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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number: 811-22895
CAPITOL SERIES TRUST
(Exact name of Registrant as Specified in Charter)
225 Pictoria Drive, Suite 450
Cincinnati, OH 45246
(Address of Principal Executive Offices)
Matthew J. Miller
President and Chief Executive Officer
Capitol Series Trust
225 Pictoria Drive, Suite 450
Cincinnati, OH 45246
(Name and address of agent for service)
Registrant's telephone number, including area code: 1-513-587-3400
Date of fiscal year end: 4/30 (First Security Municipal Bond Fund)
8/31 (Meritage Growth Equity Fund, Meritage Value
Equity Fund, Meritage Yield-Focus Equity Fund
and Preserver Alternative Opportunities Fund)
9/30 Fuller & Thaler Behavioral Core Equity Fund
Reporting Period: 7/1/15 - 6/30/16
Form N-PX is to be used by a registered management investment company, other
than a small business investment company registered on Form N-5 (Secs. 239.24
and 274.5 of this chapter), to file reports with the Commission, not later than
August 31 of each year, containing the registrant's proxy voting record for the
most recent twelve-month period ended June 30, pursuant to section 30 of the
Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4).
The Commission may use the information provided on Form N-PX in its regulatory,
disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-PX,
and the Commission will make this information public. A registrant is not
required to respond to the collection of information contained in Form N-PX
unless the Form displays a currently valid Office of Management and Budget
("OMB") control number. Please direct comments concerning the accuracy of the
information collection burden estimate and any suggestions for reducing the
burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street,
NW, Washington, DC 20549-0609. The OMB has reviewed this collection of
information under the clearance requirements of 44 U.S.C. Sec. 3507.
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Investment Company Report
Meritage Growth Equity Fund
01-Jul-2015 To 30-Sep-2015
BED BATH & BEYOND INC.
Security 075896100 Meeting Type Annual
Ticker Symbol BBBY Meeting Date 02-Jul-2015
ISIN US0758961009 Agenda 934240297 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ----------- -------- -----------
1A. ELECTION OF DIRECTOR: WARREN EISENBERG Management For For
1B. ELECTION OF DIRECTOR: LEONARD FEINSTEIN Management For For
1C. ELECTION OF DIRECTOR: STEVEN H. TEMARES Management For For
1D. ELECTION OF DIRECTOR: DEAN S. ADLER Management For For
1E. ELECTION OF DIRECTOR: STANLEY F. BARSHAY Management For For
1F. ELECTION OF DIRECTOR: GERALDINE T. ELLIOTT Management For For
1G. ELECTION OF DIRECTOR: KLAUS EPPLER Management For For
1H. ELECTION OF DIRECTOR: PATRICK R. GASTON Management For For
1I. ELECTION OF DIRECTOR: JORDAN HELLER Management For For
1J. ELECTION OF DIRECTOR: VICTORIA A. MORRISON Management For For
2. RATIFICATION OF THE APPOINTMENT OF KPMG Management For For
LLP.
3. TO APPROVE, BY NON-BINDING VOTE, THE 2014 Management Against Against
COMPENSATION PAID TO THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
Page 1 of 6 30-Oct-2015
Investment Company Report
Meritage Growth Equity Fund
01-Jul-2015 To 30-Sep-2015
BARRACUDA NETWORKS, INC.
Security 068323104 Meeting Type Annual
Ticker Symbol CUDA Meeting Date 29-Jul-2015
ISIN US0683231049 Agenda 934248914 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ----------- ---- -----------
1. DIRECTOR Management
1 JAMES J. GOETZ For For
2 MICHAEL D. PERONE For For
3 GORDON L. STITT For For
2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG Management For For
LLP AS BARRACUDA NETWORKS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING FEBRUARY 29, 2016.
3. TO APPROVE THE BARRACUDA NETWORKS, INC. Management For For
2015 EMPLOYEE STOCK PURCHASE PLAN.
Page 2 of 6 30-Oct-2015
Investment Company Report
Meritage Growth Equity Fund
01-Jul-2015 To 30-Sep-2015
HELEN OF TROY LIMITED
Security G4388N106 Meeting Type Annual
Ticker Symbol HELE Meeting Date 19-Aug-2015
ISIN BMG4388N1065 Agenda 934260744 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------- ----------- ---- -----------
1A. ELECTION OF DIRECTOR: GARY B. ABROMOVITZ Management For For
1B. ELECTION OF DIRECTOR: JOHN B. BUTTERWORTH Management For For
1C. ELECTION OF DIRECTOR: ALEXANDER M. DAVERN Management For For
1D. ELECTION OF DIRECTOR: TIMOTHY F. MEEKER Management For For
1E. ELECTION OF DIRECTOR: JULIEN R. MININBERG Management For For
1F. ELECTION OF DIRECTOR: BERYL B. RAFF Management For For
1G. ELECTION OF DIRECTOR: WILLIAM F. SUSETKA Management For For
1H. ELECTION OF DIRECTOR: DARREN G. WOODY Management For For
2. ADVISORY VOTE TO APPROVE THE COMPANY'S Management For For
EXECUTIVE COMPENSATION.
3. TO APPROVE THE HELEN OF TROY LIMITED Management For For
AMENDED AND RESTATED 2008 STOCK INCENTIVE
PLAN.
4. TO APPOINT GRANT THORNTON LLP AS THE Management For For
COMPANY'S AUDITOR AND INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM TO SERVE
FOR THE 2016 FISCAL YEAR AND TO AUTHORIZE
THE AUDIT COMMITTEE OF THE BOARD OF
DIRECTORS TO SET THE AUDITORS REMUNERATION.
Page 3 of 6 30-Oct-2015
Investment Company Report
Meritage Growth Equity Fund
01-Jul-2015 To 30-Sep-2015
NETSCOUT SYSTEMS, INC.
Security 64115T104 Meeting Type Annual
Ticker Symbol NTCT Meeting Date 22-Sep-2015
ISIN US64115T1043 Agenda 934265718 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ----------- ---- -----------
1. DIRECTOR Management
1 VICTOR A. DEMARINES For For
2 VINCENT J. MULLARKEY For For
3 JAMES A. LICO For For
2. TO APPROVE THE AMENDMENT AND RESTATEMENT Management For For
OF OUR 2007 EQUITY INCENTIVE PLAN TO
INCREASE THE NUMBER OF SHARES OF OUR
COMMON STOCK AUTHORIZED FOR ISSUANCE
THEREUNDER BY 8,500,000 SHARES AND MAKE
CERTAIN OTHER CHANGES AS DESCRIBED IN
PROPOSAL 2 IN THE PROXY MATERIALS.
3. TO RATIFY THE SELECTION OF Management For For
PRICEWATERHOUSECOOPERS LLP TO SERVE AS OUR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDING MARCH 31,
2016.
4. TO APPROVE, ON AN ADVISORY BASIS, THE Management For For
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS, AS DISCLOSED IN THE PROXY
STATEMENT IN ACCORDANCE WITH SECURITIES
AND EXCHANGE COMMISSION RULES.
Page 4 of 6 30-Oct-2015
Investment Company Report
Meritage Growth Equity Fund
01-Jul-2015 To 30-Sep-2015
CYBERONICS, INC.
Security 23251P102 Meeting Type Special
Ticker Symbol CYBX Meeting Date 22-Sep-2015
ISIN US23251P1021 Agenda 934274729 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ----------- -------- -----------
1. PROPOSAL TO ADOPT THE TRANSACTION Management For For
AGREEMENT, DATED AS OF MARCH 23, 2015 (THE
"MERGER AGREEMENT"), BY AND AMONG
CYBERONICS, SORIN S.P.A., SAND HOLDCO
LIMITED (WHICH WAS SUBSEQUENTLY
RE-REGISTERED ON APRIL 17, 2015 AS SAND
HOLDCO PLC, AND THEN AGAIN ON JUNE 23,
2015 AS LIVANOVA PLC) AND CYPHER MERGER
SUB, INC.
2. PROPOSAL TO APPROVE ANY MOTION TO ADJOURN Management For For
THE SPECIAL MEETING TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES TO
ADOPT THE MERGER AGREEMENT OR PROVIDE
CYBERONICS STOCKHOLDERS WITH ADDITIONAL
MATERIAL INFORMATION... (DUE TO SPACE
LIMITS, SEE PROXY STATEMENT FOR FULL
PROPOSAL)
3. PROPOSAL TO APPROVE, ON A NON-BINDING, Management Against Against
ADVISORY BASIS, CERTAIN COMPENSATION
ARRANGEMENTS FOR CYBERONICS' NAMED
EXECUTIVE OFFICERS IN CONNECTION WITH THE
MERGERS CONTEMPLATED BY THE MERGER
AGREEMENT, WHICH ARE DISCLOSED IN THE
SECTION ENTITLED "STOCKHOLDER VOTE ON
CERTAIN COMPENSATORY ARRANGEMENTS" OF THE
PROXY STATEMENT/PROSPECTUS.
Page 5 of 6 30-Oct-2015
Investment Company Report
Meritage Growth Equity Fund
01-Jul-2015 To 30-Sep-2015
FEDEX CORPORATION
Security 31428X106 Meeting Type Annual
Ticker Symbol FDX Meeting Date 28-Sep-2015
ISIN US31428X1063 Agenda 934269843 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ------------ -------- -----------
1A. ELECTION OF DIRECTOR: JAMES L. BARKSDALE Management For For
1B. ELECTION OF DIRECTOR: JOHN A. EDWARDSON Management For For
1C. ELECTION OF DIRECTOR: MARVIN R. ELLISON Management Against Against
1D. ELECTION OF DIRECTOR: KIMBERLY A. JABAL Management For For
1E. ELECTION OF DIRECTOR: SHIRLEY ANN JACKSON Management For For
1F. ELECTION OF DIRECTOR: GARY W. LOVEMAN Management For For
1G. ELECTION OF DIRECTOR: R. BRAD MARTIN Management For For
1H. ELECTION OF DIRECTOR: JOSHUA COOPER RAMO Management For For
1I. ELECTION OF DIRECTOR: SUSAN C. SCHWAB Management For For
1J. ELECTION OF DIRECTOR: FREDERICK W. SMITH Management For For
1K. ELECTION OF DIRECTOR: DAVID P. STEINER Management For For
1L. ELECTION OF DIRECTOR: PAUL S. WALSH Management For For
2. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Management For For
OFFICER COMPENSATION.
3. RATIFICATION OF INDEPENDENT REGISTERED Management For For
PUBLIC ACCOUNTING FIRM.
4. STOCKHOLDER PROPOSAL REGARDING INDEPENDENT Shareholder Against For
BOARD CHAIRMAN.
5. STOCKHOLDER PROPOSAL REGARDING TAX Shareholder Against For
PAYMENTS ON RESTRICTED STOCK AWARDS.
6. STOCKHOLDER PROPOSAL REGARDING RECOVERY OF Shareholder Against For
UNEARNED MANAGEMENT BONUSES.
7. STOCKHOLDER PROPOSAL REGARDING PROXY Shareholder For Against
ACCESS FOR SHAREHOLDERS.
8. STOCKHOLDER PROPOSAL REGARDING POLITICAL Shareholder Against For
DISCLOSURE AND ACCOUNTABILITY.
9. STOCKHOLDER PROPOSAL REGARDING POLITICAL Shareholder Against For
LOBBYING AND CONTRIBUTIONS.
10. STOCKHOLDER PROPOSAL REGARDING ALIGNMENT Shareholder Against For
BETWEEN CORPORATE VALUES AND POLITICAL
CONTRIBUTIONS.
Page 6 of 6 30-Oct-2015
Investment Company Report
Meritage Growth Equity Fund
01-Oct-2015 To 31-Dec-2015
ACE LIMITED
Security H0023R105 Meeting Type Special
Ticker Symbol ACE Meeting Date 22-Oct-2015
ISIN CH0044328745 Agenda 934280710 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ----------- -------- -----------
1. AMENDMENT OF ACE'S ARTICLES OF ASSOCIATION Management For For
RELATING TO AUTHORIZED SHARE CAPITAL FOR
GENERAL PURPOSES
2. AMENDMENT OF ACE'S ARTICLES OF ASSOCIATION Management For For
TO CHANGE ACE... (DUE TO SPACE LIMITS, SEE
PROXY STATEMENT FOR FULL PROPOSAL).
3. APPROVAL OF ISSUANCE OF NEW SHARES OF ACE Management For For
FOR PURPOSES OF THE MERGER WITH CHUBB
4A. ELECTION OF ADDITIONAL MEMBER OF ACE BOARD Management For For
OF DIRECTORS (SUBJECT TO COMPLETION OF THE
MERGER WITH CHUBB): SHEILA P. BURKE
4B. ELECTION OF ADDITIONAL MEMBER OF ACE BOARD Management For For
OF DIRECTORS (SUBJECT TO COMPLETION OF THE
MERGER WITH CHUBB): JAMES I. CASH, JR.
4C. ELECTION OF ADDITIONAL MEMBER OF ACE BOARD Management For For
OF DIRECTORS (SUBJECT TO COMPLETION OF THE
MERGER WITH CHUBB): LAWRENCE W. KELLNER
4D. ELECTION OF ADDITIONAL MEMBER OF ACE BOARD Management For For
OF DIRECTORS (SUBJECT TO COMPLETION OF THE
MERGER WITH CHUBB): JAMES M. ZIMMERMAN
5. APPROVAL OF THE INCREASED MAXIMUM Management For For
COMPENSATION OF THE BOARD OF DIRECTORS
UNTIL THE NEXT ANNUAL GENERAL MEETING
(SUBJECT TO COMPLETION OF THE MERGER WITH
CHUBB)
6. IF A NEW AGENDA ITEM OR A NEW PROPOSAL FOR Management Abstain
AN EXISTING AGENDA ITEM IS PUT BEFORE THE
MEETING, I/WE HEREBY AUTHORIZE AND
INSTRUCT THE INDEPENDENT PROXY TO VOTE AS
FOLLOWS: MARK "FOR" TO VOTE IN ACCORDANCE
WITH THE POSITION OF THE BOARD OF
DIRECTORS; MARK "AGAINST" TO VOTE AGAINST
NEW ITEMS AND PROPOSALS; MARK "ABSTAIN" TO
ABSTAIN
Page 1 of 4 08-Feb-2016
Investment Company Report
Meritage Growth Equity Fund
01-Oct-2015 To 31-Dec-2015
HEALTH NET, INC.
Security 42222G108 Meeting Type Special
Ticker Symbol HNT Meeting Date 23-Oct-2015
ISIN US42222G1085 Agenda 934283716 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ----------- ---- -----------
1. TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF JULY 2, 2015, BY AND AMONG
CENTENE CORPORATION, CHOPIN MERGER SUB I,
INC., CHOPIN MERGER SUB II, INC. AND
HEALTH NET, INC. ("HEALTH NET"), AS
AMENDED FROM TIME TO TIME (THE "MERGER
AGREEMENT").
2. TO APPROVE, ON AN ADVISORY (NON-BINDING) Management For For
BASIS, THE COMPENSATION THAT MAY BE PAID
OR BECOME PAYABLE TO HEALTH NET'S NAMED
EXECUTIVE OFFICERS THAT IS BASED ON OR
OTHERWISE RELATED TO THE MERGER
CONTEMPLATED BY THE MERGER AGREEMENT.
3. TO APPROVE THE ADJOURNMENT FROM TIME TO Management For For
TIME OF THE SPECIAL MEETING TO A LATER
DATE OR DATES, IF NECESSARY OR
APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES
IN THE EVENT THERE ARE NOT SUFFICIENT
VOTES AT THE TIME OF THE SPECIAL MEETING
OR ANY ADJOURNMENT OR POSTPONEMENT THEREOF
TO APPROVE PROPOSAL 1 ABOVE.
Page 2 of 4 08-Feb-2016
Investment Company Report
Meritage Growth Equity Fund
01-Oct-2015 To 31-Dec-2015
CRACKER BARREL OLD COUNTRY STORE INC
Security 22410J106 Meeting Type Annual
Ticker Symbol CBRL Meeting Date 12-Nov-2015
ISIN US22410J1060 Agenda 934284201 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ----------- ---- -----------
1. DIRECTOR Management
1 JAMES W. BRADFORD For For
2 THOMAS H. BARR For For
3 SANDRA B. COCHRAN For For
4 GLENN A. DAVENPORT For For
5 RICHARD J. DOBKIN For For
6 NORMAN E. JOHNSON For For
7 WILLIAM W. MCCARTEN For For
8 COLEMAN H. PETERSON For For
9 ANDREA M. WEISS For For
2. TO APPROVE THE COMPANY'S SHAREHOLDER Management For For
RIGHTS PLAN.
3. TO APPROVE, ON AN ADVISORY BASIS, THE Management For For
COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS AS DISCLOSED IN THE
PROXY STATEMENT THAT ACCOMPANIES THIS
NOTICE.
4. TO REAPPROVE THE MATERIAL TERMS OF THE Management For For
PERFORMANCE GOALS UNDER OUR 2010 OMNIBUS
STOCK AND INCENTIVE PLAN FOR PURPOSES OF
SECTION 162(M) OF THE INTERNAL REVENUE
CODE.
5. TO RATIFY THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE 2016 FISCAL
YEAR.
Page 3 of 4 08-Feb-2016
Investment Company Report
Meritage Growth Equity Fund
01-Oct-2015 To 31-Dec-2015
CISCO SYSTEMS, INC.
Security 17275R102 Meeting Type Annual
Ticker Symbol CSCO Meeting Date 19-Nov-2015
ISIN US17275R1023 Agenda 934284592 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ------------ -------- -----------
1A. ELECTION OF DIRECTOR: CAROL A. BARTZ Management For For
1B. ELECTION OF DIRECTOR: M. MICHELE BURNS Management For For
1C. ELECTION OF DIRECTOR: MICHAEL D. CAPELLAS Management For For
1D. ELECTION OF DIRECTOR: JOHN T. CHAMBERS Management For For
1E. ELECTION OF DIRECTOR: BRIAN L. HALLA Management For For
1F. ELECTION OF DIRECTOR: DR. JOHN L. HENNESSY Management For For
1G. ELECTION OF DIRECTOR: DR. KRISTINA M. Management For For
JOHNSON
1H. ELECTION OF DIRECTOR: RODERICK C. MCGEARY Management For For
1I. ELECTION OF DIRECTOR: CHARLES H. ROBBINS Management For For
1J. ELECTION OF DIRECTOR: ARUN SARIN Management For For
1K. ELECTION OF DIRECTOR: STEVEN M. WEST Management For For
2. APPROVAL, ON AN ADVISORY BASIS, OF Management For For
EXECUTIVE COMPENSATION.
3. RATIFICATION OF PRICEWATERHOUSECOOPERS LLP Management For For
AS CISCO'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR FISCAL 2016.
4. APPROVAL TO REQUEST THE BOARD MAKE EFFORTS Shareholder Against For
TO IMPLEMENT A SET OF PRINCIPLES CALLED
THE "HOLY LAND PRINCIPLES" APPLICABLE TO
CORPORATIONS DOING BUSINESS IN
PALESTINE-ISRAEL.
5. APPROVAL TO REQUEST THE BOARD TO ADOPT, Shareholder For Against
AND PRESENT FOR SHAREHOLDER APPROVAL, A
"PROXY ACCESS" BYLAW AMENDMENT.
Page 4 of 4 08-Feb-2016
Investment Company Report
Meritage Growth Equity Fund
01-Jan-2016 To 31-Mar-2016
ACUITY BRANDS, INC.
Security 00508Y102 Meeting Type Annual
Ticker Symbol AYI Meeting Date 06-Jan-2016
ISIN US00508Y1029 Agenda 934303974 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ----------- ---- -----------
1. DIRECTOR Management
1 JAMES H. HANCE, JR. For For
2 VERNON J. NAGEL For For
3 JULIA B. NORTH For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Management For For
YOUNG LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM.
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Management For For
OFFICER COMPENSATION.
Page 1 of 8 03-May-2016
Investment Company Report
Meritage Growth Equity Fund
01-Jan-2016 To 31-Mar-2016
ACCENTURE PLC
Security G1151C101 Meeting Type Annual
Ticker Symbol ACN Meeting Date 03-Feb-2016
ISIN IE00B4BNMY34 Agenda 934314179 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------------- ----------- ---- -----------
1A. RE-APPOINTMENT OF DIRECTOR: JAIME ARDILA Management For For
1B. RE-APPOINTMENT OF DIRECTOR: DINA DUBLON Management For For
1C. RE-APPOINTMENT OF DIRECTOR: CHARLES H. Management For For
GIANCARLO
1D. RE-APPOINTMENT OF DIRECTOR: WILLIAM L. KIMSEY Management For For
1E. RE-APPOINTMENT OF DIRECTOR: MARJORIE MAGNER Management For For
1F. RE-APPOINTMENT OF DIRECTOR: BLYTHE J. MCGARVIE Management For For
1G. RE-APPOINTMENT OF DIRECTOR: PIERRE NANTERME Management For For
1H. RE-APPOINTMENT OF DIRECTOR: GILLES C. PELISSON Management For For
1I. RE-APPOINTMENT OF DIRECTOR: PAULA A. PRICE Management For For
1J. RE-APPOINTMENT OF DIRECTOR: ARUN SARIN Management For For
1K. RE-APPOINTMENT OF DIRECTOR: WULF VON Management For For
SCHIMMELMANN
1L. RE-APPOINTMENT OF DIRECTOR: FRANK K. TANG Management For For
2. TO APPROVE, IN A NON-BINDING VOTE, THE Management For For
COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.
3. TO APPROVE AN AMENDMENT TO THE AMENDED AND Management For For
RESTATED ACCENTURE PLC 2010 SHARE INCENTIVE
PLAN TO INCREASE THE NUMBER OF SHARES
AVAILABLE FOR ISSUANCE, ESTABLISH LIMITS ON
ANNUAL COMPENSATION GRANTED TO OUR
NON-EMPLOYEE DIRECTORS AND MAKE OTHER
AMENDMENTS.
4. TO APPROVE AN AMENDMENT TO THE ACCENTURE PLC Management For For
2010 EMPLOYEE SHARE PURCHASE PLAN TO INCREASE
THE NUMBER OF SHARES AVAILABLE FOR ISSUANCE
AND MAKE OTHER AMENDMENTS.
5. TO RATIFY, IN A NON-BINDING VOTE, THE Management For For
APPOINTMENT OF KPMG LLP (KPMG) AS THE
INDEPENDENT AUDITORS OF ACCENTURE AND TO
AUTHORIZE, IN A BINDING VOTE, THE AUDIT
COMMITTEE OF THE BOARD OF DIRECTORS TO
DETERMINE KPMG'S REMUNERATION.
6. TO AMEND THE COMPANY'S ARTICLES OF ASSOCIATION Management For For
TO IMPLEMENT "PROXY ACCESS."
Page 2 of 8 03-May-2016
Investment Company Report
7A. TO AMEND THE COMPANY'S ARTICLES OF Management For For
ASSOCIATION TO ENHANCE THE ADVANCE NOTICE
PROVISIONS AND MAKE CERTAIN ADMINISTRATIVE
AMENDMENTS.
7B. TO AMEND THE COMPANY'S MEMORANDUM OF Management For For
ASSOCIATION TO MAKE CERTAIN ADMINISTRATIVE
AMENDMENTS.
8A. TO AMEND THE COMPANY'S ARTICLES OF Management For For
ASSOCIATION TO PROVIDE FOR PLURALITY
VOTING IN THE EVENT OF A CONTESTED
ELECTION.
8B. TO AMEND THE COMPANY'S ARTICLES OF Management For For
ASSOCIATION TO GRANT THE BOARD SOLE
AUTHORITY TO DETERMINE ITS SIZE.
9. TO GRANT THE BOARD OF DIRECTORS THE Management For For
AUTHORITY TO ISSUE SHARES UNDER IRISH LAW.
10. TO GRANT THE BOARD OF DIRECTORS THE Management For For
AUTHORITY TO OPT-OUT OF STATUTORY PRE-
EMPTION RIGHTS UNDER IRISH LAW.
11. TO AUTHORIZE ACCENTURE AND ITS Management For For
SUBSIDIARIES TO MAKE OPEN-MARKET PURCHASES
OF ACCENTURE CLASS A ORDINARY SHARES UNDER
IRISH LAW.
12. TO DETERMINE THE PRICE RANGE AT WHICH Management For For
ACCENTURE CAN RE-ALLOT SHARES THAT IT
ACQUIRES AS TREASURY SHARES UNDER IRISH
LAW.
Page 3 of 8 03-May-2016
Investment Company Report
Meritage Growth Equity Fund
01-Jan-2016 To 31-Mar-2016
FIDELITY INSTL CASH PORTFOLIOS
Security 316175504 Meeting Type Special
Ticker Symbol FISXX Meeting Date 12-Feb-2016
ISIN US3161755042 Agenda 934286421 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ----------- ---- -----------
1. DIRECTOR Management
1 ELIZABETH S. ACTON For For
2 JOHN ENGLER For For
3 ALBERT R. GAMPER, JR. For For
4 ROBERT F. GARTLAND For For
5 ABIGAIL P. JOHNSON For For
6 ARTHUR E. JOHNSON For For
7 MICHAEL E. KENNEALLY For For
8 JAMES H. KEYES For For
9 MARIE L. KNOWLES For For
10 GEOFFREY A. VON KUHN For For
Page 4 of 8 03-May-2016
Investment Company Report
Meritage Growth Equity Fund
01-Jan-2016 To 31-Mar-2016
APPLE INC.
Security 037833100 Meeting Type Annual
Ticker Symbol AAPL Meeting Date 26-Feb-2016
ISIN US0378331005 Agenda 934319016 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ------------ -------- -----------
1A. ELECTION OF DIRECTOR: JAMES BELL Management For For
1B. ELECTION OF DIRECTOR: TIM COOK Management For For
1C. ELECTION OF DIRECTOR: AL GORE Management For For
1D. ELECTION OF DIRECTOR: BOB IGER Management For For
1E. ELECTION OF DIRECTOR: ANDREA JUNG Management For For
1F. ELECTION OF DIRECTOR: ART LEVINSON Management For For
1G. ELECTION OF DIRECTOR: RON SUGAR Management For For
1H. ELECTION OF DIRECTOR: SUE WAGNER Management For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Management For For
YOUNG LLP AS APPLE'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016
3. AN ADVISORY RESOLUTION TO APPROVE Management For For
EXECUTIVE COMPENSATION
4. APPROVAL OF THE AMENDED AND RESTATED APPLE Management For For
INC. 2014 EMPLOYEE STOCK PLAN
5. A SHAREHOLDER PROPOSAL ENTITLED "NET-ZERO Shareholder Against For
GREENHOUSE GAS EMISSIONS BY 2030"
6. A SHAREHOLDER PROPOSAL REGARDING DIVERSITY Shareholder Against For
AMONG OUR SENIOR MANAGEMENT AND BOARD OF
DIRECTORS
7. A SHAREHOLDER PROPOSAL ENTITLED "HUMAN Shareholder Against For
RIGHTS REVIEW - HIGH RISK REGIONS"
8. A SHAREHOLDER PROPOSAL ENTITLED Shareholder Against For
"SHAREHOLDER PROXY ACCESS"
Page 5 of 8 03-May-2016
Investment Company Report
Meritage Growth Equity Fund
01-Jan-2016 To 31-Mar-2016
COHERENT, INC.
Security 192479103 Meeting Type Annual
Ticker Symbol COHR Meeting Date 26-Feb-2016
ISIN US1924791031 Agenda 934323623 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ----------- ---- -----------
1.1 ELECTION OF DIRECTOR: JOHN R. AMBROSEO Management For For
1.2 ELECTION OF DIRECTOR: JAY T. FLATLEY Management For For
1.3 ELECTION OF DIRECTOR: SUSAN M. JAMES Management For For
1.4 ELECTION OF DIRECTOR: L. WILLIAM KRAUSE Management For For
1.5 ELECTION OF DIRECTOR: GARRY W. ROGERSON Management For For
1.6 ELECTION OF DIRECTOR: STEVE SKAGGS Management For For
1.7 ELECTION OF DIRECTOR: SANDEEP VIJ Management For For
2. TO RATIFY THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING OCTOBER 1, 2016.
3. ADVISORY VOTE TO APPROVE EXECUTIVE OFFICER Management For For
COMPENSATION.
Page 6 of 8 03-May-2016
Investment Company Report
Meritage Growth Equity Fund
01-Jan-2016 To 31-Mar-2016
PTC INC.
Security 69370C100 Meeting Type Annual
Ticker Symbol PTC Meeting Date 02-Mar-2016
ISIN US69370C1009 Agenda 934321011 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ----------- -------- -----------
1. DIRECTOR Management
1 JANICE CHAFFIN For For
2 DONALD GRIERSON For For
3 JAMES HEPPELMANN For For
4 KLAUS HOEHN For For
5 PAUL LACY For For
6 ROBERT SCHECHTER For For
7 RENATO ZAMBONINI For For
2. ADVISORY VOTE TO APPROVE THE 2015 Management Against Against
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS (SAY-ON-PAY).
3. APPROVE AN INCREASE IN THE NUMBER OF Management For For
SHARES AUTHORIZED FOR ISSUANCE UNDER THE
2000 EQUITY INCENTIVE PLAN.
4. RE-APPROVE THE MATERIAL TERMS OF THE Management For For
PERFORMANCE GOALS UNDER THE 2000 EQUITY
INCENTIVE PLAN.
5. APPROVE OUR 2016 EMPLOYEE STOCK PURCHASE Management For For
PLAN.
6. ADVISORY VOTE TO CONFIRM THE SELECTION OF Management For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE CURRENT FISCAL YEAR.
Page 7 of 8 03-May-2016
Investment Company Report
Meritage Growth Equity Fund
01-Jan-2016 To 31-Mar-2016
F5 NETWORKS, INC.
Security 315616102 Meeting Type Annual
Ticker Symbol FFIV Meeting Date 10-Mar-2016
ISIN US3156161024 Agenda 934322847 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ----------- ---- -----------
1A. ELECTION OF DIRECTOR: A. GARY AMES Management For For
1B. ELECTION OF DIRECTOR: SANDRA E. BERGERON Management For For
1C. ELECTION OF DIRECTOR: DEBORAH L. BEVIER Management For For
1D. ELECTION OF DIRECTOR: JONATHAN C. CHADWICK Management For For
1E. ELECTION OF DIRECTOR: MICHAEL L. DREYER Management For For
1F. ELECTION OF DIRECTOR: ALAN J. HIGGINSON Management For For
1G. ELECTION OF DIRECTOR: PETER S. KLEIN Management For For
1H. ELECTION OF DIRECTOR: JOHN MCADAM Management For For
1I. ELECTION OF DIRECTOR: STEPHEN M. SMITH Management For For
2. ADVISORY VOTE TO APPROVE THE COMPENSATION Management For For
OF OUR NAMED EXECUTIVE OFFICERS.
3. RATIFY THE SELECTION OF Management For For
PRICEWATERHOUSECOOPERS LLP AS THE
COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR FISCAL YEAR 2016.
Page 8 of 8 03-May-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
TESSERA TECHNOLOGIES, INC.
Security 88164L100 Meeting Type Annual
Ticker Symbol TSRA Meeting Date 27-Apr-2016
ISIN US88164L1008 Agenda 934344324 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ----------- ---- -----------
1.1 ELECTION OF DIRECTOR: RICHARD S. HILL Management For For
1.2 ELECTION OF DIRECTOR: CHRISTOPHER A. SEAMS Management For For
1.3 ELECTION OF DIRECTOR: DONALD E. STOUT Management For For
1.4 ELECTION OF DIRECTOR: GEORGE A. RIEDEL Management For For
1.5 ELECTION OF DIRECTOR: JOHN CHENAULT Management For For
1.6 ELECTION OF DIRECTOR: THOMAS LACEY Management For For
1.7 ELECTION OF DIRECTOR: TUDOR BROWN Management For For
2 TO HOLD AN ADVISORY VOTE ON EXECUTIVE Management For For
COMPENSATION.
3 TO RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM OF THE COMPANY FOR ITS YEAR ENDING
DECEMBER 31, 2016.
Page 1 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
JOHNSON & JOHNSON
Security 478160104 Meeting Type Annual
Ticker Symbol JNJ Meeting Date 28-Apr-2016
ISIN US4781601046 Agenda 934340984 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ------------ -------- -----------
1A. ELECTION OF DIRECTOR: MARY C. BECKERLE Management For For
1B. ELECTION OF DIRECTOR: D. SCOTT DAVIS Management For For
1C. ELECTION OF DIRECTOR: IAN E.L. DAVIS Management For For
1D. ELECTION OF DIRECTOR: ALEX GORSKY Management For For
1E. ELECTION OF DIRECTOR: SUSAN L. LINDQUIST Management For For
1F. ELECTION OF DIRECTOR: MARK B. MCCLELLAN Management For For
1G. ELECTION OF DIRECTOR: ANNE M. MULCAHY Management For For
1H. ELECTION OF DIRECTOR: WILLIAM D. PEREZ Management For For
1I. ELECTION OF DIRECTOR: CHARLES PRINCE Management For For
1J. ELECTION OF DIRECTOR: A. EUGENE WASHINGTON Management For For
1K. ELECTION OF DIRECTOR: RONALD A. WILLIAMS Management For For
2. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Management For For
OFFICER COMPENSATION
3. RATIFICATION OF APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2016
4. SHAREHOLDER PROPOSAL - POLICY FOR SHARE Shareholder Against For
REPURCHASE PREFERENCE
5. SHAREHOLDER PROPOSAL - INDEPENDENT BOARD Shareholder Against For
CHAIRMAN
6. SHAREHOLDER PROPOSAL - REPORT ON LOBBYING Shareholder Against For
DISCLOSURE
7. SHAREHOLDER PROPOSAL - TAKE-BACK PROGRAMS Shareholder Against For
FOR UNUSED MEDICINES
Page 2 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
SHIRE PLC
Security 82481R106 Meeting Type Annual
Ticker Symbol SHPG Meeting Date 28-Apr-2016
ISIN US82481R1068 Agenda 934369489 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ----------------------------------------------- ----------- -------- -----------
1. TO RECEIVE THE COMPANY'S ANNUAL REPORT AND Management For For
ACCOUNTS FOR THE YEAR ENDED DECEMBER 31, 2015.
2. TO APPROVE THE DIRECTORS' REMUNERATION REPORT, Management Against Against
EXCLUDING THE DIRECTORS' REMUNERATION POLICY,
SET OUT ON PAGES 76 TO 101 OF THE ANNUAL
REPORT AND ACCOUNTS FOR THE YEAR ENDED
DECEMBER 31, 2015.
3. TO RE-ELECT DOMINIC BLAKEMORE AS A DIRECTOR. Management For For
4. TO ELECT OLIVIER BOHUON AS A DIRECTOR. Management For For
5. TO RE-ELECT WILLIAM BURNS AS A DIRECTOR. Management For For
6. TO RE-ELECT DR. STEVEN GILLIS AS A DIRECTOR. Management For For
7. TO RE-ELECT DR. DAVID GINSBURG AS A DIRECTOR. Management For For
8. TO RE-ELECT SUSAN KILSBY AS A DIRECTOR. Management For For
9. TO ELECT SARA MATHEW AS A DIRECTOR. Management For For
10. TO RE-ELECT ANNE MINTO AS A DIRECTOR. Management For For
11. TO RE-ELECT DR. FLEMMING ORNSKOV AS A DIRECTOR. Management For For
12. TO ELECT JEFFREY POULTON AS A DIRECTOR. Management For For
13. TO RE-APPOINT DELOITTE LLP AS THE COMPANY'S Management For For
AUDITOR UNTIL THE CONCLUSION OF THE NEXT
ANNUAL GENERAL MEETING OF THE COMPANY.
14. TO AUTHORIZE THE AUDIT, COMPLIANCE & RISK Management For For
COMMITTEE TO DETERMINE THE REMUNERATION OF THE
AUDITOR.
15. THAT THE AUTHORITY TO ALLOT RELEVANT Management For For
SECURITIES (AS DEFINED IN THE COMPANY'S
ARTICLES OF ASSOCIATION (THE "ARTICLES"))
CONFERRED ON THE DIRECTORS BY ARTICLE 10
PARAGRAPH (B) OF THE ARTICLES BE RENEWED AND
FOR THIS PURPOSE THE AUTHORISED ALLOTMENT
AMOUNT SHALL BE: (A) 9,886,710.20 OF RELEVANT
SECURITIES; AND (B) SOLELY IN CONNECTION WITH
AN ALLOTMENT PURSUANT TO AN OFFER BY WAY OF A
RIGHTS ISSUE (AS DEFINED IN THE ARTICLES, BUT
ONLY IF AND TO THE EXTENT THAT SUCH OFFER
IS... (DUE TO SPACE LIMITS, SEE PROXY MATERIAL
FOR FULL PROPOSAL)
Page 3 of 41 26-Jul-2016
Investment Company Report
16. THAT, SUBJECT TO THE PASSING OF RESOLUTION Management For For
15, THE AUTHORITY TO ALLOT EQUITY
SECURITIES (AS DEFINED IN THE COMPANY'S
ARTICLES OF ASSOCIATION (THE "ARTICLES"))
WHOLLY FOR CASH CONFERRED ON THE DIRECTORS
BY ARTICLE 10 PARAGRAPH (D) OF THE
ARTICLES BE RENEWED AND FOR THIS PURPOSE
THE NON PRE-EMPTIVE AMOUNT (AS DEFINED IN
THE ARTICLES) SHALL BE 3,005,870.30 AND
THE ALLOTMENT PERIOD SHALL BE THE PERIOD
COMMENCING ON APRIL 28, 2016, AND ENDING
ON THE EARLIER OF JULY 27, 2017,... (DUE
TO SPACE LIMITS, SEE PROXY MATERIAL FOR
FULL PROPOSAL)
17. THAT THE COMPANY BE AND IS HEREBY Management For For
GENERALLY AND UNCONDITIONALLY AUTHORIZED:
(A) PURSUANT TO ARTICLE 57 OF THE
COMPANIES (JERSEY) LAW 1991 TO MAKE MARKET
PURCHASES OF ORDINARY SHARES IN THE
CAPITAL OF THE COMPANY, PROVIDED THAT: (1)
THE MAXIMUM NUMBER OF ORDINARY SHARES
HEREBY AUTHORIZED TO BE PURCHASED IS
59,320,261; (2) THE MINIMUM PRICE,
EXCLUSIVE OF ANY EXPENSES, WHICH MAY BE
PAID FOR AN ORDINARY SHARE IS FIVE PENCE;
(3) THE MAXIMUM PRICE, EXCLUSIVE OF ANY
EXPENSES, WHICH MAY BE PAID... (DUE TO
SPACE LIMITS, SEE PROXY MATERIAL FOR FULL
PROPOSAL)
18. THAT THE AUTHORIZED SHARE CAPITAL OF THE Management For For
COMPANY BE INCREASED FROM 50,000,002 TO
75,000,002, TO BE DIVIDED INTO
1,500,000,000 SHARES DESIGNATED AS
ORDINARY SHARES WITH A PAR VALUE OF 5P
EACH AND 2 SHARES DESIGNATED AS SUBSCRIBER
ORDINARY SHARES WITH A PAR VALUE OF 1
EACH, AND THAT THE COMPANY'S MEMORANDUM OF
ASSOCIATION BE AMENDED ACCORDINGLY.
19. THAT, WITH EFFECT FROM THE CONCLUSION OF Management For For
THE ANNUAL GENERAL MEETING, THE COMPANY'S
ARTICLES OF ASSOCIATION BE AMENDED AND
THOSE ARTICLES PRODUCED TO THE MEETING AND
INITIALED BY THE CHAIRMAN BE ADOPTED AS
THE COMPANY'S ARTICLES OF ASSOCIATION, IN
SUBSTITUTION FOR, AND TO THE EXCLUSION OF,
THE EXISTING ARTICLES OF ASSOCIATION OF
THE COMPANY.
20. TO APPROVE THAT A GENERAL MEETING OF THE Management Against Against
COMPANY, OTHER THAN AN ANNUAL GENERAL
MEETING, MAY BE CALLED ON NOT LESS THAN 14
CLEAR DAYS' NOTICE.
Page 4 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
SNAP-ON INCORPORATED
Security 833034101 Meeting Type Annual
Ticker Symbol SNA Meeting Date 28-Apr-2016
ISIN US8330341012 Agenda 934342774 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ----------- ---- -----------
1A. ELECTION OF DIRECTOR: KAREN L. DANIEL Management For For
1B. ELECTION OF DIRECTOR: RUTH ANN M. GILLIS Management For For
1C. ELECTION OF DIRECTOR: JAMES P. HOLDEN Management For For
1D. ELECTION OF DIRECTOR: NATHAN J. JONES Management For For
1E. ELECTION OF DIRECTOR: HENRY W. KNUEPPEL Management For For
1F. ELECTION OF DIRECTOR: W. DUDLEY LEHMAN Management For For
1G. ELECTION OF DIRECTOR: NICHOLAS T. PINCHUK Management For For
1H. ELECTION OF DIRECTOR: GREGG M. SHERRILL Management For For
1I. ELECTION OF DIRECTOR: DONALD J. STEBBINS Management For For
2. PROPOSAL TO RATIFY THE APPOINTMENT OF Management For For
DELOITTE & TOUCHE LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR FISCAL 2016.
3. ADVISORY VOTE TO APPROVE THE COMPENSATION Management For For
OF SNAP-ON INCORPORATED'S NAMED EXECUTIVE
OFFICERS, AS DISCLOSED IN "COMPENSATION
DISCUSSION AND ANALYSIS" AND "EXECUTIVE
COMPENSATION INFORMATION" IN THE PROXY
STATEMENT.
Page 5 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
MKS INSTRUMENTS, INC.
Security 55306N104 Meeting Type Annual
Ticker Symbol MKSI Meeting Date 02-May-2016
ISIN US55306N1046 Agenda 934353222 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------- ----------- ---- -----------
1. DIRECTOR Management
1 RICHARD S. CHUTE For For
2 PETER R. HANLEY For For
3 JACQUELINE F. MOLONEY For For
2. TO APPROVE A NON-BINDING ADVISORY VOTE ON Management For For
EXECUTIVE COMPENSATION.
3. TO RATIFY THE SELECTION OF Management For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE YEAR ENDING DECEMBER 31, 2016.
Page 6 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
AMETEK INC.
Security 031100100 Meeting Type Annual
Ticker Symbol AME Meeting Date 04-May-2016
ISIN US0311001004 Agenda 934359349 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ----------- ---- -----------
1.1 ELECTION OF DIRECTOR: RUBY R. CHANDY Management For For
1.2 ELECTION OF DIRECTOR: STEVEN W. KOHLHAGEN Management For For
2. APPROVAL OF THE MATERIAL TERMS OF THE Management For For
PERFORMANCE GOALS IN AMETEK, INC.'S 2011
OMNIBUS INCENTIVE COMPENSATION PLAN.
3. APPROVAL, BY NON-BINDING ADVISORY VOTE, OF Management For For
AMETEK, INC. EXECUTIVE COMPENSATION.
4. RATIFICATION OF ERNST & YOUNG LLP AS Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
Page 7 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
DELUXE CORPORATION
Security 248019101 Meeting Type Annual
Ticker Symbol DLX Meeting Date 04-May-2016
ISIN US2480191012 Agenda 934340390 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ----------- ---- -----------
1. DIRECTOR Management
1 RONALD C. BALDWIN For For
2 CHARLES A. HAGGERTY For For
3 C.E. MAYBERRY MCKISSACK For For
4 DON J. MCGRATH For For
5 NEIL J. METVINER For For
6 STEPHEN P. NACHTSHEIM For For
7 MARY ANN O'DWYER For For
8 THOMAS J. REDDIN For For
9 MARTYN R. REDGRAVE For For
10 LEE J. SCHRAM For For
2. TO CAST AN ADVISORY (NON-BINDING) VOTE ON Management For For
THE COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS (A SAY-ON-PAY VOTE).
3. TO CONSIDER AND ACT UPON A PROPOSAL TO Management For For
RATIFY THE APPOINTMENT OF
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2016.
Page 8 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
EQUIFAX INC.
Security 294429105 Meeting Type Annual
Ticker Symbol EFX Meeting Date 05-May-2016
ISIN US2944291051 Agenda 934349893 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------- ----------- -------- -----------
1A. ELECTION OF DIRECTOR: JAMES E. COPELAND, Management For For
JR.
1B. ELECTION OF DIRECTOR: ROBERT D. DALEO Management For For
1C. ELECTION OF DIRECTOR: WALTER W. DRIVER, JR. Management Against Against
1D. ELECTION OF DIRECTOR: MARK L. FEIDLER Management For For
1E. ELECTION OF DIRECTOR: L. PHILLIP HUMANN Management For For
1F. ELECTION OF DIRECTOR: ROBERT D. MARCUS Management For For
1G. ELECTION OF DIRECTOR: SIRI S. MARSHALL Management For For
1H. ELECTION OF DIRECTOR: JOHN A. MCKINLEY Management For For
1I. ELECTION OF DIRECTOR: RICHARD F. SMITH Management For For
1J. ELECTION OF DIRECTOR: MARK B. TEMPLETON Management For For
2. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Management Against Against
OFFICER COMPENSATION.
3. RATIFICATION OF THE APPOINTMENT OF ERNST & Management For For
YOUNG LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2016.
Page 9 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
METTLER-TOLEDO INTERNATIONAL INC.
Security 592688105 Meeting Type Annual
Ticker Symbol MTD Meeting Date 05-May-2016
ISIN US5926881054 Agenda 934340225 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ----------- ---- -----------
1.1 ELECTION OF DIRECTOR: ROBERT F. SPOERRY Management For For
1.2 ELECTION OF DIRECTOR: WAH-HUI CHU Management For For
1.3 ELECTION OF DIRECTOR: FRANCIS A. CONTINO Management For For
1.4 ELECTION OF DIRECTOR: OLIVIER A. FILLIOL Management For For
1.5 ELECTION OF DIRECTOR: RICHARD FRANCIS Management For For
1.6 ELECTION OF DIRECTOR: CONSTANCE L. HARVEY Management For For
1.7 ELECTION OF DIRECTOR: MICHAEL A. KELLY Management For For
1.8 ELECTION OF DIRECTOR: HANS ULRICH MAERKI Management For For
1.9 ELECTION OF DIRECTOR: THOMAS P. SALICE Management For For
2. RATIFICATION OF INDEPENDENT REGISTERED Management For For
PUBLIC ACCOUNTING FIRM
3. APPROVAL OF THE POBS PLUS INCENTIVE SYSTEM Management For For
FOR GROUP MANAGEMENT
4. ADVISORY VOTE TO APPROVE EXECUTIVE Management For For
COMPENSATION
Page 10 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
COLGATE-PALMOLIVE COMPANY
Security 194162103 Meeting Type Annual
Ticker Symbol CL Meeting Date 06-May-2016
ISIN US1941621039 Agenda 934347130 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ------------ ---- -----------
1A. ELECTION OF DIRECTOR: JOHN P. BILBREY Management For For
1B. ELECTION OF DIRECTOR: JOHN T. CAHILL Management For For
1C. ELECTION OF DIRECTOR: IAN COOK Management For For
1D. ELECTION OF DIRECTOR: HELENE D. GAYLE Management For For
1E. ELECTION OF DIRECTOR: ELLEN M. HANCOCK Management For For
1F. ELECTION OF DIRECTOR: C. MARTIN HARRIS Management For For
1G. ELECTION OF DIRECTOR: RICHARD J. KOGAN Management For For
1H. ELECTION OF DIRECTOR: LORRIE M. NORRINGTON Management For For
1I. ELECTION OF DIRECTOR: MICHAEL B. POLK Management For For
1J. ELECTION OF DIRECTOR: STEPHEN I. SADOVE Management For For
2. RATIFY SELECTION OF PRICEWATERHOUSECOOPERS Management For For
LLP AS COLGATE'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM.
3. ADVISORY VOTE ON EXECUTIVE COMPENSATION. Management For For
4. STOCKHOLDER PROPOSAL ON SPECIAL SHAREOWNER Shareholder For Against
MEETINGS.
Page 11 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
MELLANOX TECHNOLOGIES LTD.
Security M51363113 Meeting Type Annual
Ticker Symbol MLNX Meeting Date 09-May-2016
ISIN IL0011017329 Agenda 934386081 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ----------- ---- -----------
1A. ELECTION OF DIRECTOR: EYAL WALDMAN Management
1B. ELECTION OF DIRECTOR: IRWIN FEDERMAN Management
1C. ELECTION OF DIRECTOR: DOV BAHARAV Management
1D. ELECTION OF DIRECTOR: GLENDA DORCHAK Management
1E. ELECTION OF DIRECTOR: THOMAS WEATHERFORD Management
1F. ELECTION OF DIRECTOR: SHAI COHEN Management
2A. ELECTION OF DIRECTOR: AMAL JOHNSON Management
2B. ELECTION OF DIRECTOR: THOMAS RIORDAN Management
2C. IF YOU DO HAVE A PERSONAL INTEREST (AS THE Management
TERM "PERSONAL INTEREST" IS DEFINED IN THE
ISRAELI COMPANIES LAW-1999) IN 2A AND 2B
PLEASE SELECT "FOR". IF YOU DO NOT HAVE A
PERSONAL INTEREST IN 2A AND 2B PLEASE
SELECT "AGAINST". PLEASE NOTE, IF YOU
DON'T MARK EITHER OF THE BOXES, YOU ARE
PRESUMED TO HAVE NO PERSONAL INTEREST
IN 2A AND 2B.
3A. APPROVAL OF (I) AN INCREASE IN THE ANNUAL Management
BASE SALARY OF EYAL WALDMAN FROM $515,000
TO $570,000 EFFECTIVE RETROACTIVELY FROM
APRIL 1, 2016, AND ACCORDINGLY ANY
CONTRIBUTION TO ISRAELI SEVERANCE, PENSION
AND EDUCATION FUNDS SHALL BE MADE BASED ON
THE UPDATED BASE SALARY AND (II) A CASH
BONUS TO BE PAID TO MR. WALDMAN IN THE
AMOUNT OF $300,000 FOR SERVICES RENDERED
FOR THE FISCAL YEAR ENDED DECEMBER 31,
2015.
3B. IF YOU DO HAVE A PERSONAL INTEREST IN 3A Management
PLEASE SELECT "FOR". IF YOU DO NOT HAVE A
PERSONAL INTEREST IN 3A PLEASE SELECT
"AGAINST". PLEASE NOTE, IF YOU DON'T MARK
EITHER OF THE BOXES, YOU ARE PRESUMED TO
HAVE NO PERSONAL INTEREST IN 3A.
4A. APPROVAL OF THE GRANT TO MR. WALDMAN OF Management
100,000 RESTRICTED SHARE UNITS UNDER
MELLANOX'S AMENDED AND RESTATED GLOBAL
SHARE INCENTIVE PLAN (2006) IF APPROVED BY
SHAREHOLDERS, OR ELSE MELLANOX'S EXISTING
GLOBAL SHARE INCENTIVE PLAN (2006),
PREVIOUSLY APPROVED BY SHAREHOLDERS.
Page 12 of 41 26-Jul-2016
Investment Company Report
4B. IF YOU DO HAVE A PERSONAL INTEREST IN 4A Management
PLEASE SELECT "FOR". IF YOU DO NOT HAVE A
PERSONAL INTEREST IN 4A PLEASE SELECT
"AGAINST". PLEASE NOTE, IF YOU DON'T MARK
EITHER OF THE BOXES, YOU ARE PRESUMED TO
HAVE NO PERSONAL INTEREST IN 4A.
5. ADVISORY APPROVAL OF THE COMPENSATION OF Management
MELLANOX'S NAMED EXECUTIVE OFFICERS.
6. APPROVAL OF MELLANOX'S AMENDED AND Management
RESTATED GLOBAL SHARE INCENTIVE PLAN
(2006).
7. APPROVAL OF THE FIRST AMENDMENT TO Management
MELLANOX'S AMENDED AND RESTATED 2006
EMPLOYEE SHARE PURCHASE PLAN.
8A. APPROVAL OF (I) AN AMENDMENT TO MELLANOX'S Management
AMENDED AND RESTATED ARTICLES OF
ASSOCIATION TO AMEND THE CURRENT
PROVISIONS RELATED TO DIRECTOR AND OFFICER
INDEMNIFICATION AND INSURANCE AND (II) AN
AMENDMENT TO THE INDEMNIFICATION
AGREEMENTS BETWEEN MELLANOX AND EACH OF
ITS DIRECTORS AND OFFICERS TO ALLOW
INDEMNIFICATION IN CONNECTION WITH
PROCEDURES UNDER THE ISRAELI RESTRICTIVE
TRADE PRACTICES LAW, 1988.
8B. IF YOU DO HAVE A PERSONAL INTEREST IN Management
8A(II) PLEASE SELECT "FOR". IF YOU DO NOT
HAVE A PERSONAL INTEREST IN 8A(II) PLEASE
SELECT "AGAINST". PLEASE NOTE, IF YOU
DON'T MARK EITHER OF THE BOXES, YOU ARE
PRESUMED TO HAVE NO PERSONAL INTEREST IN
8A(II).
9A. APPROVAL OF MELLANOX'S COMPENSATION Management
PHILOSOPHY STATEMENT.
9B. IF YOU DO HAVE A PERSONAL INTEREST IN 9A Management
PLEASE SELECT "FOR". IF YOU DO NOT HAVE A
PERSONAL INTEREST IN 9A PLEASE SELECT
"AGAINST". PLEASE NOTE, IF YOU DON'T MARK
EITHER OF THE BOXES, YOU ARE PRESUMED TO
HAVE NO PERSONAL INTEREST IN 9A.
10. APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP Management
AS MELLANOX'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2016 AND AUTHORIZATION
OF MELLANOX'S U.S. AUDIT COMMITTEE TO
DETERMINE MELLANOX'S ACCOUNTING FIRM'S
FISCAL 2016 REMUNERATION IN ACCORDANCE
WITH THE VOLUME AND NATURE OF THEIR
SERVICES.
Page 13 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
DANAHER CORPORATION
Security 235851102 Meeting Type Annual
Ticker Symbol DHR Meeting Date 10-May-2016
ISIN US2358511028 Agenda 934373301 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ------------ -------- -----------
1A. ELECTION OF DIRECTOR: DONALD J. EHRLICH Management For For
1B. ELECTION OF DIRECTOR: LINDA HEFNER FILLER Management For For
1C. ELECTION OF DIRECTOR: THOMAS P. JOYCE, JR. Management For For
1D. ELECTION OF DIRECTOR: TERI LIST-STOLL Management For For
1E. ELECTION OF DIRECTOR: WALTER G. LOHR, JR. Management For For
1F. ELECTION OF DIRECTOR: MITCHELL P. RALES Management For For
1G. ELECTION OF DIRECTOR: STEVEN M. RALES Management For For
1H. ELECTION OF DIRECTOR: JOHN T. SCHWIETERS Management For For
1I. ELECTION OF DIRECTOR: ALAN G. SPOON Management For For
1J. ELECTION OF DIRECTOR: ELIAS A. ZERHOUNI, Management For For
M.D.
2. TO RATIFY THE SELECTION OF ERNST & YOUNG Management For For
LLP AS DANAHER'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM.
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Management For For
OFFICER COMPENSATION.
4. TO ACT UPON A SHAREHOLDER PROPOSAL Shareholder Against For
REQUESTING THAT DANAHER ISSUE A REPORT
DISCLOSING ITS POLITICAL EXPENDITURE
POLICIES AND DIRECT AND INDIRECT POLITICAL
EXPENDITURES.
5. TO ACT UPON A SHAREHOLDER PROPOSAL Shareholder For Against
REQUESTING THAT DANAHER... (DUE TO SPACE
LIMITS, SEE PROXY STATEMENT FOR FULL
PROPOSAL)
Page 14 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
GILEAD SCIENCES, INC.
Security 375558103 Meeting Type Annual
Ticker Symbol GILD Meeting Date 11-May-2016
ISIN US3755581036 Agenda 934355567 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------- ------------ ---- -----------
1A. ELECTION OF DIRECTOR: JOHN F. COGAN, PH.D. Management For For
1B. ELECTION OF DIRECTOR: KEVIN E. LOFTON Management For For
1C. ELECTION OF DIRECTOR: JOHN W. MADIGAN Management For For
1D. ELECTION OF DIRECTOR: JOHN C. MARTIN, PH.D. Management For For
1E. ELECTION OF DIRECTOR: JOHN F. MILLIGAN, Management For For
PH.D.
1F. ELECTION OF DIRECTOR: NICHOLAS G. MOORE Management For For
1G. ELECTION OF DIRECTOR: RICHARD J. WHITLEY, Management For For
M.D.
1H. ELECTION OF DIRECTOR: GAYLE E. WILSON Management For For
1I. ELECTION OF DIRECTOR: PER WOLD-OLSEN Management For For
2. TO RATIFY THE SELECTION OF ERNST & YOUNG Management For For
LLP BY THE AUDIT COMMITTEE OF THE BOARD OF
DIRECTORS AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM OF GILEAD FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2016.
3. TO APPROVE THE AMENDED AND RESTATED GILEAD Management For For
SCIENCES, INC. CODE SECTION 162(M) BONUS
PLAN.
4. TO APPROVE, ON AN ADVISORY BASIS, THE Management For For
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS AS PRESENTED IN THE PROXY
STATEMENT.
5. TO VOTE ON A STOCKHOLDER PROPOSAL, IF Shareholder For Against
PROPERLY PRESENTED AT THE MEETING,
REQUESTING THAT THE BOARD TAKE STEPS TO
PERMIT STOCKHOLDER ACTION BY WRITTEN
CONSENT.
Page 15 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
AMAZON.COM, INC.
Security 023135106 Meeting Type Annual
Ticker Symbol AMZN Meeting Date 17-May-2016
ISIN US0231351067 Agenda 934366623 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ------------ -------- -----------
1A. ELECTION OF DIRECTOR: JEFFREY P. BEZOS Management For For
1B. ELECTION OF DIRECTOR: TOM A. ALBERG Management For For
1C. ELECTION OF DIRECTOR: JOHN SEELY BROWN Management For For
1D. ELECTION OF DIRECTOR: WILLIAM B. GORDON Management For For
1E. ELECTION OF DIRECTOR: JAMIE S. GORELICK Management For For
1F. ELECTION OF DIRECTOR: JUDITH A. MCGRATH Management For For
1G. ELECTION OF DIRECTOR: JONATHAN J. Management For For
RUBINSTEIN
1H. ELECTION OF DIRECTOR: THOMAS O. RYDER Management For For
1I. ELECTION OF DIRECTOR: PATRICIA Q. Management For For
STONESIFER
1J. ELECTION OF DIRECTOR: WENDELL P. WEEKS Management For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Management For For
YOUNG LLP AS INDEPENDENT AUDITORS
3. SHAREHOLDER PROPOSAL REGARDING Shareholder For Against
SUSTAINABILITY REPORTING
4. SHAREHOLDER PROPOSAL REGARDING A REPORT Shareholder For Against
CONCERNING HUMAN RIGHTS
5. SHAREHOLDER PROPOSAL REGARDING A REPORT Shareholder Against For
CONCERNING CORPORATE POLITICAL
CONTRIBUTIONS
Page 16 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
NICE-SYSTEMS LTD.
Security 653656108 Meeting Type Annual
Ticker Symbol NICE Meeting Date 17-May-2016
ISIN US6536561086 Agenda 934402708 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------- ----------- -------- -----------
1A ELECTION OF DIRECTOR: DAVID KOSTMAN Management For For
1B ELECTION OF DIRECTOR: RIMON BEN-SHAOUL Management For For
1C ELECTION OF DIRECTOR: YEHOSHUA (SHUKI) Management For For
EHRLICH
1D ELECTION OF DIRECTOR: LEO APOTHEKER Management For For
1E ELECTION OF DIRECTOR: JOE COWAN Management For For
2A ELECTION OF OUTSIDE DIRECTOR: DAN FALK Management For
2AA REGARDING PROPOSAL 2A., INDICATE WHETHER Management Against
YOU ARE A "CONTROLLING SHAREHOLDER" OR
HAVE A PERSONAL BENEFIT OR OTHER INTEREST
IN THIS PROPOSAL. IF YOU MARK "YES",
PLEASE CONTACT THE COMPANY AS SPECIFIED IN
THE PROXY STATEMENT. MARK "FOR"=YES AND
"AGAINST"=NO YOU MUST MARK "AGAINST" (NO)
FOR YOUR VOTE TO COUNT
2B ELECTION OF OUTSIDE DIRECTOR: YOCHEVED DVIR Management For
2BB REGARDING PROPOSAL 2B., INDICATE WHETHER Management Against
YOU ARE A "CONTROLLING SHAREHOLDER" OR
HAVE A PERSONAL BENEFIT OR OTHER INTEREST
IN THIS PROPOSAL. IF YOU MARK "YES",
PLEASE CONTACT THE COMPANY AS SPECIFIED IN
THE PROXY STATEMENT. MARK "FOR"=YES AND
"AGAINST"=NO YOU MUST MARK "AGAINST" (NO)
FOR YOUR VOTE TO COUNT
3 TO AMEND THE COMPANY'S MEMORANDUM AND Management For For
ARTICLES OF ASSOCIATION.
4 TO APPROVE THE GRANT OF OPTIONS AND Management Against Against
RESTRICTED SHARE UNITS TO THE COMPANY'S
NON-EXECUTIVE DIRECTORS.
5 TO APPROVE CERTAIN AMENDMENTS TO OUR CHIEF Management Against
EXECUTIVE OFFICER'S COMPENSATION.
5A REGARDING PROPOSAL 5., INDICATE WHETHER Management Against
YOU ARE A "CONTROLLING SHAREHOLDER" OR
HAVE A PERSONAL BENEFIT OR OTHER INTEREST
IN THIS PROPOSAL. IF YOU MARK "YES",
PLEASE CONTACT THE COMPANY AS SPECIFIED IN
THE PROXY STATEMENT. MARK "FOR"=YES AND
"AGAINST"=NO YOU MUST MARK "AGAINST" (NO)
FOR YOUR VOTE TO COUNT
Page 17 of 41 26-Jul-2016
Investment Company Report
6 TO RE-APPOINT THE COMPANY'S INDEPENDENT Management For For
AUDITORS AND TO AUTHORIZE THE COMPANY'S
BOARD OF DIRECTORS TO FIX THEIR
REMUNERATION.
Page 18 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
EVEREST RE GROUP, LTD.
Security G3223R108 Meeting Type Annual
Ticker Symbol RE Meeting Date 18-May-2016
ISIN BMG3223R1088 Agenda 934393341 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ----------- ---- -----------
1. DIRECTOR Management
1 DOMINIC J. ADDESSO For For
2 JOHN J. AMORE For For
3 JOHN R. DUNNE For For
4 WILLIAM F. GALTNEY, JR. For For
5 JOHN A. GRAF For For
6 GERRI LOSQUADRO For For
7 ROGER M. SINGER For For
8 JOSEPH V. TARANTO For For
9 JOHN A. WEBER For For
2. TO APPOINT PRICEWATERHOUSECOOPERS LLP AS Management For For
THE COMPANY'S REGISTERED PUBLIC ACCOUNTING
FIRM TO ACT AS THE COMPANY'S AUDITOR FOR
THE YEAR ENDING DECEMBER 31, 2016 AND
AUTHORIZE THE BOARD OF DIRECTORS, ACTING
BY THE AUDIT COMMITTEE, TO SET THE FEES
FOR THE REGISTERED PUBLIC ACCOUNTING FIRM.
3. TO RE-APPROVE THE EVEREST RE GROUP, LTD. Management For For
EXECUTIVE PERFORMANCE ANNUAL INCENTIVE
PLAN.
4. ADVISORY VOTE TO APPROVE 2015 EXECUTIVE Management For For
COMPENSATION.
Page 19 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
FISERV, INC.
Security 337738108 Meeting Type Annual
Ticker Symbol FISV Meeting Date 18-May-2016
ISIN US3377381088 Agenda 934360479 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ------------ -------- -----------
1. DIRECTOR Management
1 ALISON DAVIS For For
2 CHRISTOPHER M. FLINK For For
3 DANIEL P. KEARNEY For For
4 DENNIS F. LYNCH For For
5 DENIS J. O'LEARY For For
6 GLENN M. RENWICK For For
7 KIM M. ROBAK For For
8 JD SHERMAN For For
9 DOYLE R. SIMONS For For
10 THOMAS C. WERTHEIMER For For
11 JEFFERY W. YABUKI For For
2. TO APPROVE, ON AN ADVISORY BASIS, THE Management For For
COMPENSATION OF THE NAMED EXECUTIVE
OFFICERS OF FISERV, INC.
3. TO RATIFY THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM OF FISERV, INC. FOR
2016.
4. A SHAREHOLDER PROPOSAL ASKING THE BOARD OF Shareholder Against For
DIRECTORS TO ADOPT AND PRESENT FOR
SHAREHOLDER APPROVAL A PROXY ACCESS BY-
LAW.
Page 20 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
NVIDIA CORPORATION
Security 67066G104 Meeting Type Annual
Ticker Symbol NVDA Meeting Date 18-May-2016
ISIN US67066G1040 Agenda 934376496 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ----------- ---- -----------
1A. ELECTION OF DIRECTOR: ROBERT K. BURGESS Management For For
1B. ELECTION OF DIRECTOR: TENCH COXE Management For For
1C. ELECTION OF DIRECTOR: PERSIS S. DRELL Management For For
1D. ELECTION OF DIRECTOR: JAMES C. GAITHER Management For For
1E. ELECTION OF DIRECTOR: JEN-HSUN HUANG Management For For
1F. ELECTION OF DIRECTOR: DAWN HUDSON Management For For
1G. ELECTION OF DIRECTOR: HARVEY C. JONES Management For For
1H. ELECTION OF DIRECTOR: MICHAEL G. MCCAFFERY Management For For
1I. ELECTION OF DIRECTOR: WILLIAM J. MILLER Management For For
1J. ELECTION OF DIRECTOR: MARK L. PERRY Management For For
1K. ELECTION OF DIRECTOR: A. BROOKE SEAWELL Management For For
1L. ELECTION OF DIRECTOR: MARK A. STEVENS Management For For
2. TO APPROVE OUR EXECUTIVE COMPENSATION. Management For For
3. TO RATIFY THE SELECTION OF Management For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR OUR FISCAL YEAR ENDING
JANUARY 29, 2017.
4. TO APPROVE AN AMENDMENT AND RESTATEMENT OF Management For For
OUR AMENDED AND RESTATED 2007 EQUITY
INCENTIVE PLAN.
5. TO APPROVE AN AMENDMENT AND RESTATEMENT OF Management For For
OUR AMENDED AND RESTATED 2012 EMPLOYEE
STOCK PURCHASE PLAN.
Page 21 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
AMGEN INC.
Security 031162100 Meeting Type Annual
Ticker Symbol AMGN Meeting Date 19-May-2016
ISIN US0311621009 Agenda 934360645 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ------------ -------- -----------
1A. ELECTION OF DIRECTOR FOR A TERM EXPIRING Management For For
AT 2017: DR. DAVID BALTIMORE
1B. ELECTION OF DIRECTOR FOR A TERM EXPIRING Management For For
AT 2017: MR. FRANK J. BIONDI, JR.
1C. ELECTION OF DIRECTOR FOR A TERM EXPIRING Management For For
AT 2017: MR. ROBERT A. BRADWAY
1D. ELECTION OF DIRECTOR FOR A TERM EXPIRING Management For For
AT 2017: MR. FRANCOIS DE CARBONNEL
1E. ELECTION OF DIRECTOR FOR A TERM EXPIRING Management For For
AT 2017: MR. ROBERT A. ECKERT
1F. ELECTION OF DIRECTOR FOR A TERM EXPIRING Management For For
AT 2017: MR. GREG C. GARLAND
1G. ELECTION OF DIRECTOR FOR A TERM EXPIRING Management For For
AT 2017: MR. FRED HASSAN
1H. ELECTION OF DIRECTOR FOR A TERM EXPIRING Management For For
AT 2017: DR. REBECCA M. HENDERSON
1I. ELECTION OF DIRECTOR FOR A TERM EXPIRING Management For For
AT 2017: MR. FRANK C. HERRINGER
1J. ELECTION OF DIRECTOR FOR A TERM EXPIRING Management For For
AT 2017: DR. TYLER JACKS
1K. ELECTION OF DIRECTOR FOR A TERM EXPIRING Management For For
AT 2017: MS. JUDITH C. PELHAM
1L. ELECTION OF DIRECTOR FOR A TERM EXPIRING Management For For
AT 2017: DR. RONALD D. SUGAR
1M. ELECTION OF DIRECTOR FOR A TERM EXPIRING Management For For
AT 2017: DR. R. SANDERS WILLIAMS
2. TO RATIFY THE SELECTION OF ERNST & YOUNG Management For For
LLP AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTANTS FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2016.
3. ADVISORY VOTE TO APPROVE OUR EXECUTIVE Management For For
COMPENSATION.
4. STOCKHOLDER PROPOSAL TO CHANGE THE VOTING Shareholder Against For
STANDARD APPLICABLE TO NON-BINDING
PROPOSALS SUBMITTED BY STOCKHOLDERS.
Page 22 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
CHUBB LIMITED
Security H1467J104 Meeting Type Annual
Ticker Symbol CB Meeting Date 19-May-2016
ISIN CH0044328745 Agenda 934374404 - Management
For/Against
Item Proposal Proposed by Vote Management
---- -------------------------------------------------- ----------- ---- -----------
1. APPROVAL OF THE MANAGEMENT REPORT, STANDALONE Management For For
FINANCIAL STATEMENTS AND CONSOLIDATED FINANCIAL
STATEMENTS OF CHUBB LIMITED FOR THE YEAR ENDED
DECEMBER 31, 2015
2A. ALLOCATION OF DISPOSABLE PROFIT AND DISTRIBUTION Management For For
OF A DIVIDEND: ALLOCATION OF DISPOSABLE PROFIT
2B. ALLOCATION OF DISPOSABLE PROFIT AND DISTRIBUTION Management For For
OF A DIVIDEND: DISTRIBUTION OF A DIVIDEND OUT OF
LEGAL RESERVES (BY WAY OF RELEASE AND ALLOCATION
TO A DIVIDEND RESERVE)
3. DISCHARGE OF THE BOARD OF DIRECTORS Management For For
4A. ELECTION OF AUDITORS: ELECTION OF Management For For
PRICEWATERHOUSECOOPERS AG (ZURICH) AS OUR
STATUTORY AUDITOR
4B. ELECTION OF AUDITORS: RATIFICATION OF APPOINTMENT Management For For
OF PRICEWATERHOUSECOOPERS LLP (UNITED STATES) AS
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR
PURPOSES OF U.S. SECURITIES LAW REPORTING
4C. ELECTION OF AUDITORS: ELECTION OF BDO AG (ZURICH) Management For For
AS SPECIAL AUDIT FIRM
5A. ELECTION OF THE BOARD OF DIRECTORS: EVAN G. Management For For
GREENBERG
5B. ELECTION OF THE BOARD OF DIRECTORS: ROBERT M. Management For For
HERNANDEZ
5C. ELECTION OF THE BOARD OF DIRECTORS: MICHAEL G. Management For For
ATIEH
5D. ELECTION OF THE BOARD OF DIRECTORS: SHEILA P. Management For For
BURKE
5E. ELECTION OF THE BOARD OF DIRECTORS: JAMES I. CASH Management For For
5F. ELECTION OF THE BOARD OF DIRECTORS: MARY A. Management For For
CIRILLO
5G. ELECTION OF THE BOARD OF DIRECTORS: MICHAEL P. Management For For
CONNORS
5H. ELECTION OF THE BOARD OF DIRECTORS: JOHN EDWARDSON Management For For
5I. ELECTION OF THE BOARD OF DIRECTORS: LAWRENCE W. Management For For
KELLNER
Page 23 of 41 26-Jul-2016
Investment Company Report
5J. ELECTION OF THE BOARD OF DIRECTORS: Management For For
LEO F. MULLIN
5K. ELECTION OF THE BOARD OF DIRECTORS: Management For For
KIMBERLY ROSS
5L. ELECTION OF THE BOARD OF DIRECTORS: Management For For
ROBERT SCULLY
5M. ELECTION OF THE BOARD OF DIRECTORS: Management For For
EUGENE B. SHANKS, JR.
5N. ELECTION OF THE BOARD OF DIRECTORS: Management For For
THEODORE E. SHASTA
5O. ELECTION OF THE BOARD OF DIRECTORS: Management For For
DAVID SIDWELL
5P. ELECTION OF THE BOARD OF DIRECTORS: Management For For
OLIVIER STEIMER
5Q. ELECTION OF THE BOARD OF DIRECTORS: Management For For
JAMES M. ZIMMERMAN
6. ELECTION OF THE CHAIRMAN OF THE BOARD OF Management For For
DIRECTORS
7A. ELECTION OF THE COMPENSATION COMMITTEE OF Management For For
THE BOARD OF DIRECTORS: MICHAEL P. CONNORS
7B. ELECTION OF THE COMPENSATION COMMITTEE OF Management For For
THE BOARD OF DIRECTORS: MARY A. CIRILLO
7C. ELECTION OF THE COMPENSATION COMMITTEE OF Management For For
THE BOARD OF DIRECTORS: ROBERT M. HERNANDEZ
7D. ELECTION OF THE COMPENSATION COMMITTEE OF Management For For
THE BOARD OF DIRECTORS: ROBERT SCULLY
7E. ELECTION OF THE COMPENSATION COMMITTEE OF Management For For
THE BOARD OF DIRECTORS: JAMES M. ZIMMERMAN
8. ELECTION OF HOMBURGER AG AS INDEPENDENT Management For For
PROXY
9. AMENDMENT TO THE ARTICLES OF ASSOCIATION Management For For
RELATING TO AUTHORIZED SHARE CAPITAL FOR
GENERAL PURPOSES
10. APPROVAL OF THE CHUBB LIMITED 2016 LONG- Management For For
TERM INCENTIVE PLAN
11A APPROVAL OF THE MAXIMUM COMPENSATION OF Management For For
THE BOARD OF DIRECTORS AND EXECUTIVE
MANAGEMENT: COMPENSATION OF THE BOARD OF
DIRECTORS UNTIL THE NEXT ANNUAL GENERAL
MEETING
11B APPROVAL OF THE MAXIMUM COMPENSATION OF Management For For
THE BOARD OF DIRECTORS AND EXECUTIVE
MANAGEMENT: COMPENSATION OF EXECUTIVE
MANAGEMENT FOR THE NEXT CALENDAR YEAR
12. ADVISORY VOTE TO APPROVE EXECUTIVE Management For For
COMPENSATION UNDER U.S. SECURITIES LAW
REQUIREMENTS
Page 24 of 41 26-Jul-2016
Investment Company Report
13. IF A NEW AGENDA ITEM OR A NEW PROPOSAL FOR Management For For
AN EXISTING AGENDA ITEM IS PUT BEFORE THE
MEETING, I/WE HEREBY AUTHORIZE AND
INSTRUCT THE INDEPENDENT PROXY TO VOTE AS
FOLLOWS: MARK "FOR" TO VOTE IN ACCORDANCE
WITH THE POSITION OF OUR BOARD OF
DIRECTORS, MARK "AGAINST" TO VOTE AGAINST
NEW ITEMS AND PROPOSALS, AND MARK
"ABSTAIN" TO ABSTAIN
Page 25 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
DR PEPPER SNAPPLE GROUP, INC.
Security 26138E109 Meeting Type Annual
Ticker Symbol DPS Meeting Date 19-May-2016
ISIN US26138E1091 Agenda 934366320 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ------------ -------- -----------
1A. ELECTION OF DIRECTOR: DAVID E. ALEXANDER Management For For
1B. ELECTION OF DIRECTOR: ANTONIO CARRILLO Management For For
1C. ELECTION OF DIRECTOR: PAMELA H. PATSLEY Management For For
1D. ELECTION OF DIRECTOR: JOYCE M. ROCHE Management For For
1E. ELECTION OF DIRECTOR: RONALD G. ROGERS Management For For
1F. ELECTION OF DIRECTOR: WAYNE R. SANDERS Management For For
1G. ELECTION OF DIRECTOR: DUNIA A. SHIVE Management For For
1H. ELECTION OF DIRECTOR: M. ANNE SZOSTAK Management For For
1I. ELECTION OF DIRECTOR: LARRY D. YOUNG Management For For
2. TO RATIFY THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR
2016.
3. TO APPROVE AN ADVISORY RESOLUTION Management For For
REGARDING THE COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS, AS DISCLOSED IN PROXY
STATEMENT.
4. TO APPROVE AN AMENDMENT TO OUR AMENDED AND Management For For
RESTATED CERTIFICATE OF INCORPORATION.
5. TO CONSIDER AND ACT UPON A STOCKHOLDER Shareholder Against For
PROPOSAL REGARDING COMPREHENSIVE STRATEGY
FOR RECYCLING OF BEVERAGE CONTAINERS.
Page 26 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
MOHAWK INDUSTRIES, INC.
Security 608190104 Meeting Type Annual
Ticker Symbol MHK Meeting Date 19-May-2016
ISIN US6081901042 Agenda 934366382 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ----------- ---- -----------
1A. THE ELECTION OF DIRECTOR FOR A TERM OF Management For For
THREE YEARS: JOSEPH A. ONORATO
1B. THE ELECTION OF DIRECTOR FOR A TERM OF Management For For
THREE YEARS: WILLIAM H. RUNGE III
1C. THE ELECTION OF DIRECTOR FOR A TERM OF Management For For
THREE YEARS: W. CHRISTOPHER WELLBORN
2. THE RATIFICATION OF THE SELECTION OF KPMG Management For For
LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
3. ADVISORY VOTE TO APPROVE EXECUTIVE Management For For
COMPENSATION, AS DISCLOSED IN THE
COMPANY'S PROXY STATEMENT FOR THE 2016
ANNUAL MEETING OF STOCKHOLDERS
Page 27 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
THE HOME DEPOT, INC.
Security 437076102 Meeting Type Annual
Ticker Symbol HD Meeting Date 19-May-2016
ISIN US4370761029 Agenda 934359907 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------- ------------ -------- -----------
1A. ELECTION OF DIRECTOR: GERARD J. ARPEY Management For For
1B. ELECTION OF DIRECTOR: ARI BOUSBIB Management For For
1C. ELECTION OF DIRECTOR: GREGORY D. BRENNEMAN Management For For
1D. ELECTION OF DIRECTOR: J. FRANK BROWN Management For For
1E. ELECTION OF DIRECTOR: ALBERT P. CAREY Management For For
1F. ELECTION OF DIRECTOR: ARMANDO CODINA Management For For
1G. ELECTION OF DIRECTOR: HELENA B. FOULKES Management For For
1H. ELECTION OF DIRECTOR: LINDA R. GOODEN Management For For
1I. ELECTION OF DIRECTOR: WAYNE M. HEWETT Management For For
1J. ELECTION OF DIRECTOR: KAREN L. KATEN Management For For
1K. ELECTION OF DIRECTOR: CRAIG A. MENEAR Management For For
1L. ELECTION OF DIRECTOR: MARK VADON Management For For
2. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Management For For
3. ADVISORY VOTE TO APPROVE EXECUTIVE Management For For
COMPENSATION
4. SHAREHOLDER PROPOSAL REGARDING PREPARATION Shareholder Against For
OF AN EMPLOYMENT DIVERSITY REPORT
5. SHAREHOLDER PROPOSAL TO REDUCE THE Shareholder For Against
THRESHOLD TO CALL SPECIAL SHAREHOLDER
MEETINGS TO 10% OF OUTSTANDING SHARES
Page 28 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
THE ALLSTATE CORPORATION
Security 020002101 Meeting Type Annual
Ticker Symbol ALL Meeting Date 24-May-2016
ISIN US0200021014 Agenda 934380952 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ------------ -------- -----------
1A. ELECTION OF DIRECTOR: KERMIT R. CRAWFORD Management For For
1B. ELECTION OF DIRECTOR: MICHAEL L. ESKEW Management For For
1C. ELECTION OF DIRECTOR: HERBERT L. HENKEL Management For For
1D. ELECTION OF DIRECTOR: SIDDHARTH N. MEHTA Management For For
1E. ELECTION OF DIRECTOR: JACQUES P. PEROLD Management For For
1F. ELECTION OF DIRECTOR: ANDREA REDMOND Management For For
1G. ELECTION OF DIRECTOR: JOHN W. ROWE Management For For
1H. ELECTION OF DIRECTOR: JUDITH A. SPRIESER Management For For
1I. ELECTION OF DIRECTOR: MARY ALICE TAYLOR Management For For
1J. ELECTION OF DIRECTOR: THOMAS J. WILSON Management For For
2. ADVISORY VOTE TO APPROVE THE COMPENSATION Management For For
OF THE NAMED EXECUTIVE OFFICERS.
3. RATIFICATION OF THE APPOINTMENT OF Management For For
DELOITTE & TOUCHE LLP AS ALLSTATE'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTANT
FOR 2016.
4. STOCKHOLDER PROPOSAL ON INDEPENDENT BOARD Shareholder Against For
CHAIRMAN.
5. STOCKHOLDER PROPOSAL ON REPORTING Shareholder Against For
POLITICAL CONTRIBUTIONS.
Page 29 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
JONES LANG LASALLE INCORPORATED
Security 48020Q107 Meeting Type Annual
Ticker Symbol JLL Meeting Date 27-May-2016
ISIN US48020Q1076 Agenda 934381106 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------- ----------- ---- -----------
1A. ELECTION OF DIRECTOR TO SERVE ONE-YEAR Management For For
TERM UNTIL THE 2017 ANNUAL MEETING:
HUGO BAGUE
1B. ELECTION OF DIRECTOR TO SERVE ONE-YEAR Management For For
TERM UNTIL THE 2017 ANNUAL MEETING:
SAMUEL A. DI PIAZZA, JR.
1C. ELECTION OF DIRECTOR TO SERVE ONE-YEAR Management For For
TERM UNTIL THE 2017 ANNUAL MEETING:
COLIN DYER
1D. ELECTION OF DIRECTOR TO SERVE ONE-YEAR Management For For
TERM UNTIL THE 2017 ANNUAL MEETING:
DAME DEANNE JULIUS
1E. ELECTION OF DIRECTOR TO SERVE ONE-YEAR Management For For
TERM UNTIL THE 2017 ANNUAL MEETING: MING LU
1F. ELECTION OF DIRECTOR TO SERVE ONE-YEAR Management For For
TERM UNTIL THE 2017 ANNUAL MEETING:
MARTIN H. NESBITT
1G. ELECTION OF DIRECTOR TO SERVE ONE-YEAR Management For For
TERM UNTIL THE 2017 ANNUAL MEETING:
SHEILA A. PENROSE
1H. ELECTION OF DIRECTOR TO SERVE ONE-YEAR Management For For
TERM UNTIL THE 2017 ANNUAL MEETING:
ANN MARIE PETACH
1I. ELECTION OF DIRECTOR TO SERVE ONE-YEAR Management For For
TERM UNTIL THE 2017 ANNUAL MEETING:
SHAILESH RAO
1J. ELECTION OF DIRECTOR TO SERVE ONE-YEAR Management For For
TERM UNTIL THE 2017 ANNUAL MEETING:
CHRISTIAN ULBRICH
2. TO APPROVE, BY NON-BINDING VOTE, EXECUTIVE Management For For
COMPENSATION ("SAY-ON-PAY").
3. TO RATIFY THE APPOINTMENT OF KPMG LLP AS Management For For
OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR ENDING
DECEMBER 31, 2016.
Page 30 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
SHIRE PLC
Security 82481R106 Meeting Type Annual
Ticker Symbol SHPG Meeting Date 27-May-2016
ISIN US82481R1068 Agenda 934410856 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ----------- ---- -----------
1 APPROVAL OF THE MERGER, ALLOTMENT OF Management For For
SHARES AND INCREASE IN BORROWING LIMIT
THAT: (A) THE PROPOSED COMBINATION BY THE
COMPANY, THROUGH ITS WHOLLY-OWNED
SUBSIDIARY, BEARTRACKS, INC., WITH THE
OUTSTANDING COMMON STOCK WITH BAXALTA INC.
(THE "MERGER"), ON THE TERMS AND
CONDITIONS SET OUT IN THE MERGER AGREEMENT
(AS DEFINED IN, AND PARTICULARS OF WHICH
ARE SUMMARISED IN, THE CIRCULAR OF THE
COMPANY DATED 18 APRIL 2016), TOGETHER
WITH ALL OTHER AGREEMENTS AND ANCILLARY
ARRANGEMENTS... (DUE TO SPACE LIMITS, SEE
PROXY MATERIAL FOR FULL PROPOSAL)
2 AUTHORITY TO ALLOT SHARES THAT, SUBJECT TO Management For For
AND CONDITIONAL UPON THE MERGER HAVING
BEEN IMPLEMENTED AND THE NEW ORDINARY
SHARES IN THE COMPANY HAVING BEEN ISSUED
PURSUANT THERETO, ANY PREVIOUS AUTHORITY
TO ALLOT RELEVANT SECURITIES (AS DEFINED
IN THE ARTICLES), CONFERRED ON THE
DIRECTORS BY SHAREHOLDERS PURSUANT TO
ARTICLE 10 OF THE ARTICLES (INCLUDING ANY
UNUSED AUTHORITY CONFERRED BY RESOLUTION 1
ABOVE) BE CANCELLED AND THE AUTHORITY TO
ALLOT RELEVANT SECURITIES CONFERRED ON
THE... (DUE TO SPACE LIMITS, SEE PROXY
MATERIAL FOR FULL PROPOSAL)
3 DISAPPLICATION OF PRE-EMPTION RIGHTS: Management For For
THAT, SUBJECT TO THE PASSING OF RESOLUTION
2 AND SUBJECT TO AND CONDITIONAL UPON THE
MERGER HAVING BEEN IMPLEMENTED AND THE NEW
ORDINARY SHARES IN THE COMPANY HAVING BEEN
ISSUED PURSUANT THERETO, ANY PREVIOUS
AUTHORITY TO ALLOT EQUITY SECURITIES (AS
DEFINED IN THE ARTICLES) WHOLLY FOR CASH
CONFERRED ON THE DIRECTORS BY SHAREHOLDERS
PURSUANT TO ARTICLE 10 OF THE ARTICLES OF
ASSOCIATION BE CANCELLED AND THE AUTHORITY
TO ALLOT EQUITY... (DUE TO SPACE LIMITS,
SEE PROXY MATERIAL FOR FULL PROPOSAL)
Page 31 of 41 26-Jul-2016
Investment Company Report
4 PURCHASE OF OWN SHARES: THAT, SUBJECT TO Management For For
AND CONDITIONAL UPON THE MERGER HAVING
BEEN IMPLEMENTED AND THE NEW ORDINARY
SHARES IN THE COMPANY HAVING BEEN ISSUED
PURSUANT THERETO, ANY PREVIOUS AUTHORITY
CONFERRED ON THE COMPANY TO MAKE MARKET
PURCHASES OF ITS SHARES AND TO HOLD
TREASURY SHARES BE CANCELLED AND THE
COMPANY BE GENERALLY AND UNCONDITIONALLY
AUTHORISED: (A) PURSUANT TO ARTICLE 57 OF
THE COMPANIES (JERSEY) LAW 1991 TO MAKE
MARKET PURCHASES OF ORDINARY SHARES IN
THE... (DUE TO SPACE LIMITS, SEE PROXY
MATERIAL FOR FULL PROPOSAL)
Page 32 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
THE PRICELINE GROUP INC.
Security 741503403 Meeting Type Annual
Ticker Symbol PCLN Meeting Date 02-Jun-2016
ISIN US7415034039 Agenda 934394723 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ----------- ---- -----------
1. DIRECTOR Management
1 TIMOTHY M. ARMSTRONG For For
2 JEFFERY H. BOYD For For
3 JAN L. DOCTER For For
4 JEFFREY E. EPSTEIN For For
5 JAMES M. GUYETTE For For
6 CHARLES H. NOSKI For For
7 NANCY B. PERETSMAN For For
8 THOMAS E. ROTHMAN For For
9 CRAIG W. RYDIN For For
10 LYNN M. VOJVODICH For For
2. TO RATIFY THE SELECTION OF DELOITTE & Management For For
TOUCHE LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR
THE FISCAL YEAR ENDING DECEMBER 31, 2016.
3. TO APPROVE ON AN ADVISORY BASIS THE Management For For
COMPENSATION PAID BY THE COMPANY TO ITS
NAMED EXECUTIVE OFFICERS.
Page 33 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
THE TJX COMPANIES, INC.
Security 872540109 Meeting Type Annual
Ticker Symbol TJX Meeting Date 07-Jun-2016
ISIN US8725401090 Agenda 934413206 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ------------ -------- -----------
1A. ELECTION OF DIRECTOR: ZEIN ABDALLA Management For For
1B. ELECTION OF DIRECTOR: JOSE B. ALVAREZ Management For For
1C. ELECTION OF DIRECTOR: ALAN M. BENNETT Management For For
1D. ELECTION OF DIRECTOR: DAVID T. CHING Management For For
1E. ELECTION OF DIRECTOR: ERNIE HERRMAN Management For For
1F. ELECTION OF DIRECTOR: MICHAEL F. HINES Management For For
1G. ELECTION OF DIRECTOR: AMY B. LANE Management For For
1H. ELECTION OF DIRECTOR: CAROL MEYROWITZ Management For For
1I. ELECTION OF DIRECTOR: JOHN F. O'BRIEN Management For For
1J. ELECTION OF DIRECTOR: WILLOW B. SHIRE Management For For
2. RATIFICATION OF APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS AS TJX'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR FISCAL 2017.
3. SAY-ON-PAY: ADVISORY APPROVAL OF TJX'S Management Against Against
EXECUTIVE COMPENSATION.
4. STOCKHOLDER PROPOSAL FOR INCLUSION OF Shareholder Against For
DIVERSITY AS A CEO PERFORMANCE MEASURE.
5. STOCKHOLDER PROPOSAL FOR A REVIEW AND Shareholder Against For
SUMMARY REPORT ON EXECUTIVE COMPENSATION
POLICIES.
Page 34 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
ALPHABET INC
Security 02079K305 Meeting Type Annual
Ticker Symbol GOOGL Meeting Date 08-Jun-2016
ISIN US02079K3059 Agenda 934406667 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------------- ------------ -------- -----------
1. DIRECTOR Management
1 LARRY PAGE For For
2 SERGEY BRIN For For
3 ERIC E. SCHMIDT For For
4 L. JOHN DOERR For For
5 DIANE B. GREENE For For
6 JOHN L. HENNESSY For For
7 ANN MATHER For For
8 ALAN R. MULALLY For For
9 PAUL S. OTELLINI For For
10 K. RAM SHRIRAM For For
11 SHIRLEY M. TILGHMAN For For
2. THE RATIFICATION OF THE APPOINTMENT OF ERNST & Management For For
YOUNG LLP AS ALPHABET'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2016.
3. THE APPROVAL OF AMENDMENTS TO ALPHABET'S 2012 Management For For
STOCK PLAN TO... (DUE TO SPACE LIMITS, SEE
PROXY STATEMENT FOR FULL PROPOSAL).
4. THE APPROVAL OF AN AMENDMENT TO THE FOURTH Management For For
AMENDED AND RESTATED CERTIFICATE OF
INCORPORATION OF GOOGLE INC., ALPHABET'S
WHOLLY OWNED SUBSIDIARY, TO REMOVE A PROVISION
THAT REQUIRES THE VOTE OF THE STOCKHOLDERS OF
ALPHABET, IN ADDITION TO THE VOTE OF ALPHABET
(AS SOLE STOCKHOLDER), IN ORDER FOR GOOGLE TO
TAKE CERTAIN ACTIONS.
5. A STOCKHOLDER PROPOSAL REGARDING EQUAL Shareholder Against For
SHAREHOLDER VOTING, IF PROPERLY PRESENTED AT
THE MEETING.
6. A STOCKHOLDER PROPOSAL REGARDING A LOBBYING Shareholder Against For
REPORT, IF PROPERLY PRESENTED AT THE MEETING.
7. A STOCKHOLDER PROPOSAL REGARDING A POLITICAL Shareholder Against For
CONTRIBUTIONS REPORT, IF PROPERLY PRESENTED AT
THE MEETING.
Page 35 of 41 26-Jul-2016
Investment Company Report
8. A STOCKHOLDER PROPOSAL REGARDING THE Shareholder Against For
ADOPTION OF A MAJORITY VOTE STANDARD FOR
THE ELECTION OF DIRECTORS, IF PROPERLY
PRESENTED AT THE MEETING.
9. A STOCKHOLDER PROPOSAL REGARDING AN Shareholder Against For
INDEPENDENT CHAIRMAN OF THE BOARD POLICY,
IF PROPERLY PRESENTED AT THE MEETING.
10. A STOCKHOLDER PROPOSAL REGARDING A REPORT Shareholder Against For
ON GENDER PAY, IF PROPERLY PRESENTED AT
THE MEETING.
Page 36 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
TARGET CORPORATION
Security 87612E106 Meeting Type Annual
Ticker Symbol TGT Meeting Date 08-Jun-2016
ISIN US87612E1064 Agenda 934399343 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------- ------------ -------- -----------
1A. ELECTION OF DIRECTOR: ROXANNE S. AUSTIN Management For For
1B. ELECTION OF DIRECTOR: DOUGLAS M. BAKER, JR. Management For For
1C. ELECTION OF DIRECTOR: BRIAN C. CORNELL Management For For
1D. ELECTION OF DIRECTOR: CALVIN DARDEN Management For For
1E. ELECTION OF DIRECTOR: HENRIQUE DE CASTRO Management For For
1F. ELECTION OF DIRECTOR: ROBERT L. EDWARDS Management For For
1G. ELECTION OF DIRECTOR: MELANIE L. HEALEY Management For For
1H. ELECTION OF DIRECTOR: DONALD R. KNAUSS Management For For
1I. ELECTION OF DIRECTOR: MONICA C. LOZANO Management For For
1J. ELECTION OF DIRECTOR: MARY E. MINNICK Management For For
1K. ELECTION OF DIRECTOR: ANNE M. MULCAHY Management For For
1L. ELECTION OF DIRECTOR: DERICA W. RICE Management For For
1M. ELECTION OF DIRECTOR: KENNETH L. SALAZAR Management For For
1N. ELECTION OF DIRECTOR: JOHN G. STUMPF Management For For
2. COMPANY PROPOSAL TO RATIFY THE APPOINTMENT Management For For
OF ERNST & YOUNG LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
3. COMPANY PROPOSAL TO APPROVE, ON AN Management For For
ADVISORY BASIS, OUR EXECUTIVE COMPENSATION
("SAY-ON-PAY").
4. SHAREHOLDER PROPOSAL TO REPORT ON CRITERIA Shareholder Against For
FOR SELECTING COUNTRIES FOR OPERATIONS.
Page 37 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
CITRIX SYSTEMS, INC.
Security 177376100 Meeting Type Annual
Ticker Symbol CTXS Meeting Date 23-Jun-2016
ISIN US1773761002 Agenda 934410034 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ----------- ---- -----------
1A. ELECTION OF DIRECTOR: ROBERT M. CALDERONI Management For For
1B. ELECTION OF DIRECTOR: NANCI E. CALDWELL Management For For
1C. ELECTION OF DIRECTOR: JESSE A. COHN Management For For
1D. ELECTION OF DIRECTOR: ROBERT D. DALEO Management For For
1E. ELECTION OF DIRECTOR: MURRAY J. DEMO Management For For
1F. ELECTION OF DIRECTOR: PETER J. SACRIPANTI Management For For
1G. ELECTION OF DIRECTOR: GRAHAM V. SMITH Management For For
1H. ELECTION OF DIRECTOR: GODFREY R. SULLIVAN Management For For
1I. ELECTION OF DIRECTOR: KIRILL TATARINOV Management For For
2. RATIFICATION OF ERNST & YOUNG LLP AS THE Management For For
COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2016.
3. ADVISORY VOTE TO APPROVE THE COMPENSATION Management For For
OF THE COMPANY'S NAMED EXECUTIVE OFFICERS.
Page 38 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
AON PLC
Security G0408V102 Meeting Type Annual
Ticker Symbol AON Meeting Date 24-Jun-2016
ISIN GB00B5BT0K07 Agenda 934420198 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ----------------------------------------------- ----------- -------- -----------
1A. RE-ELECTION OF DIRECTOR: LESTER B. KNIGHT Management For For
1B. RE-ELECTION OF DIRECTOR: GREGORY C. CASE Management For For
1C. RE-ELECTION OF DIRECTOR: FULVIO CONTI Management For For
1D. RE-ELECTION OF DIRECTOR: CHERYL A. FRANCIS Management For For
1E. RE-ELECTION OF DIRECTOR: JAMES W. LENG Management For For
1F. RE-ELECTION OF DIRECTOR: J. MICHAEL LOSH Management For For
1G. RE-ELECTION OF DIRECTOR: ROBERT S. MORRISON Management For For
1H. RE-ELECTION OF DIRECTOR: RICHARD B. MYERS Management For For
1I. RE-ELECTION OF DIRECTOR: RICHARD C. NOTEBAERT Management For For
1J. RE-ELECTION OF DIRECTOR: GLORIA SANTONA Management For For
1K. RE-ELECTION OF DIRECTOR: CAROLYN Y. WOO Management For For
2. ADVISORY VOTE TO APPROVE EXECUTIVE Management Against Against
COMPENSATION.
3. ADVISORY VOTE TO APPROVE THE DIRECTORS' Management Against Against
REMUNERATION REPORT.
4. RECEIPT OF AON'S ANNUAL REPORT AND ACCOUNTS, Management For For
TOGETHER WITH THE REPORTS OF THE DIRECTORS AND
AUDITORS, FOR THE YEAR ENDED DECEMBER 31, 2015.
5. RATIFICATION OF THE APPOINTMENT OF ERNST & Management For For
YOUNG LLP AS AON'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM.
6. RE-APPOINTMENT OF ERNST & YOUNG LLP AS AON'S Management For For
U.K. STATUTORY AUDITOR UNDER THE COMPANIES ACT
2006.
7. AUTHORIZATION OF THE BOARD OF DIRECTORS TO Management For For
DETERMINE THE REMUNERATION OF AON'S U.K.
STATUTORY AUDITOR.
8. APPROVAL OF FORMS OF SHARE REPURCHASE Management For For
CONTRACTS AND REPURCHASE COUNTERPARTIES.
9. AUTHORIZE THE BOARD OF DIRECTORS TO EXERCISE Management For For
ALL POWERS OF AON TO ALLOT SHARES.
10. AUTHORIZE THE BOARD OF DIRECTORS TO ALLOT Management For For
EQUITY SECURITIES FOR CASH WITHOUT RIGHTS OF
PREEMPTION.
Page 39 of 41 26-Jul-2016
Investment Company Report
11. AUTHORIZE AON AND ITS SUBSIDIARIES TO MAKE Management For For
POLITICAL DONATIONS OR EXPENDITURES.
Page 40 of 41 26-Jul-2016
Investment Company Report
Meritage Growth Equity Fund
01-Apr-2016 To 30-June-2016
MASTERCARD INCORPORATED
Security 57636Q104 Meeting Type Annual
Ticker Symbol MA Meeting Date 28-Jun-2016
ISIN US57636Q1040 Agenda 934417280 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ----------- ---- -----------
1A. ELECTION OF DIRECTOR: RICHARD Management For For
HAYTHORNTHWAITE
1B. ELECTION OF DIRECTOR: AJAY BANGA Management For For
1C. ELECTION OF DIRECTOR: SILVIO BARZI Management For For
1D. ELECTION OF DIRECTOR: DAVID R. CARLUCCI Management For For
1E. ELECTION OF DIRECTOR: STEVEN J. FREIBERG Management For For
1F. ELECTION OF DIRECTOR: JULIUS GENACHOWSKI Management For For
1G. ELECTION OF DIRECTOR: MERIT E. JANOW Management For For
1H. ELECTION OF DIRECTOR: NANCY J. KARCH Management For For
1I. ELECTION OF DIRECTOR: OKI MATSUMOTO Management For For
1J. ELECTION OF DIRECTOR: RIMA QURESHI Management For For
1K. ELECTION OF DIRECTOR: JOSE OCTAVIO REYES Management For For
LAGUNES
1L. ELECTION OF DIRECTOR: JACKSON TAI Management For For
2. ADVISORY APPROVAL OF MASTERCARD'S Management For For
EXECUTIVE COMPENSATION
3. RATIFICATION OF THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR MASTERCARD FOR 2016
Page 41 of 41 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Jul-2015 To 30-Sep-2015
ICON PLC
Security G4705A100 Meeting Type Annual
Ticker Symbol ICLR Meeting Date 24-Jul-2015
ISIN IE0005711209 Agenda 934252127 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------- ----------- ---- -----------
1.1 ELECTION OF DIRECTOR: MR. CIARAN MURRAY Management For For
1.2 ELECTION OF DIRECTOR: DR. RONAN LAMBE Management For For
1.3 ELECTION OF DIRECTOR: MR. DECLAN MCKEON Management For For
2. TO RECEIVE THE ACCOUNTS AND REPORTS Management For For
3. TO AUTHORISE THE FIXING OF THE Management For For
AUDITORS' REMUNERATION
4. TO AUTHORISE THE COMPANY TO ALLOT SHARES Management For For
5. TO DISAPPLY THE STATUTORY PRE-EMPTION Management For For
RIGHTS
6. TO AUTHORISE THE COMPANY TO MAKE MARKET Management For For
PURCHASES OF SHARES
7. TO AUTHORISE THE PRICE RANGE AT WHICH Management For For
THE COMPANY CAN REISSUE SHARES THAT IT
HOLDS AS TREASURY SHARES
Page 1 of 7 30-Oct-2015
Investment Company Report
Meritage Value Equity Fund
01-Jul-2015 To 30-Sep-2015
ENERSYS
Security 29275Y102 Meeting Type Annual
Ticker Symbol ENS Meeting Date 30-Jul-2015
ISIN US29275Y1029 Agenda 934255426 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ----------- ---- -----------
1.1 ELECTION OF CLASS II DIRECTOR: Management For For
HWAN-YOON F. CHUNG
1.2 ELECTION OF CLASS II DIRECTOR: ARTHUR Management For For
T. KATSAROS
1.3 ELECTION OF CLASS II DIRECTOR: GEN. Management For For
ROBERT MAGNUS, USMC (RETIRED)
2. TO RE-APPROVE AND AMEND THE ENERSYS Management For For
SECOND AMENDED AND RESTATED 2010 EQUITY
INCENTIVE PLAN.
3. TO RATIFY THE APPOINTMENT OF ERNST & Management For For
YOUNG LLP AS ENERSYS' INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR
FISCAL YEAR ENDING MARCH 31, 2016.
4. AN ADVISORY VOTE TO APPROVE ENERSYS' Management For For
NAMED EXECUTIVE OFFICER COMPENSATION.
Page 2 of 7 30-Oct-2015
Investment Company Report
Meritage Value Equity Fund
01-Jul-2015 To 30-Sep-2015
AXIS CAPITAL HOLDINGS LIMITED
Security G0692U109 Meeting Type Special
Ticker Symbol AXS Meeting Date 03-Aug-2015
ISIN BMG0692U1099 Agenda 934245956 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ----------- ---- -----------
1. TO APPROVE AMENDING THE AXIS BYE-LAWS Management For For
BY INSERTING THE WORDS "(INCLUDING FOR
THE PURPOSES OF SECTION 106(4A) OF THE
ACT)" AFTER THE FIRST MENTION OF THE
WORD "BUSINESS" IN BYE-LAW 38 (QUORUM
FOR GENERAL MEETINGS) AND AFTER THE
WORD "MEETING" IN SUBPARAGRAPH (1) OF
BYE-LAW 43 (VOTING AT MEETINGS).
2. TO APPROVE AND ADOPT THE AMALGAMATION Management For For
AGREEMENT, THE STATUTORY AMALGAMATION
AGREEMENT AND THE AMALGAMATION.
3. TO APPROVE, ON AN ADVISORY Management For For
(NON-BINDING) BASIS, THE COMPENSATION
THAT MAY BE PAID OR BECOME PAYABLE TO
AXIS' NAMED EXECUTIVE OFFICERS IN
CONNECTION WITH THE AMALGAMATION.
4. TO ADJOURN THE AXIS SPECIAL GENERAL Management For For
MEETING, IF NECESSARY OR APPROPRIATE,
TO SOLICIT ADDITIONAL PROXIES, IF THERE
ARE INSUFFICIENT VOTES TO APPROVE THE
AMALGAMATION PROPOSAL AT SUCH SPECIAL
GENERAL MEETING.
Page 3 of 7 30-Oct-2015
Investment Company Report
Meritage Value Equity Fund
01-Jul-2015 To 30-Sep-2015
TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Security 881624209 Meeting Type Annual
Ticker Symbol TEVA Meeting Date 03-Sep-2015
ISIN US8816242098 Agenda 934268687 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ----------- -------- -----------
1A ELECTION OF DIRECTOR: ROGER ABRAVANEL Management For For
1B ELECTION OF DIRECTOR: ROSEMARY A. CRANE Management For For
1C ELECTION OF DIRECTOR: GERALD M. Management For For
LIEBERMAN
1D ELECTION OF DIRECTOR: GALIA MAOR Management For For
2 TO APPOINT GABRIELLE GREENE-SULZBERGER Management For For
TO SERVE AS A STATUTORY INDEPENDENT
DIRECTOR FOR A TERM OF THREE YEARS,
COMMENCING FOLLOWING THE MEETING, AND
TO APPROVE HER REMUNERATION AND
BENEFITS.
3A TO APPROVE AN AMENDMENT TO THE Management Against Against
COMPANY'S COMPENSATION POLICY WITH
RESPECT TO DIRECTOR REMUNERATION.
3A1 DO YOU HAVE A "PERSONAL INTEREST" IN Management Against
PROPOSAL 3A? NOTE: PROPOSAL 3A1,
FOR=YES AGAINST=NO
3B TO APPROVE THE REMUNERATION TO BE Management Against Against
PROVIDED TO THE COMPANY'S DIRECTORS.
3C TO APPROVE THE REMUNERATION TO BE Management For For
PROVIDED TO PROF. YITZHAK PETERBURG,
CHAIRMAN OF THE BOARD OF DIRECTORS.
4A TO APPROVE AN AMENDMENT TO THE TERMS OF Management Abstain Against
OFFICE AND EMPLOYMENT OF THE COMPANY'S
PRESIDENT AND CHIEF EXECUTIVE OFFICER,
MR. EREZ VIGODMAN.
4B TO APPROVE THE PAYMENT OF A SPECIAL Management For For
BONUS TO THE COMPANY'S PRESIDENT AND
CHIEF EXECUTIVE OFFICER, MR. EREZ
VIGODMAN.
5 TO APPROVE THE COMPANY'S 2015 LONG-TERM Management For For
EQUITY-BASED INCENTIVE PLAN.
6 TO APPOINT KESSELMAN & KESSELMAN, A Management For For
MEMBER OF PRICEWATERHOUSECOOPERS
INTERNATIONAL LTD., AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM UNTIL THE 2016 ANNUAL
MEETING OF SHAREHOLDERS.
Page 4 of 7 30-Oct-2015
Investment Company Report
Meritage Value Equity Fund
01-Jul-2015 To 30-Sep-2015
AXIS CAPITAL HOLDINGS LIMITED
Security G0692U109 Meeting Type Annual
Ticker Symbol AXS Meeting Date 11-Sep-2015
ISIN BMG0692U1099 Agenda 934268891 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------------- ----------- ---- -----------
1. DIRECTOR Management
1 JANE BOISSEAU For For
2 MICHAEL A. BUTT For For
3 CHARLES A. DAVIS For For
4 SIR ANDREW LARGE For For
5 ALICE YOUNG For For
2. TO APPROVE, BY NON-BINDING VOTE, THE Management For For
COMPENSATION PAID TO OUR NAMED EXECUTIVE
OFFICERS.
3. TO APPOINT DELOITTE LTD., HAMILTON, BERMUDA, Management For For
TO ACT AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF AXIS CAPITAL HOLDINGS
LIMITED FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2015 AND TO AUTHORIZE THE BOARD,
ACTING THROUGH THE AUDIT COMMITTEE, TO SET THE
FEES FOR THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
Page 5 of 7 30-Oct-2015
Investment Company Report
Meritage Value Equity Fund
01-Jul-2015 To 30-Sep-2015
KORN/FERRY INTERNATIONAL
Security 500643200 Meeting Type Annual
Ticker Symbol KFY Meeting Date 24-Sep-2015
ISIN US5006432000 Agenda 934269538 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ----------- ---- -----------
1.1 ELECTION OF DIRECTOR: DOYLE N. BENEBY Management For For
1.2 ELECTION OF DIRECTOR: GARY D. BURNISON Management For For
1.3 ELECTION OF DIRECTOR: WILLIAM R. FLOYD Management For For
1.4 ELECTION OF DIRECTOR: CHRISTINA A. GOLD Management For For
1.5 ELECTION OF DIRECTOR: JERRY P. LEAMON Management For For
1.6 ELECTION OF DIRECTOR: DEBRA J. PERRY Management For For
1.7 ELECTION OF DIRECTOR: GEORGE T. SHAHEEN Management For For
1.8 ELECTION OF DIRECTOR: HARRY L. YOU Management For For
2. PROPOSAL TO APPROVE THE ADVISORY Management For For
(NON-BINDING) RESOLUTION REGARDING THE
COMPANY'S EXECUTIVE COMPENSATION.
3. RATIFICATION OF THE APPOINTMENT OF Management For For
ERNST & YOUNG LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE COMPANY'S 2016
FISCAL YEAR.
Page 6 of 7 30-Oct-2015
Investment Company Report
Meritage Value Equity Fund
01-Jul-2015 To 30-Sep-2015
WNS (HOLDINGS) LIMITED
Security 92932M101 Meeting Type Annual
Ticker Symbol WNS Meeting Date 28-Sep-2015
ISIN US92932M1018 Agenda 934272939 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ----------- ---- -----------
1 ADOPTION OF ANNUAL AUDITED ACCOUNTS FOR Management For
THE FINANCIAL YEAR ENDED MARCH 31, 2015
2 RE-APPOINTMENT OF GRANT THORNTON INDIA Management For
LLP AS THE AUDITORS OF THE COMPANY
3 APPROVAL OF AUDITORS' REMUNERATION Management For
4 RE-ELECTION OF MRS. RENU S. KARNAD AS A Management For
CLASS III DIRECTOR OF THE COMPANY
5 RE-ELECTION OF MS. FRANCOISE GRI AS A Management For
CLASS III DIRECTOR OF THE COMPANY
6 RE-ELECTION OF MR. JOHN FREELAND AS A Management For
CLASS III DIRECTOR OF THE COMPANY
7 APPROVAL OF DIRECTORS' REMUNERATION FOR Management For
THE PERIOD FROM THE ANNUAL GENERAL
MEETING UNTIL THE NEXT ANNUAL GENERAL
MEETING OF THE COMPANY TO BE HELD IN
RESPECT OF THE FINANCIAL YEAR ENDING
MARCH 31, 2016
Page 7 of 7 30-Oct-2015
Investment Company Report
Meritage Value Equity Fund
01-Oct-2015 To 31-Dec-2015
AETNA INC.
Security 00817Y108 Meeting Type Special
Ticker Symbol AET Meeting Date 19-Oct-2015
ISIN US00817Y1082 Agenda 934275315 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ----------- ---- -----------
1. TO APPROVE THE ISSUANCE OF AETNA INC. Management For For
COMMON SHARES, PAR VALUE $0.01 PER
SHARE ("AETNA COMMON SHARES"), TO
HUMANA INC. STOCKHOLDERS IN THE MERGER
BETWEEN ECHO MERGER SUB, INC., A
DELAWARE CORPORATION AND WHOLLY OWNED
SUBSIDIARY OF AETNA INC., AND HUMANA
INC. PURSUANT TO THE AGREEMENT AND PLAN
OF MERGER, DATED AS OF JULY 2, 2015,
AMONG AETNA INC., ECHO MERGER SUB,
INC., ECHO MERGER SUB, LLC, A DELAWARE
LIMITED LIABILITY COMPANY AND WHOLLY
OWNED SUBSIDIARY OF AETNA INC., AND
HUMANA INC., AS IT MAY BE AMENDED FROM
TIME TO TIME (THE "MERGER AGREEMENT").
2. TO APPROVE THE ADJOURNMENT OF THE Management For For
SPECIAL MEETING OF SHAREHOLDERS OF
AETNA INC. IF NECESSARY TO SOLICIT
ADDITIONAL PROXIES IF THERE ARE NOT
SUFFICIENT VOTES TO APPROVE THE
ISSUANCE OF AETNA COMMON SHARES
PURSUANT TO THE MERGER AGREEMENT AT THE
TIME OF THE SPECIAL MEETING OF
SHAREHOLDERS OF AETNA INC.
Page 1 of 6 08-Feb-2016
Investment Company Report
Meritage Value Equity Fund
01-Oct-2015 To 31-Dec-2015
AETNA INC.
Security 00817Y108 Meeting Type Special
Ticker Symbol AET Meeting Date 19-Oct-2015
ISIN US00817Y1082 Agenda 934282005 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ----------- ---- -----------
1. TO APPROVE THE ISSUANCE OF AETNA INC. Management For For
COMMON SHARES, PAR VALUE $0.01 PER
SHARE ("AETNA COMMON SHARES"), TO
HUMANA INC. STOCKHOLDERS IN THE MERGER
BETWEEN ECHO MERGER SUB, INC., A
DELAWARE CORPORATION AND WHOLLY OWNED
SUBSIDIARY OF AETNA INC., AND HUMANA
INC. PURSUANT TO THE AGREEMENT AND PLAN
OF MERGER, DATED AS OF JULY 2, 2015,
AMONG AETNA INC., ECHO MERGER SUB,
INC., ECHO MERGER SUB, LLC, A DELAWARE
LIMITED LIABILITY COMPANY AND WHOLLY
OWNED SUBSIDIARY OF AETNA INC., AND
HUMANA INC., AS IT MAY BE AMENDED FROM
TIME TO TIME (THE "MERGER AGREEMENT").
2. TO APPROVE THE ADJOURNMENT OF THE Management For For
SPECIAL MEETING OF SHAREHOLDERS OF
AETNA INC. IF NECESSARY TO SOLICIT
ADDITIONAL PROXIES IF THERE ARE NOT
SUFFICIENT VOTES TO APPROVE THE
ISSUANCE OF AETNA COMMON SHARES
PURSUANT TO THE MERGER AGREEMENT AT THE
TIME OF THE SPECIAL MEETING OF
SHAREHOLDERS OF AETNA INC.
Page 2 of 6 08-Feb-2016
Investment Company Report
Meritage Value Equity Fund
01-Oct-2015 To 31-Dec-2015
MEDNAX, INC.
Security 58502B106 Meeting Type Special
Ticker Symbol MD Meeting Date 03-Nov-2015
ISIN US58502B1061 Agenda 934281142 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ----------- ---- -----------
1. TO APPROVE THE PROPOSED AMENDED AND Management For For
RESTATED MEDNAX, INC. 1996
NON-QUALIFIED EMPLOYEE STOCK PURCHASE
PLAN, WHICH IS BEING AMENDED AND
RESTATED TO INCREASE THE NUMBER OF
SHARES OF OUR COMMON STOCK RESERVED FOR
ISSUANCE THEREUNDER.
2. TO APPROVE THE CREATION OF THE MEDNAX, Management For For
INC. 2015 NON-QUALIFIED STOCK PURCHASE
PLAN, WHICH IS BEING PROPOSED TO ENABLE
MEDNAX'S ELIGIBLE INDEPENDENT
CONTRACTORS TO INVEST IN MEDNAX THROUGH
PURCHASES OF MEDNAX COMMON STOCK AT A
FAVORABLE PRICE THROUGH DEDUCTIONS FROM
PAYMENTS MADE FOR INDEPENDENT
CONTRACTOR SERVICES.
Page 3 of 6 08-Feb-2016
Investment Company Report
Meritage Value Equity Fund
01-Oct-2015 To 31-Dec-2015
TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Security 881624209 Meeting Type Special
Ticker Symbol TEVA Meeting Date 05-Nov-2015
ISIN US8816242098 Agenda 934288805 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ----------- ---- -----------
1 APPROVAL OF THE CREATION OF A NEW CLASS Management For For
OF MANDATORY CONVERTIBLE PREFERRED
SHARES, NOMINAL (PAR) VALUE NIS 0.1 PER
SHARE AND THE DEFINITION OF THEIR
TERMS, AND CERTAIN RELATED AMENDMENTS
TO TEVA'S ARTICLES OF ASSOCIATION AND
MEMORANDUM OF ASSOCIATION.
Page 4 of 6 08-Feb-2016
Investment Company Report
Meritage Value Equity Fund
01-Oct-2015 To 31-Dec-2015
CIGNA CORPORATION
Security 125509109 Meeting Type Special
Ticker Symbol CI Meeting Date 03-Dec-2015
ISIN US1255091092 Agenda 934297044 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ----------- ---- -----------
1. ADOPTION OF THE AGREEMENT AND PLAN OF Management For For
MERGER, DATED AS OF JULY 23, 2015 (AS
IT MAY BE AMENDED FROM TIME TO TIME,
THE "MERGER AGREEMENT"), AMONG ANTHEM,
INC., AN INDIANA CORPORATION
("ANTHEM"), ANTHEM MERGER SUB CORP., A
DELAWARE CORPORATION ("MERGER SUB"),
AND CIGNA CORPORATION, A DELAWARE
CORPORATION ("CIGNA").
2. APPROVAL ON AN ADVISORY (NON-BINDING) Management For For
BASIS OF THE COMPENSATION THAT MAY BE
PAID OR BECOME PAYABLE TO CIGNA'S NAMED
EXECUTIVE OFFICERS IN CONNECTION WITH
THE COMPLETION OF THE MERGER.
3. ADJOURNMENT OF THE CIGNA SPECIAL Management For For
MEETING, IF NECESSARY OR APPROPRIATE,
TO SOLICIT ADDITIONAL PROXIES IF THERE
ARE NOT SUFFICIENT VOTES TO ADOPT THE
MERGER AGREEMENT.
Page 5 of 6 08-Feb-2016
Investment Company Report
Meritage Value Equity Fund
01-Oct-2015 To 31-Dec-2015
TARO PHARMACEUTICAL INDUSTRIES LTD.
Security M8737E108 Meeting Type Annual
Ticker Symbol TARO Meeting Date 24-Dec-2015
ISIN IL0010827181 Agenda 934308429 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------- ----------- -------- -----------
1.1 RE-ELECTION OF DIRECTOR: DILIP SHANGHVI Management Against Against
1.2 RE-ELECTION OF DIRECTOR: SUBRAMANIAN Management Against Against
KALYANASUNDARAM (KNOWN IN INDUSTRY
CIRCLES AS KAL SUNDARAM)
1.3 RE-ELECTION OF DIRECTOR: SUDHIR VALIA Management Against Against
1.4 RE-ELECTION OF DIRECTOR: JAMES KEDROWSKI Management Against Against
1.5 RE-ELECTION OF DIRECTOR: DOV PEKELMAN Management For For
2. TO RE-APPOINT ZIV HAFT CERTIFIED PUBLIC Management For For
ACCOUNTANTS (ISRAEL), A BDO MEMBER
FIRM, AS THE COMPANY'S INDEPENDENT
AUDITORS FOR THE FISCAL YEAR ENDING
MARCH 31, 2016 AND UNTIL THE CLOSE OF
THE NEXT ANNUAL GENERAL MEETING OF THE
SHAREHOLDERS OF THE COMPANY, AND TO
AUTHORIZE THEIR REMUNERATION TO BE
FIXED, IN ACCORDANCE... (DUE TO SPACE
LIMITS, SEE PROXY STATEMENT FOR FULL
PROPOSAL).
Page 6 of 6 08-Feb-2016
Investment Company Report
Meritage Value Equity Fund
01-Jan-2016 To 31-Mar-2016
UNIFIRST CORPORATION
Security 904708104 Meeting Type Annual
Ticker Symbol UNF Meeting Date 12-Jan-2016
ISIN US9047081040 Agenda 934304736 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ----------------------------------------- ----------- ---- -----------
1. DIRECTOR Management
1 CYNTHIA CROATTI For For
2 PHILLIP L. COHEN For For
2. RATIFICATION OF APPOINTMENT OF ERNST & Management For For
YOUNG LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING AUGUST 27, 2016.
Page 1 of 7 03-May-2016
Investment Company Report
Meritage Value Equity Fund
01-Jan-2016 To 31-Mar-2016
ROYAL DUTCH SHELL PLC
Security 780259206 Meeting Type Annual
Ticker Symbol RDSA Meeting Date 27-Jan-2016
ISIN US7802592060 Agenda 934317252 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ----------- ---- -----------
1. TO APPROVE THE ACQUISITION OF BG GROUP Management For For
PLC BY THE COMPANY, AS MORE
PARTICULARLY DESCRIBED IN THE NOTICE OF
GENERAL MEETING.
Page 2 of 7 03-May-2016
Investment Company Report
Meritage Value Equity Fund
01-Jan-2016 To 31-Mar-2016
ROYAL DUTCH SHELL PLC
Security 780259206 Meeting Type Annual
Ticker Symbol RDSA Meeting Date 27-Jan-2016
ISIN US7802592060 Agenda 934319573 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ----------- ---- -----------
1. TO APPROVE THE ACQUISITION OF BG GROUP Management For For
PLC BY THE COMPANY, AS MORE
PARTICULARLY DESCRIBED IN THE NOTICE OF
GENERAL MEETING.
Page 3 of 7 03-May-2016
Investment Company Report
Meritage Value Equity Fund
01-Jan-2016 To 31-Mar-2016
FIDELITY INSTL CASH PORTFOLIOS
Security 316175504 Meeting Type Special
Ticker Symbol FISXX Meeting Date 12-Feb-2016
ISIN US3161755042 Agenda 934286421 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ----------------------------------------------- ----------- ---- -----------
1. DIRECTOR Management
1 ELIZABETH S. ACTON For For
2 JOHN ENGLER For For
3 ALBERT R. GAMPER, JR. For For
4 ROBERT F. GARTLAND For For
5 ABIGAIL P. JOHNSON For For
6 ARTHUR E. JOHNSON For For
7 MICHAEL E. KENNEALLY For For
8 JAMES H. KEYES For For
9 MARIE L. KNOWLES For For
10 GEOFFREY A. VON KUHN For For
Page 4 of 7 03-May-2016
Investment Company Report
Meritage Value Equity Fund
01-Jan-2016 To 31-Mar-2016
AMERISOURCEBERGEN CORPORATION
Security 03073E105 Meeting Type Annual
Ticker Symbol ABC Meeting Date 03-Mar-2016
ISIN US03073E1055 Agenda 934320425 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ------------ -------- -----------
1A. ELECTION OF DIRECTOR: ORNELLA BARRA Management For For
1B. ELECTION OF DIRECTOR: STEVEN H. COLLIS Management For For
1C. ELECTION OF DIRECTOR: DOUGLAS R. CONANT Management For For
1D. ELECTION OF DIRECTOR: D. MARK DURCAN Management For For
1E. ELECTION OF DIRECTOR: RICHARD W. Management For For
GOCHNAUER
1F. ELECTION OF DIRECTOR: LON R. GREENBERG Management For For
1G. ELECTION OF DIRECTOR: JANE E. HENNEY, Management For For
M.D.
1H. ELECTION OF DIRECTOR: KATHLEEN W. HYLE Management For For
1I. ELECTION OF DIRECTOR: MICHAEL J. LONG Management For For
1J. ELECTION OF DIRECTOR: HENRY W. MCGEE Management For For
2. RATIFICATION OF APPOINTMENT OF Management For For
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR FISCAL YEAR 2016.
3. ADVISORY VOTE TO APPROVE NAMED Management For For
EXECUTIVE OFFICER COMPENSATION.
4. APPROVAL OF A STOCKHOLDER PROPOSAL Shareholder Against For
REGARDING PROXY ACCESS.
Page 5 of 7 03-May-2016
Investment Company Report
Meritage Value Equity Fund
01-Jan-2016 To 31-Mar-2016
WNS (HOLDINGS) LIMITED
Security 92932M101 Meeting Type Special
Ticker Symbol WNS Meeting Date 16-Mar-2016
ISIN US92932M1018 Agenda 934329891 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ----------- ---- -----------
1 APPROVAL TO PURCHASE AMERICAN Management For
DEPOSITARY SHARES, EACH REPRESENTING
ONE ORDINARY SHARE OF THE COMPANY,
EFFECTIVE FOR THIRTY SIX (36) MONTHS
FROM THE DATE OF PASSING OF THIS
RESOLUTION, SUBJECT TO A MINIMUM AND
MAXIMUM PRICE AND AN AGGREGATE LIMIT ON
THE ADSS TO BE PURCHASED
Page 6 of 7 03-May-2016
Investment Company Report
Meritage Value Equity Fund
01-Jan-2016 To 31-Mar-2016
SYNOPSYS, INC.
Security 871607107 Meeting Type Annual
Ticker Symbol SNPS Meeting Date 29-Mar-2016
ISIN US8716071076 Agenda 934328154 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ----------------------------------------------- ----------- ---- -----------
1. DIRECTOR Management
1 AART J. DE GEUS For For
2 CHI-FOON CHAN For For
3 ALFRED CASTINO For For
4 JANICE D. CHAFFIN For For
5 BRUCE R. CHIZEN For For
6 DEBORAH A. COLEMAN For For
7 C.L. "MAX" NIKIAS For For
8 JOHN SCHWARZ For For
9 ROY VALLEE For For
10 STEVEN C. WALSKE For For
2. TO APPROVE OUR 2006 EMPLOYEE EQUITY INCENTIVE Management For For
PLAN, AS AMENDED, IN ORDER TO, AMONG OTHER
ITEMS, INCREASE THE NUMBER OF SHARES AVAILABLE
FOR ISSUANCE UNDER THAT PLAN BY 3,800,000
SHARES.
3. TO APPROVE AN AMENDMENT TO OUR EMPLOYEE STOCK Management For For
PURCHASE PLAN PRIMARILY TO INCREASE THE NUMBER
OF SHARES AVAILABLE FOR ISSUANCE UNDER THAT
PLAN BY 5,000,000 SHARES.
4. TO APPROVE, ON AN ADVISORY BASIS, THE Management For For
COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS,
AS DISCLOSED IN THE PROXY STATEMENT.
5. TO RATIFY THE SELECTION OF KPMG LLP AS OUR Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE FISCAL YEAR ENDING OCTOBER 29, 2016.
Page 7 of 7 03-May-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
TEVA PHARMACEUTICAL INDUSTRIES LIMITED
Security 881624209 Meeting Type Annual
Ticker Symbol TEVA Meeting Date 18-Apr-2016
ISIN US8816242098 Agenda 934360974 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------------- ----------- -------- -----------
1A. ELECTION OF DIRECTOR TO SERVE UNTIL THE 2019 Management For For
ANNUAL MEETING: PROF. YITZHAK PETERBURG
1B. ELECTION OF DIRECTOR TO SERVE UNTIL THE 2019 Management For For
ANNUAL MEETING: DR. ARIE BELLDEGRUN
1C. ELECTION OF DIRECTOR TO SERVE UNTIL THE 2019 Management For For
ANNUAL MEETING: MR. AMIR ELSTEIN
2. TO APPROVE AN AMENDED COMPENSATION POLICY WITH Management Against Against
RESPECT TO THE TERMS OF OFFICE AND EMPLOYMENT
OF THE COMPANY'S "OFFICE HOLDERS" (AS DEFINED
IN THE ISRAELI COMPANIES LAW), SUBSTANTIALLY
IN THE FORM ATTACHED AS EXHIBIT A TO THE PROXY
STATEMENT.
2A. PLEASE INDICATE WHETHER OR NOT YOU ARE A Management Against
"CONTROLLING SHAREHOLDER" OF THE COMPANY OR
WHETHER OR NOT YOU HAVE A PERSONAL BENEFIT OR
OTHER INTEREST IN THIS PROPOSAL: FOR = YES AND
AGAINST = NO.
3A. WITH RESPECT TO THE TERMS OF OFFICE AND Management For For
EMPLOYMENT OF THE COMPANY'S PRESIDENT AND
CHIEF EXECUTIVE OFFICER, MR. EREZ VIGODMAN: TO
APPROVE INCREASES IN HIS BASE SALARY.
3B. WITH RESPECT TO THE TERMS OF OFFICE AND Management For For
EMPLOYMENT OF THE COMPANY'S PRESIDENT AND
CHIEF EXECUTIVE OFFICER, MR. EREZ VIGODMAN: TO
APPROVE AN AMENDMENT TO HIS ANNUAL CASH BONUS
OBJECTIVES AND PAYOUT TERMS FOR 2016 AND GOING
FORWARD.
3C. WITH RESPECT TO THE TERMS OF OFFICE AND Management For For
EMPLOYMENT OF THE COMPANY'S PRESIDENT AND
CHIEF EXECUTIVE OFFICER, MR. EREZ VIGODMAN: TO
APPROVE AN AMENDMENT TO HIS ANNUAL EQUITY
AWARDS FOR EACH YEAR COMMENCING IN 2016.
4. TO APPROVE AN AMENDMENT TO THE 2015 LONG-TERM Management For For
EQUITY-BASED INCENTIVE PLAN TO INCREASE THE
NUMBER OF SHARES AVAILABLE FOR ISSUANCE
THEREUNDER.
5. TO APPOINT KESSELMAN & KESSELMAN, A MEMBER OF Management For For
PRICEWATERHOUSECOOPERS INTERNATIONAL LTD., AS
THE COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM UNTIL THE 2017 ANNUAL MEETING
OF SHAREHOLDERS.
Page 1 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
ASPEN INSURANCE HOLDINGS LIMITED
Security G05384105 Meeting Type Annual
Ticker Symbol AHL Meeting Date 21-Apr-2016
ISIN BMG053841059 Agenda 934334359 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------------- ----------- ---- -----------
1. DIRECTOR Management
1 MR. RONALD PRESSMAN For For
2 MR. GORDON IRELAND For For
3 MR. KARL MAYR For For
2. TO PROVIDE A NON-BINDING, ADVISORY VOTE Management For For
APPROVING THE COMPENSATION OF THE COMPANY'S
NAMED EXECUTIVE OFFICERS SET FORTH IN THE
PROXY STATEMENT ("SAY-ON-PAY VOTE").
3. TO APPROVE THE COMPANY'S 2016 STOCK INCENTIVE Management For For
PLAN FOR NON-EMPLOYEE DIRECTORS.
4. TO RE-APPOINT KPMG LLP ("KPMG"), LONDON, Management For For
ENGLAND, TO ACT AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM AND AUDITOR
FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016
AND TO AUTHORIZE THE BOARD OF DIRECTORS OF THE
COMPANY THROUGH THE AUDIT COMMITTEE TO SET THE
REMUNERATION FOR KPMG.
Page 2 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
EXELON CORPORATION
Security 30161N101 Meeting Type Annual
Ticker Symbol EXC Meeting Date 26-Apr-2016
ISIN US30161N1019 Agenda 934340059 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------------- ----------- -------- -----------
1A. ELECTION OF DIRECTOR: ANTHONY K. ANDERSON Management For For
1B. ELECTION OF DIRECTOR: ANN C. BERZIN Management For For
1C. ELECTION OF DIRECTOR: CHRISTOPHER M. CRANE Management For For
1D. ELECTION OF DIRECTOR: YVES C. DE BALMANN Management For For
1E. ELECTION OF DIRECTOR: NICHOLAS DEBENEDICTIS Management For For
1F. ELECTION OF DIRECTOR: NANCY L. GIOIA Management For For
1G. ELECTION OF DIRECTOR: LINDA P. JOJO Management For For
1H. ELECTION OF DIRECTOR: PAUL L. JOSKOW Management For For
1I. ELECTION OF DIRECTOR: ROBERT J. LAWLESS Management For For
1J. ELECTION OF DIRECTOR: RICHARD W. MIES Management For For
1K. ELECTION OF DIRECTOR: JOHN W. ROGERS, JR. Management For For
1L. ELECTION OF DIRECTOR: MAYO A. SHATTUCK III Management For For
1M. ELECTION OF DIRECTOR: STEPHEN D. STEINOUR Management For For
2. THE RATIFICATION OF PRICEWATERHOUSECOOPERS Management For For
LLP AS EXELON'S INDEPENDENT AUDITOR FOR 2016.
3. APPROVE THE COMPENSATION OF OUR NAMED Management Against Against
EXECUTIVE OFFICERS AS DISCLOSED IN THE PROXY
STATEMENT.
4. APPROVE THE MANAGEMENT PROPOSAL TO AMEND Management For For
EXELON'S BYLAWS TO PROVIDE PROXY ACCESS.
Page 3 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
CIGNA CORPORATION
Security 125509109 Meeting Type Annual
Ticker Symbol CI Meeting Date 27-Apr-2016
ISIN US1255091092 Agenda 934341520 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------- ----------- ---- -----------
1.1 ELECTION OF DIRECTOR: DAVID M. CORDANI Management For For
1.2 ELECTION OF DIRECTOR: ISAIAH HARRIS, JR. Management For For
1.3 ELECTION OF DIRECTOR: JANE E. HENNEY, Management For For
M.D.
1.4 ELECTION OF DIRECTOR: DONNA F. ZARCONE Management For For
2. ADVISORY APPROVAL OF CIGNA'S EXECUTIVE Management For For
COMPENSATION.
3. RATIFICATION OF APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS CIGNA'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2016.
Page 4 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
AMEREN CORPORATION
Security 023608102 Meeting Type Annual
Ticker Symbol AEE Meeting Date 28-Apr-2016
ISIN US0236081024 Agenda 934345415 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------- ------------ -------- -----------
1A. ELECTION OF DIRECTOR: WARNER L. BAXTER Management For For
1B. ELECTION OF DIRECTOR: CATHERINE S. BRUNE Management For For
1C. ELECTION OF DIRECTOR: J. EDWARD COLEMAN Management For For
1D. ELECTION OF DIRECTOR: ELLEN M. Management For For
FITZSIMMONS
1E. ELECTION OF DIRECTOR: RAFAEL FLORES Management For For
1F. ELECTION OF DIRECTOR: WALTER J. GALVIN Management For For
1G. ELECTION OF DIRECTOR: RICHARD J. Management For For
HARSHMAN
1H. ELECTION OF DIRECTOR: GAYLE P. W. Management For For
JACKSON
1I. ELECTION OF DIRECTOR: JAMES C. JOHNSON Management For For
1J. ELECTION OF DIRECTOR: STEVEN H. LIPSTEIN Management For For
1K. ELECTION OF DIRECTOR: STEPHEN R. WILSON Management For For
2. NON-BINDING ADVISORY APPROVAL OF Management For For
COMPENSATION OF THE NAMED EXECUTIVE
OFFICERS DISCLOSED IN THE PROXY
STATEMENT
3. RATIFICATION OF THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
4. SHAREHOLDER PROPOSAL RELATING TO A Shareholder Against For
REPORT ON AGGRESSIVE RENEWABLE ENERGY
ADOPTION.
5. SHAREHOLDER PROPOSAL REGARDING ADOPTING Shareholder Against For
A SENIOR EXECUTIVE SHARE RETENTION
POLICY.
Page 5 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
GENERAL DYNAMICS CORPORATION
Security 369550108 Meeting Type Annual
Ticker Symbol GD Meeting Date 04-May-2016
ISIN US3695501086 Agenda 934347394 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------- ------------ -------- -----------
1A. ELECTION OF DIRECTOR: MARY T. BARRA Management For For
1B. ELECTION OF DIRECTOR: NICHOLAS D. Management For For
CHABRAJA
1C. ELECTION OF DIRECTOR: JAMES S. CROWN Management For For
1D. ELECTION OF DIRECTOR: RUDY F. DELEON Management For For
1E. ELECTION OF DIRECTOR: WILLIAM P. FRICKS Management For For
1F. ELECTION OF DIRECTOR: JOHN M. KEANE Management For For
1G. ELECTION OF DIRECTOR: LESTER L. LYLES Management For For
1H. ELECTION OF DIRECTOR: MARK M. MALCOLM Management For For
1I. ELECTION OF DIRECTOR: JAMES N. MATTIS Management For For
1J. ELECTION OF DIRECTOR: PHEBE N. NOVAKOVIC Management For For
1K. ELECTION OF DIRECTOR: WILLIAM A. OSBORN Management For For
1L. ELECTION OF DIRECTOR: LAURA J. Management For For
SCHUMACHER
2. SELECTION OF INDEPENDENT AUDITORS Management For For
3. ADVISORY VOTE TO APPROVE EXECUTIVE Management Against Against
COMPENSATION
4. APPROVAL OF THE GENERAL DYNAMICS Management Against Against
CORPORATION EXECUTIVE ANNUAL INCENTIVE
PLAN
5. SHAREHOLDER PROPOSAL WITH REGARD TO A Shareholder Against For
SHARE REPURCHASE POLICY
Page 6 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
AXIS CAPITAL HOLDINGS LIMITED
Security G0692U109 Meeting Type Annual
Ticker Symbol AXS Meeting Date 05-May-2016
ISIN BMG0692U1099 Agenda 934355997 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------------- ----------- ---- -----------
1. DIRECTOR Management
1 ALBERT A. BENCHIMOL For For
2 CHRISTOPHER V. GREETHAM For For
3 MAURICE A. KEANE For For
4 HENRY B. SMITH For For
2. TO APPROVE, BY NON-BINDING VOTE, THE Management For For
COMPENSATION PAID TO OUR NAMED EXECUTIVE
OFFICERS.
3. TO APPOINT DELOITTE LTD., HAMILTON, BERMUDA, Management For For
TO ACT AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF AXIS CAPITAL HOLDINGS
LIMITED FOR THE FISCAL YEAR ENDING DECEMBER
31, 2016 AND TO AUTHORIZE THE BOARD, ACTING
THROUGH THE AUDIT COMMITTEE, TO SET THE FEES
FOR THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
Page 7 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
ENTERGY CORPORATION
Security 29364G103 Meeting Type Annual
Ticker Symbol ETR Meeting Date 06-May-2016
ISIN US29364G1031 Agenda 934357446 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ------------ -------- -----------
1A. ELECTION OF DIRECTOR: M.S. BATEMAN Management For For
1B. ELECTION OF DIRECTOR: P.J. CONDON Management For For
1C. ELECTION OF DIRECTOR: L.P. DENAULT Management For For
1D. ELECTION OF DIRECTOR: K.H. DONALD Management For For
1E. ELECTION OF DIRECTOR: P.L. FREDERICKSON Management For For
1F. ELECTION OF DIRECTOR: A.M. HERMAN Management For For
1G. ELECTION OF DIRECTOR: D.C. HINTZ Management For For
1H. ELECTION OF DIRECTOR: S.L. LEVENICK Management For For
1I. ELECTION OF DIRECTOR: B.L. LINCOLN Management For For
1J. ELECTION OF DIRECTOR: K.A. PUCKETT Management For For
1K. ELECTION OF DIRECTOR: W.J. TAUZIN Management For For
2. RATIFICATION OF APPOINTMENT OF DELOITTE Management For For
& TOUCHE LLP AS INDEPENDENT REGISTERED
PUBLIC ACCOUNTANTS FOR 2016.
3. ADVISORY VOTE TO APPROVE NAMED Management For For
EXECUTIVE OFFICER COMPENSATION.
4. SHAREHOLDER PROPOSAL REGARDING Shareholder Against For
DISTRIBUTED GENERATION/GREENHOUSE GAS
EMISSIONS REPORT.
Page 8 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
PRUDENTIAL FINANCIAL, INC.
Security 744320102 Meeting Type Annual
Ticker Symbol PRU Meeting Date 10-May-2016
ISIN US7443201022 Agenda 934364225 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------- ------------ -------- -----------
1A. ELECTION OF DIRECTOR: THOMAS J. Management For For
BALTIMORE, JR.
1B. ELECTION OF DIRECTOR: GILBERT F. Management For For
CASELLAS
1C. ELECTION OF DIRECTOR: JAMES G. CULLEN Management For For
1D. ELECTION OF DIRECTOR: MARK B. GRIER Management For For
1E. ELECTION OF DIRECTOR: MARTINA Management For For
HUND-MEJEAN
1F. ELECTION OF DIRECTOR: KARL J. KRAPEK Management For For
1G. ELECTION OF DIRECTOR: PETER R. LIGHTE Management For For
1H. ELECTION OF DIRECTOR: GEORGE PAZ Management For For
1I. ELECTION OF DIRECTOR: SANDRA PIANALTO Management For For
1J. ELECTION OF DIRECTOR: CHRISTINE A. POON Management For For
1K. ELECTION OF DIRECTOR: DOUGLAS A. Management For For
SCOVANNER
1L. ELECTION OF DIRECTOR: JOHN R. STRANGFELD Management For For
1M. ELECTION OF DIRECTOR: MICHAEL A. TODMAN Management For For
2. RATIFICATION OF THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2016.
3. ADVISORY VOTE TO APPROVE NAMED Management For For
EXECUTIVE OFFICER COMPENSATION.
4. APPROVAL OF THE PRUDENTIAL FINANCIAL, Management For For
INC. 2016 OMNIBUS INCENTIVE PLAN.
5. SHAREHOLDER PROPOSAL REGARDING AN Shareholder Against For
INDEPENDENT BOARD CHAIRMAN.
Page 9 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
TERADYNE, INC.
Security 880770102 Meeting Type Annual
Ticker Symbol TER Meeting Date 10-May-2016
ISIN US8807701029 Agenda 934355531 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------- ----------- ---- -----------
1A. ELECTION OF DIRECTOR: MICHAEL A. BRADLEY Management For For
1B. ELECTION OF DIRECTOR: DANIEL W. Management For For
CHRISTMAN
1C. ELECTION OF DIRECTOR: EDWIN J. GILLIS Management For For
1D. ELECTION OF DIRECTOR: TIMOTHY E. GUERTIN Management For For
1E. ELECTION OF DIRECTOR: MARK E. JAGIELA Management For For
1F. ELECTION OF DIRECTOR: MERCEDES JOHNSON Management For For
1G. ELECTION OF DIRECTOR: PAUL J. TUFANO Management For For
1H. ELECTION OF DIRECTOR: ROY A. VALLEE Management For For
2. TO APPROVE, IN A NON-BINDING, ADVISORY Management For For
VOTE, THE COMPENSATION OF THE COMPANY'S
NAMED EXECUTIVE OFFICERS AS DISCLOSED
IN THE COMPANY'S PROXY STATEMENT UNDER
THE HEADINGS "COMPENSATION DISCUSSION
AND ANALYSIS" AND "EXECUTIVE
COMPENSATION TABLES".
3. TO RATIFY THE SELECTION OF Management For For
PRICEWATERHOUSECOOPERS LLP AS
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2016.
Page 10 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
FORD MOTOR COMPANY
Security 345370860 Meeting Type Annual
Ticker Symbol F Meeting Date 12-May-2016
ISIN US3453708600 Agenda 934351026 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------- ------------ ---- -----------
1A. ELECTION OF DIRECTOR: STEPHEN G. BUTLER Management For For
1B. ELECTION OF DIRECTOR: KIMBERLY A. Management For For
CASIANO
1C. ELECTION OF DIRECTOR: ANTHONY F. Management For For
EARLEY, JR.
1D. ELECTION OF DIRECTOR: MARK FIELDS Management For For
1E. ELECTION OF DIRECTOR: EDSEL B. FORD II Management For For
1F. ELECTION OF DIRECTOR: WILLIAM CLAY Management For For
FORD, JR.
1G. ELECTION OF DIRECTOR: JAMES H. HANCE, Management For For
JR.
1H. ELECTION OF DIRECTOR: WILLIAM W. HELMAN Management For For
IV
1I. ELECTION OF DIRECTOR: JON M. HUNTSMAN, Management For For
JR.
1J. ELECTION OF DIRECTOR: WILLIAM E. KENNARD Management For For
1K. ELECTION OF DIRECTOR: JOHN C. LECHLEITER Management For For
1L. ELECTION OF DIRECTOR: ELLEN R. MARRAM Management For For
1M. ELECTION OF DIRECTOR: GERALD L. SHAHEEN Management For For
1N. ELECTION OF DIRECTOR: JOHN L. THORNTON Management For For
2. RATIFICATION OF SELECTION OF Management For For
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
3. SAY ON PAY - AN ADVISORY VOTE TO Management For For
APPROVE THE COMPENSATION OF THE NAMED
EXECUTIVES.
4. APPROVAL OF THE TAX BENEFIT Management For For
PRESERVATION PLAN.
5. RELATING TO CONSIDERATION OF A Shareholder For Against
RECAPITALIZATION PLAN TO PROVIDE THAT
ALL OF THE COMPANY'S OUTSTANDING STOCK
HAVE ONE VOTE PER SHARE.
6. RELATING TO ALLOWING HOLDERS OF 10% OF Shareholder For Against
OUTSTANDING COMMON STOCK TO CALL
SPECIAL MEETINGS OF SHAREHOLDERS.
Page 11 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
TORCHMARK CORPORATION
Security 891027104 Meeting Type Annual
Ticker Symbol TMK Meeting Date 12-May-2016
ISIN US8910271043 Agenda 934360087 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------- ----------- ---- -----------
1A. ELECTION OF DIRECTOR: CHARLES E. ADAIR Management For For
1B. ELECTION OF DIRECTOR: MARILYN A. Management For For
ALEXANDER
1C. ELECTION OF DIRECTOR: DAVID L. BOREN Management For For
1D. ELECTION OF DIRECTOR: JANE M. BUCHAN Management For For
1E. ELECTION OF DIRECTOR: GARY L. COLEMAN Management For For
1F. ELECTION OF DIRECTOR: LARRY M. HUTCHISON Management For For
1G. ELECTION OF DIRECTOR: ROBERT W. INGRAM Management For For
1H. ELECTION OF DIRECTOR: LLOYD W. NEWTON Management For For
1I. ELECTION OF DIRECTOR: DARREN M. REBELEZ Management For For
1J. ELECTION OF DIRECTOR: LAMAR C. SMITH Management For For
1K. ELECTION OF DIRECTOR: PAUL J. ZUCCONI Management For For
2. RATIFICATION OF AUDITORS. Management For For
3. ADVISORY APPROVAL OF 2015 EXECUTIVE Management For For
COMPENSATION.
Page 12 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
INGREDION INC
Security 457187102 Meeting Type Annual
Ticker Symbol INGR Meeting Date 18-May-2016
ISIN US4571871023 Agenda 934368716 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ----------- ---- -----------
1A. ELECTION OF DIRECTOR: LUIS Management For For
ARANGUREN-TRELLEZ
1B. ELECTION OF DIRECTOR: DAVID B. FISCHER Management For For
1C. ELECTION OF DIRECTOR: ILENE S. GORDON Management For For
1D. ELECTION OF DIRECTOR: PAUL HANRAHAN Management For For
1E. ELECTION OF DIRECTOR: RHONDA L. JORDAN Management For For
1F. ELECTION OF DIRECTOR: GREGORY B. KENNY Management For For
1G. ELECTION OF DIRECTOR: BARBARA A. KLEIN Management For For
1H. ELECTION OF DIRECTOR: VICTORIA J. REICH Management For For
1I. ELECTION OF DIRECTOR: JORGE A. URIBE Management For For
1J. ELECTION OF DIRECTOR: DWAYNE A. WILSON Management For For
2. TO APPROVE, BY ADVISORY VOTE, THE Management For For
COMPENSATION OF THE COMPANY'S "NAMED
EXECUTIVE OFFICERS"
3. TO RATIFY THE APPOINTMENT OF KPMG LLP Management For For
AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF THE COMPANY AND ITS
SUBSIDIARIES, IN RESPECT OF THE
COMPANY'S OPERATIONS IN 2016
Page 13 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
NORTHROP GRUMMAN CORPORATION
Security 666807102 Meeting Type Annual
Ticker Symbol NOC Meeting Date 18-May-2016
ISIN US6668071029 Agenda 934367207 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ----------- ---- -----------
1A. ELECTION OF DIRECTOR: WESLEY G. BUSH Management For For
1B. ELECTION OF DIRECTOR: MARIANNE C. BROWN Management For For
1C. ELECTION OF DIRECTOR: VICTOR H. FAZIO Management For For
1D. ELECTION OF DIRECTOR: DONALD E. Management For For
FELSINGER
1E. ELECTION OF DIRECTOR: ANN M. FUDGE Management For For
1F. ELECTION OF DIRECTOR: BRUCE S. GORDON Management For For
1G. ELECTION OF DIRECTOR: WILLIAM H. Management For For
HERNANDEZ
1H. ELECTION OF DIRECTOR: MADELEINE A. Management For For
KLEINER
1I. ELECTION OF DIRECTOR: KARL J. KRAPEK Management For For
1J. ELECTION OF DIRECTOR: RICHARD B. MYERS Management For For
1K. ELECTION OF DIRECTOR: GARY ROUGHEAD Management For For
1L. ELECTION OF DIRECTOR: THOMAS M. SCHOEWE Management For For
1M. ELECTION OF DIRECTOR: JAMES S. TURLEY Management For For
2. PROPOSAL TO APPROVE, ON AN ADVISORY Management For For
BASIS, THE COMPENSATION OF THE
COMPANY'S NAMED EXECUTIVE OFFICERS.
3. PROPOSAL TO RATIFY THE APPOINTMENT OF Management For For
DELOITTE & TOUCHE LLP AS THE COMPANY'S
INDEPENDENT AUDITOR FOR FISCAL YEAR
2016.
Page 14 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
SOUTHWEST AIRLINES CO.
Security 844741108 Meeting Type Annual
Ticker Symbol LUV Meeting Date 18-May-2016
ISIN US8447411088 Agenda 934378743 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------- ------------ ---- -----------
1A. ELECTION OF DIRECTOR: DAVID W. BIEGLER Management For For
1B. ELECTION OF DIRECTOR: J. VERONICA Management For For
BIGGINS
1C. ELECTION OF DIRECTOR: DOUGLAS H. BROOKS Management For For
1D. ELECTION OF DIRECTOR: WILLIAM H. Management For For
CUNNINGHAM
1E. ELECTION OF DIRECTOR: JOHN G. DENISON Management For For
1F. ELECTION OF DIRECTOR: THOMAS W. GILLIGAN Management For For
1G. ELECTION OF DIRECTOR: GARY C. KELLY Management For For
1H. ELECTION OF DIRECTOR: GRACE D. LIEBLEIN Management For For
1I. ELECTION OF DIRECTOR: NANCY B. LOEFFLER Management For For
1J. ELECTION OF DIRECTOR: JOHN T. MONTFORD Management For For
1K. ELECTION OF DIRECTOR: RON RICKS Management For For
2. ADVISORY VOTE TO APPROVE NAMED Management For For
EXECUTIVE OFFICER COMPENSATION.
3. RATIFICATION OF THE SELECTION OF Management For For
ERNST & YOUNG LLP AS THE COMPANY'S
INDEPENDENT AUDITORS FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2016.
4. ADVISORY VOTE ON SHAREHOLDER PROPOSAL Shareholder For Against
TO ADOPT A SHAREHOLDER PROXY ACCESS
BYLAW.
Page 15 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
CVS HEALTH CORPORATION
Security 126650100 Meeting Type Annual
Ticker Symbol CVS Meeting Date 19-May-2016
ISIN US1266501006 Agenda 934366584 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------- ------------ -------- -----------
1A. ELECTION OF DIRECTOR: RICHARD M. BRACKEN Management For For
1B. ELECTION OF DIRECTOR: C. DAVID BROWN II Management For For
1C. ELECTION OF DIRECTOR: ALECIA A. Management For For
DECOUDREAUX
1D. ELECTION OF DIRECTOR: NANCY-ANN M. Management For For
DEPARLE
1E. ELECTION OF DIRECTOR: DAVID W. DORMAN Management For For
1F. ELECTION OF DIRECTOR: ANNE M. FINUCANE Management For For
1G. ELECTION OF DIRECTOR: LARRY J. MERLO Management For For
1H. ELECTION OF DIRECTOR: JEAN-PIERRE MILLON Management For For
1I. ELECTION OF DIRECTOR: RICHARD J. SWIFT Management For For
1J. ELECTION OF DIRECTOR: WILLIAM C. WELDON Management For For
1K. ELECTION OF DIRECTOR: TONY L. WHITE Management For For
2. PROPOSAL TO RATIFY INDEPENDENT PUBLIC Management For For
ACCOUNTING FIRM FOR 2016.
3. SAY ON PAY - AN ADVISORY VOTE ON THE Management Against Against
APPROVAL OF EXECUTIVE COMPENSATION.
4. STOCKHOLDER PROPOSAL REGARDING A REPORT Shareholder Against For
ON ALIGNMENT OF CORPORATE VALUES AND
POLITICAL CONTRIBUTIONS.
5. STOCKHOLDER PROPOSAL REGARDING A REPORT Shareholder Against For
ON EXECUTIVE PAY.
Page 16 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
REINSURANCE GROUP OF AMERICA, INC.
Security 759351604 Meeting Type Annual
Ticker Symbol RGA Meeting Date 19-May-2016
ISIN US7593516047 Agenda 934370937 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------------- ----------- ---- -----------
1. DIRECTOR Management
1 ANNA MANNING For For
2 WILLIAM J. BARTLETT For For
3 CHRISTINE R. DETRICK For For
4 ALAN C. HENDERSON For For
5 JOYCE A. PHILLIPS For For
2. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Management For For
OFFICER COMPENSATION.
3. RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE Management For For
LLP AS THE COMPANY'S INDEPENDENT AUDITOR FOR
THE FISCAL YEAR ENDING DECEMBER 31, 2016.
Page 17 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
AETNA INC.
Security 00817Y108 Meeting Type Annual
Ticker Symbol AET Meeting Date 20-May-2016
ISIN US00817Y1082 Agenda 934370646 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------- ------------ -------- -----------
1A. ELECTION OF DIRECTOR: FERNANDO AGUIRRE Management For For
1B. ELECTION OF DIRECTOR: MARK T. BERTOLINI Management For For
1C. ELECTION OF DIRECTOR: FRANK M. CLARK Management For For
1D. ELECTION OF DIRECTOR: BETSY Z. COHEN Management For For
1E. ELECTION OF DIRECTOR: MOLLY J. COYE, Management For For
M.D.
1F. ELECTION OF DIRECTOR: ROGER N. FARAH Management For For
1G. ELECTION OF DIRECTOR: JEFFREY E. GARTEN Management For For
1H. ELECTION OF DIRECTOR: ELLEN M. HANCOCK Management For For
1I. ELECTION OF DIRECTOR: RICHARD J. Management For For
HARRINGTON
1J. ELECTION OF DIRECTOR: EDWARD J. LUDWIG Management For For
1K. ELECTION OF DIRECTOR: JOSEPH P. NEWHOUSE Management For For
1L. ELECTION OF DIRECTOR: OLYMPIA J. SNOWE Management For For
2. APPROVAL OF THE APPOINTMENT OF THE Management For For
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM
3. APPROVAL OF AETNA INC. 2016 EMPLOYEE Management For For
STOCK PURCHASE PLAN
4. APPROVAL OF THE COMPANY'S EXECUTIVE Management For For
COMPENSATION ON A NON-BINDING ADVISORY
BASIS
5. SHAREHOLDER PROPOSAL TO REQUIRE CERTAIN Shareholder Against For
ADDITIONAL DISCLOSURE OF POLITICAL
CONTRIBUTIONS
Page 18 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
ROYAL DUTCH SHELL PLC
Security 780259206 Meeting Type Annual
Ticker Symbol RDSA Meeting Date 24-May-2016
ISIN US7802592060 Agenda 934402734 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ------------ -------- -----------
1. RECEIPT OF ANNUAL REPORT & ACCOUNTS Management For For
2. APPROVAL OF DIRECTORS' REMUNERATION Management Against Against
REPORT
3. REAPPOINTMENT AS A DIRECTOR OF THE Management For For
COMPANY: BEN VAN BEURDEN
4. REAPPOINTMENT AS A DIRECTOR OF THE Management For For
COMPANY: GUY ELLIOTT
5. REAPPOINTMENT AS A DIRECTOR OF THE Management For For
COMPANY: EULEEN GOH
6. REAPPOINTMENT AS A DIRECTOR OF THE Management For For
COMPANY: SIMON HENRY
7. REAPPOINTMENT AS A DIRECTOR OF THE Management For For
COMPANY: CHARLES O. HOLLIDAY
8. REAPPOINTMENT AS A DIRECTOR OF THE Management For For
COMPANY: GERARD KLEISTERLEE
9. REAPPOINTMENT AS A DIRECTOR OF THE Management For For
COMPANY: SIR NIGEL SHEINWALD
10. REAPPOINTMENT AS A DIRECTOR OF THE Management For For
COMPANY: LINDA G. STUNTZ
11. REAPPOINTMENT AS A DIRECTOR OF THE Management For For
COMPANY: HANS WIJERS
12. REAPPOINTMENT AS A DIRECTOR OF THE Management For For
COMPANY: PATRICIA A. WOERTZ
13. REAPPOINTMENT AS A DIRECTOR OF THE Management For For
COMPANY: GERRIT ZALM
14. REAPPOINTMENT OF AUDITOR Management For For
15. REMUNERATION OF AUDITOR Management For For
16. AUTHORITY TO ALLOT SHARES Management For For
17. DISAPPLICATION OF PRE-EMPTION RIGHTS Management For For
18. AUTHORITY TO PURCHASE OWN SHARES Management For For
19. SHAREHOLDER RESOLUTION Shareholder Against For
Page 19 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
CHEVRON CORPORATION
Security 166764100 Meeting Type Annual
Ticker Symbol CVX Meeting Date 25-May-2016
ISIN US1667641005 Agenda 934375925 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ------------ -------- -----------
1A. ELECTION OF DIRECTOR: A.B. CUMMINGS JR. Management For For
1B. ELECTION OF DIRECTOR: L.F. DEILY Management For For
1C. ELECTION OF DIRECTOR: R.E. DENHAM Management For For
1D. ELECTION OF DIRECTOR: A.P. GAST Management For For
1E. ELECTION OF DIRECTOR: E. HERNANDEZ JR. Management For For
1F. ELECTION OF DIRECTOR: J.M. HUNTSMAN JR. Management For For
1G. ELECTION OF DIRECTOR: C.W. MOORMAN IV Management For For
1H. ELECTION OF DIRECTOR: J.G. STUMPF Management For For
1I. ELECTION OF DIRECTOR: R.D. SUGAR Management For For
1J. ELECTION OF DIRECTOR: I.G. THULIN Management For For
1K. ELECTION OF DIRECTOR: J.S. WATSON Management For For
2. RATIFICATION OF APPOINTMENT OF PWC AS Management For For
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM
3. ADVISORY VOTE TO APPROVE NAMED Management Against Against
EXECUTIVE OFFICER COMPENSATION
4. AMENDMENT TO THE CHEVRON CORPORATION Management For For
NON-EMPLOYEE DIRECTORS' EQUITY
COMPENSATION AND DEFERRAL PLAN
5. REPORT ON LOBBYING Shareholder Against For
6. ADOPT TARGETS TO REDUCE GHG EMISSIONS Shareholder Against For
7. REPORT ON CLIMATE CHANGE IMPACT Shareholder For Against
ASSESSMENT
8. REPORT ON RESERVE REPLACEMENTS Shareholder Against For
9. ADOPT DIVIDEND POLICY Shareholder Against For
10. REPORT ON SHALE ENERGY OPERATIONS Shareholder Against For
11. RECOMMEND INDEPENDENT DIRECTOR WITH Shareholder Against For
ENVIRONMENTAL EXPERTISE
12. SET SPECIAL MEETINGS THRESHOLD AT 10% Shareholder Against For
Page 20 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
HORACE MANN EDUCATORS CORPORATION
Security 440327104 Meeting Type Annual
Ticker Symbol HMN Meeting Date 25-May-2016
ISIN US4403271046 Agenda 934381031 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------- ----------- ---- -----------
1A. ELECTION OF DIRECTOR: DANIEL A. DOMENECH Management For For
1B. ELECTION OF DIRECTOR: STEPHEN J. Management For For
HASENMILLER
1C. ELECTION OF DIRECTOR: RONALD J. HELOW Management For For
1D. ELECTION OF DIRECTOR: BEVERLEY J. Management For For
MCCLURE
1E. ELECTION OF DIRECTOR: H. WADE REECE Management For For
1F. ELECTION OF DIRECTOR: GABRIEL L. SHAHEEN Management For For
1G. ELECTION OF DIRECTOR: ROBERT STRICKER Management For For
1H. ELECTION OF DIRECTOR: STEVEN O. SWYERS Management For For
1I. ELECTION OF DIRECTOR: MARITA ZURAITIS Management For For
2. APPROVAL OF THE ADVISORY RESOLUTION TO Management For For
APPROVE NAMED EXECUTIVE OFFICERS'
COMPENSATION.
3. RATIFICATION OF THE APPOINTMENT OF KPMG Management For For
LLP, AN INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM, AS THE COMPANY'S
AUDITORS FOR THE YEAR ENDING
DECEMBER 31, 2016.
Page 21 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
W. R. BERKLEY CORPORATION
Security 084423102 Meeting Type Annual
Ticker Symbol WRB Meeting Date 25-May-2016
ISIN US0844231029 Agenda 934386548 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------- ----------- -------- -----------
1A. ELECTION OF DIRECTOR: W. ROBERT ("ROB") Management For For
BERKLEY, JR.
1B. ELECTION OF DIRECTOR: RONALD E. BLAYLOCK Management For For
1C. ELECTION OF DIRECTOR: MARY C. FARRELL Management For For
1D. ELECTION OF DIRECTOR: MARK E. BROCKBANK Management For For
2. APPROVAL OF THE W. R. BERKLEY Management Against Against
CORPORATION AMENDED AND RESTATED ANNUAL
INCENTIVE COMPENSATION PLAN.
3. NON-BINDING ADVISORY VOTE ON A Management Against Against
RESOLUTION APPROVING THE COMPENSATION
OF THE COMPANY'S NAMED EXECUTIVE
OFFICERS PURSUANT TO THE COMPENSATION
DISCLOSURE RULES OF THE SECURITIES AND
EXCHANGE COMMISSION, OR "SAY-ON-PAY"
VOTE.
4. RATIFICATION OF THE APPOINTMENT OF KPMG Management For For
LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE COMPANY
FOR THE FISCAL YEAR ENDING DECEMBER 31,
2016.
Page 22 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
RAYTHEON COMPANY
Security 755111507 Meeting Type Annual
Ticker Symbol RTN Meeting Date 26-May-2016
ISIN US7551115071 Agenda 934403572 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ------------ -------- -----------
1A. ELECTION OF DIRECTOR: TRACY A. ATKINSON Management For For
1B. ELECTION OF DIRECTOR: ROBERT E. Management For For
BEAUCHAMP
1C. ELECTION OF DIRECTOR: JAMES E. Management For For
CARTWRIGHT
1D. ELECTION OF DIRECTOR: VERNON E. CLARK Management For For
1E. ELECTION OF DIRECTOR: STEPHEN J. HADLEY Management For For
1F. ELECTION OF DIRECTOR: THOMAS A. KENNEDY Management For For
1G. ELECTION OF DIRECTOR: LETITIA A. LONG Management For For
1H. ELECTION OF DIRECTOR: GEORGE R. OLIVER Management For For
1I. ELECTION OF DIRECTOR: MICHAEL C. Management For For
RUETTGERS
1J. ELECTION OF DIRECTOR: WILLIAM R. SPIVEY Management For For
2. ADVISORY VOTE TO APPROVE NAMED Management For For
EXECUTIVE OFFICER COMPENSATION
3. RATIFICATION OF INDEPENDENT AUDITORS Management For For
4. APPROVAL OF AMENDMENT TO BY-LAWS TO Management Against Against
DESIGNATE DELAWARE AS THE EXCLUSIVE
FORUM FOR CERTAIN LEGAL ACTIONS
5. SHAREHOLDER PROPOSAL REGARDING SHARE Shareholder Against For
REPURCHASE PREFERENCE POLICY
6. SHAREHOLDER PROPOSAL REGARDING A PROXY Shareholder Against For
ACCESS BY-LAW
Page 23 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
VOYA FINANCIAL, INC.
Security 929089100 Meeting Type Annual
Ticker Symbol VOYA Meeting Date 26-May-2016
ISIN US9290891004 Agenda 934388819 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------- ------------ -------- -----------
1A. ELECTION OF DIRECTOR: LYNNE BIGGAR Management For For
1B. ELECTION OF DIRECTOR: JANE P. CHWICK Management For For
1C. ELECTION OF DIRECTOR: RUTH ANN M. GILLIS Management For For
1D. ELECTION OF DIRECTOR: J. BARRY GRISWELL Management For For
1E. ELECTION OF DIRECTOR: FREDERICK S. Management For For
HUBBELL
1F. ELECTION OF DIRECTOR: RODNEY O. MARTIN, Management For For
JR.
1G. ELECTION OF DIRECTOR: BYRON H. POLLITT, Management For For
JR.
1H. ELECTION OF DIRECTOR: JOSEPH V. TRIPODI Management For For
1I. ELECTION OF DIRECTOR: DEBORAH C. WRIGHT Management For For
1J. ELECTION OF DIRECTOR: DAVID ZWIENER Management For For
2. APPROVAL, IN A NON-BINDING ADVISORY Management Against Against
VOTE, OF NEO COMPENSATION.. (DUE TO
SPACE LIMITS, SEE PROXY STATEMENT FOR
FULL PROPOSAL)
3. APPROVAL OF THE VOYA FINANCIAL, INC. Management For For
2017 ANNUAL CASH INCENTIVE PLAN
4. APPROVAL OF THE VOYA FINANCIAL, INC. Management For For
EMPLOYEE STOCK PURCHASE PLAN
5. RATIFICATION OF THE APPOINTMENT OF Management For For
ERNST & YOUNG LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM
6. SHAREHOLDER PROPOSAL TO REPORT ON Shareholder Against For
INVESTMENTS IN COMPANIES TIED TO
GENOCIDE
Page 24 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
UNITEDHEALTH GROUP INCORPORATED
Security 91324P102 Meeting Type Annual
Ticker Symbol UNH Meeting Date 06-Jun-2016
ISIN US91324P1021 Agenda 934400247 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------- ----------- ---- -----------
1A. ELECTION OF DIRECTOR: WILLIAM C. Management For For
BALLARD, JR.
1B. ELECTION OF DIRECTOR: EDSON BUENO, M.D. Management For For
1C. ELECTION OF DIRECTOR: RICHARD T. BURKE Management For For
1D. ELECTION OF DIRECTOR: ROBERT J. DARRETTA Management For For
1E. ELECTION OF DIRECTOR: STEPHEN J. HEMSLEY Management For For
1F. ELECTION OF DIRECTOR: MICHELE J. HOOPER Management For For
1G. ELECTION OF DIRECTOR: RODGER A. LAWSON Management For For
1H. ELECTION OF DIRECTOR: GLENN M. RENWICK Management For For
1I. ELECTION OF DIRECTOR: KENNETH I. SHINE, Management For For
M.D.
1J. ELECTION OF DIRECTOR: GAIL R. WILENSKY, Management For For
PH.D.
2. ADVISORY APPROVAL OF THE COMPANY'S Management For For
EXECUTIVE COMPENSATION.
3. RATIFICATION OF THE APPOINTMENT OF Management For For
DELOITTE & TOUCHE LLP AS THE
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE COMPANY FOR THE
YEAR ENDING DECEMBER 31, 2016.
Page 25 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
CHECK POINT SOFTWARE TECHNOLOGIES LTD.
Security M22465104 Meeting Type Annual
Ticker Symbol CHKP Meeting Date 07-Jun-2016
ISIN IL0010824113 Agenda 934420097 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ----------- -------- -----------
1A. ELECTION OF DIRECTOR: GIL SHWED Management For For
1B. ELECTION OF DIRECTOR: MARIUS NACHT Management For For
1C. ELECTION OF DIRECTOR: JERRY UNGERMAN Management For For
1D. ELECTION OF DIRECTOR: DAN PROPPER Management For For
1E. ELECTION OF DIRECTOR: DAVID RUBNER Management For For
1F. ELECTION OF DIRECTOR: DR. TAL SHAVIT Management For For
2. TO RATIFY THE APPOINTMENT AND Management For For
COMPENSATION OF KOST, FORER, GABBAY &
KASIERER, A MEMBER OF ERNST & YOUNG
GLOBAL, AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2016.
3. APPROVE COMPENSATION TO CHECK POINT'S Management Against Against
CHIEF EXECUTIVE OFFICER.
4. READOPT CHECK POINT'S EXECUTIVE Management Against Against
COMPENSATION POLICY.
5A. THE UNDERSIGNED IS A CONTROLLING Management Against
SHAREHOLDER OR HAS A PERSONAL INTEREST
IN ITEM 3. MARK "FOR" = YES OR
"AGAINST" = NO
5B. THE UNDERSIGNED IS A CONTROLLING Management Against
SHAREHOLDER OR HAS A PERSONAL INTEREST
IN ITEM 4. MARK "FOR" = YES OR
"AGAINST" = NO
Page 26 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
COGNIZANT TECHNOLOGY SOLUTIONS CORP.
Security 192446102 Meeting Type Annual
Ticker Symbol CTSH Meeting Date 15-Jun-2016
ISIN US1924461023 Agenda 934408229 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------- ------------ ---- -----------
1A. ELECTION OF DIRECTOR: ZEIN ABDALLA Management For For
1B. ELECTION OF DIRECTOR: MAUREEN Management For For
BREAKIRON-EVANS
1C. ELECTION OF DIRECTOR: JONATHAN CHADWICK Management For For
1D. ELECTION OF DIRECTOR: FRANCISCO D'SOUZA Management For For
1E. ELECTION OF DIRECTOR: JOHN N. FOX, JR. Management For For
1F. ELECTION OF DIRECTOR: JOHN E. KLEIN Management For For
1G. ELECTION OF DIRECTOR: LEO S. MACKAY, JR. Management For For
1H. ELECTION OF DIRECTOR: LAKSHMI NARAYANAN Management For For
1I. ELECTION OF DIRECTOR: MICHAEL Management For For
PATSALOS-FOX
1J. ELECTION OF DIRECTOR: ROBERT E. WEISSMAN Management For For
1K. ELECTION OF DIRECTOR: THOMAS M. WENDEL Management For For
2. APPROVAL, ON AN ADVISORY (NON-BINDING) Management For For
BASIS, OF THE COMPENSATION OF THE
COMPANY'S NAMED EXECUTIVE OFFICERS.
3. RATIFICATION OF THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS THE
COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR ENDING
DECEMBER 31, 2016.
4. STOCKHOLDER PROPOSAL REQUESTING THAT Shareholder For Against
THE BOARD OF DIRECTORS TAKE THE STEPS
NECESSARY TO PERMIT STOCKHOLDER ACTION
BY WRITTEN CONSENT.
Page 27 of 28 26-Jul-2016
Investment Company Report
Meritage Value Equity Fund
01-Mar-2016 To 30-June-2016
HONDA MOTOR CO., LTD.
Security 438128308 Meeting Type Annual
Ticker Symbol HMC Meeting Date 16-Jun-2016
ISIN US4381283088 Agenda 934443348 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ----------------------------------------------- ----------- ---- -----------
1. DISTRIBUTION OF DIVIDENDS Management For For
2. DIRECTOR Management
1 TAKAHIRO HACHIGO For For
2 YOSHIYUKI MATSUMOTO For For
3 YOSHI YAMANE For For
4 SEIJI KURAISHI* For For
5 KOHEI TAKEUCHI For For
6 TAKASHI SEKIGUCHI* For For
7 HIDEKO KUNII For For
8 MOTOKI OZAKI* For For
9 TAKANOBU ITO For For
10 SHINJI AOYAMA For For
11 NORIYA KAIHARA For For
12 KAZUHIRO ODAKA* For For
13 MASAYUKI IGARASHI For For
3.1 ELECTION OF CORPORATE AUDITOR: MASAHIRO YOSHIDA Management For For
(NEW CANDIDATE)
3.2 ELECTION OF CORPORATE AUDITOR: TOSHIAKI HIWATARI Management For For
Page 28 of 28 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Jul-2015 To 30-Sep-2015
NATIONAL GRID PLC
Security 636274300 Meeting Type Annual
Ticker Symbol NGG Meeting Date 21-Jul-2015
ISIN US6362743006 Agenda 934250262 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------- ----------- -------- -----------
1. TO RECEIVE THE ANNUAL REPORT AND Management For For
ACCOUNTS
2. TO DECLARE A FINAL DIVIDEND Management For For
3. TO RE-ELECT SIR PETER GERSHON Management For For
4. TO RE-ELECT STEVE HOLLIDAY Management For For
5. TO RE-ELECT ANDREW BONFIELD Management For For
6. TO RE-ELECT JOHN PETTIGREW Management For For
7. TO ELECT DEAN SEAVERS Management For For
8. TO RE-ELECT NORA MEAD BROWNELL Management For For
9. TO RE-ELECT JONATHAN DAWSON Management For For
10. TO RE-ELECT THERESE ESPERDY Management For For
11. TO RE-ELECT PAUL GOLBY Management For For
12. TO RE-ELECT RUTH KELLY Management For For
13. TO RE-ELECT MARK WILLIAMSON Management For For
14. TO REAPPOINT THE AUDITORS Management For For
PRICEWATERHOUSECOOPERS LLP
15. TO AUTHORISE THE DIRECTORS TO SET THE Management For For
AUDITORS' REMUNERATION
16. TO APPROVE THE DIRECTORS' Management For For
REMUNERATION REPORT OTHER THAN THE
REMUNERATION POLICY
17. TO AUTHORISE THE DIRECTORS TO ALLOT Management For For
ORDINARY SHARES
18. TO DISAPPLY PRE-EMPTION RIGHTS Management For For
(SPECIAL RESOLUTION)
19. TO AUTHORISE THE COMPANY TO PURCHASE Management For For
ITS OWN ORDINARY SHARES (SPECIAL
RESOLUTION)
20. TO AUTHORISE THE DIRECTORS TO HOLD Management Against Against
GENERAL MEETINGS ON 14 WORKING DAYS'
NOTICE (SPECIAL RESOLUTION)
Page 1 of 4 30-Oct-2015
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Jul-2015 To 30-Sep-2015
ENNIS, INC.
Security 293389102 Meeting Type Annual
Ticker Symbol EBF Meeting Date 23-Jul-2015
ISIN US2933891028 Agenda 934245576 - Management
For/Against
Item Proposal Proposed by Vote Management
---- -------------------------------------------- ----------- -------- -----------
1.1 ELECTION OF DIRECTOR: GODFREY M. LONG, JR. Management For For
1.2 ELECTION OF DIRECTOR: THOMAS R. PRICE Management For For
1.3 ELECTION OF DIRECTOR: ALEJANDRO QUIROZ Management For For
2. RATIFICATION OF GRANT THORNTON LLP AS OUR Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR FISCAL YEAR 2016
3. TO APPROVE, BY NON-BINDING ADVISORY VOTE, Management For For
EXECUTIVE COMPENSATION
4. IN THEIR DISCRETION, THE PROXIES ARE Management Against Against
AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS
AS MAY PROPERLY COME BEFORE THE MEETING
Page 2 of 4 30-Oct-2015
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Jul-2015 To 30-Sep-2015
UNIVERSAL CORPORATION
Security 913456109 Meeting Type Annual
Ticker Symbol UVV Meeting Date 04-Aug-2015
ISIN US9134561094 Agenda 934255527 - Management
For/Against
Item Proposal Proposed by Vote Management
---- -------------------------------------------------------- ----------- ---- -----------
1. DIRECTOR Management
1 JOHN B. ADAMS, JR. For For
2 DIANA F. CANTOR For For
3 ROBERT C. SLEDD For For
2. APPROVE A NON-BINDING ADVISORY RESOLUTION RELATING TO Management For For
THE COMPENSATION OF THE NAMED EXECUTIVE OFFICERS.
3. RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE Management For For
COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE FISCAL YEAR ENDING MARCH 31, 2016.
Page 3 of 4 30-Oct-2015
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Jul-2015 To 30-Sep-2015
QUALITY SYSTEMS, INC.
Security 747582104 Meeting Type Annual
Ticker Symbol QSII Meeting Date 11-Aug-2015
ISIN US7475821044 Agenda 934253523 - Management
For/Against
Item Proposal Proposed by Vote Management
---- -------------------------------------------------------- ----------- -------- -----------
1. DIRECTOR Management
1 RUSTY FRANTZ For For
2 CRAIG A. BARBAROSH For For
3 GEORGE H. BRISTOL For For
4 JAMES C. MALONE For For
5 JEFFREY H. MARGOLIS For For
6 MORRIS PANNER For For
7 D. RUSSELL PFLUEGER For For
8 SHELDON RAZIN For For
9 LANCE E. ROSENZWEIG For For
2. ADVISORY VOTE TO APPROVE THE COMPENSATION OF OUR NAMED Management For For
EXECUTIVE OFFICERS.
3. RATIFICATION OF THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT PUBLIC
ACCOUNTANTS FOR THE FISCAL YEAR ENDING MARCH 31, 2016.
4. APPROVAL OF THE QUALITY SYSTEMS, INC. 2015 EQUITY Management Against Against
INCENTIVE PLAN.
Page 4 of 4 30-Oct-2015
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Oct-2015 To 31-Dec-2015
SEAGATE TECHNOLOGY PLC
Security G7945M107 Meeting Type Annual
Ticker Symbol STX Meeting Date 21-Oct-2015
ISIN IE00B58JVZ52 Agenda 934277383 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------------- ----------- ---- -----------
1A. ELECTION OF DIRECTOR: STEPHEN J. LUCZO Management For For
1B. ELECTION OF DIRECTOR: FRANK J. BIONDI, JR. Management For For
1C. ELECTION OF DIRECTOR: MICHAEL R. CANNON Management For For
1D. ELECTION OF DIRECTOR: MEI-WEI CHENG Management For For
1E. ELECTION OF DIRECTOR: WILLIAM T. COLEMAN Management For For
1F. ELECTION OF DIRECTOR: JAY L. GELDMACHER Management For For
1G. ELECTION OF DIRECTOR: DR. DAMBISA F. MOYO Management For For
1H. ELECTION OF DIRECTOR: KRISTEN M. ONKEN Management For For
1I. ELECTION OF DIRECTOR: DR. CHONG SUP PARK Management For For
1J. ELECTION OF DIRECTOR: STEPHANIE TILENIUS Management For For
1K. ELECTION OF DIRECTOR: EDWARD J. ZANDER Management For For
2. TO DETERMINE THE PRICE RANGE AT WHICH THE COMPANY Management For For
CAN RE-ISSUE SHARES THAT IT HOLDS AS TREASURY
SHARES. (SPECIAL RESOLUTION).
3. TO APPROVE, IN AN ADVISORY, NON-BINDING VOTE, THE Management For For
COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE
OFFICERS.
4. TO RATIFY, IN AN ADVISORY, NON-BINDING VOTE, THE Management For For
APPOINTMENT OF ERNST & YOUNG LLP AS THE
INDEPENDENT AUDITORS OF THE COMPANY... (DUE TO
SPACE LIMITS, SEE PROXY STATEMENT FOR FULL
PROPOSAL).
Page 1 of 2 08-Feb-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Oct-2015 To 31-Dec-2015
SPARK NEW ZEALAND LTD.
Security 84652A102 Meeting Type Annual
Ticker Symbol NZTCY Meeting Date 06-Nov-2015
ISIN US84652A1025 Agenda 934289150 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------- ----------- -------- -----------
1. THAT THE DIRECTORS ARE AUTHORISED TO Management For For
FIX THE AUDITOR'S REMUNERATION.
2. THAT MR PAUL BERRIMAN IS RE-ELECTED Management For For
AS A DIRECTOR OF SPARK NEW ZEALAND.
3. THAT MR CHARLES SITCH IS RE-ELECTED Management For For
AS A DIRECTOR OF SPARK NEW ZEALAND.
4. THAT APPROVAL IS GIVEN FOR THE ISSUE Management For For
BY SPARK NEW ZEALAND TO MR SIMON
MOUTTER (MANAGING DIRECTOR) DURING
THE PERIOD TO 5 NOVEMBER 2018 OF IN
TOTAL UP TO 1,000,000 SHARES IN SPARK
NEW ZEALAND UNDER THE MANAGING
DIRECTOR PERFORMANCE EQUITY SCHEME
(COMPRISING REDEEMABLE ORDINARY
SHARES AND, WHERE CONTEMPLATED BY THE
SCHEME, ORDINARY SHARES), ON THE
TERMS SET OUT IN EXPLANATORY NOTE 4
TO THE NOTICE OF ANNUAL MEETING.
5. THAT APPROVAL IS GIVEN FOR THE ISSUE Management For For
BY SPARK NEW ZEALAND TO MR SIMON
MOUTTER (MANAGING DIRECTOR) DURING
THE PERIOD TO 5 NOVEMBER 2018 OF IN
TOTAL: A. UP TO 1,250,000 ORDINARY
SHARES IN SPARK NEW ZEALAND; AND B.
AN ASSOCIATED INTEREST-FREE LOAN UP
TO $3,000,000 TO PAY FOR THE SHARES
ISSUED, EACH UNDER THE MANAGING
DIRECTOR LONG TERM INCENTIVE SCHEME,
ON THE TERMS SET OUT IN EXPLANATORY
NOTE 5 TO THE NOTICE OF ANNUAL
MEETING.
6. THAT THE TOTAL DIRECTORS' FEE POOL IS Management Against Against
INCREASED BY $80,000, FROM $1.5
MILLION TO $1.58 MILLION PER ANNUM.
7. THAT APPROVAL IS GIVEN FOR Management For For
ALTERATIONS TO SPARK NEW ZEALAND'S
CONSTITUTION, IN THE FORM AND MANNER
DESCRIBED IN THE EXPLANATORY NOTES TO
THE NOTICE OF ANNUAL MEETING.
Page 2 of 2 08-Feb-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Jan-2016 To 31-Mar-2016
ROYAL DUTCH SHELL PLC
Security 780259107 Meeting Type Annual
Ticker Symbol RDSB Meeting Date 27-Jan-2016
ISIN US7802591070 Agenda 934317252 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ----------- ---- -----------
1. TO APPROVE THE ACQUISITION OF BG GROUP Management For For
PLC BY THE COMPANY, AS MORE
PARTICULARLY DESCRIBED IN THE NOTICE OF
GENERAL MEETING.
Page 1 of 5 03-May-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Jan-2016 To 31-Mar-2016
ROYAL DUTCH SHELL PLC
Security 780259107 Meeting Type Annual
Ticker Symbol RDSB Meeting Date 27-Jan-2016
ISIN US7802591070 Agenda 934319573 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ----------- ---- -----------
1. TO APPROVE THE ACQUISITION OF BG GROUP Management For For
PLC BY THE COMPANY, AS MORE
PARTICULARLY DESCRIBED IN THE NOTICE OF
GENERAL MEETING.
Page 2 of 5 03-May-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Jan-2016 To 31-Mar-2016
FIDELITY INSTL CASH PORTFOLIOS
Security 316175504 Meeting Type Special
Ticker Symbol FISXX Meeting Date 12-Feb-2016
ISIN US3161755042 Agenda 934286421 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ----------- ---- -----------
1. DIRECTOR Management
1 ELIZABETH S. ACTON For For
2 JOHN ENGLER For For
3 ALBERT R. GAMPER, JR. For For
4 ROBERT F. GARTLAND For For
5 ABIGAIL P. JOHNSON For For
6 ARTHUR E. JOHNSON For For
7 MICHAEL E. KENNEALLY For For
8 JAMES H. KEYES For For
9 MARIE L. KNOWLES For For
10 GEOFFREY A. VON KUHN For For
Page 3 of 5 03-May-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Jan-2016 To 31-Mar-2016
QUALCOMM INCORPORATED
Security 747525103 Meeting Type Annual
Ticker Symbol QCOM Meeting Date 08-Mar-2016
ISIN US7475251036 Agenda 934322493 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ----------- ---- -----------
1A. ELECTION OF DIRECTOR TO HOLD OFFICE Management For For
UNTIL THE NEXT ANNUAL MEETING OF
STOCKHOLDERS AND UNTIL THEIR RESPECTIVE
SUCCESSORS HAVE BEEN ELECTED AND
QUALIFIED: BARBARA T. ALEXANDER
1B. ELECTION OF DIRECTOR TO HOLD OFFICE Management For For
UNTIL THE NEXT ANNUAL MEETING OF
STOCKHOLDERS AND UNTIL THEIR RESPECTIVE
SUCCESSORS HAVE BEEN ELECTED AND
QUALIFIED: RAYMOND V. DITTAMORE
1C. ELECTION OF DIRECTOR TO HOLD OFFICE Management For For
UNTIL THE NEXT ANNUAL MEETING OF
STOCKHOLDERS AND UNTIL THEIR RESPECTIVE
SUCCESSORS HAVE BEEN ELECTED AND
QUALIFIED: JEFFREY W. HENDERSON
1D. ELECTION OF DIRECTOR TO HOLD OFFICE Management For For
UNTIL THE NEXT ANNUAL MEETING OF
STOCKHOLDERS AND UNTIL THEIR RESPECTIVE
SUCCESSORS HAVE BEEN ELECTED AND
QUALIFIED: THOMAS W. HORTON
1E. ELECTION OF DIRECTOR TO HOLD OFFICE Management For For
UNTIL THE NEXT ANNUAL MEETING OF
STOCKHOLDERS AND UNTIL THEIR RESPECTIVE
SUCCESSORS HAVE BEEN ELECTED AND
QUALIFIED: PAUL E. JACOBS
1F. ELECTION OF DIRECTOR TO HOLD OFFICE Management For For
UNTIL THE NEXT ANNUAL MEETING OF
STOCKHOLDERS AND UNTIL THEIR RESPECTIVE
SUCCESSORS HAVE BEEN ELECTED AND
QUALIFIED: HARISH MANWANI
1G. ELECTION OF DIRECTOR TO HOLD OFFICE Management For For
UNTIL THE NEXT ANNUAL MEETING OF
STOCKHOLDERS AND UNTIL THEIR RESPECTIVE
SUCCESSORS HAVE BEEN ELECTED AND
QUALIFIED: MARK D. MCLAUGHLIN
1H. ELECTION OF DIRECTOR TO HOLD OFFICE Management For For
UNTIL THE NEXT ANNUAL MEETING OF
STOCKHOLDERS AND UNTIL THEIR RESPECTIVE
SUCCESSORS HAVE BEEN ELECTED AND
QUALIFIED: STEVE MOLLENKOPF
1I. ELECTION OF DIRECTOR TO HOLD OFFICE Management For For
UNTIL THE NEXT ANNUAL MEETING OF
STOCKHOLDERS AND UNTIL THEIR RESPECTIVE
SUCCESSORS HAVE BEEN ELECTED AND
QUALIFIED: CLARK T. RANDT, JR.
Page 4 of 5 03-May-2016
Investment Company Report
1J. ELECTION OF DIRECTOR TO HOLD OFFICE UNTIL THE Management For For
NEXT ANNUAL MEETING OF STOCKHOLDERS AND UNTIL
THEIR RESPECTIVE SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: FRANCISCO ROS
1K. ELECTION OF DIRECTOR TO HOLD OFFICE UNTIL THE Management For For
NEXT ANNUAL MEETING OF STOCKHOLDERS AND UNTIL
THEIR RESPECTIVE SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: JONATHAN J. RUBINSTEIN
1L. ELECTION OF DIRECTOR TO HOLD OFFICE UNTIL THE Management For For
NEXT ANNUAL MEETING OF STOCKHOLDERS AND UNTIL
THEIR RESPECTIVE SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: ANTHONY J. VINCIQUERRA
2. TO RATIFY THE SELECTION OF Management For For
PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT
PUBLIC ACCOUNTANTS FOR OUR FISCAL YEAR ENDING
SEPTEMBER 25, 2016.
3. TO APPROVE THE 2016 LONG-TERM INCENTIVE PLAN. Management For For
4. TO APPROVE OUR EXECUTIVE COMPENSATION. Management For For
5. A STOCKHOLDER PROPOSAL, IF PROPERLY PRESENTED Shareholder For Against
AT THE ANNUAL MEETING.
Page 5 of 5 03-May-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
BANCO LATINOAMERICANO DE COMERCIO EXT.
Security P16994132 Meeting Type Annual
Ticker Symbol BLX Meeting Date 13-Apr-2016
ISIN PAP169941328 Agenda 934341657 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------- ----------- ---- -----------
1. TO APPROVE THE BANK'S AUDITED Management For For
CONSOLIDATED FINANCIAL STATEMENTS FOR
THE FISCAL YEAR ENDED DECEMBER 31, 2015
2. TO RATIFY DELOITTE AS THE BANK'S Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2016
3. DIRECTOR Management
1 HERMINIO A. BLANCO For For
2 MARIA DA GRACA FRANCA For For
3 RICARDO M. ARANGO For For
4. TO APPROVE, ON AN ADVISORY BASIS, THE Management For For
COMPENSATION OF THE BANK'S EXECUTIVE
OFFICERS
Page 1 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
BP P.L.C.
Security 055622104 Meeting Type Annual
Ticker Symbol BP Meeting Date 14-Apr-2016
ISIN US0556221044 Agenda 934333206 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------- ----------- -------- -----------
1. TO RECEIVE THE DIRECTORS' ANNUAL REPORT Management For For
AND ACCOUNTS.
2. TO RECEIVE AND APPROVE THE DIRECTORS' Management Against Against
REMUNERATION REPORT.
3. TO RE-ELECT MR R W DUDLEY AS A DIRECTOR. Management For For
4. TO RE-ELECT DR B GILVARY AS A DIRECTOR. Management For For
5. TO RE-ELECT MR P M ANDERSON AS A Management For For
DIRECTOR.
6. TO RE-ELECT MR A BOECKMANN AS A Management For For
DIRECTOR.
7. TO RE-ELECT ADMIRAL F L BOWMAN AS A Management For For
DIRECTOR.
8. TO RE-ELECT MRS C B CARROLL AS A Management For For
DIRECTOR.
9. TO RE-ELECT MR I E L DAVIS AS A Management For For
DIRECTOR.
10. TO RE-ELECT PROFESSOR DAME ANN DOWLING Management For For
AS A DIRECTOR.
11. TO RE-ELECT MR B R NELSON AS A DIRECTOR. Management For For
12. TO ELECT MRS P R REYNOLDS AS A DIRECTOR. Management For For
13. TO ELECT SIR JOHN SAWERS AS A DIRECTOR. Management For For
14. TO RE-ELECT MR A B SHILSTON AS A Management For For
DIRECTOR.
15. TO RE-ELECT MR C-H SVANBERG AS A Management For For
DIRECTOR.
16. TO REAPPOINT ERNST & YOUNG LLP AS Management For For
AUDITORS AND TO AUTHORIZE THE DIRECTORS
TO FIX THEIR REMUNERATION.
17. TO GIVE LIMITED AUTHORITY TO MAKE Management For For
POLITICAL DONATIONS AND INCUR POLITICAL
EXPENDITURE.
18. TO GIVE LIMITED AUTHORITY TO ALLOT Management For For
SHARES UP TO A SPECIFIED AMOUNT.
19. SPECIAL RESOLUTION: TO GIVE AUTHORITY Management For For
TO ALLOT A LIMITED NUMBER OF SHARES FOR
CASH FREE OF PRE-EMPTION RIGHTS.
20. SPECIAL RESOLUTION: TO GIVE LIMITED Management For For
AUTHORITY FOR THE PURCHASE OF ITS OWN
SHARES BY THE COMPANY.
21. SPECIAL RESOLUTION: TO AUTHORIZE THE Management Against Against
CALLING OF GENERAL MEETINGS (EXCLUDING
ANNUAL GENERAL MEETINGS) BY NOTICE OF
AT LEAST 14 CLEAR DAYS.
Page 2 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
PUBLIC SERVICE ENTERPRISE GROUP INC.
Security 744573106 Meeting Type Annual
Ticker Symbol PEG Meeting Date 19-Apr-2016
ISIN US7445731067 Agenda 934344211 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------------- ----------- ---- -----------
1A. ELECTION OF DIRECTOR: WILLIE A. DEESE Management For For
1B. ELECTION OF DIRECTOR: ALBERT R. GAMPER, JR. Management For For
1C. ELECTION OF DIRECTOR: WILLIAM V. HICKEY Management For For
1D. ELECTION OF DIRECTOR: RALPH IZZO Management For For
1E. ELECTION OF DIRECTOR: SHIRLEY ANN JACKSON Management For For
1F. ELECTION OF DIRECTOR: DAVID LILLEY Management For For
1G. ELECTION OF DIRECTOR: THOMAS A. RENYI Management For For
1H. ELECTION OF DIRECTOR: HAK CHEOL SHIN Management For For
1I. ELECTION OF DIRECTOR: RICHARD J. SWIFT Management For For
1J. ELECTION OF DIRECTOR: SUSAN TOMASKY Management For For
1K. ELECTION OF DIRECTOR: ALFRED W. ZOLLAR Management For For
2. ADVISORY VOTE ON THE APPROVAL OF EXECUTIVE Management For For
COMPENSATION
3. RATIFICATION OF THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS INDEPENDENT AUDITOR FOR THE YEAR
2016
Page 3 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
MAGELLAN MIDSTREAM PARTNERS,L.P.
Security 559080106 Meeting Type Annual
Ticker Symbol MMP Meeting Date 21-Apr-2016
ISIN US5590801065 Agenda 934333105 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ----------------------------------------- ----------- ---- -----------
1. DIRECTOR Management
1 WALTER R. ARNHEIM For For
2 PATRICK C. EILERS For For
2. AMENDMENT OF LONG-TERM INCENTIVE PLAN Management For For
3. ADVISORY RESOLUTION TO APPROVE EXECUTIVE Management For For
COMPENSATION
4. RATIFICATION OF APPOINTMENT OF Management For For
INDEPENDENT AUDITOR
Page 4 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
INTERNATIONAL BUSINESS MACHINES CORP.
Security 459200101 Meeting Type Annual
Ticker Symbol IBM Meeting Date 26-Apr-2016
ISIN US4592001014 Agenda 934338092 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------------------- ------------ -------- -----------
1A. ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: Management For For
K.I. CHENAULT
1B. ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: M.L. ESKEW Management For For
1C. ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: D.N. FARR Management For For
1D. ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: M. FIELDS Management For For
1E. ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: A. GORSKY Management For For
1F. ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: Management For For
S.A. JACKSON
1G. ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: Management For For
A.N. LIVERIS
1H. ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: Management For For
W.J. MCNERNEY, JR.
1I. ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: Management For For
H.S. OLAYAN
1J. ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: J.W. OWENS Management For For
1K. ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: Management For For
V.M. ROMETTY
1L. ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: J.E. SPERO Management For For
1M. ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: S. TAUREL Management For For
1N. ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: P.R. VOSER Management For For
2. RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED Management For For
PUBLIC ACCOUNTING FIRM (PAGE 55)
3. ADVISORY VOTE ON EXECUTIVE COMPENSATION (PAGE 56) Management Against Against
4. STOCKHOLDER PROPOSAL FOR DISCLOSURE OF LOBBYING Shareholder Against For
POLICIES AND PRACTICES (PAGE 58)
5. STOCKHOLDER PROPOSAL ON THE RIGHT TO ACT BY WRITTEN Shareholder For Against
CONSENT (PAGE 59)
6. STOCKHOLDER PROPOSAL TO HAVE AN INDEPENDENT BOARD Shareholder Against For
CHAIRMAN (PAGE 60)
Page 5 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
BCE INC.
Security 05534B760 Meeting Type Annual
Ticker Symbol BCE Meeting Date 28-Apr-2016
ISIN CA05534B7604 Agenda 934350985 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------- ------------ -------- -----------
01 DIRECTOR Management
1 B.K. ALLEN For For
2 R.A. BRENNEMAN For For
3 S. BROCHU For For
4 R.E. BROWN For For
5 G.A. COPE For For
6 D.F. DENISON For For
7 R.P. DEXTER For For
8 I. GREENBERG For For
9 K. LEE For For
10 M.F. LEROUX For For
11 G.M. NIXON For For
12 C. ROVINESCU For For
13 R.C. SIMMONDS For For
14 P.R. WEISS For For
02 APPOINTMENT OF DELOITTE LLP AS Management For For
AUDITORS.
03 ADVISORY RESOLUTION ON EXECUTIVE Management For For
COMPENSATION AS DESCRIBED IN THE
MANAGEMENT PROXY CIRCULAR.
4A PROPOSAL NO. 1: FEMALE REPRESENTATION Shareholder Against For
IN SENIOR MANAGEMENT
4B PROPOSAL NO. 2: RECONSTITUTION OF Shareholder Against For
COMPENSATION COMMITTEE
Page 6 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
LOCKHEED MARTIN CORPORATION
Security 539830109 Meeting Type Annual
Ticker Symbol LMT Meeting Date 28-Apr-2016
ISIN US5398301094 Agenda 934341544 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------ ------------ ---- -----------
1A. ELECTION OF DIRECTOR: DANIEL F. AKERSON Management For For
1B. ELECTION OF DIRECTOR: NOLAN D. ARCHIBALD Management For For
1C. ELECTION OF DIRECTOR: ROSALIND G. BREWER Management For For
1D. ELECTION OF DIRECTOR: DAVID B. BURRITT Management For For
1E. ELECTION OF DIRECTOR: BRUCE A. CARLSON Management For For
1F. ELECTION OF DIRECTOR: JAMES O. ELLIS, JR. Management For For
1G. ELECTION OF DIRECTOR: THOMAS J. FALK Management For For
1H. ELECTION OF DIRECTOR: MARILLYN A. HEWSON Management For For
1I. ELECTION OF DIRECTOR: JAMES M. LOY Management For For
1J. ELECTION OF DIRECTOR: JOSEPH W. RALSTON Management For For
1K. ELECTION OF DIRECTOR: ANNE STEVENS Management For For
2. RATIFICATION OF APPOINTMENT OF ERNST & Management For For
YOUNG LLP AS INDEPENDENT AUDITORS FOR 2016
3. ADVISORY VOTE TO APPROVE THE COMPENSATION Management For For
OF OUR NAMED EXECUTIVE OFFICERS
("SAY-ON-PAY")
4. MANAGEMENT PROPOSAL TO RE-APPROVE Management For For
PERFORMANCE GOALS FOR THE 2011 INCENTIVE
PERFORMANCE AWARD PLAN
5. STOCKHOLDER PROPOSAL ON SPECIAL MEETING Shareholder For Against
STOCK OWNERSHIP THRESHOLD
Page 7 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
PFIZER INC.
Security 717081103 Meeting Type Annual
Ticker Symbol PFE Meeting Date 28-Apr-2016
ISIN US7170811035 Agenda 934341203 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------------- ------------ -------- -----------
1A. ELECTION OF DIRECTOR: DENNIS A. AUSIELLO Management For For
1B. ELECTION OF DIRECTOR: W. DON CORNWELL Management For For
1C. ELECTION OF DIRECTOR: JOSEPH J. ECHEVARRIA Management For For
1D. ELECTION OF DIRECTOR: FRANCES D. FERGUSSON Management For For
1E. ELECTION OF DIRECTOR: HELEN H. HOBBS Management For For
1F. ELECTION OF DIRECTOR: JAMES M. KILTS Management Against Against
1G. ELECTION OF DIRECTOR: SHANTANU NARAYEN Management For For
1H. ELECTION OF DIRECTOR: SUZANNE NORA JOHNSON Management For For
1I. ELECTION OF DIRECTOR: IAN C. READ Management For For
1J. ELECTION OF DIRECTOR: STEPHEN W. SANGER Management For For
1K. ELECTION OF DIRECTOR: JAMES C. SMITH Management For For
2. RATIFY THE SELECTION OF KPMG LLP AS INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016
3. ADVISORY APPROVAL OF EXECUTIVE COMPENSATION Management For For
4. SHAREHOLDER PROPOSAL REGARDING REPORT ON LOBBYING Shareholder Against For
ACTIVITIES
5. SHAREHOLDER PROPOSAL REGARDING POLICY ON DIRECTOR Shareholder Against For
ELECTIONS
6. SHAREHOLDER PROPOSAL REGARDING RIGHT TO ACT BY Shareholder Against For
WRITTEN CONSENT
7. SHAREHOLDER PROPOSAL REGARDING CERTAIN TAXABLE Shareholder Against For
EVENTS
Page 8 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
AT&T INC.
Security 00206R102 Meeting Type Annual
Ticker Symbol T Meeting Date 29-Apr-2016
ISIN US00206R1023 Agenda 934335969 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------------- ------------ -------- -----------
1A. ELECTION OF DIRECTOR: RANDALL L. STEPHENSON Management For For
1B. ELECTION OF DIRECTOR: SAMUEL A. DI PIAZZA, JR. Management For For
1C. ELECTION OF DIRECTOR: RICHARD W. FISHER Management For For
1D. ELECTION OF DIRECTOR: SCOTT T. FORD Management For For
1E. ELECTION OF DIRECTOR: GLENN H. HUTCHINS Management For For
1F. ELECTION OF DIRECTOR: WILLIAM E. KENNARD Management For For
1G. ELECTION OF DIRECTOR: MICHAEL B. MCCALLISTER Management For For
1H. ELECTION OF DIRECTOR: BETH E. MOONEY Management For For
1I. ELECTION OF DIRECTOR: JOYCE M. ROCHE Management For For
1J. ELECTION OF DIRECTOR: MATTHEW K. ROSE Management For For
1K. ELECTION OF DIRECTOR: CYNTHIA B. TAYLOR Management For For
1L. ELECTION OF DIRECTOR: LAURA D'ANDREA TYSON Management For For
2. RATIFICATION OF APPOINTMENT OF INDEPENDENT Management For For
AUDITORS.
3. ADVISORY APPROVAL OF EXECUTIVE COMPENSATION. Management For For
4. APPROVAL OF 2016 INCENTIVE PLAN. Management For For
5. POLITICAL SPENDING REPORT. Shareholder Against For
6. LOBBYING REPORT. Shareholder Against For
7. INDEPENDENT BOARD CHAIRMAN. Shareholder Against For
Page 9 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
STAG INDUSTRIAL, INC.
Security 85254J102 Meeting Type Annual
Ticker Symbol STAG Meeting Date 02-May-2016
ISIN US85254J1025 Agenda 934345439 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ----------------------------------------- ----------- ---- -----------
1. DIRECTOR Management
1 BENJAMIN S. BUTCHER For For
2 VIRGIS W. COLBERT For For
3 JEFFREY D. FURBER For For
4 LARRY T. GUILLEMETTE For For
5 FRANCIS X. JACOBY III For For
6 CHRISTOPHER P. MARR For For
7 HANS S. WEGER For For
2. THE RATIFICATION OF THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE YEAR ENDING DECEMBER 31,
2016.
3. THE APPROVAL, BY NON-BINDING VOTE, OF Management For For
EXECUTIVE COMPENSATION.
Page 10 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
PHILIP MORRIS INTERNATIONAL INC.
Security 718172109 Meeting Type Annual
Ticker Symbol PM Meeting Date 04-May-2016
ISIN US7181721090 Agenda 934347370 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------------- ------------ -------- -----------
1A. ELECTION OF DIRECTOR: HAROLD BROWN Management For For
1B. ELECTION OF DIRECTOR: ANDRE CALANTZOPOULOS Management For For
1C. ELECTION OF DIRECTOR: LOUIS C. CAMILLERI Management For For
1D. ELECTION OF DIRECTOR: WERNER GEISSLER Management For For
1E. ELECTION OF DIRECTOR: JENNIFER LI Management For For
1F. ELECTION OF DIRECTOR: JUN MAKIHARA Management For For
1G. ELECTION OF DIRECTOR: SERGIO MARCHIONNE Management For For
1H. ELECTION OF DIRECTOR: KALPANA MORPARIA Management For For
1I. ELECTION OF DIRECTOR: LUCIO A. NOTO Management For For
1J. ELECTION OF DIRECTOR: FREDERIK PAULSEN Management For For
1K. ELECTION OF DIRECTOR: ROBERT B. POLET Management For For
1L. ELECTION OF DIRECTOR: STEPHEN M. WOLF Management For For
2. RATIFICATION OF THE SELECTION OF INDEPENDENT Management For For
AUDITORS
3. ADVISORY VOTE APPROVING EXECUTIVE COMPENSATION Management For For
4. SHAREHOLDER PROPOSAL 1 - HUMAN RIGHTS POLICY Shareholder Against For
5. SHAREHOLDER PROPOSAL 2 - MEDIATION OF ALLEGED Shareholder Against For
HUMAN RIGHTS VIOLATIONS
Page 11 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
GLAXOSMITHKLINE PLC
Security 37733W105 Meeting Type Annual
Ticker Symbol GSK Meeting Date 05-May-2016
ISIN US37733W1053 Agenda 934369857 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------------- ----------- -------- -----------
1. TO RECEIVE THE 2015 ANNUAL REPORT Management For For
2. TO APPROVE THE ANNUAL REMUNERATION REPORT Management For For
3. TO ELECT VINDI BANGA AS A DIRECTOR Management For For
4. TO ELECT DR JESSE GOODMAN AS A DIRECTOR Management For For
5. TO RE-ELECT SIR PHILIP HAMPTON AS A DIRECTOR Management For For
6. TO RE-ELECT SIR ANDREW WITTY AS A DIRECTOR Management For For
7. TO RE-ELECT PROFESSOR SIR ROY ANDERSON AS A Management For For
DIRECTOR
8. TO RE-ELECT STACEY CARTWRIGHT AS A DIRECTOR Management For For
9. TO RE-ELECT SIMON DINGEMANS AS A DIRECTOR Management For For
10. TO RE-ELECT LYNN ELSENHANS AS A DIRECTOR Management For For
11. TO RE-ELECT JUDY LEWENT AS A DIRECTOR Management For For
12. TO RE-ELECT URS ROHNER AS A DIRECTOR Management For For
13. TO RE-ELECT DR MONCEF SLAOUI AS A DIRECTOR Management For For
14. TO RE-APPOINT AUDITORS Management For For
15. TO DETERMINE REMUNERATION OF AUDITORS Management For For
16. TO AUTHORISE THE COMPANY AND ITS SUBSIDIARIES Management For For
TO MAKE DONATIONS TO POLITICAL ORGANISATIONS
AND INCUR POLITICAL EXPENDITURE
17. TO AUTHORISE ALLOTMENT OF SHARES Management For For
18. TO DISAPPLY PRE-EMPTION RIGHTS(SPECIAL Management For For
RESOLUTION)
19. TO AUTHORISE THE COMPANY TO PURCHASE ITS OWN Management For For
SHARES (SPECIAL RESOLUTION)
20. TO AUTHORISE EXEMPTION FROM STATEMENT OF NAME Management For For
OF SENIOR STATUTORY AUDITOR
21. TO AUTHORISE REDUCED NOTICE OF A GENERAL Management Against Against
MEETING OTHER THAN AN AGM(SPECIAL RESOLUTION)
Page 12 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
REYNOLDS AMERICAN INC.
Security 761713106 Meeting Type Annual
Ticker Symbol RAI Meeting Date 05-May-2016
ISIN US7617131062 Agenda 934352864 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------------------ ------------ -------- -----------
1A. ELECTION OF CLASS III DIRECTOR: SUSAN M. CAMERON Management For For
1B. ELECTION OF CLASS III DIRECTOR: MARTIN D. FEINSTEIN Management For For
1C. ELECTION OF CLASS III DIRECTOR: MURRAY S. KESSLER Management For For
1D. ELECTION OF CLASS III DIRECTOR: LIONEL L. NOWELL, III Management For For
1E. ELECTION OF CLASS III DIRECTOR: RICARDO OBERLANDER Management For For
1F. ELECTION OF CLASS II DIRECTOR: JEROME ABELMAN Management For For
1G. ELECTION OF CLASS II DIRECTOR: ROBERT LERWILL Management For For
2. AMENDMENT TO ARTICLES OF INCORPORATION TO DECLASSIFY Management For For
THE BOARD OF DIRECTORS
3. AMENDMENT TO ARTICLES OF INCORPORATION TO INCREASE THE Management For For
NUMBER OF AUTHORIZED SHARES OF RAI COMMON STOCK
4. ADVISORY VOTE TO APPROVE THE COMPENSATION OF NAMED Management Against Against
EXECUTIVE OFFICERS
5. RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016
6. SHAREHOLDER PROPOSAL ON ADOPTION OF PAYOUT POLICY Shareholder Against For
PREFERENCE FOR SHARE REPURCHASES
7. SHAREHOLDER PROPOSAL ON MEDIATION OF ALLEGED HUMAN Shareholder Against For
RIGHTS VIOLATIONS
Page 13 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
VERIZON COMMUNICATIONS INC.
Security 92343V104 Meeting Type Annual
Ticker Symbol VZ Meeting Date 05-May-2016
ISIN US92343V1044 Agenda 934342712 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------- ------------ -------- -----------
1A. ELECTION OF DIRECTOR: SHELLYE L. Management For For
ARCHAMBEAU
1B. ELECTION OF DIRECTOR: MARK T. BERTOLINI Management For For
1C. ELECTION OF DIRECTOR: RICHARD L. CARRION Management For For
1D. ELECTION OF DIRECTOR: MELANIE L. HEALEY Management For For
1E. ELECTION OF DIRECTOR: M. FRANCES KEETH Management For For
1F. ELECTION OF DIRECTOR: KARL-LUDWIG KLEY Management For For
1G. ELECTION OF DIRECTOR: LOWELL C. MCADAM Management For For
1H. ELECTION OF DIRECTOR: DONALD T. Management For For
NICOLAISEN
1I. ELECTION OF DIRECTOR: CLARENCE OTIS, JR. Management For For
1J. ELECTION OF DIRECTOR: RODNEY E. SLATER Management For For
1K. ELECTION OF DIRECTOR: KATHRYN A. TESIJA Management For For
1L. ELECTION OF DIRECTOR: GREGORY D. WASSON Management For For
1M. ELECTION OF DIRECTOR: GREGORY G. WEAVER Management For For
2. RATIFICATION OF APPOINTMENT OF Management For For
INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM
3. ADVISORY VOTE TO APPROVE EXECUTIVE Management For For
COMPENSATION
4. RENEWABLE ENERGY TARGETS Shareholder Against For
5. INDIRECT POLITICAL SPENDING REPORT Shareholder Against For
6. LOBBYING ACTIVITIES REPORT Shareholder Against For
7. INDEPENDENT CHAIR POLICY Shareholder Against For
8. SEVERANCE APPROVAL POLICY Shareholder Against For
9. STOCK RETENTION POLICY Shareholder Against For
Page 14 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
ENTERGY CORPORATION
Security 29364G103 Meeting Type Annual
Ticker Symbol ETR Meeting Date 06-May-2016
ISIN US29364G1031 Agenda 934357446 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ------------ -------- -----------
1A. ELECTION OF DIRECTOR: M.S. BATEMAN Management For For
1B. ELECTION OF DIRECTOR: P.J. CONDON Management For For
1C. ELECTION OF DIRECTOR: L.P. DENAULT Management For For
1D. ELECTION OF DIRECTOR: K.H. DONALD Management For For
1E. ELECTION OF DIRECTOR: P.L. FREDERICKSON Management For For
1F. ELECTION OF DIRECTOR: A.M. HERMAN Management For For
1G. ELECTION OF DIRECTOR: D.C. HINTZ Management For For
1H. ELECTION OF DIRECTOR: S.L. LEVENICK Management For For
1I. ELECTION OF DIRECTOR: B.L. LINCOLN Management For For
1J. ELECTION OF DIRECTOR: K.A. PUCKETT Management For For
1K. ELECTION OF DIRECTOR: W.J. TAUZIN Management For For
2. RATIFICATION OF APPOINTMENT OF DELOITTE Management For For
& TOUCHE LLP AS INDEPENDENT REGISTERED
PUBLIC ACCOUNTANTS FOR 2016.
3. ADVISORY VOTE TO APPROVE NAMED Management For For
EXECUTIVE OFFICER COMPENSATION.
4. SHAREHOLDER PROPOSAL REGARDING Shareholder Against For
DISTRIBUTED GENERATION/GREENHOUSE GAS
EMISSIONS REPORT.
Page 15 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
GANNETT CO., INC.
Security 36473H104 Meeting Type Annual
Ticker Symbol GCI Meeting Date 10-May-2016
ISIN US36473H1041 Agenda 934355543 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------------- ----------- -------- -----------
1A. ELECTION OF DIRECTOR: JOHN E. CODY Management For For
1B. ELECTION OF DIRECTOR: STEPHEN W. COLL Management Against Against
1C. ELECTION OF DIRECTOR: ROBERT J. DICKEY Management For For
1D. ELECTION OF DIRECTOR: DONALD E. FELSINGER Management For For
1E. ELECTION OF DIRECTOR: LILA IBRAHIM Management For For
1F. ELECTION OF DIRECTOR: LAWRENCE S. KRAMER Management For For
1G. ELECTION OF DIRECTOR: JOHN JEFFRY LOUIS Management For For
1H. ELECTION OF DIRECTOR: TONY A. PROPHET Management For For
1I. ELECTION OF DIRECTOR: DEBRA A. SANDLER Management For For
1J. ELECTION OF DIRECTOR: CHLOE R. SLADDEN Management For For
2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS Management For For
THE COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR FY 2016.
3. COMPANY PROPOSAL TO APPROVE THE COMPANY'S 2015 Management For For
OMNIBUS INCENTIVE COMPENSATION PLAN.
4. COMPANY PROPOSAL TO APPROVE, ON AN ADVISORY Management For For
BASIS, THE COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
5. COMPANY PROPOSAL TO APPROVE, ON AN ADVISORY Management 1 Year For
BASIS, THE FREQUENCY OF FUTURE STOCKHOLDER
ADVISORY VOTES ON EXECUTIVE COMPENSATION.
Page 16 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
EPR PROPERTIES
Security 26884U109 Meeting Type Annual
Ticker Symbol EPR Meeting Date 11-May-2016
ISIN US26884U1097 Agenda 934359870 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ----------- -------- -----------
1. DIRECTOR Management
1 BARRETT BRADY For For
2 PETER C. BROWN For For
2. PROPOSAL TO APPROVE, ON A NON-BINDING Management For For
ADVISORY BASIS, THE COMPENSATION OF THE
COMPANY'S NAMED EXECUTIVE OFFICERS AS
DISCLOSED IN THESE PROXY MATERIALS.
3. PROPOSAL TO APPROVE THE COMPANY'S 2016 Management For For
EQUITY INCENTIVE PLAN.
4. PROPOSAL TO RATIFY THE APPOINTMENT OF Management Against Against
KPMG LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR
2016.
Page 17 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
LYONDELLBASELL INDUSTRIES N.V.
Security N53745100 Meeting Type Annual
Ticker Symbol LYB Meeting Date 11-May-2016
ISIN NL0009434992 Agenda 934358979 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ----------- ---- -----------
1A. ELECTION OF CLASS III SUPERVISORY Management For For
DIRECTOR: JACQUES AIGRAIN
1B. ELECTION OF CLASS III SUPERVISORY Management For For
DIRECTOR: LINCOLN BENET
1C. ELECTION OF CLASS III SUPERVISORY Management For For
DIRECTOR: NANCE K. DICCIANI
1D. ELECTION OF CLASS III SUPERVISORY Management For For
DIRECTOR: BRUCE A. SMITH
2A. TO ELECT MANAGING DIRECTOR TO SERVE A Management For For
TWO-YEAR TERM: THOMAS AEBISCHER
2B. TO ELECT MANAGING DIRECTOR TO SERVE A Management For For
TWO-YEAR TERM: DAN COOMBS
2C. TO ELECT MANAGING DIRECTOR TO SERVE A Management For For
TWO-YEAR TERM: JAMES D. GUILFOYLE
3. ADOPTION OF ANNUAL ACCOUNTS FOR 2015 Management For For
4. DISCHARGE FROM LIABILITY OF MEMBERS OF Management For For
THE MANAGEMENT BOARD
5. DISCHARGE FROM LIABILITY OF MEMBERS OF Management For For
THE SUPERVISORY BOARD
6. RATIFICATION OF PRICEWATERHOUSECOOPERS Management For For
LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
7. APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
ACCOUNTANTS N.V. AS OUR AUDITOR FOR THE
DUTCH ANNUAL ACCOUNTS
8. RATIFICATION AND APPROVAL OF DIVIDENDS Management For For
IN RESPECT OF THE 2015 FISCAL YEAR
9. ADVISORY (NON-BINDING) VOTE APPROVING Management For For
EXECUTIVE COMPENSATION
10. APPROVAL TO REPURCHASE UP TO 10% OF OUR Management For For
OUTSTANDING SHARES
Page 18 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
LYONDELLBASELL INDUSTRIES N.V.
Security N53745100 Meeting Type Annual
Ticker Symbol LYB Meeting Date 11-May-2016
ISIN NL0009434992 Agenda 934395369 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------- ----------- ---- -----------
1A. ELECTION OF CLASS III SUPERVISORY Management For For
DIRECTOR: JACQUES AIGRAIN
1B. ELECTION OF CLASS III SUPERVISORY Management For For
DIRECTOR: LINCOLN BENET
1C. ELECTION OF CLASS III SUPERVISORY Management For For
DIRECTOR: NANCE K. DICCIANI
1D. ELECTION OF CLASS III SUPERVISORY Management For For
DIRECTOR: BRUCE A. SMITH
2A. TO ELECT MANAGING DIRECTOR TO SERVE A Management For For
TWO-YEAR TERM: THOMAS AEBISCHER
2B. TO ELECT MANAGING DIRECTOR TO SERVE A Management For For
TWO-YEAR TERM: DAN COOMBS
2C. TO ELECT MANAGING DIRECTOR TO SERVE A Management For For
TWO-YEAR TERM: JAMES D. GUILFOYLE
3. ADOPTION OF ANNUAL ACCOUNTS FOR 2015 Management For For
4. DISCHARGE FROM LIABILITY OF MEMBERS OF Management For For
THE MANAGEMENT BOARD
5. DISCHARGE FROM LIABILITY OF MEMBERS OF Management For For
THE SUPERVISORY BOARD
6. RATIFICATION OF PRICEWATERHOUSECOOPERS Management For For
LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
7. APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
ACCOUNTANTS N.V. AS OUR AUDITOR FOR THE
DUTCH ANNUAL ACCOUNTS
8. RATIFICATION AND APPROVAL OF DIVIDENDS Management For For
IN RESPECT OF THE 2015 FISCAL YEAR
9. ADVISORY (NON-BINDING) VOTE APPROVING Management For For
EXECUTIVE COMPENSATION
10. APPROVAL TO REPURCHASE UP TO 10% OF OUR Management For For
OUTSTANDING SHARES
Page 19 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
CENTURYLINK, INC.
Security 156700106 Meeting Type Annual
Ticker Symbol CTL Meeting Date 18-May-2016
ISIN US1567001060 Agenda 934374620 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------- ------------ -------- -----------
1 DIRECTOR Management
1 MARTHA H. BEJAR For For
2 VIRGINIA BOULET For For
3 PETER C. BROWN For For
4 W. BRUCE HANKS For For
5 MARY L. LANDRIEU For For
6 GREGORY J. MCCRAY For For
7 WILLIAM A. OWENS For For
8 HARVEY P. PERRY For For
9 GLEN F. POST, III For For
10 MICHAEL J. ROBERTS For For
11 LAURIE A. SIEGEL For For
2 RATIFY THE APPOINTMENT OF KPMG LLP AS Management For For
OUR INDEPENDENT AUDITOR FOR 2016.
3 APPROVE AN AMENDMENT TO OUR 2011 Management For For
EQUITY INCENTIVE PLAN.
4 ADVISORY VOTE TO APPROVE OUR Management For For
EXECUTIVE COMPENSATION.
5 SHAREHOLDER PROPOSAL REGARDING EQUITY Shareholder Against For
RETENTION.
Page 20 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
ALTRIA GROUP, INC.
Security 02209S103 Meeting Type Annual
Ticker Symbol MO Meeting Date 19-May-2016
ISIN US02209S1033 Agenda 934367497 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------------- ------------ -------- -----------
1A. ELECTION OF DIRECTOR: GERALD L. BALILES Management For For
1B. ELECTION OF DIRECTOR: MARTIN J. BARRINGTON Management For For
1C. ELECTION OF DIRECTOR: JOHN T. CASTEEN III Management For For
1D. ELECTION OF DIRECTOR: DINYAR S. DEVITRE Management For For
1E. ELECTION OF DIRECTOR: THOMAS F. FARRELL II Management For For
1F. ELECTION OF DIRECTOR: THOMAS W. JONES Management For For
1G. ELECTION OF DIRECTOR: DEBRA J. KELLY-ENNIS Management For For
1H. ELECTION OF DIRECTOR: W. LEO KIELY III Management For For
1I. ELECTION OF DIRECTOR: KATHRYN B. MCQUADE Management For For
1J. ELECTION OF DIRECTOR: GEORGE MUNOZ Management For For
1K. ELECTION OF DIRECTOR: NABIL Y. SAKKAB Management For For
2. RATIFICATION OF THE SELECTION OF INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTING FIRM
3. NON-BINDING ADVISORY VOTE TO APPROVE THE Management For For
COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE
OFFICERS
4. SHAREHOLDER PROPOSAL - REPORT ON TOBACCO PRODUCT Shareholder Against For
CONSTITUENTS AND INGREDIENTS AND THEIR POTENTIAL
HEALTH CONSEQUENCES
5. SHAREHOLDER PROPOSAL - PARTICIPATION IN MEDIATION Shareholder Against For
OF ANY ALLEGED HUMAN RIGHTS VIOLATIONS INVOLVING
ALTRIA'S OPERATIONS
Page 21 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
MATTEL, INC.
Security 577081102 Meeting Type Annual
Ticker Symbol MAT Meeting Date 19-May-2016
ISIN US5770811025 Agenda 934364073 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------------- ------------ -------- -----------
1A. ELECTION OF DIRECTOR: MICHAEL J. DOLAN Management For For
1B. ELECTION OF DIRECTOR: TREVOR A. EDWARDS Management For For
1C. ELECTION OF DIRECTOR: DR. FRANCES D. FERGUSSON Management For For
1D. ELECTION OF DIRECTOR: ANN LEWNES Management For For
1E. ELECTION OF DIRECTOR: DOMINIC NG Management For For
1F. ELECTION OF DIRECTOR: VASANT M. PRABHU Management For For
1G. ELECTION OF DIRECTOR: DEAN A. SCARBOROUGH Management For For
1H. ELECTION OF DIRECTOR: CHRISTOPHER A. SINCLAIR Management For For
1I. ELECTION OF DIRECTOR: DIRK VAN DE PUT Management For For
1J. ELECTION OF DIRECTOR: KATHY WHITE LOYD Management For For
2. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER Management For For
COMPENSATION, AS DESCRIBED IN THE MATTEL, INC.
PROXY STATEMENT.
3. RATIFICATION OF THE SELECTION OF Management For For
PRICEWATERHOUSECOOPERS LLP AS MATTEL, INC.'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR
THE YEAR ENDING DECEMBER 31, 2016.
4. STOCKHOLDER PROPOSAL REGARDING AN INDEPENDENT Shareholder Against For
BOARD CHAIRMAN.
Page 22 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
MEDICAL PROPERTIES TRUST, INC.
Security 58463J304 Meeting Type Annual
Ticker Symbol MPW Meeting Date 19-May-2016
ISIN US58463J3041 Agenda 934413268 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------------- ----------- ---- -----------
1.1 ELECTION OF DIRECTOR: EDWARD K. ALDAG, JR. Management For For
1.2 ELECTION OF DIRECTOR: G. STEVEN DAWSON Management For For
1.3 ELECTION OF DIRECTOR: R. STEVEN HAMNER Management For For
1.4 ELECTION OF DIRECTOR: ROBERT E. HOLMES, PH.D. Management For For
1.5 ELECTION OF DIRECTOR: SHERRY A. KELLETT Management For For
1.6 ELECTION OF DIRECTOR: WILLIAM G. MCKENZIE Management For For
1.7 ELECTION OF DIRECTOR: D. PAUL SPARKS, JR. Management For For
2. TO RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2016.
3. ADVISORY APPROVAL OF THE COMPANY'S EXECUTIVE Management For For
COMPENSATION.
Page 23 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
WESTAR ENERGY, INC.
Security 95709T100 Meeting Type Annual
Ticker Symbol WR Meeting Date 19-May-2016
ISIN US95709T1007 Agenda 934360532 - Management
For/Against
Item Proposal Proposed by Vote Management
---- -------------------------------------------------------- ------------ -------- -----------
1. DIRECTOR Management
1 RICHARD L. HAWLEY For For
2 B. ANTHONY ISAAC For For
3 S. CARL SODERSTROM, JR. For For
2. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER Management For For
COMPENSATION.
3. RATIFICATION AND CONFIRMATION OF DELOITTE & TOUCHE LLP Management For For
AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR
2016.
4. APPROVAL OF AN AMENDMENT TO OUR LONG TERM INCENTIVE AND Management For For
SHARE AWARD PLAN, AS AMENDED AND RESTATED, AND TO
RE-APPROVE THE MATERIAL TERMS OF THE PERFORMANCE GOALS
UNDER THE PLAN.
5. APPROVAL OF THE SHAREHOLDER PROPOSAL REQUIRING A REPORT Shareholder Against For
ON OUR STRATEGIES SURROUNDING DISTRIBUTED GENERATION.
Page 24 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
MERCK & CO., INC.
Security 58933Y105 Meeting Type Annual
Ticker Symbol MRK Meeting Date 24-May-2016
ISIN US58933Y1055 Agenda 934378515 - Management
For/Against
Item Proposal Proposed by Vote Management
---- --------------------------------------------- ------------ -------- -----------
1A. ELECTION OF DIRECTOR: LESLIE A. BRUN Management For For
1B. ELECTION OF DIRECTOR: THOMAS R. CECH Management For For
1C. ELECTION OF DIRECTOR: PAMELA J. CRAIG Management For For
1D. ELECTION OF DIRECTOR: KENNETH C. FRAZIER Management For For
1E. ELECTION OF DIRECTOR: THOMAS H. GLOCER Management For For
1F. ELECTION OF DIRECTOR: C. ROBERT KIDDER Management For For
1G. ELECTION OF DIRECTOR: ROCHELLE B. LAZARUS Management For For
1H. ELECTION OF DIRECTOR: CARLOS E. REPRESAS Management For For
1I. ELECTION OF DIRECTOR: PAUL B. ROTHMAN Management For For
1J. ELECTION OF DIRECTOR: PATRICIA F. RUSSO Management For For
1K. ELECTION OF DIRECTOR: CRAIG B. THOMPSON Management For For
1L. ELECTION OF DIRECTOR: WENDELL P. WEEKS Management For For
1M. ELECTION OF DIRECTOR: PETER C. WENDELL Management For For
2. NON-BINDING ADVISORY VOTE TO APPROVE THE Management For For
COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.
3. RATIFICATION OF THE APPOINTMENT OF THE Management For For
COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2016.
4. SHAREHOLDER PROPOSAL TO ADOPT A Shareholder For Against
SHAREHOLDERS' RIGHT TO ACT BY WRITTEN
CONSENT.
5. SHAREHOLDER PROPOSAL REQUESTING AN Shareholder Against For
INDEPENDENT BOARD CHAIRMAN.
6. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shareholder Against For
DISPOSAL OF UNUSED OR EXPIRED DRUGS.
Page 25 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
ROYAL DUTCH SHELL PLC
Security 780259107 Meeting Type Annual
Ticker Symbol RDSB Meeting Date 24-May-2016
ISIN US7802591070 Agenda 934402734 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------- ------------ -------- -----------
1. RECEIPT OF ANNUAL REPORT & ACCOUNTS Management For For
2. APPROVAL OF DIRECTORS' REMUNERATION Management Against Against
REPORT
3. REAPPOINTMENT AS A DIRECTOR OF THE Management For For
COMPANY: BEN VAN BEURDEN
4. REAPPOINTMENT AS A DIRECTOR OF THE Management For For
COMPANY: GUY ELLIOTT
5. REAPPOINTMENT AS A DIRECTOR OF THE Management For For
COMPANY: EULEEN GOH
6. REAPPOINTMENT AS A DIRECTOR OF THE Management For For
COMPANY: SIMON HENRY
7. REAPPOINTMENT AS A DIRECTOR OF THE Management For For
COMPANY: CHARLES O. HOLLIDAY
8. REAPPOINTMENT AS A DIRECTOR OF THE Management For For
COMPANY: GERARD KLEISTERLEE
9. REAPPOINTMENT AS A DIRECTOR OF THE Management For For
COMPANY: SIR NIGEL SHEINWALD
10. REAPPOINTMENT AS A DIRECTOR OF THE Management For For
COMPANY: LINDA G. STUNTZ
11. REAPPOINTMENT AS A DIRECTOR OF THE Management For For
COMPANY: HANS WIJERS
12. REAPPOINTMENT AS A DIRECTOR OF THE Management For For
COMPANY: PATRICIA A. WOERTZ
13. REAPPOINTMENT AS A DIRECTOR OF THE Management For For
COMPANY: GERRIT ZALM
14. REAPPOINTMENT OF AUDITOR Management For For
15. REMUNERATION OF AUDITOR Management For For
16. AUTHORITY TO ALLOT SHARES Management For For
17. DISAPPLICATION OF PRE-EMPTION RIGHTS Management For For
18. AUTHORITY TO PURCHASE OWN SHARES Management For For
19. SHAREHOLDER RESOLUTION Shareholder Against For
Page 26 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
TOTAL S.A.
Security 89151E109 Meeting Type Annual
Ticker Symbol TOT Meeting Date 24-May-2016
ISIN US89151E1091 Agenda 934417797 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------------- ------------ ---- -----------
1. APPROVAL OF THE PARENT COMPANY'S FINANCIAL Management For For
STATEMENTS FOR THE 2015 FISCAL YEAR.
2. APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS Management For For
FOR THE 2015 FISCAL YEAR.
3. ALLOCATION OF EARNINGS, DECLARATION OF DIVIDEND Management For For
AND OPTION FOR THE PAYMENT OF THE REMAINING
DIVIDEND FOR THE 2015 FISCAL YEAR IN NEW SHARES.
4. OPTION FOR THE PAYMENT OF INTERIM DIVIDENDS FOR Management For For
THE 2016 FISCAL YEAR IN NEW SHARES - DELEGATION
OF POWERS TO THE BOARD OF DIRECTORS.
5. AUTHORIZATION FOR THE BOARD OF DIRECTORS TO TRADE Management For For
IN SHARES OF THE COMPANY.
6. RENEWAL OF THE APPOINTMENT OF MR. GERARD LAMARCHE Management For For
AS A DIRECTOR.
7. APPOINTMENT OF MS. MARIA VAN DER HOEVEN AS A Management For For
DIRECTOR.
8. APPOINTMENT OF MR. JEAN LEMIERRE AS A DIRECTOR. Management For For
9. APPOINTMENT OF A DIRECTOR REPRESENTING EMPLOYEE Management For For
SHAREHOLDERS (CANDIDATE: MS. RENATA PERYCZ).
9A. APPOINTMENT OF A DIRECTOR REPRESENTING EMPLOYEE Shareholder For For
SHAREHOLDERS (CANDIDATE: MR. CHARLES KELLER)
(RESOLUTION NOT APPROVED BY THE BOARD).
9B. APPOINTMENT OF A DIRECTOR REPRESENTING EMPLOYEE Shareholder For For
SHAREHOLDERS (CANDIDATE: MR. WERNER GUYOT)
(RESOLUTION NOT APPROVED BY THE BOARD).
10. RENEWAL OF THE APPOINTMENT OF ERNST AND YOUNG Management For For
AUDIT AS STATUTORY AUDITORS.
11. RENEWAL OF THE APPOINTMENT OF KPMG S.A. AS Management For For
STATUTORY AUDITORS.
12. RENEWAL OF THE APPOINTMENT OF AUDITEX AS AN Management For For
ALTERNATE AUDITOR.
13. APPOINTMENT OF SALUSTRO REYDEL S.A. AS AN Management For For
ALTERNATE AUDITOR
14. AGREEMENT COVERED BY ARTICLE L. 225-38 OF THE Management For For
FRENCH COMMERCIAL CODE CONCERNING MR. THIERRY
DESMAREST.
Page 27 of 39 26-Jul-2016
Investment Company Report
15. COMMITMENTS UNDER ARTICLE L. 225-42-1 OF THE FRENCH Management For For
COMMERCIAL CODE CONCERNING MR. PATRICK POUYANNE.
16. ADVISORY OPINION ON THE ELEMENTS OF COMPENSATION DUE Management For For
OR GRANTED FOR THE FISCAL YEAR ENDED DECEMBER 31, 2015
TO MR. THIERRY DESMAREST.
17. ADVISORY OPINION ON THE ELEMENTS OF COMPENSATION DUE Management For For
OR GRANTED FOR THE FISCAL YEAR ENDED DECEMBER 31, 2015
TO MR. PATRICK POUYANNE, CHIEF EXECUTIVE OFFICER UNTIL
DECEMBER 18, 2015 AND CHAIRMAN AND CHIEF EXECUTIVE
OFFICER SINCE DECEMBER 19, 2015.
18. DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF Management For For
DIRECTORS TO INCREASE THE SHARE CAPITAL BY ISSUING
COMMON SHARES AND/OR ANY SECURITIES PROVIDING ACCESS
TO THE COMPANY'S SHARE CAPITAL WHILE MAINTAINING
SHAREHOLDERS' PREFERENTIAL SUBSCRIPTION RIGHTS OR BY
CAPITALIZING PREMIUMS, RESERVES, SURPLUSES OR OTHER
LINE ITEMS.
19. DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF Management For For
DIRECTORS TO INCREASE THE SHARE CAPITAL BY ISSUING
COMMON SHARES OR ANY SECURITIES PROVIDING ACCESS TO
SHARE CAPITAL WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS.
20. DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF Management For For
DIRECTORS TO ISSUE, BY AN OFFER UNDER ARTICLE L. 411-2
II OF THE FRENCH MONETARY AND FINANCIAL CODE, NEW
COMMON SHARES AND ANY SECURITIES PROVIDING ACCESS TO
THE COMPANY'S SHARE CAPITAL, WITHOUT PREFERENTIAL
SUBSCRIPTION RIGHTS.
21. DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF Management For For
DIRECTORS IN THE CASE OF A SHARE CAPITAL INCREASE
WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS IN ORDER TO
INCREASE THE NUMBER OF SECURITIES TO BE ISSUED.
22. DELEGATION OF POWERS GRANTED TO THE BOARD OF DIRECTORS Management For For
TO INCREASE THE SHARE CAPITAL BY ISSUING COMMON SHARES
OR ANY SECURITIES PROVIDING ACCESS TO SHARE CAPITAL IN
PAYMENT OF SECURITIES THAT WOULD BE CONTRIBUTED TO THE
COMPANY, WHICH ENTAILS SHAREHOLDERS' WAIVER OF THEIR
PREEMPTIVE RIGHT TO SUBSCRIBE THE SHARES ISSUED TO
REMUNERATE IN-KIND CONTRIBUTIONS.
Page 28 of 39 26-Jul-2016
Investment Company Report
23. DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF Management For For
DIRECTORS TO INCREASE THE SHARE CAPITAL UNDER THE
CONDITIONS PROVIDED IN ARTICLES L. 3332-18 AND
FOLLOWING OF THE FRENCH LABOR CODE, WHICH ENTAILS
SHAREHOLDERS' WAIVER OF THEIR PREEMPTIVE RIGHT TO
SUBSCRIBE THE SHARES ISSUED DUE TO THE
SUBSCRIPTION OF SHARES BY GROUP EMPLOYEES.
24. AUTHORIZATION GRANTED TO THE BOARD OF DIRECTORS Management For For
FOR A 38-MONTH PERIOD TO GRANT RESTRICTED SHARES
OF THE COMPANY (EXISTING OR TO BE ISSUED) TO SOME
OR ALL EMPLOYEES AND EXECUTIVE DIRECTORS OF THE
GROUP, AND UNDER WHICH ENTAILS SHAREHOLDERS WAIVE
THEIR PREEMPTIVE RIGHT TO SUBSCRIBE SHARES ISSUED
IN FAVOR OF THE BENEFICIARIES OF SUCH SHARE
ALLOCATIONS.
25. AUTHORIZATION GRANTED TO THE BOARD OF DIRECTORS Management For For
FOR A 38-MONTH PERIOD TO AUTHORIZE SHARE
SUBSCRIPTION OR SHARE PURCHASE OPTIONS TO CERTAIN
EMPLOYEES AND EXECUTIVE DIRECTORS OF THE GROUP,
AND UNDER WHICH SHAREHOLDERS WAIVE THEIR
PREEMPTIVE RIGHT TO SUBSCRIBE SHARES ISSUED UNDER
STOCK OPTIONS.
Page 29 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
PPL CORPORATION
Security 69351T106 Meeting Type Annual
Ticker Symbol PPL Meeting Date 25-May-2016
ISIN US69351T1060 Agenda 934386017 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------------- ------------ -------- -----------
1A. ELECTION OF DIRECTOR: RODNEY C. ADKINS Management For For
1B. ELECTION OF DIRECTOR: JOHN W. CONWAY Management For For
1C. ELECTION OF DIRECTOR: STEVEN G. ELLIOTT Management For For
1D. ELECTION OF DIRECTOR: RAJA RAJAMANNAR Management For For
1E. ELECTION OF DIRECTOR: CRAIG A. ROGERSON Management For For
1F. ELECTION OF DIRECTOR: WILLIAM H. SPENCE Management For For
1G. ELECTION OF DIRECTOR: NATICA VON ALTHANN Management For For
1H. ELECTION OF DIRECTOR: KEITH H. WILLIAMSON Management For For
1I. ELECTION OF DIRECTOR: ARMANDO ZAGALO DE LIMA Management For For
2. ADVISORY VOTE TO APPROVE COMPENSATION OF NAMED Management For For
EXECUTIVE OFFICERS
3. APPROVE 2016 SHORT-TERM INCENTIVE PLAN Management For For
4. AMENDMENT OF COMPANY'S ARTICLES OF INCORPORATION Management For For
TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF
COMMON STOCK
5. RATIFICATION OF THE APPOINTMENT OF INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTING FIRM
6. SHAREOWNER PROPOSAL - ADOPT POLICY TO REQUIRE Shareholder Against For
INDEPENDENT CHAIRMAN OF THE BOARD
7. SHAREOWNER PROPOSAL - ASSESS AND REPORT ON Shareholder Against For
DISTRIBUTED RESOURCES DEPLOYMENT
Page 30 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
STMICROELECTRONICS N.V.
Security 861012102 Meeting Type Annual
Ticker Symbol STM Meeting Date 25-May-2016
ISIN US8610121027 Agenda 934385673 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------- ----------- -------- -----------
4B. ADOPTION OF OUR STATUTORY ANNUAL Management For For
ACCOUNTS FOR OUR 2015 FINANCIAL YEAR
4C. ADOPTION OF A DIVIDEND Management For For
4D. DISCHARGE OF THE SOLE MEMBER OF OUR Management For For
MANAGING BOARD
4E. DISCHARGE OF THE MEMBERS OF OUR Management For For
SUPERVISORY BOARD
5. APPROVAL OF THE STOCK-BASED PORTION Management For For
OF THE COMPENSATION OF OUR PRESIDENT
AND CEO
6. RE-APPOINTMENT OF MS. JANET DAVIDSON Management For For
AS MEMBER OF OUR SUPERVISORY BOARD
7. APPOINTMENT OF MR. SALVATORE MANZI AS Management For For
MEMBER OF OUR SUPERVISORY BOARD
8. DELEGATION TO OUR SUPERVISORY BOARD Management Against Against
OF THE AUTHORITY TO ISSUE NEW COMMON
AND PREFERENCE SHARES, TO GRANT
RIGHTS TO SUBSCRIBE FOR SUCH SHARES
AND TO LIMIT AND/OR EXCLUDE EXISTING
SHAREHOLDERS' PRE-EMPTIVE RIGHTS ON
COMMON SHARES FOR A PERIOD OF
EIGHTEEN MONTHS
9. AUTHORIZATION TO OUR MANAGING BOARD, Management For For
FOR EIGHTEEN MONTHS FOLLOWING THE
AGM, TO REPURCHASE OUR SHARES,
SUBJECT TO THE APPROVAL OF OUR
SUPERVISORY BOARD
Page 31 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
STMICROELECTRONICS N.V.
Security 861012102 Meeting Type Annual
Ticker Symbol STM Meeting Date 25-May-2016
ISIN US8610121027 Agenda 934414195 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------- ----------- -------- -----------
4B. ADOPTION OF OUR STATUTORY ANNUAL Management For For
ACCOUNTS FOR OUR 2015 FINANCIAL YEAR
4C. ADOPTION OF A DIVIDEND Management For For
4D. DISCHARGE OF THE SOLE MEMBER OF OUR Management For For
MANAGING BOARD
4E. DISCHARGE OF THE MEMBERS OF OUR Management For For
SUPERVISORY BOARD
5. APPROVAL OF THE STOCK-BASED PORTION Management For For
OF THE COMPENSATION OF OUR PRESIDENT
AND CEO
6. RE-APPOINTMENT OF MS. JANET DAVIDSON Management For For
AS MEMBER OF OUR SUPERVISORY BOARD
7. APPOINTMENT OF MR. SALVATORE MANZI AS Management For For
MEMBER OF OUR SUPERVISORY BOARD
8. DELEGATION TO OUR SUPERVISORY BOARD Management Against Against
OF THE AUTHORITY TO ISSUE NEW COMMON
AND PREFERENCE SHARES, TO GRANT
RIGHTS TO SUBSCRIBE FOR SUCH SHARES
AND TO LIMIT AND/OR EXCLUDE EXISTING
SHAREHOLDERS' PRE-EMPTIVE RIGHTS ON
COMMON SHARES FOR A PERIOD OF
EIGHTEEN MONTHS
9. AUTHORIZATION TO OUR MANAGING BOARD, Management For For
FOR EIGHTEEN MONTHS FOLLOWING THE
AGM, TO REPURCHASE OUR SHARES,
SUBJECT TO THE APPROVAL OF OUR
SUPERVISORY BOARD
Page 32 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
OLD REPUBLIC INTERNATIONAL CORPORATION
Security 680223104 Meeting Type Annual
Ticker Symbol ORI Meeting Date 27-May-2016
ISIN US6802231042 Agenda 934405716 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ---------------------------------------- ------------ ---- -----------
1. DIRECTOR Management
1 JIMMY A. DEW For For
2 JOHN M. DIXON For For
3 DENNIS P. VAN MIEGHEM For For
2. TO RATIFY THE SELECTION OF KPMG LLP AS Management For For
THE COMPANY'S AUDITORS FOR 2016
3. ADVISORY VOTE TO APPROVE EXECUTIVE Management For For
COMPENSATION
4. TO VOTE ON THE SHAREHOLDER PROPOSAL Shareholder For Against
LISTED IN THE COMPANY'S PROXY STATEMENT,
IF PROPERLY SUBMITTED
Page 33 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
LAS VEGAS SANDS CORP.
Security 517834107 Meeting Type Annual
Ticker Symbol LVS Meeting Date 03-Jun-2016
ISIN US5178341070 Agenda 934401922 - Management
For/Against
Item Proposal Proposed by Vote Management
---- -------------------------------------------------------- ----------- -------- -----------
1. DIRECTOR Management
1 SHELDON G. ADELSON For For
2 IRWIN CHAFETZ For For
3 ROBERT G. GOLDSTEIN For For
4 CHARLES A. KOPPELMAN For For
2. RATIFICATION OF THE SELECTION OF DELOITTE & TOUCHE LLP Management For For
AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR ENDED DECEMBER 31, 2016
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER Management Against Against
COMPENSATION
Page 34 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
SOLAR CAPITAL LTD
Security 83413U100 Meeting Type Annual
Ticker Symbol SLRC Meeting Date 07-Jun-2016
ISIN US83413U1007 Agenda 934407823 - Management
For/Against
Item Proposal Proposed by Vote Management
---- -------------------------------------------------------- ----------- ---- -----------
1. DIRECTOR Management
1 DAVID S. WACHTER For For
2. TO APPROVE A PROPOSAL TO AUTHORIZE SOLAR CAPITAL LTD. TO Management For For
SELL SHARES OF ITS COMMON STOCK AT A PRICE OR PRICES
BELOW SOLAR CAPITAL LTD.'S THEN CURRENT NET ASSET VALUE
PER SHARE IN ONE OR MORE OFFERINGS, IN EACH CASE SUBJECT
TO THE APPROVAL OF ITS BOARD OF DIRECTORS AND COMPLIANCE
WITH THE CONDITIONS SET FORTH IN THE PROXY STATEMENT
PERTAINING THERETO (INCLUDING, WITHOUT LIMITATION, THAT
THE NUMBER OF SHARES ISSUED DOES NOT EXCEED 25% OF SOLAR
CAPITAL LTD.'S THEN OUTSTANDING COMMON STOCK IMMEDIATELY
PRIOR TO EACH SUCH OFFERING).
Page 35 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
OMEGA HEALTHCARE INVESTORS, INC.
Security 681936100 Meeting Type Annual
Ticker Symbol OHI Meeting Date 09-Jun-2016
ISIN US6819361006 Agenda 934406352 - Management
For/Against
Item Proposal Proposed by Vote Management
---- -------------------------------------------------------- ----------- ---- -----------
1. DIRECTOR Management
1 NORMAN R. BOBINS For For
2 CRAIG R. CALLEN For For
3 BERNARD J. KORMAN For For
4 EDWARD LOWENTHAL For For
5 BEN W. PERKS For For
6 STEPHEN D. PLAVIN For For
2. RATIFICATION OF INDEPENDENT AUDITORS ERNST & YOUNG LLP. Management For For
3. APPROVAL, ON AN ADVISORY BASIS, OF EXECUTIVE Management For For
COMPENSATION.
Page 36 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
GARMIN LTD
Security H2906T109 Meeting Type Annual
Ticker Symbol GRMN Meeting Date 10-Jun-2016
ISIN CH0114405324 Agenda 934405437 - Management
For/Against
Item Proposal Proposed by Vote Management
---- -------------------------------------------------- ----------- -------- -----------
1. ELECTION OF ANDREW ETKIND AS THE AD HOC CHAIRMAN Management For For
OF THE MEETING
2. APPROVAL OF GARMIN'S 2015 ANNUAL REPORT, Management For For
INCLUDING THE CONSOLIDATED FINANCIAL STATEMENTS
OF GARMIN FOR THE FISCAL YEAR ENDED DECEMBER 26,
2015 AND THE STATUTORY FINANCIAL STATEMENTS OF
GARMIN FOR THE FISCAL YEAR ENDED DECEMBER 26, 2015
3. APPROVAL OF THE APPROPRIATION OF AVAILABLE Management For For
EARNINGS
4. APPROVAL OF THE PAYMENT OF A CASH DIVIDEND IN THE Management For For
AGGREGATE AMOUNT OF U.S. $2.04 PER OUTSTANDING
SHARE OUT OF GARMIN'S LEGAL RESERVE FROM CAPITAL
CONTRIBUTION IN FOUR EQUAL INSTALLMENTS
5. DISCHARGE OF THE MEMBERS OF THE BOARD OF Management For For
DIRECTORS AND THE EXECUTIVE MANAGEMENT FROM
LIABILITY FOR THE FISCAL YEAR ENDED DECEMBER 26,
2015
6A. RE-ELECTION OF DIRECTOR FOR A TERM EXTENDING Management For For
UNTIL COMPLETION OF THE NEXT ANNUAL GENERAL
MEETING: DONALD H. ELLER
6B. RE-ELECTION OF DIRECTOR FOR A TERM EXTENDING Management For For
UNTIL COMPLETION OF THE NEXT ANNUAL GENERAL
MEETING: JOSEPH J. HARTNETT
6C. RE-ELECTION OF DIRECTOR FOR A TERM EXTENDING Management For For
UNTIL COMPLETION OF THE NEXT ANNUAL GENERAL
MEETING: MIN H. KAO
6D. RE-ELECTION OF DIRECTOR FOR A TERM EXTENDING Management For For
UNTIL COMPLETION OF THE NEXT ANNUAL GENERAL
MEETING: CHARLES W. PEFFER
6E. RE-ELECTION OF DIRECTOR FOR A TERM EXTENDING Management For For
UNTIL COMPLETION OF THE NEXT ANNUAL GENERAL
MEETING: CLIFTON A. PEMBLE
6F. ELECTION OF DIRECTOR FOR A TERM EXTENDING UNTIL Management For For
COMPLETION OF THE NEXT ANNUAL GENERAL MEETING:
REBECCA R. TILDEN
7. RE-ELECTION OF MIN H. KAO AS EXECUTIVE CHAIRMAN Management Against Against
FOR A TERM EXTENDING UNTIL COMPLETION OF THE NEXT
ANNUAL GENERAL MEETING
8A. ELECTION OF COMPENSATION COMMITTEE MEMBER: Management Against Against
DONALD H. ELLER
Page 37 of 39 26-Jul-2016
Investment Company Report
8B. ELECTION OF COMPENSATION COMMITTEE MEMBER: JOSEPH J. HARTNETT Management For For
8C. ELECTION OF COMPENSATION COMMITTEE MEMBER: CHARLES W. PEFFER Management For For
8D. ELECTION OF COMPENSATION COMMITTEE MEMBER: REBECCA R. TILDEN Management For For
9. RE-ELECTION OF REISS + PREUSS LLP AS THE INDEPENDENT VOTING Management For For
RIGHTS REPRESENTATIVE FOR A TERM EXTENDING UNTIL COMPLETION OF
THE NEXT ANNUAL GENERAL MEETING
10. RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS GARMIN'S Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2016 AND RE-ELECTION OF ERNST & YOUNG
LTD AS GARMIN'S STATUTORY AUDITOR FOR ANOTHER ONE-YEAR TERM
11. ADVISORY VOTE ON EXECUTIVE COMPENSATION Management For For
12. BINDING VOTE TO APPROVE FISCAL YEAR 2017 MAXIMUM AGGREGATE Management For For
COMPENSATION FOR THE EXECUTIVE MANAGEMENT
13. BINDING VOTE TO APPROVE MAXIMUM AGGREGATE COMPENSATION FOR THE Management For For
BOARD OF DIRECTORS FOR THE PERIOD BETWEEN THE 2016 ANNUAL
GENERAL MEETING AND THE 2017 ANNUAL GENERAL MEETING
14. PAR VALUE REDUCTION Management For For
15. CANCELLATION OF FORMATION SHARES Management For For
Page 38 of 39 26-Jul-2016
Investment Company Report
Meritage Yield-Focus Equity Fund
01-Apr-2016 To 30-June-2016
GAMESTOP CORP.
Security 36467W109 Meeting Type Annual
Ticker Symbol GME Meeting Date 21-Jun-2016
ISIN US36467W1099 Agenda 934417379 - Management
For/Against
Item Proposal Proposed by Vote Management
---- ------------------------------------------------- ----------- ---- -----------
1A. RE-ELECTION OF DIRECTOR: DANIEL A. DEMATTEO Management For For
1B. RE-ELECTION OF DIRECTOR: J. PAUL RAINES Management For For
1C. RE-ELECTION OF DIRECTOR: JEROME L. DAVIS Management For For
1D. RE-ELECTION OF DIRECTOR: THOMAS N. KELLY JR. Management For For
1E. RE-ELECTION OF DIRECTOR: SHANE S. KIM Management For For
1F. RE-ELECTION OF DIRECTOR: STEVEN R. KOONIN Management For For
1G. RE-ELECTION OF DIRECTOR: STEPHANIE M. SHERN Management For For
1H. RE-ELECTION OF DIRECTOR: GERALD R. SZCZEPANSKI Management For For
1I. RE-ELECTION OF DIRECTOR: KATHY P. VRABECK Management For For
1J. RE-ELECTION OF DIRECTOR: LAWRENCE S. ZILAVY Management For For
2. ADVISORY VOTE ON EXECUTIVE COMPENSATION Management For For
3. RATIFICATION OF APPOINTMENT OF DELOITTE & TOUCHE Management For For
LLP AS INDEPENDENT, REGISTERED PUBLIC ACCOUNTING
FIRM FOR FISCAL 2016
4. AMEND AND RESTATE THE CERTIFICATE OF Management For For
INCORPORATION TO CHANGE THE SHAREHOLDER VOTING
REQUIREMENT FOR REMOVAL OF DIRECTORS FROM A
SUPERMAJORITY (80%) OF SHAREHOLDERS AND ONLY FOR
CAUSE, TO A SIMPLE MAJORITY OF SHAREHOLDERS WITH
OR WITHOUT CAUSE, AND TO MAKE OTHER TECHNICAL AND
CONFORMING CHANGES
Page 39 of 39 26-Jul-2016
QUARTERLY REPORT OF PROXY VOTING RECORD
Fund/Fund Family Name: Preserver Alternative Opportunity Fund (the fund's
incept date was 3/1/2016)
Date of Fiscal Year End: August 31
Date of Reporting Period: April 1, 2016 - June 30, 2016
Preserver Alternative Opportunities Fund
PROPOSED VOTE
BY VOTE? FOR, FUND CAST
MANAGEMENT (YES AGAINST ITS VOTE FOR
SECURITY SECURITY MEETING DESCRIPTION OF (M) OR OR OR OR AGAINST
NAME TICKER ID/CUSIP DATE MATTER/PROPOSAL SHAREHOLDERS (S) NO) ABSTAIN MANAGEMENT
-------- ------ ---------- -------- ------------------- ---------------- ----- -------- ------------
Calamos Convert CHI 128117108 6/30/16 DIRECTOR M YES FOR FOR
Opps & Income VIRGINIA G. BREEN
Fd-COM THERESA A. HAMACHER
STEPHEN B. TIMBERS
ITC Holdings ITC 465685105 6/22/16 TO APPROVE AND M YES FOR FOR
Corp ADOPT THE MERGER
AGREEMENT, DATED AS
OF FEBRUARY 9, 2016
(AS THE SAME MAY BE
AMENDED OR
SUPPLEMENTED FROM
TIME TO TIME, THE
"MERGER
AGREEMENT"), AMONG
ITC HOLDINGS CORP.,
FORTISUS INC.,
ELEMENT ACQUISITION
SUB INC. AND FORTIS
INC.
TO APPROVE, BY M YES AGAINST AGAINST
NON-BINDING
ADVISORY VOTE,
CERTAIN
COMPENSATION
ARRANGEMENTS FOR
ITC HOLDINGS
CORP.'S NAMED
EXECUTIVE OFFICERS
IN CONNECTION WITH
THE MERGER
CONTEMPLATED BY THE
MERGER AGREEMENT.
TO APPROVE THE M YES FOR FOR
ADJOURNMENT OF THE
SPECIAL MEETING IF
NECESSARY OR
APPROPRIATE TO
PERMIT FURTHER
SOLICITATION OF
PROXIES IF THERE
ARE NOT SUFFICIENT
VOTES AT THE TIME
OF THE SPECIAL
MEETING TO APPROVE
AND ADOPT
PROPOSAL (1).
Brookfield Asset BAM 112585104 6/17/16 DIRECTOR M YES FOR FOR
Management M. ELYSE ALLAN
Inc ANGELA F. BRALY
MARCEL R. COUTU
MAUREEN KEMPSTON
DARKES
FRANK J. MCKENNA
YOUSSEF A. NASR
SEEK NGEE HUAT
DIANA L. TAYLOR
THE APPOINTMENT OF M YES FOR FOR
DELOITTE LLP AS THE
EXTERNAL AUDITOR
AND AUTHORIZING THE
DIRECTORS TO SET
ITS REMUNERATION.
THE SAY ON PAY M YES FOR FOR
RESOLUTION SET OUT
IN THE CORP'S
MANAGEMENT
INFORMATION
CIRCULAR DATED
MAY 2, 2016.
THE 2016 PLAN M YES FOR FOR
RESOLUTION.
ITC Holdings ITC 465685105 5/19/16 DIRECTOR M YES FOR FOR
Corp ALBERT ERNST
CHRISTOPHER H.
FRANKLIN
EDWARD G. JEPSEN
DAVID R. LOPEZ
HAZEL R. O'LEARY
THOMAS G. STEPHENS
G. BENNETT STEWART,
III
LEE C. STEWART
JOSEPH L. WELCH
TO APPROVE, BY M YES FOR FOR
NON-BINDING VOTE,
EXECUTIVE
COMPENSATION.
RATIFICATION OF THE M YES FOR FOR
APPOINTMENT OF
DELOITTE & TOUCHE
LLP AS INDEPENDENT
REGISTERED PUBLIC
ACCOUNTANTS FOR
2016.
Macquarie MIC 55608B105 5/18/16 ELECTION OF M YES FOR FOR
Infrastructure DIRECTOR: NORMAN H.
Corp BROWN, JR.
ELECTION OF M YES FOR FOR
DIRECTOR: GEORGE W.
CARMANY, III
ELECTION OF M YES FOR FOR
DIRECTOR: H.E.
(JACK) LENTZ
ELECTION OF M YES FOR FOR
DIRECTOR: OUMA
SANANIKONE
ELECTION OF M YES FOR FOR
DIRECTOR:
WILLIAM H. WEBB
THE RATIFICATION OF M YES FOR FOR
THE SELECTION OF
KPMG LLP AS OUR
INDEPENDENT AUDITOR
FOR THE FISCAL YEAR
ENDING DECEMBER 31,
2016.
THE APPROVAL, ON AN M YES FOR FOR
ADVISORY BASIS, OF
EXECUTIVE
COMPENSATION.
THE APPROVAL OF THE M YES FOR FOR
MACQUARIE
INFRASTRUCTURE
CORPORATION 2016
OMNIBUS EMPLOYEE
INCENTIVE PLAN
Phillips 66 PSX 718546104 5/4/16 ELECTION OF M YES FOR FOR
DIRECTOR: GREG C.
GARLAND
ELECTION OF M YES FOR FOR
DIRECTOR: JOHN E.
LOWE
TO RATIFY THE M YES FOR FOR
APPOINTMENT OF
ERNST & YOUNG LLP
AS THE COMPANY'S
INDEPENDENT
REGISTERED PUBLIC
ACCOUNTING FIRM FOR
FISCAL YEAR 2016.
TO CONSIDER AND M YES FOR FOR
VOTE ON A PROPOSAL
TO APPROVE, ON AN
ADVISORY
(NON-BINDING)
BASIS, THE
COMPENSATION OF OUR
NAMED EXECUTIVE
OFFICERS.
TO CONSIDER AND M YES ABSTAIN ABSTAIN
VOTE ON A
MANAGEMENT PROPOSAL
TO AMEND THE
CERTIFICATE OF
INCORPORATION TO
DECLASSIFY THE
BOARD OF DIRECTORS
OVER THE NEXT THREE
YEARS.
Chubb LTD. CB H1467J104 5/19/16 APPROVAL OF THE M YES FOR FOR
MANAGEMENT REPORT,
STANDALONE
FINANCIAL
STATEMENTS AND
CONSOLIDATED
FINANCIAL
STATEMENTS OF CHUBB
LIMITED FOR THE
YEAR ENDED
DECEMBER 31, 2015
ALLOCATION OF M YES FOR FOR
DISPOSABLE PROFIT
AND DISTRIBUTION OF
A DIVIDEND:
ALLOCATION OF
DISPOSABLE PROFIT
ALLOCATION OF M YES FOR FOR
DISPOSABLE PROFIT
AND DISTRIBUTION OF
A DIVIDEND:
DISTRIBUTION OF A
DIVIDEND OUT OF
LEGAL RESERVES (BY
WAY OF RELEASE AND
ALLOCATION TO A
DIVIDEND RESERVE)
DISCHARGE OF THE M YES FOR FOR
BOARD OF DIRECTORS
ELECTION OF M YES FOR FOR
AUDITORS: ELECTION
OF
PRICEWATERHOUSECOOPERS
AG (ZURICH) AS OUR
STATUTORY AUDITOR
ELECTION OF M YES FOR FOR
AUDITORS:
RATIFICATION OF
APPOINTMENT OF
PRICEWATERHOUSECOOPERS
LLP (UNITED STATES)
AS INDEPENDENT
REGISTERED PUBLIC
ACCOUNTING FIRM FOR
PURPOSES OF U.S.
SECURITIES LAW
REPORTING
ELECTION OF M YES FOR FOR
AUDITORS: ELECTION
OF BDO AG (ZURICH)
AS SPECIAL AUDIT
FIRM
ELECTION OF THE M YES FOR FOR
BOARD OF DIRECTORS:
EVAN G. GREENBERG
ELECTION OF THE M YES FOR FOR
BOARD OF DIRECTORS:
ROBERT M. HERNANDEZ
ELECTION OF THE M YES FOR FOR
BOARD OF DIRECTORS:
MICHAEL G. ATIEH
ELECTION OF THE M YES FOR FOR
BOARD OF DIRECTORS:
SHEILA P. BURKE
ELECTION OF THE M YES FOR FOR
BOARD OF DIRECTORS:
JAMES I. CASH
ELECTION OF THE M YES FOR FOR
BOARD OF DIRECTORS:
MARY A. CIRILLO
ELECTION OF THE M YES FOR FOR
BOARD OF DIRECTORS:
MICHAEL P. CONNORS
ELECTION OF THE M YES FOR FOR
BOARD OF DIRECTORS:
JOHN EDWARDSON
ELECTION OF THE M YES FOR FOR
BOARD OF DIRECTORS:
LAWRENCE W. KELLNER
ELECTION OF THE M YES FOR FOR
BOARD OF DIRECTORS:
LEO F. MULLIN
ELECTION OF THE M YES FOR FOR
BOARD OF DIRECTORS:
KIMBERLY ROSS
ELECTION OF THE M YES FOR FOR
BOARD OF DIRECTORS:
ROBERT SCULLY
ELECTION OF THE
BOARD OF DIRECTORS:
EUGENE B. SHANKS, JR
ELECTION OF THE M YES FOR FOR
BOARD OF DIRECTORS:
THEODORE E. SHASTA
ELECTION OF THE M YES FOR FOR
BOARD OF DIRECTORS:
DAVID SIDWELL
ELECTION OF THE M YES FOR FOR
BOARD OF DIRECTORS:
OLIVIER STEIMER
ELECTION OF THE M YES FOR FOR
BOARD OF DIRECTORS:
JAMES M. ZIMMERMAN
ELECTION OF THE M YES FOR FOR
CHAIRMAN OF THE
BOARD OF DIRECTORS
ELECTION OF THE M YES FOR FOR
COMPENSATION
COMMITTEE OF THE
BOARD OF DIRECTORS:
MICHAEL P. CONNORS
ELECTION OF THE M YES FOR FOR
COMPENSATION
COMMITTEE OF THE
BOARD OF DIRECTORS:
MARY A. CIRILLO
ELECTION OF THE M YES FOR FOR
COMPENSATION
COMMITTEE OF THE
BOARD OF DIRECTORS:
ROBERT M. HERNANDEZ
ELECTION OF THE M YES FOR FOR
COMPENSATION
COMMITTEE OF THE
BOARD OF DIRECTORS:
ROBERT SCULLY
ELECTION OF THE M YES FOR FOR
COMPENSATION
COMMITTEE OF THE
BOARD OF DIRECTORS:
JAMES M. ZIMMERMAN
ELECTION OF M YES FOR FOR
HOMBURGER AG AS
INDEPENDENT PROXY
AMENDMENT TO THE M YES FOR FOR
ARTICLES OF
ASSOCIATION
RELATING TO
AUTHORIZED SHARE
CAPITAL FOR GENERAL
PURPOSES
APPROVAL OF THE M YES FOR FOR
CHUBB LIMITED 2016
LONG-TERM INCENTIVE
PLAN
APPROVAL OF THE M YES FOR FOR
MAXIMUM
COMPENSATION OF THE
BOARD OF DIRECTORS
AND EXECUTIVE
MANAGEMENT:
COMPENSATION OF THE
BOARD OF DIRECTORS
UNTIL THE NEXT
ANNUAL GENERAL
MEETING
APPROVAL OF THE M YES FOR FOR
MAXIMUM
COMPENSATION OF THE
BOARD OF DIRECTORS
AND EXECUTIVE
MANAGEMENT:
COMPENSATION OF
EXECUTIVE
MANAGEMENT FOR THE
NEXT CALENDAR YEAR
ADVISORY VOTE TO
APPROVE EXECUTIVE
COMPENSATION UNDER
U.S. SECURITIES LAW
REQUIREMENTS
IF A NEW AGENDA M YES FOR FOR
ITEM OR A NEW
PROPOSAL FOR AN
EXISTING AGENDA
ITEM IS PUT BEFORE
THE MEETING, I/WE
HEREBY AUTHORIZE
AND INSTRUCT THE
INDEPENDENT PROXY
TO VOTE AS FOLLOWS:
MARK "FOR" TO VOTE
IN ACCORDANCE WITH
THE POSITION OF OUR
BOARD OF DIRECTORS,
MARK "AGAINST" TO
VOTE AGAINST NEW
ITEMS AND
PROPOSALS, AND MARK
"ABSTAIN" TO ABSTAIN
Vote Summary Report
Reporting Period: 10/01/2015 to 12/31/2015
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Hubbell Incorporated
Meeting Date: 12/23/2015 Country: USA Primary Security ID: 443510201
Record Date: 11/23/2015 Meeting Type: Special Ticker: HUB.B
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- -------------------------------- --------- -------- ---------- -----------
1 Eliminate Class of Common Stock Mgmt For For For
2 Adjourn Meeting Mgmt For For For
North Atlantic Drilling Ltd.
Meeting Date: 12/28/2015 Country: Bermuda Primary Security ID: G6613P111
Record Date: 12/03/2015 Meeting Type: Special Ticker: NADL
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ------------------------------------- --------- -------- ---------- -----------
1 Approve Share Capital Reorganization Mgmt For For For
Vote Summary Report
Reporting Period: 01/01/2016 to 03/31/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
KMG Chemicals, Inc.
Meeting Date: 01/12/2016 Country: USA Primary Security ID: 482564101
Record Date: 12/11/2015 Meeting Type: Annual Ticker: KMG
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Gerald G. Ermentrout Mgmt For For For
1.2 Elect Director Christopher T. Fraser Mgmt For For For
1.3 Elect Director James F. Gentilcore Mgmt For For For
1.4 Elect Director George W. Gilman Mgmt For For For
1.5 Elect Director Robert Harrer Mgmt For For For
1.6 Elect Director John C. Hunter, III Mgmt For For For
1.7 Elect Director Fred C. Leonard, III Mgmt For Withhold Withhold
1.8 Elect Director Karen A. Twitchell Mgmt For For For
2 Ratify KPMG LLP as Auditors Mgmt For For For
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
4 Approve Omnibus Stock Plan Mgmt For For For
Nutraceutical International Corporation
Meeting Date: 01/25/2016 Country: USA Primary Security ID: 67060Y101
Record Date: 12/04/2015 Meeting Type: Annual Ticker: NUTR
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Frank W. Gay, II Mgmt For For For
1.2 Elect Director Gregory M. Benson Mgmt For For For
2 Ratify PricewaterhouseCoopers LLP as Auditors Mgmt For For For
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
Vote Summary Report
Reporting Period: 01/01/2016 to 03/31/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Schnitzer Steel Industries, Inc.
Meeting Date: 01/27/2016 Country: USA Primary Security ID: 806882106
Record Date: 12/01/2015 Meeting Type: Annual Ticker: SCHN
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Michael W. Sutherlin Mgmt For For For
1.2 Elect Director David L. Jahnke Mgmt For For For
1.3 Elect Director William D. Larsson Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
3 Ratify PricewaterhouseCoopers LLP as Auditors Mgmt For For For
Jacobs Engineering Group Inc.
Meeting Date: 01/28/2016 Country: USA Primary Security ID: 469814107
Record Date: 12/01/2015 Meeting Type: Annual Ticker: JEC
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1a Elect Director Joseph R. Bronson Mgmt For For For
1b Elect Director Juan Jose Suarez Coppel Mgmt For For For
1c Elect Director Robert C. Davidson, Jr. Mgmt For For For
1d Elect Director Steven J. Demetriou Mgmt For For For
1e Elect Director Ralph E. Eberhart Mgmt For For For
1f Elect Director Dawne S. Hickton Mgmt For For For
1g Elect Director Peter J. Robertson Mgmt For For For
1h Elect Director Noel G. Watson Mgmt For For For
2 Amend Outside Director Stock Awards Mgmt For For For
3 Ratify Ernst & Young LLP as Auditors Mgmt For For For
4 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
Vote Summary Report
Reporting Period: 01/01/2016 to 03/31/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Frontline Ltd.
Meeting Date: 01/29/2016 Country: Bermuda Primary Security ID: G3682E127
Record Date: 12/29/2015 Meeting Type: Special Ticker: FRO
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ------------------------------------- --------- -------- ---------- -----------
1 Approve Share Capital Reorganization Mgmt For For For
Digi International Inc.
Meeting Date: 02/01/2016 Country: USA Primary Security ID: 253798102
Record Date: 12/04/2015 Meeting Type: Annual Ticker: DGII
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Spiro C. Lazarakis Mgmt For For For
1.2 Elect Director Ahmed Nawaz Mgmt For For For
2 Approve Omnibus Stock Plan Mgmt For For For
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
4 Ratify PricewaterhouseCoopers LLP as Auditors Mgmt For For For
PriceSmart, Inc.
Meeting Date: 02/03/2016 Country: USA Primary Security ID: 741511109
Record Date: 12/11/2015 Meeting Type: Annual Ticker: PSMT
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- -------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Sherry S. Bahrambeygui Mgmt For For For
1.2 Elect Director Gonzalo Barrutieta Mgmt For For For
1.3 Elect Director Gordon H. Hanson Mgmt For For For
1.4 Elect Director Katherine L. Hensley Mgmt For For For
1.5 Elect Director Leon C. Janks Mgmt For For For
Vote Summary Report
Reporting Period: 01/01/2016 to 03/31/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
PriceSmart, Inc.
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------- --------- -------- ---------- -----------
1.6 Elect Director Jose Luis Laparte Mgmt For For For
1.7 Elect Director Mitchell G. Lynn Mgmt For For For
1.8 Elect Director Pierre Mignault Mgmt For For For
1.9 Elect Director Robert E. Price Mgmt For Withhold Withhold
1.10 Elect Director Edgar Zurcher Mgmt For For For
Ingles Markets, Incorporated
Meeting Date: 02/09/2016 Country: USA Primary Security ID: 457030104
Record Date: 12/16/2015 Meeting Type: Annual Ticker: IMKTA
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ----------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Ernest E. Ferguson Mgmt For For For
1.2 Elect Director Brenda S. Tudor Mgmt For For For
2 Establish Director Stock Ownership Requirement SH Against Against Against
J & J SNACK FOODS CORP.
Meeting Date: 02/16/2016 Country: USA Primary Security ID: 466032109
Record Date: 12/18/2015 Meeting Type: Annual Ticker: JJSF
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Peter G. Stanley Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
Vote Summary Report
Reporting Period: 01/01/2016 to 03/31/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Hillenbrand, Inc.
Meeting Date: 02/24/2016 Country: USA Primary Security ID: 431571108
Record Date: 12/18/2015 Meeting Type: Annual Ticker: HI
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Gary L. Collar Mgmt For For For
1.2 Elect Director Mark C. DeLuzio Mgmt For For For
1.3 Elect Director Joy M. Greenway Mgmt For For For
1.4 Elect Director F. Joseph Loughrey Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
3 Ratify PricewaterhouseCoopers LLP as Auditors Mgmt For For For
Civitas Solutions, Inc.
Meeting Date: 02/26/2016 Country: USA Primary Security ID: 17887R102
Record Date: 01/14/2016 Meeting Type: Annual Ticker: CIVI
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Kevin A. Mundt Mgmt For Withhold Withhold
1.2 Elect Director Gregory S. Roth Mgmt For For For
1.3 Elect Director Guy Sansone Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
3 Ratify Deloitte & Touche, LLP as Auditors Mgmt For For For
Sanmina Corporation
Meeting Date: 03/07/2016 Country: USA Primary Security ID: 801056102
Record Date: 01/15/2016 Meeting Type: Annual Ticker: SANM
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ----------------------------- --------- -------- ---------- -----------
1a Elect Director Neil R. Bonke Mgmt For For For
Vote Summary Report
Reporting Period: 01/01/2016 to 03/31/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Sanmina Corporation
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1b Elect Director Michael J. Clarke Mgmt For For For
1c Elect Director Eugene A. Delaney Mgmt For For For
1d Elect Director John P. Goldsberry Mgmt For For For
1e Elect Director Joseph G. Licata, Jr. Mgmt For For For
1f Elect Director Mario M. Rosati Mgmt For For For
1g Elect Director Wayne Shortridge Mgmt For For For
1h Elect Director Jure Sola Mgmt For For For
1i Elect Director Jackie M. Ward Mgmt For For For
2 Ratify PricewaterhouseCoopers LLP as Auditors Mgmt For For For
3 Amend Omnibus Stock Plan Mgmt For For For
4 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
Cabot Corporation
Meeting Date: 03/10/2016 Country: USA Primary Security ID: 127055101
Record Date: 01/15/2016 Meeting Type: Annual Ticker: CBT
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Roderick C. G. MacLeod Mgmt For For For
1.2 Elect Director Sue H. Rataj Mgmt For For For
1.3 Elect Director Matthias L. Wolfgruber Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
3 Approve Executive Incentive Bonus Plan Mgmt For For For
4 Ratify Deloitte & Touche LLP as Auditors Mgmt For For For
Vote Summary Report
Reporting Period: 01/01/2016 to 03/31/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
EMCORE Corporation
Meeting Date: 03/11/2016 Country: USA Primary Security ID: 290846203
Record Date: 01/14/2016 Meeting Type: Annual Ticker: EMKR
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Rex S. Jackson Mgmt For For For
1.2 Elect Director Jeffrey Rittichier Mgmt For For For
2 Ratify KPMG LLP as Auditors Mgmt For For For
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For Against Against
4 Amend Omnibus Stock Plan Mgmt For For For
Pinnacle Entertainment, Inc.
Meeting Date: 03/15/2016 Country: USA Primary Security ID: 723456109
Record Date: 02/08/2016 Meeting Type: Special Ticker: PNK
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ----------------------------------- --------- -------- ---------- -----------
1 Approve Merger Agreement Mgmt For For For
2 Advisory Vote on Golden Parachutes Mgmt For For For
3 Adjourn Meeting Mgmt For For For
The Toro Company
Meeting Date: 03/15/2016 Country: USA Primary Security ID: 891092108
Record Date: 01/15/2016 Meeting Type: Annual Ticker: TTC
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Robert C. Buhrmaster Mgmt For For For
1.2 Elect Director Richard M. Olson Mgmt For For For
1.3 Elect Director James C. O'Rourke Mgmt For For For
1.4 Elect Director Christopher A. Twomey Mgmt For For For
2 Ratify KPMG LLP as Auditors Mgmt For For For
Vote Summary Report
Reporting Period: 01/01/2016 to 03/31/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
The Toro Company
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
Castle Brands Inc.
Meeting Date: 03/17/2016 Country: USA Primary Security ID: 148435100
Record Date: 01/21/2016 Meeting Type: Annual Ticker: ROX
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Mark E. Andrews, III Mgmt For Withhold Withhold
1.2 Elect Director John F. Beaudette Mgmt For For For
1.3 Elect Director Henry C. Beinstein Mgmt For For For
1.4 Elect Director Phillip Frost Mgmt For Withhold Withhold
1.5 Elect Director Richard M. Krasno Mgmt For For For
1.6 Elect Director Richard J. Lampen Mgmt For Withhold Withhold
1.7 Elect Director Steven D. Rubin Mgmt For Withhold Withhold
1.8 Elect Director Mark Zeitchick Mgmt For Withhold Withhold
2 Ratify EisnerAmper LLP as Auditors Mgmt For For For
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
HEICO Corporation
Meeting Date: 03/18/2016 Country: USA Primary Security ID: 422806109
Record Date: 01/15/2016 Meeting Type: Annual Ticker: HEI
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- -------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Thomas S. Culligan Mgmt For For For
1.2 Elect Director Adolfo Henriques Mgmt For For For
1.3 Elect Director Samuel L. Higginbottom Mgmt For For For
1.4 Elect Director Mark H. Hildebrandt Mgmt For For For
Vote Summary Report
Reporting Period: 01/01/2016 to 03/31/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
HEICO Corporation
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ----------------------------------------- --------- -------- ---------- -----------
1.5 Elect Director Wolfgang Mayrhuber Mgmt For For For
1.6 Elect Director Eric A. Mendelson Mgmt For For For
1.7 Elect Director Laurans A. Mendelson Mgmt For For For
1.8 Elect Director Victor H. Mendelson Mgmt For For For
1.9 Elect Director Julie Neitzel Mgmt For For For
1.10 Elect Director Alan Schriesheim Mgmt For For For
1.11 Elect Director Frank J. Schwitter Mgmt For For For
2 Ratify Deloitte & Touche LLP as Auditors Mgmt For For For
SYNNEX Corporation
Meeting Date: 03/22/2016 Country: USA Primary Security ID: 87162W100
Record Date: 02/08/2016 Meeting Type: Annual Ticker: SNX
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Dwight Steffensen Mgmt For For For
1.2 Elect Director Kevin Murai Mgmt For For For
1.3 Elect Director Fred Breidenbach Mgmt For For For
1.4 Elect Director Hau Lee Mgmt For For For
1.5 Elect Director Matthew Miau Mgmt For For For
1.6 Elect Director Dennis Polk Mgmt For For For
1.7 Elect Director Gregory Quesnel Mgmt For For For
1.8 Elect Director Thomas Wurster Mgmt For For For
1.9 Elect Director Duane Zitzner Mgmt For For For
1.10 Elect Director Andrea Zulberti Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
3 Approve Executive Incentive Bonus Plan Mgmt For For For
4 Ratify KPMG LLP as Auditors Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Higher One Holdings, Inc.
Meeting Date: 04/04/2016 Country: USA Primary Security ID: 42983D104
Record Date: 03/07/2016 Meeting Type: Special Ticker: ONE
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ----------------------------------- --------- -------- ---------- -----------
1 Approve Sale of Company Assets Mgmt For For For
2 Advisory Vote on Golden Parachutes Mgmt For For For
IDEX Corporation
Meeting Date: 04/06/2016 Country: USA Primary Security ID: 45167R104
Record Date: 02/10/2016 Meeting Type: Annual Ticker: IEX
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Ernest J. Mrozek Mgmt For For For
1.2 Elect Director David C. Parry Mgmt For For For
1.3 Elect Director Livingston L. Satterthwaite Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
3 Ratify Deloitte & Touche LLP as Auditors Mgmt For For For
The Goodyear Tire & Rubber Company
Meeting Date: 04/11/2016 Country: USA Primary Security ID: 382550101
Record Date: 02/16/2016 Meeting Type: Annual Ticker: GT
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ---------------------------------- --------- -------- ---------- -----------
1a Elect Director William J. Conaty Mgmt For For For
1b Elect Director James A. Firestone Mgmt For For For
1c Elect Director Werner Geissler Mgmt For For For
1d Elect Director Peter S. Hellman Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
The Goodyear Tire & Rubber Company
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1e Elect Director Laurette T. Koellner Mgmt For For For
1f Elect Director Richard J. Kramer Mgmt For For For
1g Elect Director W. Alan McCollough Mgmt For For For
1h Elect Director John E. McGlade Mgmt For For For
1i Elect Director Michael J. Morell Mgmt For For For
1j Elect Director Roderick A. Palmore Mgmt For For For
1k Elect Director Stephanie A. Streeter Mgmt For For For
1l Elect Director Thomas H. Weidemeyer Mgmt For For For
1m Elect Director Michael R. Wessel Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
3 Ratify PricewaterhouseCoopers LLP as Auditors Mgmt For For For
4 Proxy Access SH Against For For
AEP Industries Inc.
Meeting Date: 04/12/2016 Country: USA Primary Security ID: 001031103
Record Date: 02/16/2016 Meeting Type: Annual Ticker: AEPI
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director J. Brendan Barba Mgmt For Withhold Withhold
1.2 Elect Director Richard E. Davis Mgmt For Withhold Withhold
1.3 Elect Director Lee C. Stewart Mgmt For Withhold Withhold
2 Ratify KPMG LLP as Auditors Mgmt For For For
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Convergys Corporation
Meeting Date: 04/14/2016 Country: USA Primary Security ID: 212485106
Record Date: 02/16/2016 Meeting Type: Annual Ticker: CVG
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Andrea J. Ayers Mgmt For For For
1.2 Elect Director Cheryl K. Beebe Mgmt For For For
1.3 Elect Director Richard R. Devenuti Mgmt For For For
1.4 Elect Director Jeffrey H. Fox Mgmt For For For
1.5 Elect Director Joseph E. Gibbs Mgmt For For For
1.6 Elect Director Joan E. Herman Mgmt For For For
1.7 Elect Director Thomas L. Monahan, III Mgmt For For For
1.8 Elect Director Ronald L. Nelson Mgmt For For For
1.9 Elect Director Richard F. Wallman Mgmt For For For
2 Ratify Ernst & Young LLP as Auditors Mgmt For For For
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
Graco Inc.
Meeting Date: 04/22/2016 Country: USA Primary Security ID: 384109104
Record Date: 02/22/2016 Meeting Type: Annual Ticker: GGG
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1a Elect Director Eric P. Etchart Mgmt For For For
1b Elect Director Jody H. Feragen Mgmt For For For
1c Elect Director J. Kevin Gilligan Mgmt For For For
2 Ratify Deloitte & Touche LLP as Auditors Mgmt For For For
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Seaboard Corporation
Meeting Date: 04/25/2016 Country: USA Primary Security ID: 811543107
Record Date: 02/24/2016 Meeting Type: Annual Ticker: SEB
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- -------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Steven J. Bresky Mgmt For Withhold Withhold
1.2 Elect Director David A. Adamsen Mgmt For For For
1.3 Elect Director Douglas W. Baena Mgmt For For For
1.4 Elect Director Edward I. Shifman, Jr. Mgmt For For For
2 Ratify KPMG LLP as Auditors Mgmt For For For
3 Require Independent Board Chairman SH Against For For
Winmark Corporation
Meeting Date: 04/27/2016 Country: USA Primary Security ID: 974250102
Record Date: 03/04/2016 Meeting Type: Annual Ticker: WINA
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1 Fix Number of Directors at Eight Mgmt For For For
2.1 Elect Director John L. Morgan Mgmt For For For
2.2 Elect Director Lawrence A. Barbetta Mgmt For For For
2.3 Elect Director Jenele C. Grassle Mgmt For For For
2.4 Elect Director Brett D. Heffes Mgmt For For For
2.5 Elect Director Kirk A. MacKenzie Mgmt For For For
2.6 Elect Director Paul C. Reyelts Mgmt For For For
2.7 Elect Director Mark L. Wilson Mgmt For For For
2.8 Elect Director Steven C. Zola Mgmt For For For
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
4 Ratify Grant Thornton LLP as Auditors Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Matson, Inc.
Meeting Date: 04/28/2016 Country: USA Primary Security ID: 57686G105
Record Date: 02/23/2016 Meeting Type: Annual Ticker: MATX
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director W. Blake Baird Mgmt For For For
1.2 Elect Director Michael J. Chun Mgmt For For For
1.3 Elect Director Matthew J. Cox Mgmt For For For
1.4 Elect Director Walter A. Dods, Jr. Mgmt For For For
1.5 Elect Director Thomas B. Fargo Mgmt For For For
1.6 Elect Director Constance H. Lau Mgmt For For For
1.7 Elect Director Jeffrey N. Watanabe Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
3 Approve Omnibus Stock Plan Mgmt For For For
4 Ratify Deloitte and Touche LLP as Auditors Mgmt For For For
Primo Water Corporation
Meeting Date: 04/28/2016 Country: USA Primary Security ID: 74165N105
Record Date: 03/04/2016 Meeting Type: Annual Ticker: PRMW
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ---------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Richard A. Brenner Mgmt For For For
1.2 Elect Director Susan E. Cates Mgmt For For For
2 Ratify BDO USA, LLP as Auditors Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Universal Truckload Services, Inc.
Meeting Date: 04/28/2016 Country: USA Primary Security ID: 91388P105
Record Date: 03/18/2016 Meeting Type: Annual Ticker: UACL
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ---------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Matthew T. Moroun Mgmt For Withhold Withhold
1.2 Elect Director Manuel J. Moroun Mgmt For Withhold Withhold
1.3 Elect Director Frederick P. Calderone Mgmt For Withhold Withhold
1.4 Elect Director Joseph J. Casaroll Mgmt For Withhold Withhold
1.5 Elect Director Daniel J. Deane Mgmt For Withhold Withhold
1.6 Elect Director Michael A. Regan Mgmt For Withhold Withhold
1.7 Elect Director Jeff Rogers Mgmt For Withhold Withhold
1.8 Elect Director Daniel C. Sullivan Mgmt For Withhold Withhold
1.9 Elect Director Richard P. Urban Mgmt For Withhold Withhold
1.10 Elect Director H.E. 'Scott' Wolfe Mgmt For Withhold Withhold
2 Ratify BDO USA, LLP as Auditors Mgmt For For For
3 Change Company Name to Universal Logistics Holdings, Inc. Mgmt For For For
Cincinnati Bell Inc.
Meeting Date: 04/29/2016 Country: USA Primary Security ID: 171871106
Record Date: 02/29/2016 Meeting Type: Annual Ticker: CBB
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ----------------------------------- --------- -------- ---------- -----------
1a Elect Director Phillip R. Cox Mgmt For For For
1b Elect Director John W. Eck Mgmt For For For
1c Elect Director Jakki L. Haussler Mgmt For For For
1d Elect Director Craig F. Maier Mgmt For For For
1e Elect Director Russel P. Mayer Mgmt For For For
1f Elect Director Lynn A. Wentworth Mgmt For For For
1g Elect Director Martin J. Yudkovitz Mgmt For For For
1h Elect Director John M. Zrno Mgmt For For For
1i Elect Director Theodore H. Torbeck Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Cincinnati Bell Inc.
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For Against Against
3 Approve Non-Employee Director Omnibus Stock Plan Mgmt For For For
4 Amend Executive Incentive Bonus Plan Mgmt For For For
5 Ratify Deloitte & Touche LLP as Auditors Mgmt For For For
United States Lime & Minerals, Inc.
Meeting Date: 04/29/2016 Country: USA Primary Security ID: 911922102
Record Date: 03/16/2016 Meeting Type: Annual Ticker: USLM
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Timothy W. Byrne Mgmt For For For
1.2 Elect Director Richard W. Cardin Mgmt For For For
1.3 Elect Director Antoine M. Doumet Mgmt For Withhold Withhold
1.4 Elect Director Billy R. Hughes Mgmt For For For
1.5 Elect Director Edward A. Odishaw Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
UTAH MEDICAL PRODUCTS, INC.
Meeting Date: 04/29/2016 Country: USA Primary Security ID: 917488108
Record Date: 02/25/2016 Meeting Type: Annual Ticker: UTMD
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1 Elect Director Barbara A. Payne Mgmt For Withhold Withhold
2 Ratify Jones Simkins LLC as Auditors Mgmt For For For
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
AGREE REALTY CORPORATION
Meeting Date: 05/02/2016 Country: USA Primary Security ID: 008492100
Record Date: 03/04/2016 Meeting Type: Annual Ticker: ADC
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Joel Agree Mgmt For For For
1.2 Elect Director William S. Rubenfaer Mgmt For For For
1.3 Elect Director Leon M. Schurgin Mgmt For For For
2 Ratify Grant Thornton LLP as Auditors Mgmt For For For
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
4 Increase Authorized Common Stock Mgmt For For For
5 Amend Charter to Prohibit the Board of Directors from Classifying or Mgmt For For For
Reclassifying Shares of Common Stock into Shares of Preferred Stock
ManpowerGroup Inc.
Meeting Date: 05/03/2016 Country: USA Primary Security ID: 56418H100
Record Date: 02/23/2016 Meeting Type: Annual Ticker: MAN
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------- --------- -------- ---------- -----------
1A Elect Director Gina R. Boswell Mgmt For For For
1B Elect Director Cari M. Dominguez Mgmt For For For
1C Elect Director William Downe Mgmt For For For
1D Elect Director John F. Ferraro Mgmt For For For
1E Elect Director Patricia Hemingway Hall Mgmt For For For
1F Elect Director Roberto Mendoza Mgmt For For For
1G Elect Director Ulice Payne, Jr. Mgmt For For For
1H Elect Director Jonas Prising Mgmt For For For
1I Elect Director Paul Read Mgmt For For For
1J Elect Director Elizabeth P. Sartain Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
ManpowerGroup Inc.
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1K Elect Director John R. Walter Mgmt For For For
1L Elect Director Edward J. Zore Mgmt For For For
2 Amend Executive Incentive Bonus Plan Mgmt For For For
3 Amend Omnibus Stock Plan Mgmt For For For
4 Ratify Deloitte & Touche LLP as Auditors Mgmt For For For
5 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
City Office REIT, Inc.
Meeting Date: 05/04/2016 Country: USA Primary Security ID: 178587101
Record Date: 03/08/2016 Meeting Type: Annual Ticker: CIO
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------- --------- -------- ---------- -----------
1.1 Elect Director John McLernon Mgmt For For For
1.2 Elect Director James Farrar Mgmt For For For
1.3 Elect Director Samuel Belzberg Mgmt For For For
1.4 Elect Director William Flatt Mgmt For For For
1.5 Elect Director Mark Murski Mgmt For For For
1.6 Elect Director Stephen Shraiberg Mgmt For For For
2 Ratify KPMG LLP as Auditors Mgmt For For For
Ducommun Incorporated
Meeting Date: 05/04/2016 Country: USA Primary Security ID: 264147109
Record Date: 03/14/2016 Meeting Type: Annual Ticker: DCO
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ---------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Robert C. Ducommun Mgmt For For For
1.2 Elect Director Dean M. Flatt Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Ducommun Incorporated
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.3 Elect Director Jay L. Haberland Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
3 Ratify PricewaterhouseCoopers LLP as Auditors Mgmt For For For
THE MARCUS CORPORATION
Meeting Date: 05/04/2016 Country: USA Primary Security ID: 566330106
Record Date: 03/28/2016 Meeting Type: Annual Ticker: MCS
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Stephen H. Marcus Mgmt For For For
1.2 Elect Director Diane Marcus Gershowitz Mgmt For For For
1.3 Elect Director Daniel F. McKeithan, Jr. Mgmt For For For
1.4 Elect Director Allan H. Selig Mgmt For For For
1.5 Elect Director Timothy E. Hoeksema Mgmt For For For
1.6 Elect Director Bruce J. Olson Mgmt For For For
1.7 Elect Director Philip L. Milstein Mgmt For For For
1.8 Elect Director Bronson J. Haase Mgmt For For For
1.9 Elect Director James D. Ericson Mgmt For For For
1.10 Elect Director Gregory S. Marcus Mgmt For For For
1.11 Elect Director Brian J. Stark Mgmt For For For
1.12 Elect Director Katherine M. Gehl Mgmt For For For
1.13 Elect Director David M. Baum Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
3 Ratify Deloitte & Touche LLP as Auditors Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Koppers Holdings Inc.
Meeting Date: 05/05/2016 Country: USA Primary Security ID: 50060P106
Record Date: 03/22/2016 Meeting Type: Annual Ticker: KOP
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Cynthia A. Baldwin Mgmt For For For
1.2 Elect Director Leroy M. Ball, Jr. Mgmt For For For
1.3 Elect Director Sharon Feng Mgmt For For For
1.4 Elect Director David M. Hillenbrand Mgmt For For For
1.5 Elect Director Albert J. Neupaver Mgmt For For For
1.6 Elect Director Louis L. Testoni Mgmt For For For
1.7 Elect Director Stephen R. Tritch Mgmt For For For
1.8 Elect Director T. Michael Young Mgmt For For For
2 Amend Omnibus Stock Plan Mgmt For For For
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
4 Ratify KPMG LLP as Auditors Mgmt For For For
ChannelAdvisor Corporation
Meeting Date: 05/06/2016 Country: USA Primary Security ID: 159179100
Record Date: 03/10/2016 Meeting Type: Annual Ticker: ECOM
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Aris A. Buinevicius Mgmt For For For
1.2 Elect Director David J. Spitz Mgmt For For For
1.3 Elect Director Timothy V. Williams Mgmt For Withhold Withhold
2 Ratify Ernst & Young LLP as Auditors Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
NACCO Industries, Inc.
Meeting Date: 05/09/2016 Country: USA Primary Security ID: 629579103
Record Date: 03/14/2016 Meeting Type: Annual Ticker: NC
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Scott S. Cowen Mgmt For For For
1.2 Elect Director John P. Jumper Mgmt For For For
1.3 Elect Director Dennis W. LaBarre Mgmt For For For
1.4 Elect Director Richard de J. Osborne Mgmt For For For
1.5 Elect Director Alfred M. Rankin, Jr. Mgmt For For For
1.6 Elect Director James A. Ratner Mgmt For For For
1.7 Elect Director Britton T. Taplin Mgmt For For For
1.8 Elect Director David F. Taplin Mgmt For Withhold Withhold
1.9 Elect Director David B.H. Williams Mgmt For For For
2 Approve Executive Incentive Bonus Plan Mgmt For For For
3 Ratify Ernst & Young LLP as Auditors Mgmt For For For
NiSource Inc.
Meeting Date: 05/11/2016 Country: USA Primary Security ID: 65473P105
Record Date: 03/15/2016 Meeting Type: Annual Ticker: NI
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Richard A. Abdoo Mgmt For For For
1.2 Elect Director Aristides S. Candris Mgmt For For For
1.3 Elect Director Wayne S. DeVeydt Mgmt For For For
1.4 Elect Director Joseph Hamrock Mgmt For For For
1.5 Elect Director Deborah A. Henretta Mgmt For For For
1.6 Elect Director Michael E. Jesanis Mgmt For For For
1.7 Elect Director Kevin T. Kabat Mgmt For For For
1.8 Elect Director Richard L. Thompson Mgmt For For For
1.9 Elect Director Carolyn Y. Woo Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
NiSource Inc.
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ----------------------------------------- --------- -------- ---------- -----------
3 Ratify Deloitte & Touche LLP as Auditors Mgmt For For For
4 Report on Political Contributions SH Against For For
5 Stock Retention/Holding Period SH Against Against Against
6 Pro-rata Vesting of Equity Awards SH Against For For
Marchex, Inc.
Meeting Date: 05/12/2016 Country: USA Primary Security ID: 56624R108
Record Date: 03/16/2016 Meeting Type: Annual Ticker: MCHX
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ----------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Dennis Cline Mgmt For For For
1.2 Elect Director Anne Devereux-Mills Mgmt For For For
1.3 Elect Director Nicolas Hanauer Mgmt For For For
1.4 Elect Director Clark Kokich Mgmt For For For
1.5 Elect Director Ian Morris Mgmt For For For
1.6 Elect Director M. Wayne Wisehart Mgmt For For For
2 Ratify KPMG LLP as Auditors Mgmt For For For
Heska Corporation
Meeting Date: 05/13/2016 Country: USA Primary Security ID: 42805E306
Record Date: 04/01/2016 Meeting Type: Annual Ticker: HSKA
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------- --------- -------- ---------- -----------
1 Increase Authorized Common Stock Mgmt For For For
2.1 Elect Director G. Irwin Gordon Mgmt For For For
2.2 Elect Director Carol A. Wrenn Mgmt For For For
3 Amend Omnibus Stock Plan Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Heska Corporation
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
4 Increase Authorized Common Stock Mgmt For For For
5 Ratify EKS&H LLLP as Auditors Mgmt For For For
6 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
7 Adjourn Meeting Mgmt For For For
8 Other Business Mgmt For Against Against
Vectrus, Inc.
Meeting Date: 05/13/2016 Country: USA Primary Security ID: 92242T101
Record Date: 03/16/2016 Meeting Type: Annual Ticker: VEC
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1A Elect Director Louis J. Giuliano Mgmt For For For
1B Elect Director Mary L. Howell Mgmt For For For
1C Elect Director Eric M. Pillmore Mgmt For For For
2 Ratify Deloitte & Touche LLP as Auditors Mgmt For For For
3 Amend Executive Incentive Bonus Plan Mgmt For For For
4 Amend Omnibus Stock Plan Mgmt For For For
5 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
Bel Fuse Inc.
Meeting Date: 05/17/2016 Country: USA Primary Security ID: 077347300
Record Date: 03/22/2016 Meeting Type: Annual Ticker: BELFB
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ----------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Daniel Bernstein Mgmt For For For
1.2 Elect Director Peter Gilbert Mgmt For For For
2 Ratify Deloitte & Touche LLP as Auditors Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Bel Fuse Inc.
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
Lawson Products, Inc.
Meeting Date: 05/17/2016 Country: USA Primary Security ID: 520776105
Record Date: 03/18/2016 Meeting Type: Annual Ticker: LAWS
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------- --------- -------- ---------- -----------
1.1 Elect Director James S. Errant Mgmt For For For
1.2 Elect Director Lee S. Hillman Mgmt For For For
1.3 Elect Director Michael G. DeCata Mgmt For For For
2 Ratify BDO USA, LLP as Auditors Mgmt For For For
PennyMac Financial Services, Inc.
Meeting Date: 05/17/2016 Country: USA Primary Security ID: 70932B101
Record Date: 03/24/2016 Meeting Type: Annual Ticker: PFSI
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ----------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Stanford L. Kurland Mgmt For For For
1.2 Elect Director David A. Spector Mgmt For For For
1.3 Elect Director Matthew Botein Mgmt For Withhold Withhold
1.4 Elect Director James K. Hunt Mgmt For Withhold Withhold
1.5 Elect Director Patrick Kinsella Mgmt For For For
1.6 Elect Director Joseph Mazzella Mgmt For For For
1.7 Elect Director Farhad Nanji Mgmt For Withhold Withhold
1.8 Elect Director Mark Wiedman Mgmt For For For
1.9 Elect Director Emily Youssouf Mgmt For For For
2 Ratify Deloitte & Touche LLP as Auditors Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Suffolk Bancorp
Meeting Date: 05/17/2016 Country: USA Primary Security ID: 864739107
Record Date: 03/29/2016 Meeting Type: Annual Ticker: SCNB
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Brian K. Finneran Mgmt For For For
1.2 Elect Director Edgar F. Goodale Mgmt For For For
1.3 Elect Director David A. Kandell Mgmt For For For
1.4 Elect Director Ramesh N. Shah Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
3 Ratify BDO USA, LLP as Auditors Mgmt For For For
Ambac Financial Group, Inc.
Meeting Date: 05/18/2016 Country: USA Primary Security ID:
023139884
Record Date: 03/29/2016 Meeting Type: Proxy Contest Ticker: AMBC
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
Management Proxy (White Card) Mgmt
1.1 Elect Director Alexander D. Greene Mgmt For For For
1.2 Elect Director Ian D. Haft Mgmt For For For
1.3 Elect Director David Herzog Mgmt For For For
1.4 Elect Director C. James Prieur Mgmt For For For
1.5 Elect Director Jeffrey S. Stein Mgmt For For For
1.6 Elect Director Nader Tavakoli Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For Against Against
3 Ratify KPMG LLP as Auditors Mgmt For For For
Dissident Proxy (Gold Card) Mgmt
1.1 Elect Director Frederick Arnold SH For Do Not Do Not
Vote Vote
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Ambac Financial Group, Inc.
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.2 Management Nominee Alexander D. Greene SH For Do Not Do Not
Vote Vote
1.3 Management Nominee Ian D. Haft SH For Do Not Do Not
Vote Vote
1.4 Management Nominee David Herzog SH For Do Not Do Not
Vote Vote
1.5 Management Nominee C. James Prieur SH For Do Not Do Not
Vote Vote
1.6 Management Nominee Nader Tavakoli SH For Do Not Do Not
Vote Vote
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt Against Do Not Do Not
Vote Vote
3 Ratify KPMG LLP as Auditors Mgmt For Do Not Do Not
Vote Vote
Caesars Entertainment Corporation
Meeting Date: 05/18/2016 Country: USA Primary Security ID: 127686103
Record Date: 03/21/2016 Meeting Type: Annual Ticker: CZR
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Jeffrey Benjamin Mgmt For Withhold Withhold
1.2 Elect Director Lynn Swann Mgmt For For For
1.3 Elect Director Fred Kleisner Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
3 Ratify Deloitte & Touche LLP as Auditors Mgmt For For For
4 Amend Omnibus Stock Plan Mgmt For Against Against
5 Amend Executive Incentive Bonus Plan Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Community Healthcare Trust Incorporated
Meeting Date: 05/18/2016 Country: USA Primary Security ID: 20369C106
Record Date: 03/25/2016 Meeting Type: Annual Ticker: CHCT
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ------------------------------------ --------- -------- ---------- -----------
1.1 Elect Director Alan Gardner Mgmt For For For
1.2 Elect Director Robert Z. Hensley Mgmt For For For
1.3 Elect Director Alfred Lumsdaine Mgmt For For For
1.4 Elect Director R. Lawrence Van Horn Mgmt For For For
1.5 Elect Director Timothy G. Wallace Mgmt For For For
2 Ratify BDO USA, LLP as Auditors Mgmt For For For
CorEnergy Infrastructure Trust, Inc.
Meeting Date: 05/18/2016 Country: USA Primary Security ID: 21870U502
Record Date: 04/01/2016 Meeting Type: Annual Ticker: CORR
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Catherine A. Lewis Mgmt For Withhold Withhold
1.2 Elect Director Richard C. Green Mgmt For Withhold Withhold
2 Ratify Ernst & Young LLP as Auditors Mgmt For For For
Del Frisco's Restaurant Group, Inc.
Meeting Date: 05/18/2016 Country: USA Primary Security ID: 245077102
Record Date: 03/31/2016 Meeting Type: Annual Ticker: DFRG
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- -------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Ian R. Carter Mgmt For For For
1.2 Elect Director Richard L. Davis Mgmt For For For
2 Ratify KPMG LLP as Auditors Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Investors Title Company
Meeting Date: 05/18/2016 Country: USA Primary Security ID: 461804106
Record Date: 04/01/2016 Meeting Type: Annual Ticker: ITIC
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director J. Allen Fine Mgmt For Withhold Withhold
1.2 Elect Director David L. Francis Mgmt For Withhold Withhold
1.3 Elect Director James H. Speed, Jr. Mgmt For Withhold Withhold
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
3 Ratify Dixon Hughes Goodman LLP as Auditors Mgmt For For For
Magellan Health, Inc.
Meeting Date: 05/18/2016 Country: USA Primary Security ID: 559079207
Record Date: 03/31/2016 Meeting Type: Annual Ticker: MGLN
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Michael S. Diament Mgmt For For For
1.2 Elect Director Barry M. Smith Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
3 Approve Omnibus Stock Plan Mgmt For For For
4 Approve Omnibus Stock Plan Mgmt For Against Against
5 Ratify Ernst & Young LLP as Auditors Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Rosetta Stone Inc.
Meeting Date: 05/19/2016 Country: USA Primary Security ID: 777780107
Record Date: 03/24/2016 Meeting Type: Annual Ticker: RST
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director A. John Hass, III Mgmt For For For
1.2 Elect Director David Nierenberg Mgmt For For For
1.3 Elect Director Steven P. Yankovich Mgmt For For For
2 Ratify Deloitte & Touche LLP as Auditors Mgmt For For For
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
Atlas Air Worldwide Holdings, Inc.
Meeting Date: 05/24/2016 Country: USA Primary Security ID: 049164205
Record Date: 03/28/2016 Meeting Type: Annual Ticker: AAWW
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Robert F. Agnew Mgmt For For For
1.2 Elect Director Timothy J. Bernlohr Mgmt For For For
1.3 Elect Director William J. Flynn Mgmt For For For
1.4 Elect Director James S. Gilmore, III Mgmt For For For
1.5 Elect Director Bobby J. Griffin Mgmt For For For
1.6 Elect Director Carol B. Hallett Mgmt For For For
1.7 Elect Director Frederick McCorkle Mgmt For For For
1.8 Elect Director Duncan J. McNabb Mgmt For For For
1.9 Elect Director John K. Wulff Mgmt For For For
2 Ratify PricewaterhouseCoopers LLP as Auditors Mgmt For For For
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For Against Against
4 Approve Omnibus Stock Plan Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Integrated Electrical Services, Inc.
Meeting Date: 05/24/2016 Country: USA Primary Security ID: 45811E301
Record Date: 03/25/2016 Meeting Type: Special Ticker: IESC
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ------------------------------------------ --------- -------- ---------- -----------
1 Change Company Name to IES Holdings, Inc. Mgmt For For For
J. Alexander's Holdings, Inc.
Meeting Date: 05/24/2016 Country: USA Primary Security ID: 46609J106
Record Date: 03/29/2016 Meeting Type: Annual Ticker: JAX
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- -------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Timothy T. Janszen Mgmt For Withhold Withhold
1.2 Elect Director Ronald B. Maggard, Sr. Mgmt For For For
2 Ratify KPMG LLP as Auditors Mgmt For For For
SPX Corporation
Meeting Date: 05/24/2016 Country: USA Primary Security ID: 784635104
Record Date: 03/29/2016 Meeting Type: Annual Ticker: SPXC
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Ricky D. Puckett Mgmt For For For
1.2 Elect Director Tana L. Utley Mgmt For For For
1.3 Elect Director Ruth G. Shaw Mgmt For For For
1.4 Elect Director Eugene J. Lowe, III Mgmt For For For
1.5 Elect Director Patrick J. O'Leary Mgmt For For For
1.6 Elect Director David A. Roberts Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
SPX Corporation
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ----------------------------------------- --------- -------- ---------- -----------
3 Amend Executive Incentive Bonus Plan Mgmt For For For
4 Ratify Deloitte & Touche LLP as Auditors Mgmt For For For
Bunge Limited
Meeting Date: 05/25/2016 Country: Bermuda Primary Security ID: G16962105
Record Date: 03/30/2016 Meeting Type: Annual Ticker: BG
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------------- --------- -------- ---------- -----------
1 Declassify the Board of Directors Mgmt For For For
2.1 Elect Director Paul Cornet de Ways-Ruart Mgmt For For For
2.2 Elect Director William Engels Mgmt For For For
2.3 Elect Director L. Patrick Lupo Mgmt For For For
2.4 Elect Director Soren Schroder Mgmt For For For
3 Approve Deloitte & Touche LLP as Auditors and Authorize Board to Fix Mgmt For For For
Their Remuneration
4 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
5 Approve Omnibus Stock Plan Mgmt For For For
Cambium Learning Group, Inc.
Meeting Date: 05/25/2016 Country: USA Primary Security ID: 13201A107
Record Date: 03/31/2016 Meeting Type: Annual Ticker: ABCD
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ----------------------------------- --------- -------- ---------- -----------
1.1 Elect Director David F. Bainbridge Mgmt For Withhold Withhold
1.2 Elect Director Walter G. Bumphus Mgmt For For For
1.3 Elect Director John Campbell Mgmt For Withhold Withhold
1.4 Elect Director Clifford K. Chiu Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Cambium Learning Group, Inc.
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ------------------------------------ --------- -------- ---------- -----------
1.5 Elect Director Carolyn Getridge Mgmt For Withhold Withhold
1.6 Elect Director Thomas Kalinske Mgmt For For For
1.7 Elect Director Harold O. Levy Mgmt For For For
1.8 Elect Director Jeffrey T. Stevenson Mgmt For Withhold Withhold
1.9 Elect Director Joe Walsh Mgmt For Withhold Withhold
2 Ratify Whitley Penn LLP as Auditors Mgmt For For For
Old Line Bancshares, Inc.
Meeting Date: 05/25/2016 Country: USA Primary Security ID: 67984M100
Record Date: 04/04/2016 Meeting Type: Annual Ticker: OLBK
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director James W. Cornelsen Mgmt For For For
1.2 Elect Director James F. Dent Mgmt For Withhold Withhold
1.3 Elect Director Thomas H. Graham Mgmt For For For
1.4 Elect Director Carla Hargrove McGill Mgmt For For For
1.5 Elect Director Jeffrey A. Rivest Mgmt For For For
2 Ratify Dixon Hughes Goodman LLP as Auditors Mgmt For For For
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For Against Against
Sears Hometown and Outlet Stores, Inc.
Meeting Date: 05/25/2016 Country: USA Primary Security ID: 812362101
Record Date: 04/05/2016 Meeting Type: Annual Ticker: SHOS
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ------------------------------ --------- -------- ---------- -----------
1.1 Elect Director E.J. Bird Mgmt For For For
1.2 Elect Director James F. Gooch Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Sears Hometown and Outlet Stores, Inc.
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.3 Elect Director Josephine Linden Mgmt For For For
1.4 Elect Director William K. Phelan Mgmt For For For
1.5 Elect Director Will Powell Mgmt For For For
1.6 Elect Director David Robbins Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
3 Ratify BDO USA, LLP as Auditors Mgmt For For For
Taylor Morrison Home Corporation
Meeting Date: 05/25/2016 Country: USA Primary Security ID: 87724P106
Record Date: 03/31/2016 Meeting Type: Annual Ticker: TMHC
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Kelvin Davis Mgmt For Withhold Withhold
1.2 Elect Director James Henry Mgmt For For For
1.3 Elect Director Anne L. Mariucci Mgmt For For For
1.4 Elect Director Rajath Shourie Mgmt For Withhold Withhold
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
3 Ratify Deloitte & Touche LLP as Auditors Mgmt For For For
4 Amend Omnibus Stock Plan Mgmt For For For
Global Brass and Copper Holdings, Inc.
Meeting Date: 05/26/2016 Country: USA Primary Security ID: 37953G103
Record Date: 03/28/2016 Meeting Type: Annual Ticker: BRSS
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ------------------------------- --------- -------- ---------- -----------
1a Elect Director Vicki L. Avril Mgmt For For For
1b Elect Director Donald L. Marsh Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Global Brass and Copper Holdings, Inc.
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1c Elect Director Bradford T. Ray Mgmt For For For
1d Elect Director John H. Walker Mgmt For For For
1e Elect Director John J. Wasz Mgmt For For For
1f Elect Director Martin E. Welch, III Mgmt For For For
1g Elect Director Ronald C. Whitaker Mgmt For For For
2 Ratify PricewaterhouseCoopers LLP as Auditors Mgmt For For For
3 Amend Omnibus Stock Plan Mgmt For For For
4 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
Handy & Harman Ltd.
Meeting Date: 05/26/2016 Country: USA Primary Security ID: 410315105
Record Date: 03/28/2016 Meeting Type: Annual Ticker: HNH
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Warren G. Lichtenstein Mgmt For Against Against
1.2 Elect Director Robert Frankfurt Mgmt For Against Against
1.3 Elect Director Jack L. Howard Mgmt For Against Against
1.4 Elect Director John H. McNamara, Jr. Mgmt For Against Against
1.5 Elect Director Patrick A. DeMarco Mgmt For Against Against
1.6 Elect Director Garen W. Smith Mgmt For Against Against
1.7 Elect Director Jeffrey A. Svoboda Mgmt For Against Against
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For Against Against
3 Ratify BDO USA, LLP as Auditors Mgmt For For For
4 Approve Omnibus Stock Plan Mgmt For Against Against
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Northrim BanCorp, Inc.
Meeting Date: 05/26/2016 Country: USA Primary Security ID: 666762109
Record Date: 03/31/2016 Meeting Type: Annual Ticker: NRIM
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Joseph M. Beedle Mgmt For For For
1.2 Elect Director Larry S. Cash Mgmt For For For
1.3 Elect Director Mark G. Copeland Mgmt For For For
1.4 Elect Director Anthony Drabek Mgmt For For For
1.5 Elect Director Karl L. Hanneman Mgmt For For For
1.6 Elect Director David W. Karp Mgmt For For For
1.7 Elect Director Joseph M. Schierhorn Mgmt For For For
1.8 Elect Director David J. McCambridge Mgmt For For For
1.9 Elect Director Krystal M. Nelson Mgmt For For For
1.10 Elect Director John C. Swalling Mgmt For For For
1.11 Elect Director Linda C. Thomas Mgmt For For For
1.12 Elect Director David G. Wight Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
3 Ratify Moss Adams LLP as Auditors Mgmt For For For
Quanta Services, Inc.
Meeting Date: 05/26/2016 Country: USA Primary Security ID: 74762E102
Record Date: 03/28/2016 Meeting Type: Annual Ticker: PWR
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ------------------------------------------ --------- -------- ---------- -----------
1.1 Elect Director Earl C. (Duke) Austin, Jr. Mgmt For For For
1.2 Elect Director Doyle N. Beneby Mgmt For For For
1.3 Elect Director J. Michal Conaway Mgmt For For For
1.4 Elect Director Vincent D. Foster Mgmt For For For
1.5 Elect Director Bernard Fried Mgmt For For For
1.6 Elect Director Worthing F. Jackman Mgmt For For For
1.7 Elect Director David M. McClanahan Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Quanta Services, Inc.
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.8 Elect Director Bruce Ranck Mgmt For For For
1.9 Elect Director Margaret B. Shannon Mgmt For For For
1.10 Elect Director Pat Wood, III Mgmt For For For
2 Ratify PricewaterhouseCoopers LLP as Auditors Mgmt For For For
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
4 Amend Omnibus Stock Plan Mgmt For For For
Territorial Bancorp Inc.
Meeting Date: 05/26/2016 Country: USA Primary Security ID: 88145X108
Record Date: 03/31/2016 Meeting Type: Annual Ticker: TBNK
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Kirk W. Caldwell Mgmt For For For
1.2 Elect Director Francis E. Tanaka Mgmt For For For
2 Ratify Moss Adams LLP as Auditors Mgmt For For For
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For Against Against
4 Amend Omnibus Stock Plan Mgmt For For For
Triple-S Management Corporation
Meeting Date: 05/26/2016 Country: USA Primary Security ID: 896749108
Record Date: 04/08/2016 Meeting Type: Annual Ticker: GTS
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------- --------- -------- ---------- -----------
1a Elect Director David H. Chafey, Jr. Mgmt For For For
1b Elect Director Antonio F. Faria-Soto Mgmt For For For
1c Elect Director Manuel Figueroa-Collazo Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Triple-S Management Corporation
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1d Elect Director Joseph A. Frick Mgmt For For For
2 Ratify Deloitte & Touche LLP as Auditors Mgmt For For For
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
Vishay Precision Group, Inc.
Meeting Date: 05/26/2016 Country: USA Primary Security ID: 92835K103
Record Date: 04/04/2016 Meeting Type: Annual Ticker: VPG
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Marc Zandman Mgmt For For For
1.2 Elect Director Janet M. Clarke Mgmt For For For
1.3 Elect Director Saul V. Reibstein Mgmt For For For
1.4 Elect Director Timothy V. Talbert Mgmt For For For
1.5 Elect Director Ziv Shoshani Mgmt For For For
1.6 Elect Director Cary B. Wood Mgmt For For For
2 Ratify Ernst & Young LLP as Auditors Mgmt For For For
Miller Industries, Inc.
Meeting Date: 05/27/2016 Country: USA Primary Security ID: 600551204
Record Date: 04/05/2016 Meeting Type: Annual Ticker: MLR
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ---------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Theodore H. Ashford, III Mgmt For For For
1.2 Elect Director A. Russell Chandler, III Mgmt For For For
1.3 Elect Director William G. Miller Mgmt For For For
1.4 Elect Director William G. Miller, II Mgmt For For For
1.5 Elect Director Richard H. Roberts Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Miller Industries, Inc.
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
Nature's Sunshine Products, Inc.
Meeting Date: 05/31/2016 Country: USA Primary Security ID: 639027101
Record Date: 04/08/2016 Meeting Type: Annual Ticker: NATR
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Li Dongjiu Mgmt For For For
1.2 Elect Director Albert R. Dowden Mgmt For For For
1.3 Elect Director Kristine F. Hughes Mgmt For For For
1.4 Elect Director Robert B. Mercer Mgmt For For For
1.5 Elect Director Gregory L. Probert Mgmt For For For
1.6 Elect Director Mary Beth Springer Mgmt For For For
1.7 Elect Director Rebecca L. Steinfort Mgmt For For For
1.8 Elect Director J. Christopher Teets Mgmt For For For
1.9 Elect Director Jeffrey D. Watkins Mgmt For For For
2 Ratify Deloitte & Touche LLP as Auditors Mgmt For For For
3 Ratify Fee Shifting Bylaw Mgmt For Against Against
4 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For Against Against
Tech Data Corporation
Meeting Date: 06/01/2016 Country: USA Primary Security ID: 878237106
Record Date: 03/24/2016 Meeting Type: Annual Ticker: TECD
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ----------------------------------- --------- -------- ---------- -----------
1a Elect Director Charles E. Adair Mgmt For For For
1b Elect Director Robert M. Dutkowsky Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Tech Data Corporation
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1c Elect Director Harry J. Harczak, Jr. Mgmt For For For
1d Elect Director Kathleen Misunas Mgmt For For For
1e Elect Director Thomas I. Morgan Mgmt For For For
1f Elect Director Steven A. Raymund Mgmt For For For
1g Elect Director Patrick G. Sayer Mgmt For Against Against
1h Elect Director Savio W. Tung Mgmt For For For
2 Ratify Ernst & Young LLP as Auditors Mgmt For For For
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
Amedisys, Inc.
Meeting Date: 06/02/2016 Country: USA Primary Security ID: 023436108
Record Date: 04/15/2016 Meeting Type: Annual Ticker: AMED
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Linda J. Hall Mgmt For For For
1.2 Elect Director Julie D. Klapstein Mgmt For For For
1.3 Elect Director Paul B. Kusserow Mgmt For For For
1.4 Elect Director Ronald A. LaBorde Mgmt For For For
1.5 Elect Director Richard A. Lechleiter Mgmt For For For
1.6 Elect Director Jake L. Netterville Mgmt For For For
1.7 Elect Director Bruce D. Perkins Mgmt For For For
1.8 Elect Director Jeffrey A. Rideout Mgmt For For For
1.9 Elect Director Donald A. Washburn Mgmt For For For
1.10 Elect Director Nathaniel M. Zilkha Mgmt For Withhold Withhold
2 Ratify KPMG LLP as Auditors Mgmt For For For
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Reading International, Inc.
Meeting Date: 06/02/2016 Country: USA Primary Security ID: 755408101
Record Date: 04/22/2016 Meeting Type: Annual Ticker: RDI
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ------------------------------------ --------- -------- ---------- -----------
1.1 Elect Director Ellen M. Cotter Mgmt For Withhold Withhold
1.2 Elect Director Guy W. Adams Mgmt For Withhold Withhold
1.3 Elect Director Judy Codding Mgmt For For For
1.4 Elect Director James J. Cotter, Jr. Mgmt For Withhold Withhold
1.5 Elect Director Margaret Cotter Mgmt For Withhold Withhold
1.6 Elect Director William D. Gould Mgmt For Withhold Withhold
1.7 Elect Director Edward L. Kane Mgmt For Withhold Withhold
1.8 Elect Director Douglas J. McEachern Mgmt For Withhold Withhold
1.9 Elect Director Michael Wrotniak Mgmt For For For
Rightside Group, Ltd.
Meeting Date: 06/02/2016 Country: USA Primary Security ID: 76658B100
Record Date: 04/06/2016 Meeting Type: Annual Ticker: NAME
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ---------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director David E. Panos Mgmt For For For
1.2 Elect Director Richard C. Spalding Mgmt For For For
2 Ratify PricewaterhouseCoopers LLP as Auditors Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Financial Institutions, Inc.
Meeting Date: 06/03/2016 Country: USA Primary Security ID:
317585404
Record Date: 04/11/2016 Meeting Type: Proxy Contest Ticker: FISI
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
Management Proxy (Blue Card) Mgmt
1.1 Elect Director Martin K. Birmingham Mgmt For For For
1.2 Elect Director Samuel M. Gullo Mgmt For For For
1.3 Elect Director Kim E. VanGelder Mgmt For For For
1.4 Elect Director James H. Wyckoff Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
3 Ratify KPMG LLP as Auditors Mgmt For For For
Dissident Proxy (White Card) Mgmt
1.1 Elect Directors Johnny Guerry SH For Do Not Do Not
Vote Vote
1.2 Elect Directors Terrell T. Philen, Jr. SH For Do Not Do Not
Vote Vote
1.3 Management Nominee Martin K. Birmingham SH For Do Not Do Not
Vote Vote
1.4 Management Nominee James H. Wyckoff SH For Do Not Do Not
Vote Vote
2 Ratify KPMG LLP as Auditors Mgmt For Do Not Do Not
Vote Vote
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt Against Do Not Do Not
Vote Vote
Hallmark Financial Services, Inc.
Meeting Date: 06/03/2016 Country: USA Primary Security ID: 40624Q203
Record Date: 04/08/2016 Meeting Type: Annual Ticker: HALL
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Mark E. Schwarz Mgmt For For For
1.2 Elect Director Scott T. Berlin Mgmt For For For
1.3 Elect Director James H. Graves Mgmt For For For
1.4 Elect Director Mark E. Pape Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Hallmark Financial Services, Inc.
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
3 Require a Majority Vote for the Election of Directors SH None For For
Cherokee Inc.
Meeting Date: 06/06/2016 Country: USA Primary Security ID: 16444H102
Record Date: 04/07/2016 Meeting Type: Annual Ticker: CHKE
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Timothy Ewing Mgmt For For For
1.2 Elect Director Robert Galvin Mgmt For For For
1.3 Elect Director Keith Hull Mgmt For For For
1.4 Elect Director Jess Ravich Mgmt For For For
1.5 Elect Director Frank Tworecke Mgmt For For For
1.6 Elect Director Henry Stupp Mgmt For For For
2 Ratify Ernst & Young LLP as Auditors Mgmt For For For
3 Amend Omnibus Stock Plan Mgmt For For For
4 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
DSP Group, Inc.
Meeting Date: 06/06/2016 Country: USA Primary Security ID: 23332B106
Record Date: 04/08/2016 Meeting Type: Annual Ticker: DSPG
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Ofer Elyakim Mgmt For For For
1.2 Elect Director Thomas A. Lacey Mgmt For For For
1.3 Elect Director Gabi Seligsohn Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
DSP Group, Inc.
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------------------- --------- -------- ---------- -----------
1.4 Elect Director Yair Seroussi Mgmt For For For
1.5 Elect Director Norman P. Taffe Mgmt For For For
1.6 Elect Director Patrick Tanguy Mgmt For For For
1.7 Elect Director Kenneth H. Traub Mgmt For For For
2 Provide Directors May Be Removed With or Without Cause Mgmt For For For
3 Adopt the Jurisdiction of Incorporation as the Exclusive Forum for Certain Mgmt For Against Against
Disputes
4 Ratify Kost Forer Gabbay & Kasierer as Auditors Mgmt For For For
5 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
Alaska Communications Systems Group, Inc.
Meeting Date: 06/07/2016 Country: USA Primary Security ID: 01167P101
Record Date: 04/11/2016 Meeting Type: Annual Ticker: ALSK
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Edward (Ned) J. Hayes, Jr. Mgmt For For For
1.2 Elect Director Margaret L. Brown Mgmt For For For
1.3 Elect Director David W. Karp Mgmt For For For
1.4 Elect Director Peter D. Ley Mgmt For For For
1.5 Elect Director Brian A. Ross Mgmt For For For
1.6 Elect Director Anand Vadapalli Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
3 Ratify Moss Adams LLP as Auditors Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Omega Flex, Inc.
Meeting Date: 06/07/2016 Country: USA Primary Security ID: 682095104
Record Date: 04/05/2016 Meeting Type: Annual Ticker: OFLX
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director J. Nicholas Filler Mgmt For For For
1.2 Elect Director Derek W. Glanvill Mgmt For For For
1.3 Elect Director Bruce C. Klink Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
3 Ratify RSM US LLP as Auditors Mgmt For For For
SeaSpine Holdings Corporation
Meeting Date: 06/07/2016 Country: USA Primary Security ID: 81255T108
Record Date: 04/18/2016 Meeting Type: Annual Ticker: SPNE
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ---------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Keith Bradley Mgmt For For For
1.2 Elect Director Michael Fekete Mgmt For For For
1.3 Elect Director John B. Henneman, III Mgmt For For For
2 Amend Omnibus Stock Plan Mgmt For Against Against
3 Ratify PricewaterhouseCoopers LLP as Auditors Mgmt For For For
Monarch Casino & Resort, Inc.
Meeting Date: 06/08/2016 Country: USA Primary Security ID: 609027107
Record Date: 04/15/2016 Meeting Type: Annual Ticker: MCRI
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------- --------- -------- ---------- -----------
1.1 Elect Director John Farahi Mgmt For Withhold Withhold
1.2 Elect Director Craig F. Sullivan Mgmt For For For
1.3 Elect Director Paul Andrews Mgmt For For For
2 Other Business Mgmt For Against Against
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Zix Corporation
Meeting Date: 06/08/2016 Country: USA Primary Security ID: 98974P100
Record Date: 04/19/2016 Meeting Type: Annual Ticker: ZIXI
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Mark J. Bonney Mgmt For For For
1.2 Elect Director Taher A. Elgamal Mgmt For For For
1.3 Elect Director Robert C. Hausmann Mgmt For For For
1.4 Elect Director Maribess L. Miller Mgmt For For For
1.5 Elect Director Richard D. Spurr Mgmt For For For
1.6 Elect Director David J. Wagner Mgmt For For For
2 Ratify Whitley Penn LLP as Auditors Mgmt For For For
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
Century Casinos, Inc.
Meeting Date: 06/09/2016 Country: USA Primary Security ID: 156492100
Record Date: 04/11/2016 Meeting Type: Annual Ticker: CNTY
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Robert S. Eichberg Mgmt For For For
1.2 Elect Director Dinah Corbaci Mgmt For For For
2 Ratify Deloitte & Touche LLP as Auditors Mgmt For For For
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For Against Against
4 Approve Omnibus Stock Plan Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Orchid Island Capital, Inc.
Meeting Date: 06/09/2016 Country: USA Primary Security ID: 68571X103
Record Date: 03/30/2016 Meeting Type: Annual Ticker: ORC
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ------------------------------------ --------- -------- ---------- -----------
1a Elect Director Robert E. Cauley Mgmt For For For
1b Elect Director G. Hunter Haas, IV Mgmt For For For
1c Elect Director W Coleman Bitting Mgmt For For For
1d Elect Director John B. Van Heuvelen Mgmt For For For
1e Elect Director Frank P. Filipps Mgmt For For For
1f Elect Director Ava L. Parker Mgmt For For For
2 Ratify BDO USA, LLP as Auditors Mgmt For For For
Perry Ellis International, Inc.
Meeting Date: 06/09/2016 Country: USA Primary Security ID: 288853104
Record Date: 04/28/2016 Meeting Type: Annual Ticker: PERY
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director George Feldenkreis Mgmt For For For
1.2 Elect Director Jane E. DeFlorio Mgmt For For For
1.3 Elect Director Joe Arriola Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
3 Approve Executive Incentive Bonus Plan Mgmt For For For
4 Ratify PricewaterhouseCoopers LLP as Auditors Mgmt For For For
5 Require Advance Notice for Shareholder Proposals/Nominations Mgmt For Against Against
6 Declassify the Board of Directors Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Visteon Corporation
Meeting Date: 06/09/2016 Country: USA Primary Security ID: 92839U206
Record Date: 04/15/2016 Meeting Type: Annual Ticker: VC
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1a Elect Director Jeffrey D. Jones Mgmt For For For
1b Elect Director Sachin S. Lawande Mgmt For For For
1c Elect Director Joanne M. Maguire Mgmt For For For
1d Elect Director Robert J. Manzo Mgmt For For For
1e Elect Director Francis M. Scricco Mgmt For For For
1f Elect Director David L. Treadwell Mgmt For For For
1g Elect Director Harry J. Wilson Mgmt For For For
1h Elect Director Rouzbeh Yassini-Fard Mgmt For For For
2 Ratify Ernst & Young LLP as Auditors Mgmt For For For
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
4 Provide Proxy Access Right Mgmt For For For
Volt Information Sciences, Inc.
Meeting Date: 06/09/2016 Country: USA Primary Security ID: 928703107
Record Date: 05/13/2016 Meeting Type: Annual Ticker: VISI
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director James E. Boone Mgmt For Withhold Withhold
1.2 Elect Director Nicholas S. Cyprus Mgmt For For For
1.3 Elect Director Michael D. Dean Mgmt For For For
1.4 Elect Director Dana Messina Mgmt For For For
1.5 Elect Director John C. Rudolf Mgmt For For For
1.6 Elect Director Laurie Siegel Mgmt For For For
1.7 Elect Director Bruce G. Goodman Mgmt For For For
2 Ratify Ernst & Young LLP as Auditors Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Volt Information Sciences, Inc.
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For Against Against
4 Approve Omnibus Stock Plan Mgmt For For For
Exa Corporation
Meeting Date: 06/14/2016 Country: USA Primary Security ID: 300614500
Record Date: 04/21/2016 Meeting Type: Annual Ticker: EXA
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ---------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Mark Fusco Mgmt For For For
1.2 Elect Director John William Poduska Mgmt For For For
1.3 Elect Director Stephen A. Remondi Mgmt For For For
2 Ratify PricewaterhouseCoopers LLP as Auditors Mgmt For For For
Planet Payment, Inc.
Meeting Date: 06/14/2016 Country: USA Primary Security ID: U72603118
Record Date: 04/20/2016 Meeting Type: Annual Ticker: PLPM
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ------------------------------------ --------- -------- ---------- -----------
1.1 Elect Director Jonathan Kaiden Mgmt For For For
1.2 Elect Director Cameron R. M. McColl Mgmt For For For
2 Ratify BDO USA, LLP as Auditors Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Addus HomeCare Corporation
Meeting Date: 06/15/2016 Country: USA Primary Security ID: 006739106
Record Date: 04/28/2016 Meeting Type: Annual Ticker: ADUS
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1 Elect Director Simon A. Bachleda Mgmt For For For
2 Ratify BDO USA, LLP as Auditors Mgmt For For For
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
Armada Hoffler Properties, Inc.
Meeting Date: 06/15/2016 Country: USA Primary Security ID: 04208T108
Record Date: 04/15/2016 Meeting Type: Annual Ticker: AHH
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director George F. Allen Mgmt For For For
1.2 Elect Director James A. Carroll Mgmt For For For
1.3 Elect Director James C. Cherry Mgmt For For For
1.4 Elect Director Louis S. Haddad Mgmt For For For
1.5 Elect Director Eva S. Hardy Mgmt For For For
1.6 Elect Director Daniel A. Hoffler Mgmt For For For
1.7 Elect Director A. Russell Kirk Mgmt For For For
1.8 Elect Director John W. Snow Mgmt For For For
2 Ratify Ernst & Young LLP as Auditors Mgmt For For For
Cutera, Inc.
Meeting Date: 06/15/2016 Country: USA Primary Security ID: 232109108
Record Date: 04/25/2016 Meeting Type: Annual Ticker: CUTR
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Gregory Barrett Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Cutera, Inc.
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.2 Elect Director J. Daniel Plants Mgmt For For For
1.3 Elect Director Jerry P. Widman Mgmt For For For
2 Ratify BDO USA, LLP as Auditors Mgmt For For For
3 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
KVH Industries, Inc.
Meeting Date: 06/15/2016 Country: USA Primary Security ID: 482738101
Record Date: 04/18/2016 Meeting Type: Annual Ticker: KVHI
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Martin A. Kits van Heyningen Mgmt For For For
1.2 Elect Director Charles R. Trimble Mgmt For For For
2 Approve Omnibus Stock Plan Mgmt For For For
3 Amend Qualified Employee Stock Purchase Plan Mgmt For For For
4 Ratify Grant Thornton LLP as Auditors Mgmt For For For
Shoe Carnival, Inc.
Meeting Date: 06/16/2016 Country: USA Primary Security ID: 824889109
Record Date: 04/15/2016 Meeting Type: Annual Ticker: SCVL
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Clifton E. Sifford Mgmt For For For
1.2 Elect Director James A. Aschleman Mgmt For For For
1.3 Elect Director Andrea R. Guthrie Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
3 Approve Executive Incentive Bonus Plan Mgmt For For For
4 Ratify Deloitte & Touche LLP as Auditors Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
Atlantic Power Corporation
Meeting Date: 06/21/2016 Country: Canada Primary Security ID:
04878Q863
Record Date: 04/25/2016 Meeting Type: Annual/Special Ticker: AT
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.1 Elect Director Irving R. Gerstein Mgmt For For For
1.2 Elect Director R. Foster Duncan Mgmt For For For
1.3 Elect Director Kevin T. Howell Mgmt For For For
1.4 Elect Director Holli C. Ladhani Mgmt For For For
1.5 Elect Director Gilbert S. Palter Mgmt For For For
1.6 Elect Director Teresa M. Ressel Mgmt For For For
1.7 Elect Director James J. Moore, Jr. Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For Against Against
3 Approve KPMG LLP as Auditors and Authorize Board to Fix Their Mgmt For For For
Remuneration
4 Approve Shareholder Rights Plan Mgmt For For For
CatchMark Timber Trust, Inc.
Meeting Date: 06/24/2016 Country: USA Primary Security ID: 14912Y202
Record Date: 04/19/2016 Meeting Type: Annual Ticker: CTT
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- ------------------------------------ --------- -------- ---------- -----------
1.1 Elect Director Jerry Barag Mgmt For For For
1.2 Elect Director Paul S. Fisher Mgmt For For For
1.3 Elect Director Donald S. Moss Mgmt For For For
1.4 Elect Director Willis J. Potts, Jr. Mgmt For For For
Vote Summary Report
Reporting Period: 04/01/2016 to 06/30/2016
Location(s): Fuller & Thaler Asset Mgmt.
Institution Account(s): Fuller & Thaler Behavioral Core Equity Fund
CatchMark Timber Trust, Inc.
Proposal Voting Vote
Number Proposal Text Proponent Mgmt Rec Policy Rec Instruction
-------- --------------------------------------------------------------- --------- -------- ---------- -----------
1.5 Elect Director John F. Rasor Mgmt For For For
1.6 Elect Director Douglas D. Rubenstein Mgmt For For For
1.7 Elect Director Henry G. Zigtema Mgmt For For For
2 Advisory Vote to Ratify Named Executive Officers' Compensation Mgmt For For For
3 Ratify Deloitte & Touche LLP as Auditors Mgmt For For For
FIRST SECURITY MUNICIPAL BOND FUND
The Fund did not own any securities entitled to vote at a shareholder meeting.
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) CAPITOL SERIES TRUST
By (Signature and Title)
/s/ Matthew J. Miller
--------------------------
Matthew J. Miller
Chief Executive Officer
Date: August 16, 2016