John F. Hermance, Brown University Robert W. Jacob, Brown University
Acuity Brands, Inc. Proxy Vote Summary Report for 1st Q… · 1.4 Elect Director Frank S. Hermance...
Transcript of Acuity Brands, Inc. Proxy Vote Summary Report for 1st Q… · 1.4 Elect Director Frank S. Hermance...
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Acuity Brands, Inc.
Meeting Date: 01/08/2020
Record Date: 11/11/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 00508Y102
Ticker: AYI
Shares Voted: 6,900
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director W. Patrick Battle 1a
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Peter C. Browning 1b
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director G. Douglas Dillard, Jr. 1c
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director James H. Hance, Jr. 1d
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Robert F. McCullough 1e
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Vernon J. Nagel 1f
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Dominic J. Pileggi 1g
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Ray M. Robinson 1h
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Mary A. Winston 1i
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForRatify Ernst & Young LLP as Auditors 2
Mgmt AgainstAgainstForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Voter Rationale: A vote AGAINST this proposal is warranted. While the company demonstrated sufficient responsiveness to last year's low say-on-pay vote result, other concerns are raised for the year in review. The company recently amended the severance agreements with the CEO and CFO, each of which contain a problematic good reason definition provision that provides the executive with severance benefits upon a resignation in connection with the company's bankruptcy or insolvency. In addition, the company also amended the supplemental executive retirement plan to provide the CEO with substantially larger benefits in retirement.
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Commercial Metals Company
Meeting Date: 01/08/2020
Record Date: 11/18/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 201723103
Ticker: CMC
Shares Voted: 20,300
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Vicki L. Avril Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Sarah E. Raiss 1.2
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director J. David Smith 1.3
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForRatify Deloitte & Touche LLP as Auditors 2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Mgmt ForForForAmend Omnibus Stock Plan 4
Jacobs Engineering Group Inc.
Meeting Date: 01/14/2020
Record Date: 11/21/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 469814107
Ticker: J
Shares Voted: 8,837
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Steven J. Demetriou Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Christopher M.T. Thompson 1b
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Joseph R. Bronson 1c
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Robert C. Davidson, Jr. 1d
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Ralph E. Eberhart 1e
Voter Rationale: A vote FOR the director nominees is warranted.
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Jacobs Engineering Group Inc.
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director Georgette D. Kiser 1f
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Linda Fayne Levinson 1g
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Barbara L. Loughran 1h
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Robert A. McNamara 1i
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Peter J. Robertson 1j
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Mgmt ForForForRatify Ernst & Young LLP as Auditors 3
Micron Technology, Inc.
Meeting Date: 01/16/2020
Record Date: 11/18/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 595112103
Ticker: MU
Shares Voted: 85,425
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Robert L. Bailey Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Richard M. Beyer 1.2
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Steven J. Gomo 1.3
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Mary Pat McCarthy 1.4
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Sanjay Mehrotra 1.5
Voter Rationale: A vote FOR the director nominees is warranted.
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Micron Technology, Inc.
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director Robert E. Switz 1.6
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director MaryAnn Wright 1.7
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Mgmt ForForForRatify PricewaterhouseCoopers LLP as Auditors
3
Costco Wholesale Corporation
Meeting Date: 01/22/2020
Record Date: 11/18/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 22160K105
Ticker: COST
Shares Voted: 33,965
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Susan L. Decker Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Richard A. Galanti 1.2
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Sally Jewell 1.3
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Charles T. Munger 1.4
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForRatify KPMG LLP as Auditors 2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Mgmt ForForForAmend Articles of Incorporation to Provide Directors May Be Removed With or Without Cause
4
SH AgainstAgainstAgainstDisclose Board Diversity and Qualifications Matrix
5
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
D.R. Horton, Inc.
Meeting Date: 01/22/2020
Record Date: 12/02/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 23331A109
Ticker: DHI
Shares Voted: 26,232
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Donald R. Horton Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Barbara K. Allen 1b
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Brad S. Anderson 1c
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Michael R. Buchanan 1d
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Michael W. Hewatt 1e
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Maribess L. Miller 1f
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Mgmt ForForForRatify Ernst & Young LLP as Auditors 3
New Jersey Resources Corporation
Meeting Date: 01/22/2020
Record Date: 11/25/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 646025106
Ticker: NJR
Shares Voted: 15,400
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director James H. DeGraffenreidt, Jr. Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Gregory E. Aliff 1.2
Voter Rationale: A vote FOR the director nominees is warranted.
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
New Jersey Resources Corporation
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director Stephen D. Westhoven 1.3
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Jane M. Kenny 1.4
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Sharon C. Taylor 1.5
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director David A. Trice 1.6
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Mgmt ForForForRatify Deloitte & Touche LLP as Auditors 3
UGI Corporation
Meeting Date: 01/22/2020
Record Date: 11/13/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 902681105
Ticker: UGI
Shares Voted: 36,100
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director M. Shawn Bort Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Theodore A. Dosch 1.2
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Alan N. Harris 1.3
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Frank S. Hermance 1.4
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director William J. Marrazzo 1.5
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Kelly A. Romano 1.6
Voter Rationale: A vote FOR the director nominees is warranted.
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
UGI Corporation
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director Marvin O. Schlanger 1.7
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director James B. Stallings, Jr. 1.8
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director K. Richard Turner 1.9
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director John L. Walsh 1.10
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Mgmt ForForForRatify Ernst & Young LLP as Auditors 3
Washington Federal, Inc.
Meeting Date: 01/22/2020
Record Date: 11/22/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 938824109
Ticker: WAFD
Shares Voted: 14,000
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Stephen M. Graham Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director David K. Grant 1.2
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Randall H. Talbot 1.3
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForApprove Omnibus Stock Plan 2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Mgmt ForForForRatify Deloitte & Touche LLP as Auditors 4
Air Products and Chemicals, Inc.
Meeting Date: 01/23/2020
Record Date: 11/29/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 009158106
Ticker: APD
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Air Products and Chemicals, Inc.
Shares Voted: 16,950
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Susan K. Carter Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Charles I. Cogut 1b
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Chadwick C. Deaton 1c
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Seifollah (Seifi) Ghasemi 1d
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director David H. Y. Ho 1e
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Margaret G. McGlynn 1f
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Edward L. Monser 1g
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Matthew H. Paull 1h
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Mgmt ForForForRatify Deloitte & Touche LLP as Auditors 3
DaVita Inc.
Meeting Date: 01/23/2020
Record Date: 12/05/2019
Country: USA
Meeting Type: Special
Primary Security ID: 23918K108
Ticker: DVA
Shares Voted: 8,086
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1 Amend Omnibus Stock Plan Mgmt For For For
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Intuit Inc.
Meeting Date: 01/23/2020
Record Date: 11/25/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 461202103
Ticker: INTU
Shares Voted: 20,028
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Eve Burton Mgmt For For For
Mgmt ForForForElect Director Scott D. Cook 1b
Mgmt ForForForElect Director Richard L. Dalzell 1c
Mgmt ForForForElect Director Sasan K. Goodarzi 1d
Mgmt ForForForElect Director Deborah Liu 1e
Mgmt ForForForElect Director Suzanne Nora Johnson 1f
Mgmt ForForForElect Director Dennis D. Powell 1g
Mgmt ForForForElect Director Brad D. Smith 1h
Mgmt ForForForElect Director Thomas Szkutak 1i
Mgmt ForForForElect Director Raul Vazquez 1j
Mgmt ForForForElect Director Jeff Weiner 1k
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Mgmt ForForForRatify Ernst & Young LLP as Auditors 3
SH AgainstAgainstAgainstAdopt a Mandatory Arbitration Bylaw 4
Jabil Inc.
Meeting Date: 01/23/2020
Record Date: 11/29/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 466313103
Ticker: JBL
Shares Voted: 24,300
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Anousheh Ansari Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Martha F. Brooks 1.2
Voter Rationale: A vote FOR the director nominees is warranted.
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Jabil Inc.
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director Christopher S. Holland 1.3
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Timothy L. Main 1.4
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Mark T. Mondello 1.5
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director John C. Plant 1.6
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Steven A. Raymund 1.7
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Thomas A. Sansone 1.8
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director David M. Stout 1.9
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Kathleen A. Walters 1.10
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForRatify Ernst & Young LLP as Auditors 2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Energizer Holdings, Inc.
Meeting Date: 01/27/2020
Record Date: 11/29/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 29272W109
Ticker: ENR
Shares Voted: 11,000
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Carlos Abrams-Rivera Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Bill G. Armstrong 1b
Voter Rationale: A vote FOR the director nominees is warranted.
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Energizer Holdings, Inc.
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director Cynthia J. Brinkley 1c
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Rebecca Frankiewicz 1d
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Alan R. Hoskins 1e
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Kevin J. Hunt 1f
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director James C. Johnson 1g
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director John E. Klein 1h
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Patrick J. Moore 1i
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Nneka L. Rimmer 1j
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Robert V. Vitale 1k
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForRatify PricewaterhouseCoopers LLP as Auditors
2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Mgmt ForForForApprove Omnibus Stock Plan 4
The Scotts Miracle-Gro Company
Meeting Date: 01/27/2020
Record Date: 12/04/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 810186106
Ticker: SMG
Shares Voted: 6,800
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director James Hagedorn Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
The Scotts Miracle-Gro Company
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director Brian D. Finn 1.2
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Nancy G. Mistretta 1.3
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Mgmt ForForForRatify Deloitte & Touche LLP as Auditors 3
Becton, Dickinson and Company
Meeting Date: 01/28/2020
Record Date: 12/09/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 075887109
Ticker: BDX
Shares Voted: 20,816
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Catherine M. Burzik Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director R. Andrew Eckert 1.2
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Vincent A. Forlenza 1.3
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Claire M. Fraser 1.4
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Jeffrey W. Henderson 1.5
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Christopher Jones 1.6
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Marshall O. Larsen 1.7
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director David F. Melcher 1.8
Voter Rationale: A vote FOR the director nominees is warranted.
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Becton, Dickinson and Company
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director Thomas E. Polen 1.9
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Claire Pomeroy 1.10
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Rebecca W. Rimel 1.11
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Timothy M. Ring 1.12
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Bertram L. Scott 1.13
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForRatify Ernst & Young LLP as Auditors 2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Mgmt ForForForAmend Omnibus Stock Plan 4
Mgmt ForForForAmend Omnibus Stock Plan 5
SH ForForAgainstReduce Ownership Threshold for Shareholders to Call Special Meeting
6
Voter Rationale: A vote FOR this proposal is warranted, as the ability of the holders of 10 percent of outstanding shares to call a special meeting would supplement shareholders' existing right under New Jersey law to petition the Superior Court to call a special meeting upon a showing of good cause.
Hormel Foods Corporation
Meeting Date: 01/28/2020
Record Date: 11/29/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 440452100
Ticker: HRL
Shares Voted: 20,996
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Prama Bhatt Mgmt For For For
Mgmt ForForForElect Director Gary C. Bhojwani 1b
Mgmt ForForForElect Director Terrell K. Crews 1c
Mgmt ForForForElect Director Stephen M. Lacy 1d
Mgmt ForForForElect Director Elsa A. Murano 1e
Mgmt ForForForElect Director Susan K. Nestegard 1f
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Hormel Foods Corporation
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director William A. Newlands 1g
Mgmt ForForForElect Director Dakota A. Pippins 1h
Mgmt ForForForElect Director Christopher J. Policinski 1i
Mgmt ForForForElect Director Jose Luis Prado 1j
Mgmt ForForForElect Director Sally J. Smith 1k
Mgmt ForForForElect Director James P. Snee 1l
Mgmt ForForForElect Director Steven A. White 1m
Mgmt ForForForRatify Ernst & Young LLP as Auditors 2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Visa Inc.
Meeting Date: 01/28/2020
Record Date: 11/29/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 92826C839
Ticker: V
Shares Voted: 134,184
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Lloyd A. Carney Mgmt For Refer Against
Mgmt ForForForElect Director Mary B. Cranston 1b
Mgmt ForForForElect Director Francisco Javier Fernandez-Carbajal
1c
Mgmt ForForForElect Director Alfred F. Kelly, Jr. 1d
Mgmt ForForForElect Director Ramon L. Laguarta 1e
Mgmt ForForForElect Director John F. Lundgren 1f
Mgmt ForForForElect Director Robert W. Matschullat 1g
Mgmt ForForForElect Director Denise M. Morrison 1h
Mgmt ForForForElect Director Suzanne Nora Johnson 1i
Mgmt ForForForElect Director John A. C. Swainson 1j
Mgmt ForForForElect Director Maynard G. Webb, Jr. 1k
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Visa Inc.
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForRatify KPMG LLP as Auditors 3
MSC Industrial Direct Co., Inc.
Meeting Date: 01/29/2020
Record Date: 12/11/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 553530106
Ticker: MSM
Shares Voted: 7,800
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Mitchell Jacobson Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Erik Gershwind 1.2
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Jonathan Byrnes 1.3
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Louise Goeser 1.4
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Michael Kaufmann 1.5
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Denis Kelly 1.6
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Steven Paladino 1.7
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Philip Peller 1.8
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForRatify Ernst & Young LLP as Auditors 2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Woodward, Inc.
Meeting Date: 01/29/2020
Record Date: 12/02/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 980745103
Ticker: WWD
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Woodward, Inc.
Shares Voted: 9,700
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Paul Donovan Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Mary L. Petrovich 1.2
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director James R. Rulseh 1.3
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForRatify Deloitte & Touche LLP as Auditors 2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Mgmt ForForForAmend Omnibus Stock Plan 4
Accenture plc
Meeting Date: 01/30/2020
Record Date: 12/02/2019
Country: Ireland
Meeting Type: Annual
Primary Security ID: G1151C101
Ticker: ACN
Shares Voted: 49,200
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1 Elect Director Jaime Ardila Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Herbert Hainer 1b
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Nancy McKinstry 1c
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Gilles C. Pelisson 1d
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Paula A. Price 1e
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Venkata (Murthy) Renduchintala
1f
Voter Rationale: A vote FOR the director nominees is warranted.
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Accenture plc
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director David Rowland 1g
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Arun Sarin 1h
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Julie Sweet 1i
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Frank K. Tang 1j
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Tracey T. Travis 1k
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Mgmt ForForForAmend Omnibus Stock Plan 3
Mgmt ForForForApprove KPMG LLP as Auditors and Authorize Board to Fix Their Remuneration
4
Mgmt ForForForAuthorize Board to Allot and Issue Shares 5
Voter Rationale: A vote FOR these resolutions is warranted because the proposed amounts and durations are within recommended limits.
Mgmt ForForForAuthorize Board to Opt-Out of Statutory Pre-Emption Rights
6
Voter Rationale: A vote FOR these resolutions is warranted because the proposed amounts and durations are within recommended limits.
Mgmt ForForForDetermine Price Range for Reissuance of Treasury Shares
7
Ashland Global Holdings Inc.
Meeting Date: 01/30/2020
Record Date: 12/02/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 044186104
Ticker: ASH
Shares Voted: 10,800
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Brendan M. Cummins Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Ashland Global Holdings Inc.
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director William G. Dempsey 1.2
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Jay V. Ihlenfeld 1.3
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Susan L. Main 1.4
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Guillermo Novo 1.5
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Jerome A. Peribere 1.6
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Craig A. Rogerson 1.7
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Mark C. Rohr 1.8
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Ricky C. Sandler 1.9
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Janice J. Teal 1.10
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Kathleen Wilson-Thompson 1.11
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForRatify Ernst & Young LLP as Auditors 2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Liberty Property Trust
Meeting Date: 01/30/2020
Record Date: 12/20/2019
Country: USA
Meeting Type: Special
Primary Security ID: 531172104
Ticker: LPT
Shares Voted: 27,200
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1 Approve Merger Agreement Mgmt For Refer For
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Liberty Property Trust
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForReferForAdvisory Vote on Golden Parachutes 2
Mgmt ForReferForAdjourn Meeting 3
Post Holdings, Inc.
Meeting Date: 01/30/2020
Record Date: 11/26/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 737446104
Ticker: POST
Shares Voted: 11,500
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Robert E. Grote Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director David W. Kemper 1.2
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Robert V. Vitale 1.3
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForRatify PricewaterhouseCoopers LLP as Auditors
2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Sally Beauty Holdings, Inc.
Meeting Date: 01/30/2020
Record Date: 12/02/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 79546E104
Ticker: SBH
Shares Voted: 20,800
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Timothy R. Baer Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Christian A. Brickman 1.2
Voter Rationale: A vote FOR the director nominees is warranted.
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Sally Beauty Holdings, Inc.
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director Marshall E. Eisenberg 1.3
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Diana S. Ferguson 1.4
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Dorlisa K. Flur 1.5
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Linda Heasley 1.6
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Robert R. McMaster 1.7
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director John A. Miller 1.8
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director P. Kelly Mooney 1.9
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Susan R. Mulder 1.10
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Denise Paulonis 1.11
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Edward W. Rabin 1.12
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Mgmt ForForForRatify KPMG LLP as Auditors 3
Spire, Inc.
Meeting Date: 01/30/2020
Record Date: 11/29/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 84857L101
Ticker: SR
Shares Voted: 8,800
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Edward L. Glotzbach Mgmt For For For
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Spire, Inc.
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Rob L. Jones 1.2
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director John P. Stupp, Jr. 1.3
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Mgmt ForForForRatify Deloitte & Touche LLP as Auditors 3
Valvoline Inc.
Meeting Date: 01/30/2020
Record Date: 12/02/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 92047W101
Ticker: VVV
Shares Voted: 32,538
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Gerald W. Evans, Jr. Mgmt For For For
Voter Rationale: A vote FOR the director nominee(s) is warranted.
Mgmt ForForForElect Director Richard J. Freeland 1b
Voter Rationale: A vote FOR the director nominee(s) is warranted.
Mgmt ForForForElect Director Stephen F. Kirk 1c
Voter Rationale: A vote FOR the director nominee(s) is warranted.
Mgmt ForForForElect Director Carol H. Kruse 1d
Voter Rationale: A vote FOR the director nominee(s) is warranted.
Mgmt ForForForElect Director Stephen E. Macadam 1e
Voter Rationale: A vote FOR the director nominee(s) is warranted.
Mgmt ForForForElect Director Vada O. Manager 1f
Voter Rationale: A vote FOR the director nominee(s) is warranted.
Mgmt ForForForElect Director Samuel J. Mitchell, Jr. 1g
Voter Rationale: A vote FOR the director nominee(s) is warranted.
Mgmt ForForForElect Director Charles M. Sonsteby 1h
Voter Rationale: A vote FOR the director nominee(s) is warranted.
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Valvoline Inc.
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director Mary J. Twinem 1i
Voter Rationale: A vote FOR the director nominee(s) is warranted.
Mgmt ForForForRatify Ernst & Young LLP as Auditors 2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Walgreens Boots Alliance, Inc.
Meeting Date: 01/30/2020
Record Date: 12/02/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 931427108
Ticker: WBA
Shares Voted: 59,915
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Jose E. Almeida Mgmt For For For
Mgmt ForForForElect Director Janice M. Babiak 1b
Mgmt ForForForElect Director David J. Brailer 1c
Mgmt ForForForElect Director William C. Foote 1d
Mgmt ForForForElect Director Ginger L. Graham 1e
Mgmt ForForForElect Director John A. Lederer 1f
Mgmt ForForForElect Director Dominic P. Murphy 1g
Mgmt ForForForElect Director Stefano Pessina 1h
Mgmt ForForForElect Director Nancy M. Schlichting 1i
Mgmt ForForForElect Director James A. Skinner 1j
Mgmt ForForForRatify Deloitte & Touche LLP as Auditors 2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
SH ForForAgainstRequire Independent Board Chairman 4
Voter Rationale: A vote FOR this proposal is warranted. The company has underperformed its peers over the short and long term, and while the lead independent director role is robust, the lead independent director needs to effectively act as a counterweight to both a CEO and an executive chairman. An independent chair policy would simplify the current board leadership structure, which could promote more effective independent oversight and streamline responsibilities. Furthermore, this proposal is not overly prescriptive and would not require an immediate change to the current board leadership structure, providing the board with flexibility to appoint an independent chair at the next CEO transition.
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Walgreens Boots Alliance, Inc.
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
SHAdopt a Policy on Bonus Banking *Withdrawn Resolution*
5
Voter Rationale: A vote FOR this item is warranted, as the proposal's request is not fully addressed by mechanisms currently in place and the proposal does not appear to be overly prescriptive. Although the pay-for-performance misalignment for the year in review is mitigated and the company maintains stock ownership guidelines and a clawback policy, the current ownership guidelines are not considered to be robust and the company does not maintain any holding requirements after awards have vested. In addition, while the company recently enhanced the clawback policy to include disclosure of any enforcement of the policy, the policy extends only to materially incorrect or restated financial results or misconduct including fraud or other conduct that could lead to a "for cause" termination. Therefore, the proposal's banking feature may provide additional safeguards for investors. Lastly, the proposal is not overly prescriptive and gives the board sufficient flexibility in implementation.
SH ForForAgainstReduce Ownership Threshold for Shareholders to Call Special Meeting
6
Voter Rationale: A vote FOR this proposal is warranted, as the proposed 10 percent ownership threshold would make the special meeting right more easily exercisable by institutional investors, while still providing protection against abuse.
WestRock Company
Meeting Date: 01/31/2020
Record Date: 12/06/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 96145D105
Ticker: WRK
Shares Voted: 19,835
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Colleen F. Arnold Mgmt For For For
Mgmt ForForForElect Director Timothy J. Bernlohr 1b
Mgmt ForForForElect Director J. Powell Brown 1c
Mgmt ForForForElect Director Terrell K. Crews 1d
Mgmt ForForForElect Director Russell M. Currey 1e
Mgmt ForForForElect Director Suzan F. Harrison 1f
Mgmt ForForForElect Director John A. Luke, Jr. 1g
Mgmt ForForForElect Director Gracia C. Martore 1h
Mgmt ForForForElect Director James E. Nevels 1i
Mgmt ForForForElect Director Timothy H. Powers 1j
Mgmt ForForForElect Director Steven C. Voorhees 1k
Mgmt ForForForElect Director Bettina M. Whyte 1l
Mgmt ForForForElect Director Alan D. Wilson 1m
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
WestRock Company
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Mgmt ForForForRatify Ernst & Young LLP as Auditors 3
Aon plc
Meeting Date: 02/04/2020
Record Date: 01/31/2020
Country: United Kingdom
Meeting Type: Special
Primary Security ID: G0408V102
Ticker: AON
Shares Voted: 18,595
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1 Approve Scheme of Arrangement Mgmt For Refer For
Mgmt ForReferForApprove Reduction of Share Capital and Creation of Distributable Profits
2
Mgmt ForReferForApprove Terms of an Off-Exchange Buyback and Cancellation of Class B Ordinary Shares
3
Mgmt ForReferForApprove Delisting of Shares from the New York Stock Exchange
4
Mgmt ForReferForAdjourn Meeting 5
Aon plc
Meeting Date: 02/04/2020
Record Date: 01/31/2020
Country: United Kingdom
Meeting Type: Court
Primary Security ID: G0408V102
Ticker: AON
Shares Voted: 18,595
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1 Approve Scheme of Arrangement Mgmt For Refer For
Emerson Electric Co.
Meeting Date: 02/04/2020
Record Date: 11/26/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 291011104
Ticker: EMR
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Emerson Electric Co.
Shares Voted: 47,400
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Martin S. Craighead Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director David N. Farr 1.2
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Gloria A. Flach 1.3
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Matthew S. Levatich 1.4
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForRatify KPMG LLP as Auditors 2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Mgmt ForForForDeclassify the Board of Directors 4
Voter Rationale: New Mexico favours unclassified board of directors.
Ingersoll-Rand plc
Meeting Date: 02/04/2020
Record Date: 12/17/2019
Country: Ireland
Meeting Type: Special
Primary Security ID: G47791101
Ticker: IR
Shares Voted: 18,598
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1 Change Company Name to Trane Technologies plc
Mgmt For Refer For
Oshkosh Corporation
Meeting Date: 02/04/2020
Record Date: 12/13/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 688239201
Ticker: OSK
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Oshkosh Corporation
Shares Voted: 12,100
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Keith J. Allman Mgmt For For For
Mgmt ForForForElect Director Wilson R. Jones 1.2
Mgmt ForForForElect Director Tyrone M. Jordan 1.3
Mgmt ForForForElect Director Kimberley Metcalf-Kupres 1.4
Mgmt ForForForElect Director Stephen D. Newlin 1.5
Mgmt ForForForElect Director Raymond T. Odierno 1.6
Mgmt ForForForElect Director Craig P. Omtvedt 1.7
Mgmt ForForForElect Director Duncan J. Palmer 1.8
Mgmt ForForForElect Director Sandra E. Rowland 1.9
Mgmt ForForForElect Director John S. Shiely 1.10
Mgmt ForForForRatify Deloitte & Touche LLP as Auditors 2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Rockwell Automation, Inc.
Meeting Date: 02/04/2020
Record Date: 12/09/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 773903109
Ticker: ROK
Shares Voted: 9,126
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
A1 Elect Director Steven R. Kalmanson Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director James P. Keane A2
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Pam Murphy A3
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Donald R. Parfet A4
Voter Rationale: A vote FOR the director nominees is warranted.
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Rockwell Automation, Inc.
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
B
Mgmt ForForForRatify Deloitte & Touche LLP as Auditors C
Mgmt ForForForApprove Omnibus Stock Plan D
Tiffany & Co.
Meeting Date: 02/04/2020
Record Date: 01/02/2020
Country: USA
Meeting Type: Special
Primary Security ID: 886547108
Ticker: TIF
Shares Voted: 8,314
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1 Approve Merger Agreement Mgmt For Refer For
Mgmt ForReferForAdvisory Vote on Golden Parachutes 2
Mgmt ForReferForAdjourn Meeting 3
Atmos Energy Corporation
Meeting Date: 02/05/2020
Record Date: 12/13/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 049560105
Ticker: ATO
Shares Voted: 9,000
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director J. Kevin Akers Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Robert W. Best 1b
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Kim R. Cocklin 1c
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Kelly H. Compton 1d
Voter Rationale: A vote FOR the director nominees is warranted.
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Atmos Energy Corporation
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director Sean Donohue 1e
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Rafael G. Garza 1f
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Richard K. Gordon 1g
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Robert C. Grable 1h
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Nancy K. Quinn 1i
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Richard A. Sampson 1j
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Stephen R. Springer 1k
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Diana J. Walters 1l
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Richard Ware, II 1m
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForRatify Ernst & Young LLP as Auditors 2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Edgewell Personal Care Company
Meeting Date: 02/06/2020
Record Date: 11/29/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 28035Q102
Ticker: EPC
Shares Voted: 9,400
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Robert W. Black Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Edgewell Personal Care Company
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director George R. Corbin 1b
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Daniel J. Heinrich 1c
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Carla C. Hendra 1d
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director R. David Hoover 1e
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director John C. Hunter, III 1f
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director James C. Johnson 1g
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Rod R. Little 1h
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Joseph D. O'Leary 1i
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Rakesh Sachdev 1j
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Gary K. Waring 1k
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForRatify PricewaterhouseCoopers LLP as Auditors
2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Mgmt ForForForAmend Omnibus Stock Plan 4
Tyson Foods, Inc.
Meeting Date: 02/06/2020
Record Date: 12/09/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 902494103
Ticker: TSN
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Tyson Foods, Inc.
Shares Voted: 22,715
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director John Tyson Mgmt For For For
Mgmt ForForForElect Director Gaurdie E. Banister, Jr. 1b
Mgmt ForForForElect Director Dean Banks 1c
Mgmt ForForForElect Director Mike Beebe 1d
Mgmt ForForForElect Director Mikel A. Durham 1e
Mgmt ForForForElect Director Jonathan D. Mariner 1f
Mgmt ForForForElect Director Kevin M. McNamara 1g
Mgmt ForForForElect Director Cheryl S. Miller 1h
Mgmt ForForForElect Director Jeffrey K. Schomburger 1i
Mgmt ForForForElect Director Robert Thurber 1j
Mgmt AgainstReferForElect Director Barbara A. Tyson 1k
Mgmt ForForForElect Director Noel White 1l
Mgmt ForForForRatify PricewaterhouseCoopers LLP as Auditors
2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
SH ForForAgainstReport on Deforestation Impacts in Company's Supply Chain
4
SH ForForAgainstReport on Lobbying Payments and Policy 5
SH ForForAgainstReport on Human Rights Risk Assessment Process
6
SH ForForAgainstAdopt Share Retention Policy For Senior Executives
7
Franklin Resources, Inc.
Meeting Date: 02/11/2020
Record Date: 12/13/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 354613101
Ticker: BEN
Shares Voted: 22,673
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Peter K. Barker Mgmt For For For
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Franklin Resources, Inc.
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Voter Rationale: A vote FOR the director nominee is warranted.
Mgmt ForForForElect Director Mariann Byerwalter 1b
Voter Rationale: A vote FOR the director nominee is warranted.
Mgmt ForForForElect Director Gregory E. Johnson 1c
Voter Rationale: A vote FOR the director nominee is warranted.
Mgmt ForForForElect Director Jennifer M. Johnson 1d
Voter Rationale: A vote FOR the director nominee is warranted.
Mgmt ForForForElect Director Rupert H. Johnson, Jr. 1e
Voter Rationale: A vote FOR the director nominee is warranted.
Mgmt ForForForElect Director Anthony J. Noto 1f
Voter Rationale: A vote FOR the director nominee is warranted.
Mgmt ForForForElect Director Mark C. Pigott 1g
Voter Rationale: A vote FOR the director nominee is warranted.
Mgmt ForForForElect Director Laura Stein 1h
Voter Rationale: A vote FOR the director nominee is warranted.
Mgmt ForForForElect Director Seth H. Waugh 1i
Voter Rationale: A vote FOR the director nominee is warranted.
Mgmt ForForForElect Director Geoffrey Y. Yang 1j
Voter Rationale: A vote FOR the director nominee is warranted.
Mgmt ForForForRatify PricewaterhouseCoopers LLP as Auditors
2
Mgmt ForForForAmend Qualified Employee Stock Purchase Plan
3
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
4
PTC Inc.
Meeting Date: 02/12/2020
Record Date: 12/09/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 69370C100
Ticker: PTC
Shares Voted: 18,500
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Janice Chaffin Mgmt For For For
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
PTC Inc.
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director Phillip Fernandez 1.2
Mgmt ForForForElect Director James Heppelmann 1.3
Mgmt ForForForElect Director Klaus Hoehn 1.4
Mgmt ForForForElect Director Paul Lacy 1.5
Mgmt ForForForElect Director Corinna Lathan 1.6
Mgmt ForForForElect Director Blake Moret 1.7
Mgmt ForForForElect Director Robert Schechter 1.8
Mgmt AgainstAgainstForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Voter Rationale: A vote AGAINST this proposal is warranted. The compensation committee has demonstrated only a degree of responsiveness to the previous year's failed say-on-pay vote. While the committee provided detailed disclosures regarding engagements, shareholder feedback, and some program improvements, certain aspects of executive pay were not adequately addressed. These include no changes to the CEO's significant off-cycle award made in 2018 or to a problematic catch-up feature in the equity incentive program. Shareholders should expect a robust response by the company following a failed say-on-pay vote.
Mgmt ForForForRatify PricewaterhouseCoopers LLP as Auditors
3
Tech Data Corporation
Meeting Date: 02/12/2020
Record Date: 01/09/2020
Country: USA
Meeting Type: Special
Primary Security ID: 878237106
Ticker: TECD
Shares Voted: 6,500
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1 Approve Merger Agreement Mgmt For Refer For
Mgmt AgainstReferForAdvisory Vote on Golden Parachutes 2
Mgmt ForReferForAdjourn Meeting 3
Sanderson Farms, Inc.
Meeting Date: 02/13/2020
Record Date: 12/19/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 800013104
Ticker: SAFM
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Sanderson Farms, Inc.
Shares Voted: 3,400
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Election of Five Class A Directors Mgmt
Mgmt ForForForElect Director David Barksdale 1.1
Mgmt ForForForElect Director Lampkin Butts 1.2
Mgmt ForForForElect Director Beverly W. Hogan 1.3
Mgmt ForForForElect Director Phil K. Livingston 1.4
Mgmt ForForForElect Director Joe F. Sanderson, Jr. 1.5
MgmtElection of One Class C Director
Mgmt ForForForElect Director Sonia Perez 1.1
Mgmt ForForForAmend Omnibus Stock Plan 2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Mgmt One YearOne YearOne YearAdvisory Vote on Say on Pay Frequency 4
Mgmt ForForForRatify Ernst & Young LLP as Auditors 5
SH AgainstAgainstAgainstReport on Water Resource Risks 6
SH ForForAgainstReport on Human Rights Due Diligence 7
Voter Rationale: A vote FOR this proposal is warranted, as additional information regarding the processes the company uses to identify and assess human rights impacts in its operations and supply chain would allow shareholders to better gauge how the company is managing human rights related risks.
Varian Medical Systems, Inc.
Meeting Date: 02/13/2020
Record Date: 12/16/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 92220P105
Ticker: VAR
Shares Voted: 6,997
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Anat Ashkenazi Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Jeffrey R. Balser 1b
Voter Rationale: A vote FOR the director nominees is warranted.
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Varian Medical Systems, Inc.
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director Judy Bruner 1c
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Jean-Luc Butel 1d
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Regina E. Dugan 1e
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director R. Andrew Eckert 1f
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Phillip G. Febbo 1g
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director David J. Illingworth 1h
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Michelle M. Le Beau 1i
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Dow R. Wilson 1j
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Mgmt ForForForAmend Qualified Employee Stock Purchase Plan
3
Mgmt ForForForRatify PricewaterhouseCoopers LLP as Auditors
4
Raymond James Financial, Inc.
Meeting Date: 02/20/2020
Record Date: 12/23/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 754730109
Ticker: RJF
Shares Voted: 9,700
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Charles G. von Arentschildt Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Robert M. Dutkowsky 1.2
Voter Rationale: A vote FOR the director nominees is warranted.
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Raymond James Financial, Inc.
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director Jeffrey N. Edwards 1.3
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Benjamin C. Esty 1.4
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Anne Gates 1.5
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Francis S. Godbold 1.6
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Thomas A. James 1.7
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Gordon L. Johnson 1.8
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Roderick C. McGeary 1.9
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Paul C. Reilly 1.10
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Raj Seshadri 1.11
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Susan N. Story 1.12
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Mgmt ForForForAmend Omnibus Stock Plan 3
Mgmt ForForForRatify KPMG LLP as Auditors 4
Hill-Rom Holdings, Inc.
Meeting Date: 02/25/2020
Record Date: 01/02/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 431475102
Ticker: HRC
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Hill-Rom Holdings, Inc.
Shares Voted: 11,504
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director William G. Dempsey Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Gary L. Ellis 1.2
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Stacy Enxing Seng 1.3
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Mary Garrett 1.4
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director James R. Giertz 1.5
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director John P. Groetelaars 1.6
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director William H. Kucheman 1.7
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Ronald A. Malone 1.8
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Gregory J. Moore 1.9
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Felicia F. Norwood 1.10
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Nancy M. Schlichting 1.11
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Mgmt ForForForRatify PricewaterhouseCoopers LLP as Auditors
3
Mgmt ForForForAmend Qualified Employee Stock Purchase Plan
4
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Nordson Corporation
Meeting Date: 02/25/2020
Record Date: 01/02/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 655663102
Ticker: NDSN
Shares Voted: 8,900
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Sundaram Nagarajan Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Ginger M. Jones 1.2
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Joseph P. Keithley 1.3
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Michael J. Merriman, Jr. 1.4
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Mary G. Puma 1.5
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForRatify Ernst & Young LLP as Auditors 2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Apple Inc.
Meeting Date: 02/26/2020
Record Date: 01/02/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 037833100
Ticker: AAPL
Shares Voted: 324,666
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director James Bell Mgmt For For For
Mgmt ForForForElect Director Tim Cook 1b
Mgmt ForForForElect Director Al Gore 1c
Mgmt ForForForElect Director Andrea Jung 1d
Mgmt ForForForElect Director Art Levinson 1e
Mgmt ForForForElect Director Ron Sugar 1f
Mgmt ForForForElect Director Sue Wagner 1g
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Apple Inc.
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForRatify Ernst & Young LLP as Auditors 2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
SH ForForAgainstProxy Access Amendments 4
SH AgainstAgainstAgainstAssess Feasibility of Including Sustainability as a Performance Measure for Senior Executive Compensation
5
SH ForForAgainstReport on Freedom of Expression and Access to Information Policies
6
Deere & Company
Meeting Date: 02/26/2020
Record Date: 12/31/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 244199105
Ticker: DE
Shares Voted: 24,452
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Samuel R. Allen Mgmt For For For
Mgmt ForForForElect Director Alan C. Heuberger 1b
Mgmt ForForForElect Director Charles O. Holliday, Jr. 1c
Mgmt ForForForElect Director Dipak C. Jain 1d
Mgmt ForForForElect Director Michael O. Johanns 1e
Mgmt ForForForElect Director Clayton M. Jones 1f
Mgmt ForForForElect Director John C. May 1g
Mgmt ForForForElect Director Gregory R. Page 1h
Mgmt ForForForElect Director Sherry M. Smith 1i
Mgmt ForForForElect Director Dmitri L. Stockton 1j
Mgmt ForForForElect Director Sheila G. Talton 1k
Mgmt AgainstAgainstForAdopt the Jurisdiction of Incorporation as the Exclusive Forum for Certain Disputes
2
Voter Rationale: A vote AGAINST this proposal is warranted, as the board has not articulated a compelling argument for restricting shareholders' litigation rights.
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Mgmt ForForForApprove Omnibus Stock Plan 4
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Deere & Company
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForRatify Deloitte & Touche LLP as Auditors 5
SH AgainstAgainstAgainstDisclose Board Qualifications Matrix 6
Voter Rationale: A vote AGAINST this resolution is warranted for the following reasons:- Deere provides information regarding the experience and qualifications of director nominees; and- The practice is not an appropriate topic of inquiry in the nomination or selection process because political ideology should play no role in the execution of board responsibilities.
Tetra Tech, Inc.
Meeting Date: 02/26/2020
Record Date: 01/03/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 88162G103
Ticker: TTEK
Shares Voted: 9,600
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1A Elect Director Dan L. Batrack Mgmt For For For
Mgmt ForForForElect Director Gary R. Birkenbeuel 1B
Mgmt ForForForElect Director Patrick C. Haden 1C
Mgmt ForForForElect Director J. Christopher Lewis 1D
Mgmt ForForForElect Director Joanne M. Maguire 1E
Mgmt ForForForElect Director Kimberly E. Ritrievi 1F
Mgmt ForForForElect Director J. Kenneth Thompson 1G
Mgmt ForForForElect Director Kirsten M. Volpi 1H
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Mgmt ForForForRatify PricewaterhouseCoopers LLP as Auditors
3
Digital Realty Trust, Inc.
Meeting Date: 02/27/2020
Record Date: 01/07/2020
Country: USA
Meeting Type: Special
Primary Security ID: 253868103
Ticker: DLR
Shares Voted: 16,100
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1 Issue Shares in Connection with Acquisition Mgmt For Refer For
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Digital Realty Trust, Inc.
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForReferForAdjourn Meeting 2
Jack in the Box Inc.
Meeting Date: 02/28/2020
Record Date: 12/30/2019
Country: USA
Meeting Type: Annual
Primary Security ID: 466367109
Ticker: JACK
Shares Voted: 4,500
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Jean M. Birch Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Leonard A. Comma 1b
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director John P. Gainor 1c
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director David L. Goebel 1d
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Sharon P. John 1e
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Madeleine A. Kleiner 1f
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Michael W. Murphy 1g
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director James M. Myers 1h
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director David M. Tehle 1i
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Vivien M. Yeung 1j
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForRatify KPMG LLP as Auditors 2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Helmerich & Payne, Inc.
Meeting Date: 03/03/2020
Record Date: 01/07/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 423452101
Ticker: HP
Shares Voted: 8,512
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Delaney M. Bellinger Mgmt For For For
Mgmt ForForForElect Director Kevin G. Cramton 1b
Mgmt ForForForElect Director Randy A. Foutch 1c
Mgmt ForForForElect Director Hans Helmerich 1d
Mgmt ForForForElect Director John W. Lindsay 1e
Mgmt ForForForElect Director Jose R. Mas 1f
Mgmt ForForForElect Director Thomas A. Petrie 1g
Mgmt ForForForElect Director Donald F. Robillard, Jr. 1h
Mgmt ForForForElect Director Edward B. Rust, Jr. 1i
Mgmt ForForForElect Director Mary M. VanDeWeghe 1j
Mgmt ForForForElect Director John D. Zeglis 1k
Mgmt ForForForRatify Ernst & Young LLP as Auditors 2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Mgmt ForForForApprove Omnibus Stock Plan 4
Cabot Microelectronics Corporation
Meeting Date: 03/04/2020
Record Date: 01/09/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 12709P103
Ticker: CCMP
Shares Voted: 5,100
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Paul J. Reilly Mgmt For For For
Mgmt ForForForElect Director Geoffrey Wild 1.2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Mgmt ForForForRatify PricewaterhouseCoopers LLP as Auditors
3
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Fair Isaac Corporation
Meeting Date: 03/04/2020
Record Date: 01/06/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 303250104
Ticker: FICO
Shares Voted: 5,000
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Braden R. Kelly Mgmt For For For
Mgmt ForForForElect Director Fabiola R. Arredondo 1b
Mgmt ForForForElect Director A. George Battle 1c
Mgmt ForForForElect Director James D. Kirsner 1d
Mgmt ForForForElect Director William J. Lansing 1e
Mgmt ForForForElect Director Eva Manolis 1f
Mgmt ForForForElect Director Marc F. McMorris 1g
Mgmt ForForForElect Director Joanna Rees 1h
Mgmt ForForForElect Director David A. Rey 1i
Mgmt ForForForAmend Omnibus Stock Plan 2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Mgmt ForForForRatify Deloitte & Touche LLP as Auditors 4
Johnson Controls International plc
Meeting Date: 03/04/2020
Record Date: 01/02/2020
Country: Ireland
Meeting Type: Annual
Primary Security ID: G51502105
Ticker: JCI
Shares Voted: 61,363
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Jean Blackwell Mgmt For For For
Mgmt ForForForElect Director Pierre Cohade 1b
Mgmt ForForForElect Director Michael E. Daniels 1c
Mgmt ForForForElect Director Juan Pablo del Valle Perochena 1d
Mgmt ForForForElect Director W. Roy Dunbar 1e
Mgmt ForForForElect Director Gretchen R. Haggerty 1f
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Johnson Controls International plc
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director Simone Menne 1g
Mgmt ForForForElect Director George R. Oliver 1h
Mgmt ForForForElect Director Jurgen Tinggren 1i
Mgmt ForForForElect Director Mark Vergnano 1j
Mgmt ForForForElect Director R. David Yost 1k
Mgmt ForForForElect Director John D. Young 1l
Mgmt ForForForRatify PricewaterhouseCoopers LLP as Auditors
2a
Mgmt ForForForAuthorize Board to Fix Remuneration of Auditors
2b
Mgmt ForForForAuthorize Market Purchases of Company Shares
3
Mgmt ForForForDetermine Price Range for Reissuance of Treasury Shares
4
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
5
Mgmt ForForForApprove the Directors' Authority to Allot Shares
6
Mgmt ForForForApprove the Disapplication of Statutory Pre-Emption Rights
7
AmerisourceBergen Corporation
Meeting Date: 03/05/2020
Record Date: 01/06/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 03073E105
Ticker: ABC
Shares Voted: 12,041
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Ornella Barra Mgmt For For For
Mgmt ForForForElect Director Steven H. Collis 1.2
Mgmt ForForForElect Director D. Mark Durcan 1.3
Mgmt ForForForElect Director Richard W. Gochnauer 1.4
Mgmt ForForForElect Director Lon R. Greenberg 1.5
Mgmt ForForForElect Director Jane E. Henney 1.6
Mgmt ForForForElect Director Kathleen W. Hyle 1.7
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
AmerisourceBergen Corporation
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director Michael J. Long 1.8
Mgmt ForForForElect Director Henry W. McGee 1.9
Mgmt ForForForElect Director Dennis M. Nally 1.10
Mgmt ForForForRatify Ernst & Young LLP as Auditors 2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
SH ForForAgainstProvide Right to Act by Written Consent 4
Voter Rationale: A vote FOR this proposal is warranted given that the ability to act by written consent would enhance shareholder rights.
SH ForForAgainstAdopt Policy on Bonus Banking 5
Voter Rationale: A vote FOR this proposal is warranted, as the proposal's request is not fully addressed by mechanisms in place and the proposal does not appear to be overly prescriptive. Although pay and performance were aligned for the year in review and the company maintains stock ownership guidelines and a clawback policy, the current ownership guidelines are not considered to be robust and the company does not maintain any holding requirements after the guideline is met. The proposal's banking feature may provide additional safeguards for investors and is not overly prescriptive, giving the board sufficient flexibility in implementation.
Hologic, Inc.
Meeting Date: 03/05/2020
Record Date: 01/08/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 436440101
Ticker: HOLX
Shares Voted: 20,700
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Stephen P. MacMillan Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Sally W. Crawford 1.2
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Charles J. Dockendorff 1.3
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Scott T. Garrett 1.4
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Ludwig N. Hantson 1.5
Voter Rationale: A vote FOR the director nominees is warranted.
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Hologic, Inc.
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director Namal Nawana 1.6
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Christiana Stamoulis 1.7
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Amy M. Wendell 1.8
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Mgmt ForForForRatify Ernst & Young LLP as Auditors 3
WPX Energy, Inc.
Meeting Date: 03/05/2020
Record Date: 02/04/2020
Country: USA
Meeting Type: Special
Primary Security ID: 98212B103
Ticker: WPX
Shares Voted: 83,800
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1 Issue Shares in Connection with Acquisition Mgmt For Refer For
Mgmt ForReferForAdjourn Meeting 2
AECOM
Meeting Date: 03/10/2020
Record Date: 01/14/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 00766T100
Ticker: ACM
Shares Voted: 31,613
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Robert G. Card Mgmt For For For
Mgmt ForForForElect Director Peter A. Feld 1.2
Mgmt ForForForElect Director William H. Frist 1.3
Mgmt ForForForElect Director Jacqueline C. Hinman 1.4
Mgmt ForForForElect Director Steven A. Kandarian 1.5
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
AECOM
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director Robert J. Routs 1.6
Mgmt ForForForElect Director Clarence T. Schmitz 1.7
Mgmt ForForForElect Director Douglas W. Stotlar 1.8
Mgmt ForForForElect Director Daniel R. Tishman 1.9
Mgmt ForForForElect Director Janet C. Wolfenbarger 1.10
Mgmt ForForForRatify Ernst & Young LLP as Auditors 2
Mgmt ForForForApprove Omnibus Stock Plan 3
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
4
SH ForForAgainstProvide Right to Act by Written Consent 5
Voter Rationale: A vote FOR this proposal is warranted given that the ability to act by written consent would enhance shareholder rights.
QUALCOMM Incorporated
Meeting Date: 03/10/2020
Record Date: 01/13/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 747525103
Ticker: QCOM
Shares Voted: 93,807
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Mark Fields Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Jeffrey W. Henderson 1b
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Ann M. Livermore 1c
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Harish Manwani 1d
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Mark D. McLaughlin 1e
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Steve Mollenkopf 1f
Voter Rationale: A vote FOR the director nominees is warranted.
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
QUALCOMM Incorporated
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director Clark T. "Sandy" Randt, Jr. 1g
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Irene B. Rosenfeld 1h
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Kornelis "Neil" Smit 1i
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Anthony J. Vinciquerra 1j
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForRatify PricewaterhouseCoopers LLP as Auditors
2
Mgmt ForForForAmend Omnibus Stock Plan 3
Mgmt AgainstAgainstForAdvisory Vote to Ratify Named Executive Officers' Compensation
4
Voter Rationale: A vote AGAINST this proposal is warranted. For FY2019, the CEO received a $3.6 million special, fully vested equity award in connection with the settlement and multi-year license and supply agreements entered into with Apple and related parties. While the rationale for the special award is compelling, there are insufficiently mitigated concerns surrounding both the decision to grant special equity awards in two consecutive years and the absence of any performance- or service-vesting criteria attached to this year's award. Concerns are also noted with respect to the magnitude of the CEO's annual LTI awards. While the company's long-term performance has trailed peers as of the end of FY2019, the CEO received a $2 million increase to the annualized value of his target LTI opportunity for the second consecutive year, bringing the target annual value of his long-term incentives in line with median total pay of company-selected peers.
Mgmt One YearOne YearOne YearAdvisory Vote on Say on Pay Frequency 5
Toll Brothers, Inc.
Meeting Date: 03/10/2020
Record Date: 01/15/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 889478103
Ticker: TOL
Shares Voted: 26,000
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Robert I. Toll Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Douglas C. Yearley, Jr. 1.2
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Edward G. Boehne 1.3
Voter Rationale: A vote FOR the director nominees is warranted.
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Toll Brothers, Inc.
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director Richard J. Braemer 1.4
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Stephen F. East 1.5
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Christine N. Garvey 1.6
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Karen H. Grimes 1.7
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Carl B. Marbach 1.8
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director John A. McLean 1.9
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Stephen A. Novick 1.10
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Wendell E. Pritchett 1.11
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Paul E. Shapiro 1.12
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForRatify Ernst & Young LLP as Auditors 2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Analog Devices, Inc.
Meeting Date: 03/11/2020
Record Date: 01/06/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 032654105
Ticker: ADI
Shares Voted: 28,491
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Ray Stata Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Analog Devices, Inc.
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director Vincent Roche 1b
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director James A. Champy 1c
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Anantha P. Chandrakasan 1d
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Bruce R. Evans 1e
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Edward H. Frank 1f
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Karen M. Golz 1g
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Mark M. Little 1h
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Kenton J. Sicchitano 1i
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Susie Wee 1j
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Mgmt ForForForApprove Omnibus Stock Plan 3
Mgmt ForForForRatify Ernst & Young LLP as Auditors 4
National Fuel Gas Company
Meeting Date: 03/11/2020
Record Date: 01/13/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 636180101
Ticker: NFG
Shares Voted: 17,400
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director David H. Anderson Mgmt For For For
Mgmt ForForForElect Director David P. Bauer 1.2
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
National Fuel Gas Company
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director Barbara M. Baumann 1.3
Mgmt ForForForElect Director Jeffrey W. Shaw 1.4
Mgmt ForForForElect Director Thomas E. Skains 1.5
Mgmt ForForForElect Director Ronald J. Tanski 1.6
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Mgmt ForForForRatify PricewaterhouseCoopers LLP as Auditors
3
SH ForForAgainstDeclassify the Board of Directors 4
Voter Rationale: New Mexico favours unclassified board of directors.
TE Connectivity Ltd.
Meeting Date: 03/11/2020
Record Date: 02/20/2020
Country: Switzerland
Meeting Type: Annual
Primary Security ID: H84989104
Ticker: TEL
Shares Voted: 24,700
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Pierre R. Brondeau Mgmt For For For
Mgmt ForForForElect Director Terrence R. Curtin 1b
Mgmt ForForForElect Director Carol A. ('John') Davidson 1c
Mgmt ForForForElect Director Lynn A. Dugle 1d
Mgmt ForForForElect Director William A. Jeffrey 1e
Mgmt ForForForElect Director David M. Kerko 1f
Mgmt ForForForElect Director Thomas J. Lynch 1g
Mgmt ForForForElect Director Yong Nam 1h
Mgmt ForForForElect Director Daniel J. Phelan 1i
Mgmt ForForForElect Director Abhijit Y. Talwalkar 1j
Mgmt ForForForElect Director Mark C. Trudeau 1k
Mgmt ForForForElect Director Dawn C. Willoughby 1l
Mgmt ForForForElect Director Laura H. Wright 1m
Mgmt ForForForElect Board Chairman Thomas J. Lynch 2
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
TE Connectivity Ltd.
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Daniel J. Phelan as Member of Management Development and Compensation Committee
3a
Mgmt ForForForElect Abhijit Y. Talwalkar as Member of Management Development and Compensation Committee
3b
Mgmt ForForForElect Mark C. Trudeau as Member of Management Development and Compensation Committee
3c
Mgmt ForForForElect Dawn C. Willoughby as Member of Management Development and Compensation Committee
3d
Mgmt ForForForDesignate Rene Schwarzenbach as Independent Proxy
4
Mgmt ForForForAccept Annual Report for Fiscal Year Ended September 27, 2019
5.1
Mgmt ForForForAccept Statutory Financial Statements for Fiscal Year Ended September 27, 2019
5.2
Mgmt ForForForApprove Consolidated Financial Statements for Fiscal Year Ended September 27, 2019
5.3
Mgmt ForForForApprove Discharge of Board and Senior Management
6
Mgmt ForForForRatify Deloitte & Touche LLP as Independent Registered Public Accounting Firm for Fiscal Year 2020
7.1
Mgmt ForForForRatify Deloitte AG as Swiss Registered Auditors
7.2
Mgmt ForForForRatify PricewaterhouseCoopers AG as Special Auditors
7.3
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
8
Mgmt ForForForApprove the Increase in Maximum Aggregate Remuneration of Executive Management
9
Mgmt ForForForApprove the Increase in Maximum Aggregate Remuneration of Board of Directors
10
Mgmt ForForForApprove Allocation of Available Earnings at September 27, 2019
11
Mgmt ForForForApprove Declaration of Dividend 12
Mgmt AgainstAgainstForAmend Articles of Association Re: Authorized Capital
13
Voter Rationale: A vote AGAINST this resolution is warranted because the issuance request would result in a potentially excessive dilution of more than 10 percent.
Mgmt ForForForApprove Reduction of Share Capital 14
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
TE Connectivity Ltd.
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt AgainstAgainstForAdjourn Meeting 15
Voter Rationale: A vote AGAINST this proposal is warranted given that it is not narrowly crafted and there is an item on the agenda that does not warrant support.
The Walt Disney Company
Meeting Date: 03/11/2020
Record Date: 01/13/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 254687106
Ticker: DIS
Shares Voted: 139,355
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Susan E. Arnold Mgmt For For For
Mgmt ForForForElect Director Mary T. Barra 1b
Mgmt ForForForElect Director Safra A. Catz 1c
Mgmt ForForForElect Director Francis A. deSouza 1d
Mgmt ForForForElect Director Michael B.G. Froman 1e
Mgmt ForForForElect Director Robert A. Iger 1f
Mgmt ForForForElect Director Maria Elena Lagomasino 1g
Mgmt ForForForElect Director Mark G. Parker 1h
Mgmt ForForForElect Director Derica W. Rice 1i
Mgmt ForForForRatify PricewaterhouseCoopers LLP as Auditors
2
Mgmt AgainstAgainstForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Voter Rationale: A vote AGAINST this proposal is warranted. Although meaningful improvements were made to address shareholders' concerns, including the elimination of certain compensation increases the CEO would otherwise be contractually entitled to, there remain significant concerns regarding CEO pay magnitude and structure. Specifically, the CEO's base salary is more than double that of company peers at $3 million. The CEO's target and maximum annual incentive pay opportunities remain set at $12 million and $24 million, which is 400 percent and 800 percent of base salary, respectively. This resulted in an annual incentive award for 2019 that exceeded the CEO total pay peer median. In addition, performance awards under the LTI program continue to target merely median performance, while goals under the STI program are only disclosed as a range, with specific target goals undisclosed.
Mgmt ForForForAmend Omnibus Stock Plan 4
SH ForForAgainstReport on Lobbying Payments and Policy 5
Voter Rationale: A vote FOR this proposal is warranted, as additional disclosure of the company's indirect lobbying-related oversight mechanisms, along with its trade association payments, would help shareholders better assess the risks and benefits associated with the company's participation in the public policy process.
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Adient plc
Meeting Date: 03/12/2020
Record Date: 01/15/2020
Country: Ireland
Meeting Type: Annual
Primary Security ID: G0084W101
Ticker: ADNT
Shares Voted: 17,500
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Julie L. Bushman Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Peter H. Carlin 1b
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Raymond L. Conner 1c
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Douglas G. Del Grosso 1d
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Richard Goodman 1e
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Jose M. Gutierrez 1f
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Frederick A. "Fritz" Henderson 1g
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Barb J. Samardzich 1h
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForApprove PricewaterhouseCoopers LLP as Auditors and Authorize Board to Fix Their Remuneration
2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Mgmt ForForForAmend Non Employee Director Restricted Stock Plan
4
Applied Materials, Inc.
Meeting Date: 03/12/2020
Record Date: 01/16/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 038222105
Ticker: AMAT
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Applied Materials, Inc.
Shares Voted: 72,186
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Judy Bruner Mgmt For For For
Mgmt ForForForElect Director Xun (Eric) Chen 1b
Mgmt ForForForElect Director Aart J. de Geus 1c
Mgmt ForForForElect Director Gary E. Dickerson 1d
Mgmt ForForForElect Director Stephen R. Forrest 1e
Mgmt ForForForElect Director Thomas J. Iannotti 1f
Mgmt ForForForElect Director Alexander A. Karsner 1g
Mgmt ForForForElect Director Adrianna C. Ma 1h
Mgmt ForForForElect Director Yvonne McGill 1i
Mgmt ForForForElect Director Scott A. McGregor 1j
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Mgmt ForForForRatify KPMG LLP as Auditors 3
Mgmt ForForForProvide Right to Act by Written Consent 4
Cabot Corporation
Meeting Date: 03/12/2020
Record Date: 01/15/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 127055101
Ticker: CBT
Shares Voted: 11,500
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Juan Enriquez Mgmt For For For
Mgmt ForForForElect Director Sean D. Keohane 1.2
Mgmt ForForForElect Director William C. Kirby 1.3
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Mgmt ForForForRatify Deloitte & Touche LLP as Auditors 3
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
F5 Networks, Inc.
Meeting Date: 03/12/2020
Record Date: 01/07/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 315616102
Ticker: FFIV
Shares Voted: 4,636
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director A. Gary Ames Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Sandra E. Bergeron 1b
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Deborah L. Bevier 1c
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Michel Combes 1d
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Michael L. Dreyer 1e
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Alan J. Higginson 1f
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Peter S. Klein 1g
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Francois Locoh-Donou 1h
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Nikhil Mehta 1i
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Marie E. Myers 1j
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForAmend Omnibus Stock Plan 2
Mgmt ForForForRatify PricewaterhouseCoopers LLP as Auditors
3
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
4
LogMeIn, Inc.
Meeting Date: 03/12/2020
Record Date: 02/04/2020
Country: USA
Meeting Type: Special
Primary Security ID: 54142L109
Ticker: LOGM
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
LogMeIn, Inc.
Shares Voted: 9,800
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1 Approve Merger Agreement Mgmt For Refer For
Mgmt ForReferForAdjourn Meeting 2
Mgmt ForReferForAdvisory Vote on Golden Parachutes 3
MAXIMUS, Inc.
Meeting Date: 03/17/2020
Record Date: 01/17/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 577933104
Ticker: MMS
Shares Voted: 12,900
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Gayathri Rajan Mgmt For For For
Mgmt ForForForElect Director Michael J. Warren 1b
Mgmt ForForForDeclassify the Board of Directors 2
Voter Rationale: New Mexico favours unclassified board of directors.
Mgmt ForForForRatify Ernst & Young LLP as Auditors 3
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
4
SH ForForAgainstReport on Lobbying Payments and Policy 5
Voter Rationale: A vote FOR this proposal is warranted, as additional disclosure of the company's direct and indirect lobbying-related expenditures would help shareholders better assess the risks and benefits associated with the company's participation in the public policy process.
SYNNEX Corporation
Meeting Date: 03/17/2020
Record Date: 01/23/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 87162W100
Ticker: SNX
Shares Voted: 8,202
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Kevin Murai Mgmt For For For
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
SYNNEX Corporation
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director Dwight Steffensen 1.2
Mgmt ForForForElect Director Dennis Polk 1.3
Mgmt ForForForElect Director Fred Breidenbach 1.4
Mgmt ForForForElect Director Laurie Simon Hodrick 1.5
Mgmt ForForForElect Director Hau Lee 1.6
Mgmt WithholdReferForElect Director Matthew Miau 1.7
Mgmt ForForForElect Director Gregory Quesnel 1.8
Mgmt ForForForElect Director Ann Vezina 1.9
Mgmt ForForForElect Director Thomas Wurster 1.10
Mgmt ForForForElect Director Duane Zitzner 1.11
Mgmt ForForForElect Director Andrea Zulberti 1.12
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Mgmt ForForForApprove Omnibus Stock Plan 3
Mgmt ForForForRatify KPMG LLP as Auditors 4
The Toro Company
Meeting Date: 03/17/2020
Record Date: 01/21/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 891092108
Ticker: TTC
Shares Voted: 21,400
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Jeffrey M. Ettinger Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Katherine J. Harless 1.2
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director D. Christian Koch 1.3
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForRatify KPMG LLP as Auditors 2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Starbucks Corporation
Meeting Date: 03/18/2020
Record Date: 01/10/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 855244109
Ticker: SBUX
Shares Voted: 93,448
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Richard E. Allison, Jr. Mgmt For For For
Mgmt ForForForElect Director Rosalind G. Brewer 1b
Mgmt ForForForElect Director Andrew Campion 1c
Mgmt ForForForElect Director Mary N. Dillon 1d
Mgmt ForForForElect Director Isabel Ge Mahe 1e
Mgmt ForForForElect Director Mellody Hobson 1f
Mgmt ForForForElect Director Kevin R. Johnson 1g
Mgmt ForForForElect Director Jorgen Vig Knudstorp 1h
Mgmt ForForForElect Director Satya Nadella 1i
Mgmt ForForForElect Director Joshua Cooper Ramo 1j
Mgmt ForForForElect Director Clara Shih 1k
Mgmt ForForForElect Director Javier G. Teruel 1l
Mgmt ForForForElect Director Myron E. Ullman, III 1m
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Mgmt ForForForRatify Deloitte & Touche LLP as Auditors 3
SH AgainstAgainstAgainstReport on Risks of Omitting Viewpoint and Ideology from EEO Policy
4
The Cooper Companies, Inc.
Meeting Date: 03/18/2020
Record Date: 01/23/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 216648402
Ticker: COO
Shares Voted: 3,800
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director A. Thomas Bender Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
The Cooper Companies, Inc.
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director Colleen E. Jay 1.2
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director William A. Kozy 1.3
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Jody S. Lindell 1.4
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Gary S. Petersmeyer 1.5
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Allan E. Rubenstein 1.6
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Robert S. Weiss 1.7
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Albert G. White, III 1.8
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForRatify KPMG LLP as Auditors 2
Mgmt ForForForApprove Non-Employee Director Omnibus Stock Plan
3
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
4
Arrowhead Pharmaceuticals, Inc.
Meeting Date: 03/19/2020
Record Date: 01/22/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 04280A100
Ticker: ARWR
Shares Voted: 20,100
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Christopher Anzalone Mgmt For For For
Mgmt ForForForElect Director Marianne De Backer 1.2
Mgmt ForForForElect Director Mauro Ferrari 1.3
Mgmt ForForForElect Director Douglass Given 1.4
Mgmt ForForForElect Director Michael S. Perry 1.5
Mgmt ForForForElect Director William Waddill 1.6
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Arrowhead Pharmaceuticals, Inc.
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Mgmt ForForForAdopt Majority Voting for Uncontested Election of Directors
3
Mgmt ForForForRatify Rose, Snyder & Jacobs LLP as Auditors 4
Keysight Technologies, Inc.
Meeting Date: 03/19/2020
Record Date: 01/21/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 49338L103
Ticker: KEYS
Shares Voted: 14,500
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director Paul N. Clark Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Richard P. Hamada 1.2
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Paul A. Lacouture 1.3
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForRatify PricewaterhouseCoopers LLP as Auditors
2
Mgmt ForForForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
TransDigm Group Incorporated
Meeting Date: 03/24/2020
Record Date: 01/27/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 893641100
Ticker: TDG
Shares Voted: 3,800
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1.1 Elect Director David Barr Mgmt For For For
Mgmt ForForForElect Director William Dries 1.2
Mgmt ForReferForElect Director Mervin Dunn 1.3
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
TransDigm Group Incorporated
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForReferForElect Director Michael S. Graff 1.4
Mgmt ForReferForElect Director Sean P. Hennessy 1.5
Mgmt ForForForElect Director W. Nicholas Howley 1.6
Mgmt ForForForElect Director Raymond F. Laubenthal 1.7
Mgmt ForForForElect Director Gary E. McCullough 1.8
Mgmt ForForForElect Director Michele Santana 1.9
Mgmt ForReferForElect Director Robert J. Small 1.10
Mgmt ForForForElect Director John Staer 1.11
Mgmt ForForForElect Director Kevin Stein 1.12
Mgmt AgainstAgainstForAdvisory Vote to Ratify Named Executive Officers' Compensation
2
Mgmt ForForForRatify Ernst & Young LLP as Auditors 3
SH ForForAgainstAdopt Quantitative Company-wide GHG Goals 4
Broadcom Inc.
Meeting Date: 03/30/2020
Record Date: 02/06/2020
Country: USA
Meeting Type: Annual
Primary Security ID: 11135F101
Ticker: AVGO
Shares Voted: 29,246
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
1a Elect Director Hock E. Tan Mgmt For For For
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Henry Samueli 1b
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Eddy W. Hartenstein 1c
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Diane M. Bryant 1d
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Gayla J. Delly 1e
Voter Rationale: A vote FOR the director nominees is warranted.
Vote Summary Report
Date range covered: 01/01/2020 to 03/31/2020
Location(s): All Locations
Institution Account(s): All Institution Accounts
Broadcom Inc.
Proposal Number ProponentProposal Text Mgmt Rec
VotingPolicy Rec
Vote Instruction
Mgmt ForForForElect Director Raul J. Fernandez 1f
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Check Kian Low 1g
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Justine F. Page 1h
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForElect Director Harry L. You 1i
Voter Rationale: A vote FOR the director nominees is warranted.
Mgmt ForForForRatify PricewaterhouseCoopers LLP as Auditors
2
Mgmt AgainstAgainstForAdvisory Vote to Ratify Named Executive Officers' Compensation
3
Voter Rationale: A vote AGAINST this proposal is warranted. Concerns are raised regarding the multi-year equity grants to certain NEOs that are intended to equate to four years of annual equity awards. While the grants are half performance-based, they include multiple vesting opportunities and the goals are not particularly rigorous. Multi-year grants can limit the compensation committee's ability to adjust pay levels over the period.