UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT
COMPANY
INVESTMENT COMPANY ACT FILE NUMBER: 811-10401
NAME OF REGISTRANT: Trust for Professional Managers
ADDRESS OF PRINCIPAL EXECUTIVE OFFICES: 615 East Michigan Street
Milwaukee, WI 53202
NAME AND ADDRESS OF AGENT FOR SERVICE: Jay Fitton
U.S. Bancorp Fund Services,
LLC
615 East Michigan Street
Milwaukee, WI 53202
REGISTRANT'S TELEPHONE NUMBER: 513-629-8104
DATE OF FISCAL YEAR END: 05/31
DATE OF REPORTING PERIOD: 07/01/2022 - 06/30/2023
Barrett Growth Fund
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ACCENTURE PLC Agenda Number: 935750174
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Security: G1151C101
Meeting Type: Annual
Meeting Date: 01-Feb-2023
Ticker: ACN
ISIN: IE00B4BNMY34
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Appointment of Director: Jaime Ardila Mgmt For For
1b. Appointment of Director: Nancy McKinstry Mgmt For For
1c. Appointment of Director: Beth E. Mooney Mgmt For For
1d. Appointment of Director: Gilles C. Pelisson Mgmt For For
1e. Appointment of Director: Paula A. Price Mgmt For For
1f. Appointment of Director: Venkata (Murthy) Mgmt For For
Renduchintala
1g. Appointment of Director: Arun Sarin Mgmt For For
1h. Appointment of Director: Julie Sweet Mgmt For For
1i. Appointment of Director: Tracey T. Travis Mgmt For For
2. To approve, in a non-binding vote, the Mgmt For For
compensation of our named executive
officers.
3. To approve, in a non-binding vote, the Mgmt 1 Year For
frequency of future non-binding votes to
approve the compensation of our named
executive officers.
4. To ratify, in a non-binding vote, the Mgmt For For
appointment of KPMG LLP ("KPMG") as
independent auditor of Accenture and to
authorize, in a binding vote, the Audit
Committee of the Board of Directors to
determine KPMG's remuneration.
5. To grant the Board of Directors the Mgmt For For
authority to issue shares under Irish law.
6. To grant the Board of Directors the Mgmt For For
authority to opt-out of pre-emption rights
under Irish law.
7. To determine the price range at which Mgmt For For
Accenture can re-allot shares that it
acquires as treasury shares under Irish
law.
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ADOBE INC. Agenda Number: 935770126
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Security: 00724F101
Meeting Type: Annual
Meeting Date: 20-Apr-2023
Ticker: ADBE
ISIN: US00724F1012
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve for a Mgmt For For
one-year term: Amy Banse
1b. Election of Director to serve for a Mgmt For For
one-year term: Brett Biggs
1c. Election of Director to serve for a Mgmt For For
one-year term: Melanie Boulden
1d. Election of Director to serve for a Mgmt For For
one-year term: Frank Calderoni
1e. Election of Director to serve for a Mgmt For For
one-year term: Laura Desmond
1f. Election of Director to serve for a Mgmt For For
one-year term: Shantanu Narayen
1g. Election of Director to serve for a Mgmt For For
one-year term: Spencer Neumann
1h. Election of Director to serve for a Mgmt For For
one-year term: Kathleen Oberg
1i. Election of Director to serve for a Mgmt For For
one-year term: Dheeraj Pandey
1j. Election of Director to serve for a Mgmt For For
one-year term: David Ricks
1k. Election of Director to serve for a Mgmt For For
one-year term: Daniel Rosensweig
1l. Election of Director to serve for a Mgmt For For
one-year term: John Warnock
2. Approve the 2019 Equity Incentive Plan, as Mgmt For For
amended, to increase the available share
reserve by 12,000,000 shares.
3. Ratify the appointment of KPMG LLP as our Mgmt For For
independent registered public accounting
firm for our fiscal year ending on December
1, 2023.
4. Approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers.
5. Approve, on an advisory basis, the Mgmt 1 Year For
frequency of the advisory vote on executive
compensation.
6. Stockholder Proposal - Report on Hiring of Shr Against For
Persons with Arrest or Incarceration
Records.
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AMAZON.COM, INC. Agenda Number: 935825452
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Security: 023135106
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: AMZN
ISIN: US0231351067
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jeffrey P. Bezos Mgmt For For
1b. Election of Director: Andrew R. Jassy Mgmt For For
1c. Election of Director: Keith B. Alexander Mgmt For For
1d. Election of Director: Edith W. Cooper Mgmt For For
1e. Election of Director: Jamie S. Gorelick Mgmt For For
1f. Election of Director: Daniel P. Mgmt For For
Huttenlocher
1g. Election of Director: Judith A. McGrath Mgmt For For
1h. Election of Director: Indra K. Nooyi Mgmt For For
1i. Election of Director: Jonathan J. Mgmt For For
Rubinstein
1j. Election of Director: Patricia Q. Mgmt For For
Stonesifer
1k. Election of Director: Wendell P. Weeks Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS INDEPENDENT AUDITORS
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON EXECUTIVE COMPENSATION
5. REAPPROVAL OF OUR 1997 STOCK INCENTIVE Mgmt For For
PLAN, AS AMENDED AND RESTATED, FOR PURPOSES
OF FRENCH TAX LAW
6. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
RETIREMENT PLAN OPTIONS
7. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CUSTOMER DUE DILIGENCE
8. SHAREHOLDER PROPOSAL REQUESTING REPORTING Shr Against For
ON CONTENT AND PRODUCT REMOVAL/RESTRICTIONS
9. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CONTENT REMOVAL REQUESTS
10. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON STAKEHOLDER IMPACTS
11. SHAREHOLDER PROPOSAL REQUESTING ALTERNATIVE Shr Against For
TAX REPORTING
12. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON CLIMATE LOBBYING
13. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON GENDER/RACIAL PAY
14. SHAREHOLDER PROPOSAL REQUESTING AN ANALYSIS Shr Against For
OF COSTS ASSOCIATED WITH DIVERSITY, EQUITY,
AND INCLUSION PROGRAMS
15. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
AMENDMENT TO OUR BYLAWS TO REQUIRE
SHAREHOLDER APPROVAL FOR CERTAIN FUTURE
AMENDMENTS
16. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON FREEDOM OF ASSOCIATION
17. SHAREHOLDER PROPOSAL REQUESTING A NEW Shr Against For
POLICY REGARDING OUR EXECUTIVE COMPENSATION
PROCESS
18. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON ANIMAL WELFARE STANDARDS
19. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
ADDITIONAL BOARD COMMITTEE
20. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
ALTERNATIVE DIRECTOR CANDIDATE POLICY
21. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
WAREHOUSE WORKING CONDITIONS
22. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
PACKAGING MATERIALS
23. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CUSTOMER USE OF CERTAIN TECHNOLOGIES
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APPLE INC. Agenda Number: 935757700
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Security: 037833100
Meeting Type: Annual
Meeting Date: 10-Mar-2023
Ticker: AAPL
ISIN: US0378331005
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a Election of Director: James Bell Mgmt For For
1b Election of Director: Tim Cook Mgmt For For
1c Election of Director: Al Gore Mgmt For For
1d Election of Director: Alex Gorsky Mgmt For For
1e Election of Director: Andrea Jung Mgmt For For
1f Election of Director: Art Levinson Mgmt For For
1g Election of Director: Monica Lozano Mgmt For For
1h Election of Director: Ron Sugar Mgmt For For
1i Election of Director: Sue Wagner Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as Apple's independent registered
public accounting firm for fiscal 2023
3. Advisory vote to approve executive Mgmt For For
compensation
4. Advisory vote on the frequency of advisory Mgmt 1 Year For
votes on executive compensation
5. A shareholder proposal entitled "Civil Shr Against For
Rights and Non-Discrimination Audit
Proposal"
6. A shareholder proposal entitled "Communist Shr Against For
China Audit"
7. A shareholder proposal on Board policy for Shr Against For
communication with shareholder proponents
8. A shareholder proposal entitled "Racial and Shr Against For
Gender Pay Gaps"
9. A shareholder proposal entitled Shr Against For
"Shareholder Proxy Access Amendments"
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ARES MANAGEMENT CORPORATION Agenda Number: 935852029
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Security: 03990B101
Meeting Type: Annual
Meeting Date: 12-Jun-2023
Ticker: ARES
ISIN: US03990B1017
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michael J Arougheti Mgmt For For
1b. Election of Director: Ashish Bhutani Mgmt For For
1c. Election of Director: Antoinette Bush Mgmt For For
1d. Election of Director: R. Kipp deVeer Mgmt For For
1e. Election of Director: Paul G. Joubert Mgmt For For
1f. Election of Director: David B. Kaplan Mgmt For For
1g. Election of Director: Michael Lynton Mgmt For For
1h. Election of Director: Eileen Naughton Mgmt For For
1i. Election of Director: Dr. Judy D. Olian Mgmt For For
1j. Election of Director: Antony P. Ressler Mgmt For For
1k. Election of Director: Bennett Rosenthal Mgmt For For
2. The ratification of the selection of Ernst Mgmt For For
& Young LLP as our independent registered
public accounting firm for our 2023 fiscal
year.
3. Approval of the Ares Management Corporation Mgmt For For
2023 Equity Incentive Plan, as described in
our 2023 proxy statement.
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AUTOZONE, INC. Agenda Number: 935724600
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Security: 053332102
Meeting Type: Annual
Meeting Date: 14-Dec-2022
Ticker: AZO
ISIN: US0533321024
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michael A. George Mgmt For For
1b. Election of Director: Linda A. Goodspeed Mgmt For For
1c. Election of Director: Earl G. Graves, Jr. Mgmt For For
1d. Election of Director: Enderson Guimaraes Mgmt For For
1e. Election of Director: Brian P. Hannasch Mgmt For For
1f. Election of Director: D. Bryan Jordan Mgmt For For
1g. Election of Director: Gale V. King Mgmt For For
1h. Election of Director: George R. Mrkonic, Mgmt For For
Jr.
1i. Election of Director: William C. Rhodes, Mgmt For For
III
1j. Election of Director: Jill A. Soltau Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as independent registered public
accounting firm for the 2023 fiscal year.
3. Approval of an advisory vote on the Mgmt For For
compensation of named executive officers.
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BLACKROCK, INC. Agenda Number: 935821000
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Security: 09247X101
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: BLK
ISIN: US09247X1019
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Bader M. Alsaad Mgmt For For
1b. Election of Director: Pamela Daley Mgmt For For
1c. Election of Director: Laurence D. Fink Mgmt For For
1d. Election of Director: William E. Ford Mgmt For For
1e. Election of Director: Fabrizio Freda Mgmt For For
1f. Election of Director: Murry S. Gerber Mgmt For For
1g. Election of Director: Margaret "Peggy" L. Mgmt For For
Johnson
1h. Election of Director: Robert S. Kapito Mgmt For For
1i. Election of Director: Cheryl D. Mills Mgmt For For
1j. Election of Director: Gordon M. Nixon Mgmt For For
1k. Election of Director: Kristin C. Peck Mgmt For For
1l. Election of Director: Charles H. Robbins Mgmt For For
1m. Election of Director: Marco Antonio Slim Mgmt For For
Domit
1n. Election of Director: Hans E. Vestberg Mgmt For For
1o. Election of Director: Susan L. Wagner Mgmt For For
1p. Election of Director: Mark Wilson Mgmt For For
2. Approval, in a non-binding advisory vote, Mgmt For For
of the compensation for named executive
officers.
3. Approval, in a non-binding advisory vote, Mgmt 1 Year For
of the frequency of future executive
compensation advisory votes.
4. Ratification of the appointment of Deloitte Mgmt For For
LLP as BlackRock's independent registered
public accounting firm for the fiscal year
2023.
5. Shareholder Proposal - Civil rights, Shr Against For
non-discrimination and returns to merit
audit.
6. Shareholder Proposal - Production of a Shr Against For
report on BlackRock's ability to "engineer
decarbonization in the real economy".
7. Shareholder Proposal - Impact report for Shr Against For
climate-related human risks of iShares U.S.
Aerospace and Defense Exchange-Traded Fund.
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COSTCO WHOLESALE CORPORATION Agenda Number: 935745933
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Security: 22160K105
Meeting Type: Annual
Meeting Date: 19-Jan-2023
Ticker: COST
ISIN: US22160K1051
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Susan L. Decker Mgmt For For
1b. Election of Director: Kenneth D. Denman Mgmt For For
1c. Election of Director: Richard A. Galanti Mgmt For For
1d. Election of Director: Hamilton E. James Mgmt For For
1e. Election of Director: W. Craig Jelinek Mgmt For For
1f. Election of Director: Sally Jewell Mgmt For For
1g. Election of Director: Charles T. Munger Mgmt For For
1h. Election of Director: Jeffrey S. Raikes Mgmt For For
1i. Election of Director: John W. Stanton Mgmt For For
1j. Election of Director: Ron M. Vachris Mgmt For For
1k. Election of Director: Maggie Wilderotter Mgmt For For
2. Ratification of selection of independent Mgmt For For
auditors.
3. Approval, on an advisory basis, of Mgmt For For
executive compensation.
4. Approval, on an advisory basis, of Mgmt 1 Year For
frequency of future advisory votes on
executive compensation.
5. Shareholder proposal regarding report on Shr Against For
risks of state policies restricting
reproductive rights.
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CROWN CASTLE INC. Agenda Number: 935796788
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Security: 22822V101
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: CCI
ISIN: US22822V1017
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: P. Robert Bartolo Mgmt For For
1b. Election of Director: Jay A. Brown Mgmt For For
1c. Election of Director: Cindy Christy Mgmt For For
1d. Election of Director: Ari Q. Fitzgerald Mgmt For For
1e. Election of Director: Andrea J. Goldsmith Mgmt For For
1f. Election of Director: Tammy K. Jones Mgmt For For
1g. Election of Director: Anthony J. Melone Mgmt For For
1h. Election of Director: W. Benjamin Moreland Mgmt For For
1i. Election of Director: Kevin A. Stephens Mgmt For For
1j. Election of Director: Matthew Thornton, III Mgmt For For
2. The ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accountants
for fiscal year 2023.
3. The non-binding, advisory vote to approve Mgmt For For
the compensation of the Company's named
executive officers.
4. The amendment to the Company's Restated Mgmt For For
Certificate of Incorporation, as amended,
regarding officer exculpation.
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DANAHER CORPORATION Agenda Number: 935795510
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Security: 235851102
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: DHR
ISIN: US2358511028
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Rainer M. Blair
1b. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Feroz Dewan
1c. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Linda Filler
1d. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Teri List
1e. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Walter G. Lohr, Jr.
1f. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Jessica L. Mega, MD, MPH
1g. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Mitchell P. Rales
1h. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Steven M. Rales
1i. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Pardis C. Sabeti, MD, D. PHIL
1j. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders: A.
Shane Sanders
1k. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
John T. Schwieters
1l. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Alan G. Spoon
1m. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Raymond C. Stevens, Ph.D
1n. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Elias A. Zerhouni, MD
2. To ratify the selection of Ernst & Young Mgmt For For
LLP as Danaher's independent registered
public accounting firm for the year ending
December 31, 2023.
3. To approve on an advisory basis the Mgmt For For
Company's named executive officer
compensation.
4. To hold an advisory vote relating to the Mgmt 1 Year For
frequency of future shareholder advisory
votes on the Company's executive officer
compensation.
5. To act upon a shareholder proposal Shr Against For
requesting adoption of a policy separating
the chair and CEO roles and requiring an
independent Board Chair whenever possible.
6. To act upon a shareholder proposal Shr For Against
requesting a report to shareholders on the
effectiveness of the Company's diversity,
equity and inclusion efforts.
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ECOLAB INC. Agenda Number: 935783298
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Security: 278865100
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: ECL
ISIN: US2788651006
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Shari L. Ballard Mgmt For For
1b. Election of Director: Barbara J. Beck Mgmt For For
1c. Election of Director: Christophe Beck Mgmt For For
1d. Election of Director: Jeffrey M. Ettinger Mgmt For For
1e. Election of Director: Eric M. Green Mgmt For For
1f. Election of Director: Arthur J. Higgins Mgmt For For
1g. Election of Director: Michael Larson Mgmt For For
1h. Election of Director: David W. MacLennan Mgmt For For
1i. Election of Director: Tracy B. McKibben Mgmt For For
1j. Election of Director: Lionel L. Nowell III Mgmt For For
1k. Election of Director: Victoria J. Reich Mgmt For For
1l. Election of Director: Suzanne M. Vautrinot Mgmt For For
1m. Election of Director: John J. Zillmer Mgmt For For
2. Ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as Ecolab's
independent registered public accounting
firm for the current year ending December
31, 2023.
3. Approve the Ecolab Inc. 2023 Stock Mgmt For For
Incentive Plan.
4. Approve an Amendment to the Ecolab Inc. Mgmt For For
Stock Purchase Plan.
5. Approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers disclosed in the Proxy Statement.
6. Vote, on an advisory basis, on the Mgmt 1 Year For
frequency of future stockholder advisory
votes to approve named executive officer
compensation.
7. Vote on a stockholder proposal regarding an Shr Against For
independent board chair policy, if properly
presented.
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ENERSYS Agenda Number: 935678079
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Security: 29275Y102
Meeting Type: Annual
Meeting Date: 04-Aug-2022
Ticker: ENS
ISIN: US29275Y1029
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of class III Director: Howard I. Mgmt For For
Hoffen
1.2 Election of class III Director: David M. Mgmt For For
Shaffer
1.3 Election of class III Director: Ronald P. Mgmt For For
Vargo
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as EnerSys' independent registered
public accounting firm for the fiscal year
ending March 31, 2023.
3. An advisory vote to approve EnerSys' named Mgmt For For
executive officer compensation.
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FAIR ISAAC CORPORATION Agenda Number: 935759209
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Security: 303250104
Meeting Type: Annual
Meeting Date: 01-Mar-2023
Ticker: FICO
ISIN: US3032501047
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Braden R. Kelly
1b. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Fabiola R. Arredondo
1c. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: James D. Kirsner
1d. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: William J. Lansing
1e. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Eva Manolis
1f. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Marc F. McMorris
1g. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Joanna Rees
1h. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: David A. Rey
2. To approve the advisory (non-binding) Mgmt For For
resolution relating to the named executive
officer compensation as disclosed in the
proxy statement.
3. To approve, on an advisory (non-binding) Mgmt 1 Year For
basis, the desired frequency of future
advisory (non-binding) votes to approve our
named executive officer compensation.
4. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as our independent registered
public accounting firm for the fiscal year
ending September 30, 2023.
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FIDELITY NAT'L INFORMATION SERVICES,INC. Agenda Number: 935815184
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Security: 31620M106
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: FIS
ISIN: US31620M1062
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Lee Adrean Mgmt For For
1b. Election of Director: Ellen R. Alemany Mgmt For For
1c. Election of Director: Mark D. Benjamin Mgmt For For
1d. Election of Director: Vijay G. D'Silva Mgmt For For
1e. Election of Director: Stephanie L. Ferris Mgmt For For
1f. Election of Director: Jeffrey A. Goldstein Mgmt For For
1g. Election of Director: Lisa A. Hook Mgmt For For
1h. Election of Director: Kenneth T. Lamneck Mgmt For For
1i. Election of Director: Gary L. Lauer Mgmt For For
1j. Election of Director: Louise M. Parent Mgmt For For
1k. Election of Director: Brian T. Shea Mgmt For For
1l. Election of Director: James B. Stallings, Mgmt For For
Jr.
2. To approve, on an advisory basis, the Mgmt For For
compensation of the Company's named
executive officers.
3. To approve, on an advisory basis, the Mgmt 1 Year For
preferred frequency of stockholder advisory
votes on executive compensation.
4. To ratify the appointment of KPMG LLP as Mgmt For For
the Company's independent registered public
accounting firm for 2023.
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JPMORGAN CHASE & CO. Agenda Number: 935797223
--------------------------------------------------------------------------------------------------------------------------
Security: 46625H100
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: JPM
ISIN: US46625H1005
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Linda B. Bammann Mgmt For For
1b. Election of Director: Stephen B. Burke Mgmt For For
1c. Election of Director: Todd A. Combs Mgmt For For
1d. Election of Director: James S. Crown Mgmt For For
1e. Election of Director: Alicia Boler Davis Mgmt For For
1f. Election of Director: James Dimon Mgmt For For
1g. Election of Director: Timothy P. Flynn Mgmt For For
1h. Election of Director: Alex Gorsky Mgmt For For
1i. Election of Director: Mellody Hobson Mgmt Against Against
1j. Election of Director: Michael A. Neal Mgmt For For
1k. Election of Director: Phebe N. Novakovic Mgmt For For
1l. Election of Director: Virginia M. Rometty Mgmt For For
2. Advisory resolution to approve executive Mgmt For For
compensation
3. Advisory vote on frequency of advisory Mgmt 1 Year For
resolution to approve executive
compensation
4. Ratification of independent registered Mgmt For For
public accounting firm
5. Independent board chairman Shr Against For
6. Fossil fuel phase out Shr Against For
7. Amending public responsibility committee Shr Against For
charter to include mandate to oversee
animal welfare impact and risk
8. Special shareholder meeting improvement Shr Against For
9. Report on climate transition planning Shr Against For
10. Report on ensuring respect for civil Shr Against For
liberties
11. Report analyzing the congruence of the Shr Against For
company's political and electioneering
expenditures
12. Absolute GHG reduction goals Shr Against For
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MCDONALD'S CORPORATION Agenda Number: 935819788
--------------------------------------------------------------------------------------------------------------------------
Security: 580135101
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: MCD
ISIN: US5801351017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Anthony Capuano
1b. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Kareem Daniel
1c. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Lloyd Dean
1d. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Catherine Engelbert
1e. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Margaret Georgiadis
1f. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Enrique Hernandez, Jr.
1g. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Christopher
Kempczinski
1h. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Richard Lenny
1i. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: John Mulligan
1j. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Jennifer Taubert
1k. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Paul Walsh
1l. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Amy Weaver
1m. Election of Director to serve until the Mgmt For For
2024 Annual Meeting: Miles White
2. Advisory vote to approve executive Mgmt For For
compensation.
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
4. Advisory vote to ratify the appointment of Mgmt For For
Ernst & Young LLP as independent auditor
for 2023.
5. Advisory Vote on Adoption of Antibiotics Shr Against For
Policy (1 of 2).
6. Advisory Vote on Adoption of Antibiotics Shr Against For
Policy (2 of 2).
7. Advisory Vote on Annual Report on Shr Against For
"Communist China."
8. Advisory Vote on Civil Rights & Returns to Shr Against For
Merit Audit.
9. Advisory Vote on Annual Report on Lobbying Shr Against For
Activities.
10. Advisory Vote on Annual Report on Global Shr Against For
Political Influence.
11. Advisory Vote on Poultry Welfare Shr Against For
Disclosure.
--------------------------------------------------------------------------------------------------------------------------
MERCK & CO., INC. Agenda Number: 935809080
--------------------------------------------------------------------------------------------------------------------------
Security: 58933Y105
Meeting Type: Annual
Meeting Date: 23-May-2023
Ticker: MRK
ISIN: US58933Y1055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Douglas M. Baker, Jr. Mgmt For For
1b. Election of Director: Mary Ellen Coe Mgmt For For
1c. Election of Director: Pamela J. Craig Mgmt For For
1d. Election of Director: Robert M. Davis Mgmt For For
1e. Election of Director: Thomas H. Glocer Mgmt For For
1f. Election of Director: Risa J. Mgmt For For
Lavizzo-Mourey, M.D.
1g. Election of Director: Stephen L. Mayo, Mgmt For For
Ph.D.
1h. Election of Director: Paul B. Rothman, M.D. Mgmt For For
1i. Election of Director: Patricia F. Russo Mgmt For For
1j. Election of Director: Christine E. Seidman, Mgmt For For
M.D.
1k. Election of Director: Inge G. Thulin Mgmt For For
1l. Election of Director: Kathy J. Warden Mgmt For For
1m. Election of Director: Peter C. Wendell Mgmt For For
2. Non-binding advisory vote to approve the Mgmt For For
compensation of our named executive
officers.
3. Non-binding advisory vote to approve the Mgmt 1 Year For
frequency of future votes to approve the
compensation of our named executive
officers.
4. Ratification of the appointment of the Mgmt For For
Company's independent registered public
accounting firm for 2023.
5. Shareholder proposal regarding business Shr Against For
operations in China.
6. Shareholder proposal regarding access to Shr Against For
COVID-19 products.
7. Shareholder proposal regarding indirect Shr Against For
political spending.
8. Shareholder proposal regarding patents and Shr Against For
access.
9. Shareholder proposal regarding a congruency Shr Against For
report of partnerships with globalist
organizations.
10. Shareholder proposal regarding an Shr Against For
independent board chairman.
--------------------------------------------------------------------------------------------------------------------------
MICROSOFT CORPORATION Agenda Number: 935722567
--------------------------------------------------------------------------------------------------------------------------
Security: 594918104
Meeting Type: Annual
Meeting Date: 13-Dec-2022
Ticker: MSFT
ISIN: US5949181045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Reid G. Hoffman Mgmt For For
1b. Election of Director: Hugh F. Johnston Mgmt For For
1c. Election of Director: Teri L. List Mgmt For For
1d. Election of Director: Satya Nadella Mgmt For For
1e. Election of Director: Sandra E. Peterson Mgmt For For
1f. Election of Director: Penny S. Pritzker Mgmt For For
1g. Election of Director: Carlos A. Rodriguez Mgmt For For
1h. Election of Director: Charles W. Scharf Mgmt For For
1i. Election of Director: John W. Stanton Mgmt For For
1j. Election of Director: John W. Thompson Mgmt For For
1k. Election of Director: Emma N. Walmsley Mgmt For For
1l. Election of Director: Padmasree Warrior Mgmt For For
2. Advisory vote to approve named executive Mgmt For For
officer compensation
3. Ratification of the Selection of Deloitte & Mgmt For For
Touche LLP as our Independent Auditor for
Fiscal Year 2023
4. Shareholder Proposal - Cost/Benefit Shr Against For
Analysis of Diversity and Inclusion
5. Shareholder Proposal - Report on Hiring of Shr Against For
Persons with Arrest or Incarceration
Records
6. Shareholder Proposal - Report on Investment Shr Against For
of Retirement Funds in Companies
Contributing to Climate Change
7. Shareholder Proposal - Report on Government Shr Against For
Use of Microsoft Technology
8. Shareholder Proposal - Report on Shr Against For
Development of Products for Military
9. Shareholder Proposal - Report on Tax Shr Against For
Transparency
--------------------------------------------------------------------------------------------------------------------------
NVIDIA CORPORATION Agenda Number: 935863224
--------------------------------------------------------------------------------------------------------------------------
Security: 67066G104
Meeting Type: Annual
Meeting Date: 22-Jun-2023
Ticker: NVDA
ISIN: US67066G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Robert K. Burgess Mgmt For For
1b. Election of Director: Tench Coxe Mgmt For For
1c. Election of Director: John O. Dabiri Mgmt For For
1d. Election of Director: Persis S. Drell Mgmt For For
1e. Election of Director: Jen-Hsun Huang Mgmt For For
1f. Election of Director: Dawn Hudson Mgmt For For
1g. Election of Director: Harvey C. Jones Mgmt For For
1h. Election of Director: Michael G. McCaffery Mgmt For For
1i. Election of Director: Stephen C. Neal Mgmt For For
1j. Election of Director: Mark L. Perry Mgmt For For
1k. Election of Director: A. Brooke Seawell Mgmt For For
1l. Election of Director: Aarti Shah Mgmt For For
1m. Election of Director: Mark A. Stevens Mgmt For For
2. Advisory approval of our executive Mgmt For For
compensation.
3. Advisory approval of the frequency of Mgmt 1 Year For
holding an advisory vote on our executive
compensation.
4. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for fiscal year 2024.
--------------------------------------------------------------------------------------------------------------------------
PAYPAL HOLDINGS, INC. Agenda Number: 935821036
--------------------------------------------------------------------------------------------------------------------------
Security: 70450Y103
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: PYPL
ISIN: US70450Y1038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Rodney C. Adkins Mgmt For For
1b. Election of Director: Jonathan Christodoro Mgmt For For
1c. Election of Director: John J. Donahoe Mgmt For For
1d. Election of Director: David W. Dorman Mgmt For For
1e. Election of Director: Belinda J. Johnson Mgmt For For
1f. Election of Director: Enrique Lores Mgmt For For
1g. Election of Director: Gail J. McGovern Mgmt For For
1h. Election of Director: Deborah M. Messemer Mgmt For For
1i. Election of Director: David M. Moffett Mgmt For For
1j. Election of Director: Ann M. Sarnoff Mgmt For For
1k. Election of Director: Daniel H. Schulman Mgmt For For
1l. Election of Director: Frank D. Yeary Mgmt For For
2. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
3. Approval of the PayPal Holdings, Inc. 2015 Mgmt For For
Equity Incentive Award Plan, as Amended and
Restated.
4. Ratification of the Appointment of Mgmt For For
PricewaterhouseCoopers LLP as Our
Independent Auditor for 2023.
5. Stockholder Proposal - Provision of Shr Against For
Services in Conflict Zones.
6. Stockholder Proposal - Reproductive Rights Shr Against For
and Data Privacy.
7. Stockholder Proposal - PayPal Transparency Shr For Against
Reports.
8. Stockholder Proposal - Report on Ensuring Shr Against For
Respect for Civil Liberties.
9. Stockholder Proposal - Adopt Majority Vote Shr For Against
Standard for Director Elections.
--------------------------------------------------------------------------------------------------------------------------
REGENERON PHARMACEUTICALS, INC. Agenda Number: 935835338
--------------------------------------------------------------------------------------------------------------------------
Security: 75886F107
Meeting Type: Annual
Meeting Date: 09-Jun-2023
Ticker: REGN
ISIN: US75886F1075
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Joseph L. Goldstein, Mgmt For For
M.D.
1b. Election of Director: Christine A. Poon Mgmt For For
1c. Election of Director: Craig B. Thompson, Mgmt For For
M.D.
1d. Election of Director: Huda Y. Zoghbi, M.D. Mgmt For For
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
3. Proposal to approve, on an advisory basis, Mgmt For For
executive compensation.
4. Proposal to approve, on an advisory basis, Mgmt 1 Year For
the frequency of future advisory votes on
executive compensation.
5. Non-binding shareholder proposal, if Shr Against For
properly presented, requesting report on a
process by which access to medicine is
considered in matters related to protecting
intellectual property.
--------------------------------------------------------------------------------------------------------------------------
ROPER TECHNOLOGIES, INC. Agenda Number: 935847989
--------------------------------------------------------------------------------------------------------------------------
Security: 776696106
Meeting Type: Annual
Meeting Date: 13-Jun-2023
Ticker: ROP
ISIN: US7766961061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director for a one-year term: Mgmt For For
Shellye L. Archambeau
1.2 Election of Director for a one-year term: Mgmt For For
Amy Woods Brinkley
1.3 Election of Director for a one-year term: Mgmt For For
Irene M. Esteves
1.4 Election of Director for a one-year term: Mgmt For For
L. Neil Hunn
1.5 Election of Director for a one-year term: Mgmt For For
Robert D. Johnson
1.6 Election of Director for a one-year term: Mgmt For For
Thomas P. Joyce, Jr.
1.7 Election of Director for a one-year term: Mgmt For For
Laura G. Thatcher
1.8 Election of Director for a one-year term: Mgmt For For
Richard F. Wallman
1.9 Election of Director for a one-year term: Mgmt For For
Christopher Wright
2. Advisory vote to approve the compensation Mgmt For For
of our named executive officers.
3. To select, on an advisory basis, the Mgmt 1 Year For
frequency of the shareholder vote on the
compensation of our named executive
officers.
4. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for 2023.
5. Approve an amendment to and restatement of Mgmt For For
our Restated Certificate of Incorporation
to permit the exculpation of officers.
--------------------------------------------------------------------------------------------------------------------------
STARBUCKS CORPORATION Agenda Number: 935762193
--------------------------------------------------------------------------------------------------------------------------
Security: 855244109
Meeting Type: Annual
Meeting Date: 23-Mar-2023
Ticker: SBUX
ISIN: US8552441094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Richard E. Allison, Mgmt For For
Jr.
1b. Election of Director: Andrew Campion Mgmt For For
1c. Election of Director: Beth Ford Mgmt For For
1d. Election of Director: Mellody Hobson Mgmt For For
1e. Election of Director: Jorgen Vig Knudstorp Mgmt For For
1f. Election of Director: Satya Nadella Mgmt For For
1g. Election of Director: Laxman Narasimhan Mgmt For For
1h. Election of Director: Howard Schultz Mgmt For For
2. Approval, on a nonbinding basis, of the Mgmt For For
compensation paid to our named executive
officers
3. Approval, on a nonbinding basis, of the Mgmt 1 Year For
frequency of future advisory votes on
executive compensation
4. Ratify the selection of Deloitte & Touche Mgmt For For
LLP as our independent registered public
accounting firm for fiscal 2023
5. Report on Plant-Based Milk Pricing Shr Against For
6. CEO Succession Planning Policy Amendment Shr Against For
7. Annual Reports on Company Operations in Shr Against For
China
8. Assessment of Worker Rights Commitments Shr Against For
9. Creation of Board Committee on Corporate Shr Against For
Sustainability
--------------------------------------------------------------------------------------------------------------------------
STRYKER CORPORATION Agenda Number: 935785444
--------------------------------------------------------------------------------------------------------------------------
Security: 863667101
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: SYK
ISIN: US8636671013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mary K. Brainerd Mgmt For For
1b. Election of Director: Giovanni Caforio, Mgmt For For
M.D.
1c. Election of Director: Srikant M. Datar, Mgmt For For
Ph.D.
1d. Election of Director: Allan C. Golston Mgmt For For
1e. Election of Director: Kevin A. Lobo (Chair Mgmt For For
of the Board, Chief Executive Officer and
President)
1f. Election of Director: Sherilyn S. McCoy Mgmt For For
(Lead Independent Director)
1g. Election of Director: Andrew K. Silvernail Mgmt For For
1h. Election of Director: Lisa M. Skeete Tatum Mgmt For For
1i. Election of Director: Ronda E. Stryker Mgmt For For
1j. Election of Director: Rajeev Suri Mgmt For For
2. Ratification of Appointment of Ernst & Mgmt For For
Young LLP as Our Independent Registered
Public Accounting Firm for 2023.
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation.
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes on Named Executive Officer
Compensation.
5. Shareholder Proposal on Political Shr Against For
Disclosure.
--------------------------------------------------------------------------------------------------------------------------
SYSCO CORPORATION Agenda Number: 935717427
--------------------------------------------------------------------------------------------------------------------------
Security: 871829107
Meeting Type: Annual
Meeting Date: 18-Nov-2022
Ticker: SYY
ISIN: US8718291078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Daniel J. Brutto Mgmt For For
1b. Election of Director: Ali Dibadj Mgmt For For
1c. Election of Director: Larry C. Glasscock Mgmt For For
1d. Election of Director: Jill M. Golder Mgmt For For
1e. Election of Director: Bradley M. Halverson Mgmt For For
1f. Election of Director: John M. Hinshaw Mgmt For For
1g. Election of Director: Kevin P. Hourican Mgmt For For
1h. Election of Director: Hans-Joachim Koerber Mgmt For For
1i. Election of Director: Alison Kenney Paul Mgmt For For
1j. Election of Director: Edward D. Shirley Mgmt For For
1k. Election of Director: Sheila G. Talton Mgmt For For
2. To approve, by advisory vote, the Mgmt For For
compensation paid to Sysco's named
executive officers, as disclosed in Sysco's
2022 proxy statement.
3. To ratify the appointment of Ernst & Young Mgmt For For
LLP as Sysco's independent registered
public accounting firm for fiscal 2023.
4. To consider a stockholder proposal, if Shr Against For
properly presented at the meeting, related
to a third party civil rights audit.
5. To consider a stockholder proposal, if Shr Against For
properly presented at the meeting, related
to third party assessments of supply chain
risks.
6. To consider a stockholder proposal, if Shr Against
properly presented at the meeting, related
to a report on the reduction of plastic
packaging use.
--------------------------------------------------------------------------------------------------------------------------
TETRA TECH, INC. Agenda Number: 935756594
--------------------------------------------------------------------------------------------------------------------------
Security: 88162G103
Meeting Type: Annual
Meeting Date: 28-Feb-2023
Ticker: TTEK
ISIN: US88162G1031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Dan L. Batrack Mgmt For For
1B. Election of Director: Gary R. Birkenbeuel Mgmt For For
1C. Election of Director: Prashant Gandhi Mgmt For For
1D. Election of Director: Joanne M. Maguire Mgmt For For
1E. Election of Director: Christiana Obiaya Mgmt For For
1F. Election of Director: Kimberly E. Ritrievi Mgmt For For
1G. Election of Director: J. Kenneth Thompson Mgmt For For
1H. Election of Director: Kirsten M. Volpi Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
Company's named executive officers'
compensation.
3. To indicate, on an advisory basis, the Mgmt 1 Year For
preferred frequency of future advisory
votes on the Company's named executive
officers' compensation.
4. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting
firm for fiscal year 2023.
--------------------------------------------------------------------------------------------------------------------------
THE PROGRESSIVE CORPORATION Agenda Number: 935799582
--------------------------------------------------------------------------------------------------------------------------
Security: 743315103
Meeting Type: Annual
Meeting Date: 12-May-2023
Ticker: PGR
ISIN: US7433151039
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Danelle M. Barrett Mgmt For For
1b. Election of Director: Philip Bleser Mgmt For For
1c. Election of Director: Stuart B. Burgdoerfer Mgmt For For
1d. Election of Director: Pamela J. Craig Mgmt For For
1e. Election of Director: Charles A. Davis Mgmt For For
1f. Election of Director: Roger N. Farah Mgmt For For
1g. Election of Director: Lawton W. Fitt Mgmt For For
1h. Election of Director: Susan Patricia Mgmt For For
Griffith
1i. Election of Director: Devin C. Johnson Mgmt For For
1j. Election of Director: Jeffrey D. Kelly Mgmt For For
1k. Election of Director: Barbara R. Snyder Mgmt For For
1l. Election of Director: Kahina Van Dyke Mgmt For For
2. Cast an advisory vote to approve our Mgmt For For
executive compensation program.
3. Cast an advisory vote on the frequency of Mgmt 1 Year For
the advisory vote to approve our executive
compensation program.
4. Ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
THE TJX COMPANIES, INC. Agenda Number: 935847509
--------------------------------------------------------------------------------------------------------------------------
Security: 872540109
Meeting Type: Annual
Meeting Date: 06-Jun-2023
Ticker: TJX
ISIN: US8725401090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jose B. Alvarez Mgmt For For
1b. Election of Director: Alan M. Bennett Mgmt For For
1c. Election of Director: Rosemary T. Berkery Mgmt For For
1d. Election of Director: David T. Ching Mgmt For For
1e. Election of Director: C. Kim Goodwin Mgmt For For
1f. Election of Director: Ernie Herrman Mgmt For For
1g. Election of Director: Amy B. Lane Mgmt For For
1h. Election of Director: Carol Meyrowitz Mgmt For For
1i. Election of Director: Jackwyn L. Nemerov Mgmt For For
2. Ratification of appointment of Mgmt For For
PricewaterhouseCoopers as TJX's independent
registered public accounting firm for
fiscal 2024.
3. Advisory approval of TJX's executive Mgmt For For
compensation (the say-on-pay vote).
4. Advisory approval of the frequency of TJX's Mgmt 1 Year For
say-on-pay votes.
5. Shareholder proposal for a report on Shr Against For
effectiveness of social compliance efforts
in TJX's supply chain.
6. Shareholder proposal for a report on risk Shr Against For
to TJX from supplier misclassification of
supplier's employees.
7. Shareholder proposal to adopt a paid sick Shr Against For
leave policy for all Associates.
--------------------------------------------------------------------------------------------------------------------------
THE WALT DISNEY COMPANY Agenda Number: 935766595
--------------------------------------------------------------------------------------------------------------------------
Security: 254687106
Meeting Type: Annual
Meeting Date: 03-Apr-2023
Ticker: DIS
ISIN: US2546871060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mary T. Barra Mgmt For For
1b. Election of Director: Safra A. Catz Mgmt For For
1c. Election of Director: Amy L. Chang Mgmt For For
1d. Election of Director: Francis A. deSouza Mgmt For For
1e. Election of Director: Carolyn N. Everson Mgmt For For
1f. Election of Director: Michael B.G. Froman Mgmt For For
1g. Election of Director: Robert A. Iger Mgmt For For
1h. Election of Director: Maria Elena Mgmt For For
Lagomasino
1i. Election of Director: Calvin R. McDonald Mgmt For For
1j. Election of Director: Mark G. Parker Mgmt For For
1k. Election of Director: Derica W. Rice Mgmt For For
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accountants
for fiscal 2023.
3. Consideration of an advisory vote to Mgmt For For
approve executive compensation.
4. Consideration of an advisory vote on the Mgmt 1 Year For
frequency of advisory votes on executive
compensation.
5. Shareholder proposal, if properly presented Shr Against For
at the meeting, requesting a report on
operations related to China.
6. Shareholder proposal, if properly presented Shr Against For
at the meeting, requesting charitable
contributions disclosure.
7. Shareholder proposal, if properly presented Shr Against For
at the meeting, requesting a political
expenditures report.
--------------------------------------------------------------------------------------------------------------------------
THERMO FISHER SCIENTIFIC INC. Agenda Number: 935803709
--------------------------------------------------------------------------------------------------------------------------
Security: 883556102
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: TMO
ISIN: US8835561023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Marc N. Casper Mgmt For For
1b. Election of Director: Nelson J. Chai Mgmt For For
1c. Election of Director: Ruby R. Chandy Mgmt For For
1d. Election of Director: C. Martin Harris Mgmt For For
1e. Election of Director: Tyler Jacks Mgmt For For
1f. Election of Director: R. Alexandra Keith Mgmt For For
1g. Election of Director: James C. Mullen Mgmt For For
1h. Election of Director: Lars R. Sorensen Mgmt For For
1i. Election of Director: Debora L. Spar Mgmt For For
1j. Election of Director: Scott M. Sperling Mgmt For For
1k. Election of Director: Dion J. Weisler Mgmt For For
2. An advisory vote to approve named executive Mgmt For For
officer compensation.
3. An advisory vote on the frequency of future Mgmt 1 Year For
named executive officer advisory votes.
4. Ratification of the Audit Committee's Mgmt For For
selection of PricewaterhouseCoopers LLP as
the Company's independent auditors for
2023.
5. Approval of the Company's Amended and Mgmt For For
Restated 2013 Stock Incentive Plan.
6. Approval of the Company's 2023 Global Mgmt For For
Employee Stock Purchase Plan.
--------------------------------------------------------------------------------------------------------------------------
TRANSUNION Agenda Number: 935786383
--------------------------------------------------------------------------------------------------------------------------
Security: 89400J107
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: TRU
ISIN: US89400J1079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: George M. Awad Mgmt For For
1b. Election of Director: William P. (Billy) Mgmt For For
Bosworth
1c. Election of Director: Christopher A. Mgmt For For
Cartwright
1d. Election of Director: Suzanne P. Clark Mgmt For For
1e. Election of Director: Hamidou Dia Mgmt For For
1f. Election of Director: Russell P. Fradin Mgmt For For
1g. Election of Director: Charles E. Gottdiener Mgmt For For
1h. Election of Director: Pamela A. Joseph Mgmt For For
1i. Election of Director: Thomas L. Monahan, Mgmt For For
III
1j. Election of Director: Ravi Kumar Singisetti Mgmt For For
1k. Election of Director: Linda K. Zukauckas Mgmt For For
2. Ratification of appointment of Mgmt For For
PricewaterhouseCoopers LLP as TransUnion's
independent registered public accounting
firm for the fiscal year ending December
31, 2023.
3. To approve, on a non-binding advisory Mgmt For For
basis, the compensation of TransUnion's
named executive officers.
--------------------------------------------------------------------------------------------------------------------------
UNITEDHEALTH GROUP INCORPORATED Agenda Number: 935835237
--------------------------------------------------------------------------------------------------------------------------
Security: 91324P102
Meeting Type: Annual
Meeting Date: 05-Jun-2023
Ticker: UNH
ISIN: US91324P1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Timothy Flynn Mgmt For For
1b. Election of Director: Paul Garcia Mgmt For For
1c. Election of Director: Kristen Gil Mgmt For For
1d. Election of Director: Stephen Hemsley Mgmt For For
1e. Election of Director: Michele Hooper Mgmt For For
1f. Election of Director: F. William McNabb III Mgmt For For
1g. Election of Director: Valerie Montgomery Mgmt For For
Rice, M.D.
1h. Election of Director: John Noseworthy, M.D. Mgmt For For
1i. Election of Director: Andrew Witty Mgmt For For
2. Advisory approval of the Company's Mgmt For For
executive compensation.
3. Advisory approval of the frequency of Mgmt 1 Year For
holding future say-on-pay votes.
4. Ratification of the appointment of Deloitte Mgmt For For
& Touche LLP as the independent registered
public accounting firm for the Company for
the year ending December 31, 2023.
5. If properly presented at the 2023 Annual Shr Against For
Meeting of Shareholders, the shareholder
proposal seeking a third-party racial
equity audit.
6. If properly presented at the 2023 Annual Shr Against For
Meeting of Shareholders, the shareholder
proposal requiring a political
contributions congruency report.
7. If properly presented at the 2023 Annual Shr Against For
Meeting of Shareholders, the shareholder
proposal seeking shareholder ratification
of termination pay.
--------------------------------------------------------------------------------------------------------------------------
VISA INC. Agenda Number: 935745779
--------------------------------------------------------------------------------------------------------------------------
Security: 92826C839
Meeting Type: Annual
Meeting Date: 24-Jan-2023
Ticker: V
ISIN: US92826C8394
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Lloyd A. Carney Mgmt For For
1b. Election of Director: Kermit R. Crawford Mgmt For For
1c. Election of Director: Francisco Javier Mgmt For For
Fernandez-Carbajal
1d. Election of Director: Alfred F. Kelly, Jr. Mgmt For For
1e. Election of Director: Ramon Laguarta Mgmt For For
1f. Election of Director: Teri L. List Mgmt For For
1g. Election of Director: John F. Lundgren Mgmt For For
1h. Election of Director: Denise M. Morrison Mgmt For For
1i. Election of Director: Linda J. Rendle Mgmt For For
1j. Election of Director: Maynard G. Webb, Jr. Mgmt For For
2. To approve, on an advisory basis, the Mgmt For For
compensation paid to our named executive
officers.
3. To hold an advisory vote on the frequency Mgmt 1 Year For
of future advisory votes to approve
executive compensation.
4. To ratify the appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for fiscal year 2023.
5. To vote on a stockholder proposal Shr Against For
requesting an independent board chair
policy.
--------------------------------------------------------------------------------------------------------------------------
ZOETIS INC. Agenda Number: 935801224
--------------------------------------------------------------------------------------------------------------------------
Security: 98978V103
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: ZTS
ISIN: US98978V1035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Paul M. Bisaro Mgmt For For
1b. Election of Director: Vanessa Broadhurst Mgmt For For
1c. Election of Director: Frank A. D'Amelio Mgmt For For
1d. Election of Director: Michael B. Mgmt For For
McCallister
1e. Election of Director: Gregory Norden Mgmt For For
1f. Election of Director: Louise M. Parent Mgmt For For
1g. Election of Director: Kristin C. Peck Mgmt For For
1h. Election of Director: Robert W. Scully Mgmt For For
2. Advisory vote to approve our executive Mgmt For For
compensation.
3. Ratification of appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for 2023.
4. Approval of an amendment to our Restated Mgmt For For
Certificate of Incorporation to create a
right to call a special meeting.
5. Shareholder proposal regarding ability to Shr Against For
call a special meeting.
* Management position unknown
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
(Registrant) Trust for Professional Managers
By (Signature) /s/ John Buckel
Name John Buckel
Title President
Date 08/23/2023