAT SEB WILL NOT ARRANGE WITH A Non-Voting
REPRESENTATIVE FOR THIS GMS-UNLESS
SPECIFICALLY INSTRUCTED AND AGREED UPON NO
LATER THAN ON THE SEB-DEADLINE. THE COST
INCURRED WILL BE FORWARDED TO THE CLIENT.
THANK YOU.
1 Election of Chairman of the AGM and to Management For For
empower the Chairman to appoint the other
members of the Bureau: Jean-Michel Schmit
2 Receipt of the reports of the Board of Management For For
Directors' Reports (Rapport de Gestion) and
the Reports of the external auditor on (i)
the annual account of Millicom for the
financial year ended December 31, 2011 and
(ii) the consolidated accounts for the
financial year ended December 31, 2011
3 Approval of the consolidated accounts and the Management For For
annual accounts for the year ended 31
December 2011
4 Allocation of the results of the year ended Management For For
December 31, 2011. On a parent company basis,
Millicom generated a profit of USD
77,381,085. Of this amount, an aggregate
amount of approximately USD 243 million
corresponding to a gross dividend amount of
USD 2.40 per share is proposed to be
distributed as dividend from the remaining
results of the year ended December 31, 2011
and the balance is proposed to be carried
forward to retained earnings
5 Discharge of all the current Directors of Management For For
Millicom for the performance of their mandate
during the financial year ended December 31,
2011
6 Setting the number of Directors at eight with Management For For
no Deputy Directors
7 Re-Election of Ms. Mia Brunell Livfors as Management For For
Director for a term ending on the day of the
next AGM to take place in 2013 (the "2013
AGM")
8 Re-Election of Ms. Donna Cordner as Director Management For For
for a term ending on the day of the 2013 AGM
9 Re-Election of Mr. Allen Sangines-Krause as Management For For
Director for a term ending on the day of the
2013 AGM
10 Re-Election of Mr. Paul Donovan as Director Management For For
for a term ending on the day of the 2013 AGM
11 Re-Election of Mr. Hans-Holger Albrecht as Management For For
Director for a term ending on the day of the
2013 AGM
12 Re-Election of Mr. Omari Issa as Director for Management For For
a term ending on the day of the 2013 AGM
13 Re-Election of Mr. Kim Ignatius as Director Management For For
for a term ending on the day of the 2013 AGM
14 Election of Mr. Dionisio Romero Paoletti as a Management For For
new Director for a term ending on the day of
the 2013 AGM
15 Election of a Chairman of the Board of Management For For
Directors: Mr. Allen Sangines-Krause
16 Approval of the Directors' compensation, Management For For
amounting to SEK 6,743,000 for the period
from the AGM to the 2013 AGM
17 Election of Ernst &Young S.a r.l., Luxembourg Management For For
as the external auditor of Millicom for a
term ending on the day of the 2013 AGM
18 Approval of the external auditor's Management For For
compensation
19 Approval of a procedure on the appointment of Management For For
the Nomination Committee and determination of
the assignment of the Nomination Committee
20 (a) Authorisation of the Board of Directors, Management For For
at any time between May 29, 2012 and the day
of the 2013 AGM, provided the required levels
of distributable reserves are met by Millicom
at that time, either directly or through a
subsidiary or a third party, to engage in a
share repurchase plan of Millicom's shares to
be carried out for all purposes allowed or
which would become authorized by the laws and
regulations in force, and in particular the
1915 Law and in accordance with the
objectives, conditions, and restrictions as
provided by the European Commission
Regulation No. 2273/2003 of 22 December 2003
(the "Share Repurchase Plan") by using its
available cash reserves in an amount not
exceeding the lower of (i) ten percent (10%)
of Millicom's issued and outstanding share
capital
as of the date of the AGM (i.e., CONTD
CONT CONTD approximating a maximum of 10,200,000 Non-Voting
shares corresponding to USD-15,300,000 in
nominal value) or (ii) the then available
amount of Millicom's-distributable reserves
on a parent company basis, in the open market
on OTC-US, NASDAQ OMX Stockholm or any other
recognised alternative trading-platform, at
an acquisition price which may not be less
than SEK 50 per share-nor exceed the higher
of (x) the published bid that is the highest
current-independent published bid on a given
date or (y) the last independent-transaction
price quoted or reported in the consolidated
system on the same- date, regardless of the
market or exchange involved, provided,
however, that-when shares are repurchased on
the NASDAQ OMX Stockholm, the price shall
be-within the registered interval for the
share price prevailing at any time-(the so
CONTD
CONT CONTD called spread), that is, the interval Non-Voting
between the highest buying rate-and the
lowest selling rate. (b) Approval of the
Board of Directors' proposal-to give joint
authority to Millicom's Chief Executive
Officer and the- Chairman of the Board of
Directors to (i) decide, within the limits of
the-authorization set out in (a) above, the
timing and conditions of any Millicom- Share
Repurchase Plan according to market
conditions and (ii) give mandate on-behalf of
Millicom to one or more designated broker-
dealers to implement a-Share Repurchase Plan.
(c) Authorisation of Millicom, at the
discretion of- the Board of Directors, in the
event the Share Repurchase Plan is
done-through a subsidiary or a third party,
to purchase the bought back Millicom-shares
from such subsidiary or third party. (d)
Authorisation of Millicom, at-CONTD
CONT CONTD the discretion of the Board of Non-Voting
Directors, to pay for the bought
back-Millicom shares using either
distributable reserves or funds from its
share-premium account. (e) Authorisation of
Millicom, at the discretion of the-Board of
Directors, to (i) transfer all or part of the
purchased Millicom-shares to employees of the
Millicom Group in connection with any
existing or- future Millicom long-term
incentive plan, and/or (ii) use the
purchased-shares as consideration for merger
and acquisition purposes, including joint-
ventures and the buy-out of minority
interests in Millicom's subsidiaries, as-the
case may be, in accordance with the limits
set out in Articles 49- 2,-49-3, 49-4, 49-5
and 49-6 of the 1915 Law. (f) To further
grant all powers to-the Board of Directors
with the option of sub-delegation to
implement the-above CONTD
CONT CONTD authorization, conclude all agreements, Non-Voting
carry out all formalities and-make all
declarations with regard to all authorities
and, generally, do all-that is necessary for
the execution of any decisions made in
connection with-this authorization
21 Approval of the guidelines for remuneration Management For For
to senior management
MILLICOM INTERNATIONAL CELLULAR SA, LUXEMBOURG
SECURITY L6388F128 MEETING TYPE ExtraOrdinary General Meeting
TICKER SYMBOL MEETING DATE 29-May-2012
ISIN SE0001174970 AGENDA 703782777 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
CMMT PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN Non-Voting
SWEDEN ACCEPT ABSTAIN AS A VALID-VOTE OPTION.
THANK YOU
CMMT MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL Non-Voting
OWNER INFORMATION FOR ALL VOTED-ACCOUNTS. IF
AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS,
YOU WILL NEED TO-PROVIDE THE BREAKDOWN OF
EACH BENEFICIAL OWNER NAME, ADDRESS AND
SHARE-POSITION TO YOUR CLIENT SERVICE
REPRESENTATIVE. THIS INFORMATION IS
REQUIRED-IN ORDER FOR YOUR VOTE TO BE LODGED
CMMT IMPORTANT MARKET PROCESSING Non-Voting
REQUIREMENT: A BENEFICIAL OWNER
SIGNED POWER OF-ATTORNEY (POA) IS
REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING-INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY
CAUSE YOUR INSTRUCTIONS TO-BE
REJECTED. IF YOU HAVE ANY QUESTIONS,
PLEASE CONTACT YOUR CLIENT SERVICE-
REPRESENTATIVE
1 Election of Mr. Jean-Michel Schmit as Management No Action
Chairman of the EGM and to empower the
Chairman to appoint the other members of the
Bureau
2 Reduction of the issued share capital of Management No Action
Millicom by an amount of four million eight
hundred thousand United States Dollars (USD
4,800,000) so as to bring the issued share
capital from one hundred fifty-seven million
four hundred seven thousand three hundred
seventy three United States Dollars and fifty
cents (USD 157,407,373.50) to one hundred
fifty two million six hundred seven thousand
and three hundred seventy three United States
Dollars and fifty cents (USD 152,607,373.50)
by way of cancellation of 3,200,000 shares
having a par value of one dollar and fifty
cents (USD 1.50) each, fully paid-in, held by
Millicom in its issued share capital
3 Cancellation of 3,200,000 shares held by Management No Action
Millicom in its issued share capital
4 Instruction and delegation of power to the Management No Action
Board of Directors to take any actions deemed
necessary or useful in connection with items
2 and 3 above
5 Instruction and delegation of power to the Management No Action
Board of Directors to amend the shares
register to reflect the reduction of the
issued share capital of Millicom and the
cancellation of 3,200,000 shares as per items
2 and 3 above
6 Amendment of the Article 5 of the Articles of Management No Action
Association of Millicom ("Millicom's
Articles") so as to reflect the reduction of
the issued share capital mentioned under item
2
7 Acknowledgment and approval of the transfer Management No Action
of the registered office of Millicom to 2 rue
du Fort Bourbon, L-1249 Luxembourg and to
amend Article 2 of Millicom's Articles to
reflect a change of Millicom's registered
office
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
CHANGE IN BLOCKING. IF YOU HAVE ALR-EADY SENT
IN YOUR VOTES, PLEASE DO NOT RETURN THIS
PROXY FORM UNLESS YOU DECID-E TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU.
BELDEN INC.
SECURITY 077454106 MEETING TYPE Annual
TICKER SYMBOL BDC MEETING DATE 30-May-2012
ISIN US0774541066 AGENDA 933597657 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 DAVID ALDRICH For For
2 LANCE C. BALK For For
3 JUDY L. BROWN For For
4 BRYAN C. CRESSEY For For
5 GLENN KALNASY For For
6 GEORGE MINNICH For For
7 JOHN M. MONTER For For
8 JOHN S. STROUP For For
9 DEAN YOOST For For
2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG AS Management For For
THE COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2012.
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Management Abstain Against
OFFICER COMPENSATION.
EXXON MOBIL CORPORATION
SECURITY 30231G102 MEETING TYPE Annual
TICKER SYMBOL XOM MEETING DATE 30-May-2012
ISIN US30231G1022 AGENDA 933600086 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 M.J. BOSKIN For For
2 P. BRABECK-LETMATHE For For
3 L.R. FAULKNER For For
4 J.S. FISHMAN For For
5 H.H. FORE For For
6 K.C. FRAZIER For For
7 W.W. GEORGE For For
8 S.J. PALMISANO For For
9 S.S REINEMUND For For
10 R.W. TILLERSON For For
11 E.E. WHITACRE, JR. For For
2. RATIFICATION OF INDEPENDENT AUDITORS (PAGE 61) Management For For
3. ADVISORY VOTE TO APPROVE EXECUTIVE Management Abstain Against
COMPENSATION (PAGE 62)
4. INDEPENDENT CHAIRMAN (PAGE 64) Shareholder Against For
5. MAJORITY VOTE FOR DIRECTORS (PAGE 65) Shareholder Against For
6. REPORT ON POLITICAL CONTRIBUTIONS (PAGE 66) Shareholder Against For
7. AMENDMENT OF EEO POLICY (PAGE 67) Shareholder Against For
8. REPORT ON NATURAL GAS PRODUCTION (PAGE 69) Shareholder Against For
9. GREENHOUSE GAS EMISSIONS GOALS (PAGE 71) Shareholder Against For
CHEVRON CORPORATION
SECURITY 166764100 MEETING TYPE Annual
TICKER SYMBOL CVX MEETING DATE 30-May-2012
ISIN US1667641005 AGENDA 933601913 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1A. ELECTION OF DIRECTOR: L.F. DEILY Management For For
1B. ELECTION OF DIRECTOR: R.E. DENHAM Management For For
1C. ELECTION OF DIRECTOR: C. HAGEL Management For For
1D. ELECTION OF DIRECTOR: E. HERNANDEZ Management For For
1E. ELECTION OF DIRECTOR: G.L. KIRKLAND Management For For
1F. ELECTION OF DIRECTOR: C.W. MOORMAN Management For For
1G. ELECTION OF DIRECTOR: K.W. SHARER Management For For
1H. ELECTION OF DIRECTOR: J.G. STUMPF Management For For
1I. ELECTION OF DIRECTOR: R.D. SUGAR Management For For
1J. ELECTION OF DIRECTOR: C. WARE Management For For
1K. ELECTION OF DIRECTOR: J.S. WATSON Management For For
2. RATIFICATION OF APPOINTMENT OF INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTING FIRM
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Management Abstain Against
OFFICER COMPENSATION
4. EXCLUSIVE FORUM PROVISIONS Shareholder Against For
5. INDEPENDENT CHAIRMAN Shareholder Against For
6. LOBBYING DISCLOSURE Shareholder Against For
7. COUNTRY SELECTION GUIDELINES Shareholder Against For
8. HYDRAULIC FRACTURING Shareholder Against For
9. ACCIDENT RISK OVERSIGHT Shareholder Against For
10. SPECIAL MEETINGS Shareholder Against For
11. INDEPENDENT DIRECTOR WITH ENVIRONMENTAL Shareholder Against For
EXPERTISE
EL PASO ELECTRIC COMPANY
SECURITY 283677854 MEETING TYPE Annual
TICKER SYMBOL EE MEETING DATE 31-May-2012
ISIN US2836778546 AGENDA 933605632 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 JAMES W. HARRIS For For
2 STEPHEN N. WERTHEIMER For For
3 CHARLES A. YAMARONE For For
2. RATIFY THE SELECTION OF KPMG LLP AS THE Management For For
COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2012.
3. TO APPROVE, BY NON-BINDING VOTE, EXECUTIVE Management Abstain Against
COMPENSATION.
AMC NETWORKS INC
SECURITY 00164V103 MEETING TYPE Annual
TICKER SYMBOL AMCX MEETING DATE 05-Jun-2012
ISIN US00164V1035 AGENDA 933616976 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 NEIL M. ASHE For For
2 ALAN D. SCHWARTZ For For
3 LEONARD TOW For For
4 ROBERT C. WRIGHT For For
2. TO RATIFY THE APPOINTMENT OF KPMG LLP Management For For
AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF THE COMPANY FOR
FISCAL YEAR 2012
3. TO APPROVE THE AMC NETWORKS INC. AMENDED AND Management For For
RESTATED 2011 EMPLOYEE STOCK PLAN
4. TO APPROVE THE AMC NETWORKS INC. AMENDED AND Management For For
RESTATED 2011 CASH INCENTIVE PLAN
5. TO APPROVE THE AMC NETWORKS INC. AMENDED AND Management For For
RESTATED 2011 STOCK PLAN FOR NON-EMPLOYEE
DIRECTORS
6. TO APPROVE, ON AN ADVISORY BASIS, Management Abstain Against
COMPENSATION OF OUR EXECUTIVE OFFICERS
7. AN ADVISORY VOTE ON THE FREQUENCY OF THE Management Abstain Against
ADVISORY VOTE ON THE COMPENSATION OF OUR
EXECUTIVE OFFICERS
DEVON ENERGY CORPORATION
SECURITY 25179M103 MEETING TYPE Annual
TICKER SYMBOL DVN MEETING DATE 06-Jun-2012
ISIN US25179M1036 AGENDA 933612839 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 ROBERT H. HENRY For For
2 JOHN A. HILL For For
3 MICHAEL M. KANOVSKY For For
4 ROBERT A. MOSBACHER, JR For For
5 J. LARRY NICHOLS For For
6 DUANE C. RADTKE For For
7 MARY P. RICCIARDELLO For For
8 JOHN RICHELS For For
2. APPROVE, IN AN ADVISORY VOTE, EXECUTIVE Management Abstain Against
COMPENSATION.
3. RATIFY THE APPOINTMENT OF THE INDEPENDENT Management For For
AUDITORS FOR 2012.
4. APPROVE AMENDING THE AMENDED AND RESTATED Management For For
CERTIFICATE OF INCORPORATION TO GRANT
STOCKHOLDERS THE RIGHT TO CALL A SPECIAL
MEETING.
5. APPROVE THE 2012 INCENTIVE COMPENSATION PLAN. Management For For
6. APPROVE THE 2012 AMENDMENT TO THE 2009 Management For For
LONG-TERM INCENTIVE COMPENSATION PLAN.
7. REPORT ON THE DISCLOSURE OF LOBBYING POLICIES Shareholder Against For
AND PRACTICES.
CANTERBURY PARK HOLDING CORPORATION
SECURITY 13811E101 MEETING TYPE Annual
TICKER SYMBOL CPHC MEETING DATE 07-Jun-2012
ISIN US13811E1010 AGENDA 933614340 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 PATRICK R. CRUZEN For For
2 BURTON F. DAHLBERG For For
3 CARIN J. OFFERMAN For For
4 CURTIS A. SAMPSON For For
5 RANDALL D. SAMPSON For For
6 DALE H. SCHENIAN For For
2. RATIFICATION OF APPOINTMENT OF GRANT THORNTON Management For For
LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR FISCAL 2012.
3. APPROVAL OF AMENDMENTS TO THE COMPANY'S Management For For
EMPLOYEE STOCK PURCHASE PLAN.
REVLON, INC.
SECURITY 761525708 MEETING TYPE Annual
TICKER SYMBOL REVZP MEETING DATE 07-Jun-2012
ISIN US7615257083 AGENDA 933616370 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1 DIRECTOR Management
1 RONALD O. PERELMAN For For
2 ALAN S. BERNIKOW For For
3 PAUL J. BOHAN For For
4 ALAN T. ENNIS For For
5 MEYER FELDBERG For For
6 DAVID L. KENNEDY For For
7 DEBRA L. LEE For For
8 TAMARA MELLON For For
9 BARRY F. SCHWARTZ For For
10 RICHARD J. SANTAGATI For For
11 KATHI P. SEIFERT For For
12 VIET D. DINH For For
2 PROPOSAL TO RATIFY THE AUDIT COMMITTEE'S Management For For
SELECTION OF KPMG LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR 2012.
LAS VEGAS SANDS CORP.
SECURITY 517834107 MEETING TYPE Annual
TICKER SYMBOL LVS MEETING DATE 07-Jun-2012
ISIN US5178341070 AGENDA 933621016 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 JASON N. ADER For For
2 MICHAEL A. LEVEN For For
3 JEFFREY H. SCHWARTZ For For
2. TO CONSIDER AND ACT UPON THE RATIFICATION OF Management For For
THE SELECTION OF PRICEWATERHOUSECOOPERS LLP
AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM.
3. TO CONSIDER AND ACT UPON AN ADVISORY Management Abstain Against
(NON-BINDING) PROPOSAL ON THE COMPENSATION OF
THE NAMED EXECUTIVE OFFICERS.
SINCLAIR BROADCAST GROUP, INC.
SECURITY 829226109 MEETING TYPE Annual
TICKER SYMBOL SBGI MEETING DATE 14-Jun-2012
ISIN US8292261091 AGENDA 933602117 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1 DIRECTOR Management
1 DAVID D. SMITH For For
2 FREDERICK G. SMITH For For
3 J. DUNCAN SMITH For For
4 ROBERT E. SMITH For For
5 BASIL A. THOMAS For For
6 LAWRENCE E. MCCANNA For For
7 DANIEL C. KEITH For For
8 MARTIN R. LEADER For For
2 RATIFICATION OF THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
YEAR ENDING DECEMBER 31, 2012.
FREEPORT-MCMORAN COPPER & GOLD INC.
SECURITY 35671D857 MEETING TYPE Annual
TICKER SYMBOL FCX MEETING DATE 14-Jun-2012
ISIN US35671D8570 AGENDA 933621989 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1 DIRECTOR Management
1 RICHARD C. ADKERSON For For
2 ROBERT J. ALLISON, JR. For For
3 ROBERT A. DAY For For
4 GERALD J. FORD For For
5 H. DEVON GRAHAM, JR. For For
6 CHARLES C. KRULAK For For
7 BOBBY LEE LACKEY For For
8 JON C. MADONNA For For
9 DUSTAN E. MCCOY For For
10 JAMES R. MOFFETT For For
11 B. M. RANKIN, JR. For For
12 STEPHEN H. SIEGELE For For
2 APPROVAL, ON AN ADVISORY BASIS, OF THE Management For For
COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.
03 RATIFICATION OF THE APPOINTMENT OF ERNST & Management For For
YOUNG LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM.
04 STOCKHOLDER PROPOSAL REGARDING Shareholder Against For
THE SELECTION OF A CANDIDATE WITH
ENVIRONMENTAL EXPERTISE TO BE
RECOMMENDED FOR ELECTION TO THE
BOARD OF DIRECTORS.
CHURCHILL DOWNS INCORPORATED
SECURITY 171484108 MEETING TYPE Annual
TICKER SYMBOL CHDN MEETING DATE 14-Jun-2012
ISIN US1714841087 AGENDA 933631980 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 LEONARD S. COLEMAN, JR. For For
2 CRAIG J. DUCHOSSOIS For For
3 ROBERT L. EVANS For For
4 G. WATTS HUMPHREY, JR. For For
2. PROPOSAL TO RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP TO SERVE AS THE
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR CHURCHILL DOWNS INCORPORATED FOR THE YEAR
ENDING DECEMBER 31, 2012 (PROPOSAL NO. 2).
3. PROPOSAL TO APPROVE THE MATERIAL TERMS OF THE Management For For
PERFORMANCE GOALS AND MAXIMUM AWARDS PAYABLE
TO ROBERT L. EVANS, WILLIAM C. CARSTANJEN,
WILLIAM E. MUDD AND ALAN K. TSE UNDER THE
CHURCHILL DOWNS INCORPORATED AMENDED AND
RESTATED INCENTIVE COMPENSATION PLAN (1997)
(PROPOSAL NO. 3).
4. PROPOSAL TO APPROVE THE PERFORMANCE GOALS FOR Management For For
PERFORMANCE-BASED AWARDS UNDER THE CHURCHILL
DOWNS INCORPORATED EXECUTIVE ANNUAL INCENTIVE
PLAN (PROPOSAL NO. 4).
5. PROPOSAL TO APPROVE AN AMENDMENT TO THE Management Against Against
CHURCHILL DOWNS INCORPORATED 2007 OMNIBUS
STOCK INCENTIVE PLAN (PROPOSAL NO. 5).
6. PROPOSAL TO APPROVE AN AMENDMENT TO THE Management For For
CHURCHILL DOWNS INCORPORATED 2000 EMPLOYEE
STOCK PURCHASE PLAN (PROPOSAL NO. 6).
7. PROPOSAL TO APPROVE THE AMENDED AND RESTATED Management Against Against
ARTICLES OF INCORPORATION (PROPOSAL NO. 7).
8. PROPOSAL TO APPROVE, BY NON-BINDING ADVISORY Management Abstain Against
VOTE, EXECUTIVE COMPENSATION (PROPOSAL NO. 8).
LIBERTY GLOBAL, INC.
SECURITY 530555101 MEETING TYPE Annual
TICKER SYMBOL LBTYA MEETING DATE 19-Jun-2012
ISIN US5305551013 AGENDA 933632502 - Management
FOR/AGAINST
ITEM PROPOSAL TYPE VOTE MANAGEMENT
---- --------------------------------------------- ---------- ------- -----------
1. DIRECTOR Management
1 JOHN P. COLE, JR. For For
2 RICHARD R. GREEN For For
3 DAVID E. RAPLEY For For
2. RATIFICATION OF THE SELECTION OF KPMG LLP AS Management For For
THE COMPANY'S INDEPENDENT AUDITORS FOR THE
YEAR ENDING DECEMBER 31, 2012.
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 Gabelli Capital Series Funds, Inc.
By (Signature and Title)* /s/ Bruce N. Alpert
--------------------------------------------
Bruce N. Alpert, Principal Executive Officer
Date August 16, 2012
* Print the name and title of each signing officer under his or her
signature.