UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT
COMPANY
INVESTMENT COMPANY ACT FILE NUMBER: 811-22044
NAME OF REGISTRANT: Eaton Vance Risk-Managed
Diversified Equity Income
Fund
ADDRESS OF PRINCIPAL EXECUTIVE OFFICES: Two International Place
Boston, MA 02110
NAME AND ADDRESS OF AGENT FOR SERVICE: Deidre E. Walsh, Esq.
Two International Place
Boston, MA 02110
REGISTRANT'S TELEPHONE NUMBER: 617-482-8260
DATE OF FISCAL YEAR END: 12/31
DATE OF REPORTING PERIOD: 07/01/2022 - 06/30/2023
Eaton Vance Risk-Managed Diversified Equity Income Fund
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ABBVIE INC. Agenda Number: 935786484
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Security: 00287Y109
Meeting Type: Annual
Meeting Date: 05-May-2023
Ticker: ABBV
ISIN: US00287Y1091
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class II Director: Robert J. Mgmt For For
Alpern
1b. Election of Class II Director: Melody B. Mgmt For For
Meyer
1c. Election of Class II Director: Frederick H. Mgmt For For
Waddell
2. Ratification of Ernst & Young LLP as Mgmt For For
AbbVie's independent registered public
accounting firm for 2023.
3. Say on Pay - An advisory vote on the Mgmt For For
approval of executive compensation.
4. Approval of a management proposal regarding Mgmt For For
amendment of the certificate of
incorporation to eliminate supermajority
voting.
5. Stockholder Proposal - to Implement Simple Shr For Against
Majority Vote.
6. Stockholder Proposal - to Issue an Annual Shr Against For
Report on Political Spending.
7. Stockholder Proposal - to Issue an Annual Shr For Against
Report on Lobbying.
8. Stockholder Proposal - to Issue a Report on Shr For Against
Patent Process.
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ACCENTURE PLC Agenda Number: 935750174
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Security: G1151C101
Meeting Type: Annual
Meeting Date: 01-Feb-2023
Ticker: ACN
ISIN: IE00B4BNMY34
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Appointment of Director: Jaime Ardila Mgmt For For
1b. Appointment of Director: Nancy McKinstry Mgmt For For
1c. Appointment of Director: Beth E. Mooney Mgmt For For
1d. Appointment of Director: Gilles C. Pelisson Mgmt For For
1e. Appointment of Director: Paula A. Price Mgmt For For
1f. Appointment of Director: Venkata (Murthy) Mgmt For For
Renduchintala
1g. Appointment of Director: Arun Sarin Mgmt For For
1h. Appointment of Director: Julie Sweet Mgmt For For
1i. Appointment of Director: Tracey T. Travis Mgmt For For
2. To approve, in a non-binding vote, the Mgmt For For
compensation of our named executive
officers.
3. To approve, in a non-binding vote, the Mgmt 1 Year For
frequency of future non-binding votes to
approve the compensation of our named
executive officers.
4. To ratify, in a non-binding vote, the Mgmt For For
appointment of KPMG LLP ("KPMG") as
independent auditor of Accenture and to
authorize, in a binding vote, the Audit
Committee of the Board of Directors to
determine KPMG's remuneration.
5. To grant the Board of Directors the Mgmt For For
authority to issue shares under Irish law.
6. To grant the Board of Directors the Mgmt For For
authority to opt-out of pre-emption rights
under Irish law.
7. To determine the price range at which Mgmt For For
Accenture can re-allot shares that it
acquires as treasury shares under Irish
law.
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AMAZON.COM, INC. Agenda Number: 935825452
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Security: 023135106
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: AMZN
ISIN: US0231351067
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jeffrey P. Bezos Mgmt For For
1b. Election of Director: Andrew R. Jassy Mgmt For For
1c. Election of Director: Keith B. Alexander Mgmt For For
1d. Election of Director: Edith W. Cooper Mgmt Against Against
1e. Election of Director: Jamie S. Gorelick Mgmt For For
1f. Election of Director: Daniel P. Mgmt Against Against
Huttenlocher
1g. Election of Director: Judith A. McGrath Mgmt Against Against
1h. Election of Director: Indra K. Nooyi Mgmt For For
1i. Election of Director: Jonathan J. Mgmt For For
Rubinstein
1j. Election of Director: Patricia Q. Mgmt For For
Stonesifer
1k. Election of Director: Wendell P. Weeks Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS INDEPENDENT AUDITORS
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt Against Against
COMPENSATION
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON EXECUTIVE COMPENSATION
5. REAPPROVAL OF OUR 1997 STOCK INCENTIVE Mgmt For For
PLAN, AS AMENDED AND RESTATED, FOR PURPOSES
OF FRENCH TAX LAW
6. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
RETIREMENT PLAN OPTIONS
7. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr For Against
CUSTOMER DUE DILIGENCE
8. SHAREHOLDER PROPOSAL REQUESTING REPORTING Shr Against For
ON CONTENT AND PRODUCT REMOVAL/RESTRICTIONS
9. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CONTENT REMOVAL REQUESTS
10. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr For Against
REPORTING ON STAKEHOLDER IMPACTS
11. SHAREHOLDER PROPOSAL REQUESTING ALTERNATIVE Shr Against For
TAX REPORTING
12. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr For Against
REPORTING ON CLIMATE LOBBYING
13. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr For Against
REPORTING ON GENDER/RACIAL PAY
14. SHAREHOLDER PROPOSAL REQUESTING AN ANALYSIS Shr Against For
OF COSTS ASSOCIATED WITH DIVERSITY, EQUITY,
AND INCLUSION PROGRAMS
15. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
AMENDMENT TO OUR BYLAWS TO REQUIRE
SHAREHOLDER APPROVAL FOR CERTAIN FUTURE
AMENDMENTS
16. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr For Against
REPORTING ON FREEDOM OF ASSOCIATION
17. SHAREHOLDER PROPOSAL REQUESTING A NEW Shr Against For
POLICY REGARDING OUR EXECUTIVE COMPENSATION
PROCESS
18. SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL Shr Against For
REPORTING ON ANIMAL WELFARE STANDARDS
19. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
ADDITIONAL BOARD COMMITTEE
20. SHAREHOLDER PROPOSAL REQUESTING AN Shr For Against
ALTERNATIVE DIRECTOR CANDIDATE POLICY
21. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr For Against
WAREHOUSE WORKING CONDITIONS
22. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr For Against
PACKAGING MATERIALS
23. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr For Against
CUSTOMER USE OF CERTAIN TECHNOLOGIES
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AMERICAN INTERNATIONAL GROUP, INC. Agenda Number: 935793629
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Security: 026874784
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: AIG
ISIN: US0268747849
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: PAOLA BERGAMASCHI Mgmt For For
1b. Election of Director: JAMES COLE, JR. Mgmt For For
1c. Election of Director: W. DON CORNWELL Mgmt For For
1d. Election of Director: LINDA A. MILLS Mgmt For For
1e. Election of Director: DIANA M. MURPHY Mgmt For For
1f. Election of Director: PETER R. PORRINO Mgmt For For
1g. Election of Director: JOHN G. RICE Mgmt For For
1h. Election of Director: THERESE M. VAUGHAN Mgmt For For
1i. Election of Director: VANESSA A. WITTMAN Mgmt For For
1j. Election of Director: PETER ZAFFINO Mgmt For For
2. Advisory Vote to Approve Named Executive Mgmt Against Against
Officer Compensation.
3. Ratify Appointment of Mgmt For For
PricewaterhouseCoopers LLP to Serve as
Independent Auditor for 2023.
4. Shareholder Proposal Requesting an Shr For Against
Independent Board Chair Policy.
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AMETEK, INC. Agenda Number: 935782068
--------------------------------------------------------------------------------------------------------------------------
Security: 031100100
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: AME
ISIN: US0311001004
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a term of three Mgmt For For
years: Thomas A. Amato
1b. Election of Director for a term of three Mgmt For For
years: Anthony J. Conti
1c. Election of Director for a term of three Mgmt For For
years: Gretchen W. McClain
2. Approval, by advisory vote, of the Mgmt For For
compensation of AMETEK, Inc.'s named
executive officers.
3. Cast an advisory vote on the frequency of Mgmt 1 Year For
future advisory votes on executive
compensation.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as independent registered public
accounting firm for 2023.
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ANALOG DEVICES, INC. Agenda Number: 935758740
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Security: 032654105
Meeting Type: Annual
Meeting Date: 08-Mar-2023
Ticker: ADI
ISIN: US0326541051
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Vincent Roche Mgmt For For
1b. Election of Director: James A. Champy Mgmt For For
1c. Election of Director: Andre Andonian Mgmt For For
1d. Election of Director: Anantha P. Mgmt For For
Chandrakasan
1e. Election of Director: Edward H. Frank Mgmt For For
1f. Election of Director: Laurie H. Glimcher Mgmt For For
1g. Election of Director: Karen M. Golz Mgmt For For
1h. Election of Director: Mercedes Johnson Mgmt For For
1i. Election of Director: Kenton J. Sicchitano Mgmt For For
1j. Election of Director: Ray Stata Mgmt For For
1k. Election of Director: Susie Wee Mgmt For For
2. Advisory vote to approve the compensation Mgmt For For
of our named executive officers.
3. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on the compensation of our
named executive officers.
4. Ratification of the selection of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for fiscal year
2023.
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APPLE INC. Agenda Number: 935757700
--------------------------------------------------------------------------------------------------------------------------
Security: 037833100
Meeting Type: Annual
Meeting Date: 10-Mar-2023
Ticker: AAPL
ISIN: US0378331005
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a Election of Director: James Bell Mgmt For For
1b Election of Director: Tim Cook Mgmt For For
1c Election of Director: Al Gore Mgmt For For
1d Election of Director: Alex Gorsky Mgmt For For
1e Election of Director: Andrea Jung Mgmt For For
1f Election of Director: Art Levinson Mgmt For For
1g Election of Director: Monica Lozano Mgmt For For
1h Election of Director: Ron Sugar Mgmt For For
1i Election of Director: Sue Wagner Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as Apple's independent registered
public accounting firm for fiscal 2023
3. Advisory vote to approve executive Mgmt For For
compensation
4. Advisory vote on the frequency of advisory Mgmt 1 Year For
votes on executive compensation
5. A shareholder proposal entitled "Civil Shr Against For
Rights and Non-Discrimination Audit
Proposal"
6. A shareholder proposal entitled "Communist Shr Against For
China Audit"
7. A shareholder proposal on Board policy for Shr Against For
communication with shareholder proponents
8. A shareholder proposal entitled "Racial and Shr For Against
Gender Pay Gaps"
9. A shareholder proposal entitled Shr For Against
"Shareholder Proxy Access Amendments"
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APTIV PLC Agenda Number: 935775443
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Security: G6095L109
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: APTV
ISIN: JE00B783TY65
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kevin P. Clark Mgmt For For
1b. Election of Director: Richard L. Clemmer Mgmt For For
1c. Election of Director: Nancy E. Cooper Mgmt For For
1d. Election of Director: Joseph L. Hooley Mgmt For For
1e. Election of Director: Merit E. Janow Mgmt For For
1f. Election of Director: Sean O. Mahoney Mgmt For For
1g. Election of Director: Paul M. Meister Mgmt For For
1h. Election of Director: Robert K. Ortberg Mgmt For For
1i. Election of Director: Colin J. Parris Mgmt For For
1j. Election of Director: Ana G. Pinczuk Mgmt For For
2. Proposal to re-appoint auditors, ratify Mgmt For For
independent public accounting firm and
authorize the directors to determine the
fees paid to the auditors.
3. Say-on-Pay - To approve, by advisory vote, Mgmt For For
executive compensation.
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ARCH CAPITAL GROUP LTD. Agenda Number: 935786751
--------------------------------------------------------------------------------------------------------------------------
Security: G0450A105
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: ACGL
ISIN: BMG0450A1053
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class I Director for a term of Mgmt For For
three years: Francis Ebong
1b. Election of Class I Director for a term of Mgmt For For
three years: Eileen Mallesch
1c. Election of Class I Director for a term of Mgmt For For
three years: Louis J. Paglia
1d. Election of Class I Director for a term of Mgmt For For
three years: Brian S. Posner
1e. Election of Class I Director for a term of Mgmt For For
three years: John D. Vollaro
2. Advisory vote to approve named executive Mgmt For For
officer compensation.
3. Advisory vote of preferred frequency for Mgmt 1 Year For
advisory vote on named executive officer
compensation.
4. Approval of the Amended and Restated Arch Mgmt For For
Capital Group Ltd. 2007 Employee Share
Purchase Plan.
5. To appoint PricewaterhouseCoopers LLP as Mgmt For For
our independent registered public
accounting firm for the year ending
December 31, 2023.
6a. To elect the nominee listed as Designated Mgmt For For
Company Director so that they may be
elected directors of certain of our
non-U.S. subsidiaries: Matthew Dragonetti
6b. To elect the nominee listed as Designated Mgmt For For
Company Director so that they may be
elected directors of certain of our
non-U.S. subsidiaries: Seamus Fearon
6c. To elect the nominee listed as Designated Mgmt For For
Company Director so that they may be
elected directors of certain of our
non-U.S. subsidiaries: H. Beau Franklin
6d. To elect the nominee listed as Designated Mgmt For For
Company Director so that they may be
elected directors of certain of our
non-U.S. subsidiaries: Jerome Halgan
6e. To elect the nominee listed as Designated Mgmt For For
Company Director so that they may be
elected directors of certain of our
non-U.S. subsidiaries: James Haney
6f. To elect the nominee listed as Designated Mgmt For For
Company Director so that they may be
elected directors of certain of our
non-U.S. subsidiaries: Chris Hovey
6g. To elect the nominee listed as Designated Mgmt For For
Company Director so that they may be
elected directors of certain of our
non-U.S. subsidiaries: Pierre Jal
6h. To elect the nominee listed as Designated Mgmt For For
Company Director so that they may be
elected directors of certain of our
non-U.S. subsidiaries: Francois Morin
6i. To elect the nominee listed as Designated Mgmt For For
Company Director so that they may be
elected directors of certain of our
non-U.S. subsidiaries: David J. Mulholland
6j. To elect the nominee listed as Designated Mgmt For For
Company Director so that they may be
elected directors of certain of our
non-U.S. subsidiaries: Chiara Nannini
6k. To elect the nominee listed as Designated Mgmt For For
Company Director so that they may be
elected directors of certain of our
non-U.S. subsidiaries: Maamoun Rajeh
6l. To elect the nominee listed as Designated Mgmt For For
Company Director so that they may be
elected directors of certain of our
non-U.S. subsidiaries: Christine Todd
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AUTOMATIC DATA PROCESSING, INC. Agenda Number: 935711829
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Security: 053015103
Meeting Type: Annual
Meeting Date: 09-Nov-2022
Ticker: ADP
ISIN: US0530151036
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Peter Bisson Mgmt For For
1b. Election of Director: David V. Goeckeler Mgmt For For
1c. Election of Director: Linnie M. Haynesworth Mgmt For For
1d. Election of Director: John P. Jones Mgmt For For
1e. Election of Director: Francine S. Katsoudas Mgmt For For
1f. Election of Director: Nazzic S. Keene Mgmt For For
1g. Election of Director: Thomas J. Lynch Mgmt For For
1h. Election of Director: Scott F. Powers Mgmt For For
1i. Election of Director: William J. Ready Mgmt For For
1j. Election of Director: Carlos A. Rodriguez Mgmt For For
1k. Election of Director: Sandra S. Wijnberg Mgmt For For
2. Advisory Vote on Executive Compensation. Mgmt For For
3. Ratification of the Appointment of Mgmt For For
Auditors.
4. Amendment to the Automatic Data Processing, Mgmt For For
Inc. Employees' Savings-Stock Purchase
Plan.
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BANK OF AMERICA CORPORATION Agenda Number: 935779782
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Security: 060505104
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: BAC
ISIN: US0605051046
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Sharon L. Allen Mgmt For For
1b. Election of Director: Jose (Joe) E. Almeida Mgmt For For
1c. Election of Director: Frank P. Bramble, Sr. Mgmt For For
1d. Election of Director: Pierre J. P. de Weck Mgmt For For
1e. Election of Director: Arnold W. Donald Mgmt For For
1f. Election of Director: Linda P. Hudson Mgmt For For
1g. Election of Director: Monica C. Lozano Mgmt For For
1h. Election of Director: Brian T. Moynihan Mgmt For For
1i. Election of Director: Lionel L. Nowell III Mgmt For For
1j. Election of Director: Denise L. Ramos Mgmt For For
1k. Election of Director: Clayton S. Rose Mgmt For For
1l. Election of Director: Michael D. White Mgmt For For
1m. Election of Director: Thomas D. Woods Mgmt For For
1n. Election of Director: Maria T. Zuber Mgmt For For
2. Approving our executive compensation (an Mgmt Against Against
advisory, non-binding "Say on Pay"
resolution)
3. A vote on the frequency of future "Say on Mgmt 1 Year For
Pay" resolutions (an advisory, non-binding
"Say on Frequency" resolution)
4. Ratifying the appointment of our Mgmt For For
independent registered public accounting
firm for 2023
5. Amending and restating the Bank of America Mgmt For For
Corporation Equity Plan
6. Shareholder proposal requesting an Shr For Against
independent board chair
7. Shareholder proposal requesting shareholder Shr Against For
ratification of termination pay
8. Shareholder proposal requesting greenhouse Shr Against For
gas reduction targets
9. Shareholder proposal requesting report on Shr For Against
transition planning
10. Shareholder proposal requesting adoption of Shr Against For
policy to cease financing new fossil fuel
supplies
11. Shareholder proposal requesting a racial Shr Against For
equity audit
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BOSTON SCIENTIFIC CORPORATION Agenda Number: 935784860
--------------------------------------------------------------------------------------------------------------------------
Security: 101137107
Meeting Type: Annual
Meeting Date: 04-May-2023
Ticker: BSX
ISIN: US1011371077
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Nelda J. Connors Mgmt For For
1b. Election of Director: Charles J. Mgmt For For
Dockendorff
1c. Election of Director: Yoshiaki Fujimori Mgmt For For
1d. Election of Director: Edward J. Ludwig Mgmt For For
1e. Election of Director: Michael F. Mahoney Mgmt For For
1f. Election of Director: David J. Roux Mgmt For For
1g. Election of Director: John E. Sununu Mgmt For For
1h. Election of Director: David S. Wichmann Mgmt For For
1i. Election of Director: Ellen M. Zane Mgmt For For
2. To approve, on a non-binding, advisory Mgmt For For
basis, the compensation of our named
executive officers.
3. To approve, on a non-binding, advisory Mgmt 1 Year For
basis, the frequency of future advisory
votes on the compensation of our named
executive officers.
4. To ratify the appointment of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for the 2023 fiscal year.
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BRISTOL-MYERS SQUIBB COMPANY Agenda Number: 935788286
--------------------------------------------------------------------------------------------------------------------------
Security: 110122108
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: BMY
ISIN: US1101221083
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Peter J. Arduini Mgmt For For
1B. Election of Director: Deepak L. Bhatt, Mgmt For For
M.D., M.P.H.
1C. Election of Director: Giovanni Caforio, Mgmt For For
M.D.
1D. Election of Director: Julia A. Haller, M.D. Mgmt For For
1E. Election of Director: Manuel Hidalgo Mgmt For For
Medina, M.D., Ph.D.
1F. Election of Director: Paula A. Price Mgmt For For
1G. Election of Director: Derica W. Rice Mgmt For For
1H. Election of Director: Theodore R. Samuels Mgmt For For
1I. Election of Director: Gerald L. Storch Mgmt For For
1J. Election of Director: Karen H. Vousden, Mgmt For For
Ph.D.
1K. Election of Director: Phyllis R. Yale Mgmt For For
2. Advisory Vote to Approve the Compensation Mgmt For For
of our Named Executive Officers.
3. Advisory Vote on the Frequency of the Mgmt 1 Year For
Advisory Vote on the Compensation of our
Named Executive Officers.
4. Ratification of the Appointment of an Mgmt For For
Independent Registered Public Accounting
Firm.
5. Shareholder Proposal on the Adoption of a Shr Against For
Board Policy that the Chairperson of the
Board be an Independent Director.
6. Shareholder Proposal on Workplace Shr Against For
Non-Discrimination Audit.
7. Shareholder Proposal on Special Shareholder Shr Against For
Meeting Improvement.
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CAPRI HOLDINGS LIMITED Agenda Number: 935676479
--------------------------------------------------------------------------------------------------------------------------
Security: G1890L107
Meeting Type: Annual
Meeting Date: 03-Aug-2022
Ticker: CPRI
ISIN: VGG1890L1076
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Judy Gibbons Mgmt For For
1b. Election of Director: Jane Thompson Mgmt For For
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as the Company's independent registered
public accounting firm for the fiscal year
ending April 1, 2023.
3. To approve, on a non-binding advisory Mgmt For For
basis, executive compensation.
4. To approve the Capri Holdings Limited Third Mgmt For For
Amended and Restated Omnibus Incentive
Plan.
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CATERPILLAR INC. Agenda Number: 935854794
--------------------------------------------------------------------------------------------------------------------------
Security: 149123101
Meeting Type: Annual
Meeting Date: 14-Jun-2023
Ticker: CAT
ISIN: US1491231015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kelly A. Ayotte Mgmt For For
1b. Election of Director: David L. Calhoun Mgmt For For
1c. Election of Director: Daniel M. Dickinson Mgmt For For
1d. Election of Director: James C. Fish, Jr. Mgmt For For
1e. Election of Director: Gerald Johnson Mgmt For For
1f. Election of Director: David W. MacLennan Mgmt For For
1g. Election of Director: Judith F. Marks Mgmt For For
1h. Election of Director: Debra L. Reed-Klages Mgmt For For
1i. Election of Director: Susan C. Schwab Mgmt For For
1j. Election of Director: D. James Umpleby III Mgmt For For
1k. Election of Director: Rayford Wilkins, Jr. Mgmt For For
2. Ratification of our Independent Registered Mgmt For For
Public Accounting Firm.
3. Advisory Vote to Approve Executive Mgmt For For
Compensation.
4. Advisory Vote on the Frequency of Executive Mgmt 1 Year For
Compensation Votes.
5. Approval of Caterpillar Inc. 2023 Long-Term Mgmt For For
Incentive Plan.
6. Shareholder Proposal - Report on Corporate Shr For Against
Climate Lobbying in Line with Paris
Agreement.
7. Shareholder Proposal - Lobbying Disclosure. Shr For Against
8. Shareholder Proposal - Report on Activities Shr Against For
in Conflict-Affected Areas.
9. Shareholder Proposal - Civil Rights, Shr Against For
Non-Discrimination and Returns to Merit
Audit.
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CHEVRON CORPORATION Agenda Number: 935829284
--------------------------------------------------------------------------------------------------------------------------
Security: 166764100
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: CVX
ISIN: US1667641005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Wanda M. Austin Mgmt For For
1b. Election of Director: John B. Frank Mgmt For For
1c. Election of Director: Alice P. Gast Mgmt For For
1d. Election of Director: Enrique Hernandez, Mgmt For For
Jr.
1e. Election of Director: Marillyn A. Hewson Mgmt For For
1f. Election of Director: Jon M. Huntsman Jr. Mgmt For For
1g. Election of Director: Charles W. Moorman Mgmt For For
1h. Election of Director: Dambisa F. Moyo Mgmt For For
1i. Election of Director: Debra Reed-Klages Mgmt For For
1j. Election of Director: D. James Umpleby III Mgmt For For
1k. Election of Director: Cynthia J. Warner Mgmt For For
1l. Election of Director: Michael K. Wirth Mgmt For For
2. Ratification of Appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
Independent Registered Public Accounting
Firm
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes on Named Executive Officer
Compensation
5. Rescind the 2021 "Reduce Scope 3 Emissions" Shr Against For
Stockholder Proposal
6. Set a Medium-Term Scope 3 GHG Emissions Shr Against For
Reduction Target
7. Recalculate Emissions Baseline to Exclude Shr Against For
Emissions from Material Divestitures
8. Establish Board Committee on Shr Against For
Decarbonization Risk
9. Report on Worker and Community Impact from Shr Against For
Facility Closures and Energy Transitions
10. Report on Racial Equity Audit Shr Against For
11. Report on Tax Practices Shr Against For
12. Independent Chair Shr Against For
--------------------------------------------------------------------------------------------------------------------------
CMS ENERGY CORPORATION Agenda Number: 935786888
--------------------------------------------------------------------------------------------------------------------------
Security: 125896100
Meeting Type: Annual
Meeting Date: 05-May-2023
Ticker: CMS
ISIN: US1258961002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: Jon E. Barfield Mgmt For For
1b. ELECTION OF DIRECTOR: Deborah H. Butler Mgmt For For
1c. ELECTION OF DIRECTOR: Kurt L. Darrow Mgmt For For
1d. ELECTION OF DIRECTOR: William D. Harvey Mgmt For For
1e. ELECTION OF DIRECTOR: Garrick J. Rochow Mgmt For For
1f. ELECTION OF DIRECTOR: John G. Russell Mgmt For For
1g. ELECTION OF DIRECTOR: Suzanne F. Shank Mgmt For For
1h. ELECTION OF DIRECTOR: Myrna M. Soto Mgmt For For
1i. ELECTION OF DIRECTOR: John G. Sznewajs Mgmt For For
1j. ELECTION OF DIRECTOR: Ronald J. Tanski Mgmt For For
1k. ELECTION OF DIRECTOR: Laura H. Wright Mgmt For For
2. Approve, on an advisory basis, the Mgmt For For
Company's executive compensation.
3. Advisory vote on frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
4. Ratify the appointment of independent Mgmt For For
registered public accounting firm
(PricewaterhouseCoopers LLP).
--------------------------------------------------------------------------------------------------------------------------
CONOCOPHILLIPS Agenda Number: 935796194
--------------------------------------------------------------------------------------------------------------------------
Security: 20825C104
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: COP
ISIN: US20825C1045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Dennis V. Arriola Mgmt For For
1b. Election of Director: Jody Freeman Mgmt For For
1c. Election of Director: Gay Huey Evans Mgmt For For
1d. Election of Director: Jeffrey A. Joerres Mgmt For For
1e. Election of Director: Ryan M. Lance Mgmt For For
1f. Election of Director: Timothy A. Leach Mgmt For For
1g. Election of Director: William H. McRaven Mgmt For For
1h. Election of Director: Sharmila Mulligan Mgmt For For
1i. Election of Director: Eric D. Mullins Mgmt For For
1j. Election of Director: Arjun N. Murti Mgmt For For
1k. Election of Director: Robert A. Niblock Mgmt For For
1l. Election of Director: David T. Seaton Mgmt For For
1m. Election of Director: R.A. Walker Mgmt For For
2. Proposal to ratify appointment of Ernst & Mgmt For For
Young LLP as ConocoPhillips' independent
registered public accounting firm for 2023.
3. Advisory Approval of Executive Mgmt For For
Compensation.
4. Advisory Vote on Frequency of Advisory Vote Mgmt 1 Year
on Executive Compensation.
5. Adoption of Amended and Restated Mgmt For For
Certificate of Incorporation on Right to
Call Special Meeting.
6. Approval of 2023 Omnibus Stock and Mgmt For For
Performance Incentive Plan of
ConocoPhillips.
7. Independent Board Chairman. Shr Against For
8. Share Retention Until Retirement. Shr For Against
9. Report on Tax Payments. Shr Against For
10. Report on Lobbying Activities. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
CONSTELLATION ENERGY CORP Agenda Number: 935780684
--------------------------------------------------------------------------------------------------------------------------
Security: 21037T109
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: CEG
ISIN: US21037T1097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Joseph Dominguez Mgmt For For
Julie Holzrichter Mgmt For For
Ashish Khandpur Mgmt For For
2. To consider and act on an advisory vote Mgmt For For
regarding the approval of compensation paid
to named executive officers.
3. To consider and act on an advisory vote Mgmt 1 Year For
regarding the frequency of the approval of
compensation paid to named executive
officers.
4. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
independent registered public accounting
firm for 2023.
--------------------------------------------------------------------------------------------------------------------------
CSX CORPORATION Agenda Number: 935786422
--------------------------------------------------------------------------------------------------------------------------
Security: 126408103
Meeting Type: Annual
Meeting Date: 10-May-2023
Ticker: CSX
ISIN: US1264081035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Donna M. Alvarado Mgmt For For
1b. Election of Director: Thomas P. Bostick Mgmt For For
1c. Election of Director: Steven T. Halverson Mgmt For For
1d. Election of Director: Paul C. Hilal Mgmt For For
1e. Election of Director: Joseph R. Hinrichs Mgmt For For
1f. Election of Director: David M. Moffett Mgmt For For
1g. Election of Director: Linda H. Riefler Mgmt For For
1h. Election of Director: Suzanne M. Vautrinot Mgmt For For
1i. Election of Director: James L. Wainscott Mgmt For For
1j. Election of Director: J. Steven Whisler Mgmt For For
1k. Election of Director: John J. Zillmer Mgmt For For
2. The ratification of the appointment of Mgmt For For
Ernst & Young LLP as the Independent
Registered Public Accounting Firm for 2023.
3. Advisory (non-binding) resolution to Mgmt For For
approve compensation for the Company's
named executive officers.
4. Advisory (non-binding) resolution to Mgmt 1 Year For
approve the frequency of future advisory
votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
DANAHER CORPORATION Agenda Number: 935795510
--------------------------------------------------------------------------------------------------------------------------
Security: 235851102
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: DHR
ISIN: US2358511028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Rainer M. Blair
1b. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Feroz Dewan
1c. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Linda Filler
1d. Election of Director to hold office until Mgmt Against Against
the 2024 Annual Meeting of Shareholders:
Teri List
1e. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Walter G. Lohr, Jr.
1f. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Jessica L. Mega, MD, MPH
1g. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Mitchell P. Rales
1h. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Steven M. Rales
1i. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Pardis C. Sabeti, MD, D. PHIL
1j. Election of Director to hold office until Mgmt Against Against
the 2024 Annual Meeting of Shareholders: A.
Shane Sanders
1k. Election of Director to hold office until Mgmt Against Against
the 2024 Annual Meeting of Shareholders:
John T. Schwieters
1l. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Alan G. Spoon
1m. Election of Director to hold office until Mgmt Against Against
the 2024 Annual Meeting of Shareholders:
Raymond C. Stevens, Ph.D
1n. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Shareholders:
Elias A. Zerhouni, MD
2. To ratify the selection of Ernst & Young Mgmt For For
LLP as Danaher's independent registered
public accounting firm for the year ending
December 31, 2023.
3. To approve on an advisory basis the Mgmt For For
Company's named executive officer
compensation.
4. To hold an advisory vote relating to the Mgmt 1 Year For
frequency of future shareholder advisory
votes on the Company's executive officer
compensation.
5. To act upon a shareholder proposal Shr For Against
requesting adoption of a policy separating
the chair and CEO roles and requiring an
independent Board Chair whenever possible.
6. To act upon a shareholder proposal Shr Against For
requesting a report to shareholders on the
effectiveness of the Company's diversity,
equity and inclusion efforts.
--------------------------------------------------------------------------------------------------------------------------
EASTGROUP PROPERTIES, INC. Agenda Number: 935817330
--------------------------------------------------------------------------------------------------------------------------
Security: 277276101
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: EGP
ISIN: US2772761019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve for a Mgmt For For
one-year term until the next annual meeting
of shareholders: D. Pike Aloian
1b. Election of Director to serve for a Mgmt For For
one-year term until the next annual meeting
of shareholders: H. Eric Bolton, Jr.
1c. Election of Director to serve for a Mgmt For For
one-year term until the next annual meeting
of shareholders: Donald F. Colleran
1d. Election of Director to serve for a Mgmt For For
one-year term until the next annual meeting
of shareholders: David M. Fields
1e. Election of Director to serve for a Mgmt For For
one-year term until the next annual meeting
of shareholders: Marshall A. Loeb
1f. Election of Director to serve for a Mgmt For For
one-year term until the next annual meeting
of shareholders: Mary E. McCormick
1g. Election of Director to serve for a Mgmt For For
one-year term until the next annual meeting
of shareholders: Katherine M. Sandstrom
2. To ratify the appointment of KPMG LLP as Mgmt For For
the Company's independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
3. To approve, by a non-binding, advisory Mgmt For For
vote, the compensation of the Company's
Named Executive Officers as described in
the Company's definitive proxy statement.
4. To vote, on a non-binding, advisory basis, Mgmt 1 Year For
on the frequency of future advisory votes
on the Company's Named Executive Officer
compensation.
5. To approve the 2023 Equity Incentive Plan. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
EATON CORPORATION PLC Agenda Number: 935777764
--------------------------------------------------------------------------------------------------------------------------
Security: G29183103
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: ETN
ISIN: IE00B8KQN827
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Craig Arnold Mgmt For For
1b. Election of Director: Olivier Leonetti Mgmt For For
1c. Election of Director: Silvio Napoli Mgmt For For
1d. Election of Director: Gregory R. Page Mgmt For For
1e. Election of Director: Sandra Pianalto Mgmt For For
1f. Election of Director: Robert V. Pragada Mgmt For For
1g. Election of Director: Lori J. Ryerkerk Mgmt For For
1h. Election of Director: Gerald B. Smith Mgmt For For
1i. Election of Director: Dorothy C. Thompson Mgmt For For
1j. Election of Director: Darryl L. Wilson Mgmt For For
2. Approving the appointment of Ernst & Young Mgmt For For
as independent auditor for 2023 and
authorizing the Audit Committee of the
Board of Directors to set its remuneration.
3. Approving, on an advisory basis, the Mgmt For For
Company's executive compensation.
4. Approving, on an advisory basis, the Mgmt 1 Year For
frequency of executive compensation votes.
5. Approving a proposal to grant the Board Mgmt For For
authority to issue shares.
6. Approving a proposal to grant the Board Mgmt For For
authority to opt out of pre-emption rights.
7. Authorizing the Company and any subsidiary Mgmt For For
of the Company to make overseas market
purchases of Company shares.
--------------------------------------------------------------------------------------------------------------------------
ELI LILLY AND COMPANY Agenda Number: 935784769
--------------------------------------------------------------------------------------------------------------------------
Security: 532457108
Meeting Type: Annual
Meeting Date: 01-May-2023
Ticker: LLY
ISIN: US5324571083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve a three-year Mgmt For For
term: William G. Kaelin, Jr.
1b. Election of Director to serve a three-year Mgmt For For
term: David A. Ricks
1c. Election of Director to serve a three-year Mgmt For For
term: Marschall S. Runge
1d. Election of Director to serve a three-year Mgmt For For
term: Karen Walker
2. Approval, on an advisory basis, of the Mgmt For For
compensation paid to the company's named
executive officers.
3. Advisory vote on frequency of future Mgmt 1 Year For
advisory votes on named executive officer
compensation.
4. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the independent auditor for
2023.
5. Approval of amendments to the company's Mgmt For For
Articles of Incorporation to eliminate the
classified board structure.
6. Approval of amendments to the company's Mgmt For For
Articles of Incorporation to eliminate
supermajority voting provisions.
7. Shareholder proposal to publish an annual Shr For Against
report disclosing lobbying activities.
8. Shareholder proposal to eliminate Shr For Against
supermajority voting requirements.
9. Shareholder proposal to establish and Shr Against For
report on a process by which the impact of
extended patent exclusivities on product
access would be considered in deciding
whether to apply for secondary and tertiary
patents.
10. Shareholder proposal to report on risks of Shr Against For
supporting abortion.
11. Shareholder proposal to disclose lobbying Shr For Against
activities and alignment with public policy
positions and statements.
12. Shareholder proposal to report on Shr For Against
effectiveness of the company's diversity,
equity, and inclusion efforts.
13. Shareholder proposal to adopt a policy to Shr Against For
require certain third-party organizations
to annually report expenditures for
political activities before Lilly
contributes to an organization.
--------------------------------------------------------------------------------------------------------------------------
EOG RESOURCES, INC. Agenda Number: 935817049
--------------------------------------------------------------------------------------------------------------------------
Security: 26875P101
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: EOG
ISIN: US26875P1012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: Janet F. Clark
1b. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: Charles R. Crisp
1c. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: Robert P. Daniels
1d. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: Lynn A. Dugle
1e. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: C. Christopher
Gaut
1f. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: Michael T. Kerr
1g. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: Julie J. Robertson
1h. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: Donald F. Textor
1i. Election of Director to hold office until Mgmt For For
the 2024 annual meeting: Ezra Y. Yacob
2. To ratify the appointment by the Audit Mgmt For For
Committee of the Board of Directors of
Deloitte & Touche LLP, independent
registered public accounting firm, as
auditors for the Company for the year
ending December 31, 2023.
3. To approve, by non-binding vote, the Mgmt For For
compensation of the Company's named
executive officers.
4. To recommend, by non-binding vote, the Mgmt 1 Year For
frequency of holding advisory votes on the
compensation of the Company's named
executive officers.
--------------------------------------------------------------------------------------------------------------------------
FMC CORPORATION Agenda Number: 935776584
--------------------------------------------------------------------------------------------------------------------------
Security: 302491303
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: FMC
ISIN: US3024913036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: Pierre
Brondeau
1b. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: Eduardo E.
Cordeiro
1c. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: Carol
Anthony (John) Davidson
1d. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: Mark
Douglas
1e. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: Kathy L.
Fortmann
1f. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: C. Scott
Greer
1g. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: K'Lynne
Johnson
1h. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: Dirk A.
Kempthorne
1i Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: Margareth
Ovrum
1j. Election of Director to serve for a Mgmt For For
one-year term expiring in 2024: Robert C.
Pallash
2. Ratification of the appointment of Mgmt For For
independent registered public accounting
firm.
3. Approval of the FMC Corporation 2023 Mgmt For For
Incentive Stock Plan.
4. Approval, by non-binding vote, of executive Mgmt For For
compensation.
5. Recommendation, by non-binding vote, on the Mgmt 1 Year For
frequency of executive compensation voting.
--------------------------------------------------------------------------------------------------------------------------
HALLIBURTON COMPANY Agenda Number: 935798528
--------------------------------------------------------------------------------------------------------------------------
Security: 406216101
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: HAL
ISIN: US4062161017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Abdulaziz F. Al Mgmt For For
Khayyal
1b. Election of Director: William E. Albrecht Mgmt For For
1c. Election of Director: M. Katherine Banks Mgmt For For
1d. Election of Director: Alan M. Bennett Mgmt For For
1e. Election of Director: Milton Carroll Mgmt For For
1f. Election of Director: Earl M. Cummings Mgmt For For
1g. Election of Director: Murry S. Gerber Mgmt For For
1h. Election of Director: Robert A. Malone Mgmt For For
1i. Election of Director: Jeffrey A. Miller Mgmt For For
1j. Election of Director: Bhavesh V. Patel Mgmt For For
1k. Election of Director: Maurice S. Smith Mgmt For For
1l. Election of Director: Janet L. Weiss Mgmt For For
1m. Election of Director: Tobi M. Edwards Young Mgmt For For
2. Ratification of Selection of Principal Mgmt For For
Independent Public Accountants.
3. Advisory Approval of Executive Mgmt For For
Compensation.
4. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Advisory Votes on Executive Compensation.
5. Approval of an Amendment to the Certificate Mgmt For For
of Incorporation Regarding Officer
Exculpation.
6. Approval of Miscellaneous Amendments to the Mgmt For For
Certificate of Incorporation.
--------------------------------------------------------------------------------------------------------------------------
HILTON WORLDWIDE HOLDINGS INC. Agenda Number: 935808595
--------------------------------------------------------------------------------------------------------------------------
Security: 43300A203
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: HLT
ISIN: US43300A2033
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Christopher J. Mgmt For For
Nassetta
1b. Election of Director: Jonathan D. Gray Mgmt For For
1c. Election of Director: Charlene T. Begley Mgmt For For
1d. Election of Director: Chris Carr Mgmt For For
1e. Election of Director: Melanie L. Healey Mgmt For For
1f. Election of Director: Raymond E. Mabus, Jr. Mgmt For For
1g. Election of Director: Judith A. McHale Mgmt For For
1h. Election of Director: Elizabeth A. Smith Mgmt For For
1i. Election of Director: Douglas M. Steenland Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the Company's independent
registered public accounting firm for 2023.
3. Approval, in a non-binding advisory vote, Mgmt For For
of the compensation paid to the Company's
named executive officers.
--------------------------------------------------------------------------------------------------------------------------
HUNTINGTON INGALLS INDUSTRIES, INC. Agenda Number: 935783541
--------------------------------------------------------------------------------------------------------------------------
Security: 446413106
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: HII
ISIN: US4464131063
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Augustus L. Collins Mgmt For For
1b. Election of Director: Leo P. Denault Mgmt For For
1c. Election of Director: Kirkland H. Donald Mgmt For For
1d. Election of Director: Victoria D. Harker Mgmt For For
1e. Election of Director: Frank R. Jimenez Mgmt For For
1f. Election of Director: Christopher D. Mgmt For For
Kastner
1g. Election of Director: Anastasia D. Kelly Mgmt For For
1h. Election of Director: Tracy B. McKibben Mgmt For For
1i. Election of Director: Stephanie L. Mgmt For For
O'Sullivan
1j. Election of Director: Thomas C. Mgmt For For
Schievelbein
1k. Election of Director: John K. Welch Mgmt For For
2. Approve executive compensation on an Mgmt For For
advisory basis.
3. Ratify the appointment of Deloitte & Touche Mgmt For For
LLP as independent auditors for 2023.
4. Stockholder proposal requesting that HII Shr For Against
disclose on its website an annual report of
HII's direct and indirect lobbying
activities and expenditures.
--------------------------------------------------------------------------------------------------------------------------
INTERCONTINENTAL EXCHANGE, INC. Agenda Number: 935812621
--------------------------------------------------------------------------------------------------------------------------
Security: 45866F104
Meeting Type: Annual
Meeting Date: 19-May-2023
Ticker: ICE
ISIN: US45866F1049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for terms expiring in Mgmt For For
2024: Hon. Sharon Y. Bowen
1b. Election of Director for terms expiring in Mgmt For For
2024: Shantella E. Cooper
1c. Election of Director for terms expiring in Mgmt For For
2024: Duriya M. Farooqui
1d. Election of Director for terms expiring in Mgmt For For
2024: The Rt. Hon. the Lord Hague of
Richmond
1e. Election of Director for terms expiring in Mgmt For For
2024: Mark F. Mulhern
1f. Election of Director for terms expiring in Mgmt For For
2024: Thomas E. Noonan
1g. Election of Director for terms expiring in Mgmt For For
2024: Caroline L. Silver
1h. Election of Director for terms expiring in Mgmt For For
2024: Jeffrey C. Sprecher
1i. Election of Director for terms expiring in Mgmt For For
2024: Judith A. Sprieser
1j. Election of Director for terms expiring in Mgmt For For
2024: Martha A. Tirinnanzi
2. To approve, by non-binding vote, the Mgmt For For
advisory resolution on executive
compensation for named executive officers.
3. To approve, by non-binding vote, the Mgmt 1 Year For
advisory resolution to approve the
frequency of future advisory votes on
executive compensation.
4. To ratify the appointment of Ernst & Young Mgmt For For
LLP as our independent registered public
accounting firm for the fiscal year ending
December 31, 2023.
5. A stockholder proposal regarding special Shr Against For
stockholder meeting improvement, if
properly presented at the Annual Meeting.
--------------------------------------------------------------------------------------------------------------------------
INTUIT INC. Agenda Number: 935744006
--------------------------------------------------------------------------------------------------------------------------
Security: 461202103
Meeting Type: Annual
Meeting Date: 19-Jan-2023
Ticker: INTU
ISIN: US4612021034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Eve Burton Mgmt For For
1b. Election of Director: Scott D. Cook Mgmt For For
1c. Election of Director: Richard L. Dalzell Mgmt For For
1d. Election of Director: Sasan K. Goodarzi Mgmt For For
1e. Election of Director: Deborah Liu Mgmt For For
1f. Election of Director: Tekedra Mawakana Mgmt For For
1g. Election of Director: Suzanne Nora Johnson Mgmt For For
1h. Election of Director: Thomas Szkutak Mgmt For For
1i. Election of Director: Raul Vazquez Mgmt For For
2. Advisory vote to approve Intuit's executive Mgmt For For
compensation (say-on-pay)
3. Ratification of the selection of Ernst & Mgmt For For
Young LLP as Intuit's independent
registered public accounting firm for the
fiscal year ending July 31, 2023
4. Approval of the Amended and Restated Mgmt For For
Employee Stock Purchase Plan to increase
the share reserve by an additional
2,000,000 shares
--------------------------------------------------------------------------------------------------------------------------
JPMORGAN CHASE & CO. Agenda Number: 935797223
--------------------------------------------------------------------------------------------------------------------------
Security: 46625H100
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: JPM
ISIN: US46625H1005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Linda B. Bammann Mgmt For For
1b. Election of Director: Stephen B. Burke Mgmt For For
1c. Election of Director: Todd A. Combs Mgmt For For
1d. Election of Director: James S. Crown Mgmt For For
1e. Election of Director: Alicia Boler Davis Mgmt For For
1f. Election of Director: James Dimon Mgmt For For
1g. Election of Director: Timothy P. Flynn Mgmt For For
1h. Election of Director: Alex Gorsky Mgmt For For
1i. Election of Director: Mellody Hobson Mgmt For For
1j. Election of Director: Michael A. Neal Mgmt For For
1k. Election of Director: Phebe N. Novakovic Mgmt For For
1l. Election of Director: Virginia M. Rometty Mgmt For For
2. Advisory resolution to approve executive Mgmt For For
compensation
3. Advisory vote on frequency of advisory Mgmt 1 Year For
resolution to approve executive
compensation
4. Ratification of independent registered Mgmt For For
public accounting firm
5. Independent board chairman Shr For Against
6. Fossil fuel phase out Shr Against For
7. Amending public responsibility committee Shr Against For
charter to include mandate to oversee
animal welfare impact and risk
8. Special shareholder meeting improvement Shr For Against
9. Report on climate transition planning Shr For Against
10. Report on ensuring respect for civil Shr Against For
liberties
11. Report analyzing the congruence of the Shr For Against
company's political and electioneering
expenditures
12. Absolute GHG reduction goals Shr Against For
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 935750819
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J103
Meeting Type: Special
Meeting Date: 18-Jan-2023
Ticker: LIN
ISIN: IE00BZ12WP82
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve, subject to the approval by the Mgmt For For
requisite majorities at the Court Meeting,
the scheme of arrangement that is included
in Linde's Proxy Statement, referred to as
the "Scheme" or "Scheme of Arrangement," in
its original form or with or subject to any
modification, addition or condition
approved or imposed by the Irish High
Court.
2. To approve, subject to the Scheme becoming Mgmt For For
effective, an amendment to the articles of
association of Linde, which are part of the
Linde constitution, referred to as the
"Articles," in respect of certain mechanics
to effect the Scheme as set forth in
Linde's Proxy Statement.
3. To approve the Common Draft Terms of Merger Mgmt For For
dated December 2, 2022 between Linde and
New Linde, that are included in Linde's
Proxy Statement, whereupon and assuming the
other conditions to the merger are
satisfied, Linde would be merged with and
into New Linde, with New Linde surviving
the merger, and the directors of Linde be
authorized to take all steps necessary or
appropriate to execute and carry the merger
into effect.
--------------------------------------------------------------------------------------------------------------------------
LINDE PLC Agenda Number: 935750821
--------------------------------------------------------------------------------------------------------------------------
Security: G5494J111
Meeting Type: Special
Meeting Date: 18-Jan-2023
Ticker:
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve the Scheme of Arrangement under Mgmt For For
Irish Law between Linde plc and the Scheme
Shareholders, in its original form or with
or subject to any modification(s),
addition(s) or condition(s) approved or
imposed by the Irish High Court.
--------------------------------------------------------------------------------------------------------------------------
M&T BANK CORPORATION Agenda Number: 935775873
--------------------------------------------------------------------------------------------------------------------------
Security: 55261F104
Meeting Type: Annual
Meeting Date: 18-Apr-2023
Ticker: MTB
ISIN: US55261F1049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: John P. Barnes
1b. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Robert T. Brady
1c. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Carlton J. Charles
1d. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Jane Chwick
1e. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: William F. Cruger, Jr.
1f. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: T. Jefferson Cunningham III
1g. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Gary N. Geisel
1h. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Leslie V. Godridge
1i. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Rene F. Jones
1j. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Richard H. Ledgett, Jr.
1k. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Melinda R. Rich
1l. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Robert E. Sadler, Jr.
1m. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Denis J. Salamone
1n. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: John R. Scannell
1o. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Rudina Seseri
1p. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Kirk W. Walters
1q. ELECTION OF DIRECTOR FOR ONE-YEAR TERM AND Mgmt For For
UNTIL THEIR SUCCESSORS HAVE BEEN ELECTED
AND QUALIFIED: Herbert L. Washington
2. TO APPROVE THE 2022 COMPENSATION OF M&T Mgmt For For
BANK CORPORATION'S NAMED EXECUTIVE
OFFICERS.
3. TO RECOMMEND THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON THE COMPENSATION OF M&T
BANK CORPORATION'S NAMED EXECUTIVE
OFFICERS.
4. TO APPROVE THE AMENDMENT AND RESTATEMENT OF Mgmt For For
THE M&T BANK CORPORATION 2019 EQUITY
INCENTIVE COMPENSATION PLAN.
5. TO RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM OF M&T BANK CORPORATION FOR THE YEAR
ENDING DECEMBER 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
MASTERCARD INCORPORATED Agenda Number: 935858437
--------------------------------------------------------------------------------------------------------------------------
Security: 57636Q104
Meeting Type: Annual
Meeting Date: 27-Jun-2023
Ticker: MA
ISIN: US57636Q1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: Merit E. Janow Mgmt For For
1b. ELECTION OF DIRECTOR: Candido Bracher Mgmt For For
1c. ELECTION OF DIRECTOR: Richard K. Davis Mgmt For For
1d. ELECTION OF DIRECTOR: Julius Genachowski Mgmt For For
1e. ELECTION OF DIRECTOR: Choon Phong Goh Mgmt For For
1f. ELECTION OF DIRECTOR: Oki Matsumoto Mgmt For For
1g. ELECTION OF DIRECTOR: Michael Miebach Mgmt For For
1h. ELECTION OF DIRECTOR: Youngme Moon Mgmt For For
1i. ELECTION OF DIRECTOR: Rima Qureshi Mgmt For For
1j. ELECTION OF DIRECTOR: Gabrielle Sulzberger Mgmt For For
1k. ELECTION OF DIRECTOR: Harit Talwar Mgmt For For
1l. ELECTION OF DIRECTOR: Lance Uggla Mgmt For For
2. Advisory approval of Mastercard's executive Mgmt For For
compensation.
3. Advisory approval of the frequency of Mgmt 1 Year For
future advisory votes on executive
compensation.
4. Approval of Mastercard Incorporated Mgmt For For
Employee Stock Purchase Plan.
5. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the
independent registered public accounting
firm for Mastercard for 2023.
6. Consideration of a stockholder proposal Shr Against For
requesting a report on ensuring respect for
civil liberties.
7. Consideration of a stockholder proposal Shr Against For
requesting a report on Mastercard's stance
on new Merchant Category Code.
8. Consideration of a stockholder proposal Shr For Against
requesting lobbying disclosure.
9. Consideration of a stockholder proposal Shr Against For
requesting stockholders approve advance
notice bylaw amendments.
10. Consideration of a stockholder proposal Shr Against For
requesting a report on the cost-benefit
analysis of diversity and inclusion
efforts.
--------------------------------------------------------------------------------------------------------------------------
META PLATFORMS, INC. Agenda Number: 935830960
--------------------------------------------------------------------------------------------------------------------------
Security: 30303M102
Meeting Type: Annual
Meeting Date: 31-May-2023
Ticker: META
ISIN: US30303M1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Peggy Alford Mgmt Withheld Against
Marc L. Andreessen Mgmt Withheld Against
Andrew W. Houston Mgmt Withheld Against
Nancy Killefer Mgmt For For
Robert M. Kimmitt Mgmt For For
Sheryl K. Sandberg Mgmt For For
Tracey T. Travis Mgmt For For
Tony Xu Mgmt Withheld Against
Mark Zuckerberg Mgmt For For
2. To ratify the appointment of Ernst & Young Mgmt For For
LLP as Meta Platforms, Inc.'s independent
registered public accounting firm for the
fiscal year ending December 31, 2023.
3. A shareholder proposal regarding government Shr Against For
takedown requests.
4. A shareholder proposal regarding dual class Shr For Against
capital structure.
5. A shareholder proposal regarding human Shr For Against
rights impact assessment of targeted
advertising.
6. A shareholder proposal regarding report on Shr For Against
lobbying disclosures.
7. A shareholder proposal regarding report on Shr Against For
allegations of political entanglement and
content management biases in India.
8. A shareholder proposal regarding report on Shr For Against
framework to assess company lobbying
alignment with climate goals.
9. A shareholder proposal regarding report on Shr For Against
reproductive rights and data privacy.
10. A shareholder proposal regarding report on Shr Against For
enforcement of Community Standards and user
content.
11. A shareholder proposal regarding report on Shr For Against
child safety impacts and actual harm
reduction to children.
12. A shareholder proposal regarding report on Shr For Against
pay calibration to externalized costs.
13. A shareholder proposal regarding Shr Against For
performance review of the audit & risk
oversight committee.
--------------------------------------------------------------------------------------------------------------------------
MICRON TECHNOLOGY, INC. Agenda Number: 935742177
--------------------------------------------------------------------------------------------------------------------------
Security: 595112103
Meeting Type: Annual
Meeting Date: 12-Jan-2023
Ticker: MU
ISIN: US5951121038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: Richard M. Beyer Mgmt For For
1b. ELECTION OF DIRECTOR: Lynn A. Dugle Mgmt For For
1c. ELECTION OF DIRECTOR: Steven J. Gomo Mgmt For For
1d. ELECTION OF DIRECTOR: Linnie M. Haynesworth Mgmt For For
1e. ELECTION OF DIRECTOR: Mary Pat McCarthy Mgmt For For
1f. ELECTION OF DIRECTOR: Sanjay Mehrotra Mgmt For For
1g. ELECTION OF DIRECTOR: Robert E. Switz Mgmt For For
1h. ELECTION OF DIRECTOR: MaryAnn Wright Mgmt For For
2. PROPOSAL BY THE COMPANY TO APPROVE A Mgmt For For
NON-BINDING RESOLUTION TO APPROVE THE
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS AS DESCRIBED IN THE PROXY
STATEMENT.
3. PROPOSAL BY THE COMPANY TO APPROVE OUR Mgmt For For
AMENDED AND RESTATED 2007 EQUITY INCENTIVE
PLAN TO INCREASE THE SHARES RESERVED FOR
ISSUANCE THERUNDER BY 50 MILLION AS
DESCRIBED IN THE PROXY STATEMENT.
4. PROPOSAL BY THE COMPANY TO RATIFY THE Mgmt For For
APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP
AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF THE COMPANY FOR THE
FISCAL YEAR ENDING AUGUST 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
MICROSOFT CORPORATION Agenda Number: 935722567
--------------------------------------------------------------------------------------------------------------------------
Security: 594918104
Meeting Type: Annual
Meeting Date: 13-Dec-2022
Ticker: MSFT
ISIN: US5949181045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Reid G. Hoffman Mgmt For For
1b. Election of Director: Hugh F. Johnston Mgmt For For
1c. Election of Director: Teri L. List Mgmt For For
1d. Election of Director: Satya Nadella Mgmt For For
1e. Election of Director: Sandra E. Peterson Mgmt For For
1f. Election of Director: Penny S. Pritzker Mgmt For For
1g. Election of Director: Carlos A. Rodriguez Mgmt For For
1h. Election of Director: Charles W. Scharf Mgmt For For
1i. Election of Director: John W. Stanton Mgmt For For
1j. Election of Director: John W. Thompson Mgmt For For
1k. Election of Director: Emma N. Walmsley Mgmt For For
1l. Election of Director: Padmasree Warrior Mgmt For For
2. Advisory vote to approve named executive Mgmt For For
officer compensation
3. Ratification of the Selection of Deloitte & Mgmt For For
Touche LLP as our Independent Auditor for
Fiscal Year 2023
4. Shareholder Proposal - Cost/Benefit Shr Against For
Analysis of Diversity and Inclusion
5. Shareholder Proposal - Report on Hiring of Shr Against For
Persons with Arrest or Incarceration
Records
6. Shareholder Proposal - Report on Investment Shr Against For
of Retirement Funds in Companies
Contributing to Climate Change
7. Shareholder Proposal - Report on Government Shr Against For
Use of Microsoft Technology
8. Shareholder Proposal - Report on Shr Against For
Development of Products for Military
9. Shareholder Proposal - Report on Tax Shr Against For
Transparency
--------------------------------------------------------------------------------------------------------------------------
MID-AMERICA APARTMENT COMMUNITIES, INC. Agenda Number: 935797401
--------------------------------------------------------------------------------------------------------------------------
Security: 59522J103
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: MAA
ISIN: US59522J1034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: H. Eric Bolton, Jr. Mgmt For For
1b. Election of Director: Deborah H. Caplan Mgmt For For
1c. Election of Director: John P. Case Mgmt For For
1d. Election of Director: Tamara Fischer Mgmt For For
1e. Election of Director: Alan B. Graf, Jr. Mgmt For For
1f. Election of Director: Toni Jennings Mgmt For For
1g. Election of Director: Edith Kelly-Green Mgmt For For
1h. Election of Director: James K. Lowder Mgmt For For
1i. Election of Director: Thomas H. Lowder Mgmt For For
1j. Election of Director: Claude B. Nielsen Mgmt For For
1k. Election of Director: W. Reid Sanders Mgmt For For
1l. Election of Director: Gary S. Shorb Mgmt For For
1m. Election of Director: David P. Stockert Mgmt For For
2. Advisory (non-binding) vote to approve the Mgmt For For
compensation of our named executive
officers as disclosed in the proxy
statement.
3. Advisory (non-binding) vote on the Mgmt 1 Year For
frequency of an advisory (non-binding) vote
to approve named executive officer
compensation.
4. Ratification of appointment of Ernst & Mgmt For For
Young LLP as independent registered public
accounting firm for fiscal year 2023.
5. Approval of the 2023 OMNIBUS Incentive Mgmt For For
Plan.
--------------------------------------------------------------------------------------------------------------------------
MONDELEZ INTERNATIONAL, INC. Agenda Number: 935809357
--------------------------------------------------------------------------------------------------------------------------
Security: 609207105
Meeting Type: Annual
Meeting Date: 17-May-2023
Ticker: MDLZ
ISIN: US6092071058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Lewis W.K. Booth Mgmt For For
1b. Election of Director: Charles E. Bunch Mgmt For For
1c. Election of Director: Ertharin Cousin Mgmt For For
1d. Election of Director: Jorge S. Mesquita Mgmt For For
1e. Election of Director: Anindita Mukherjee Mgmt For For
1f. Election of Director: Jane Hamilton Nielsen Mgmt For For
1g. Election of Director: Patrick T. Siewert Mgmt For For
1h. Election of Director: Michael A. Todman Mgmt For For
1i. Election of Director: Dirk Van de Put Mgmt For For
2. Advisory Vote to Approve Executive Mgmt For For
Compensation.
3. Advisory Vote on the Frequency of Future Mgmt 1 Year For
Votes to Approve Executive Compensation.
4. Ratification of the Selection of Mgmt For For
PricewaterhouseCoopers LLP as Independent
Registered Public Accountants for Fiscal
Year Ending December 31, 2023.
5. Require Independent Chair of the Board. Shr Against For
6. Publish Annual Benchmarks for Achieving Shr Against For
Company's 2025 Cage-Free Egg Goal.
7. Adopt Public Targets to Eradicate Child Shr Against For
Labor in Cocoa Supply Chain
--------------------------------------------------------------------------------------------------------------------------
NETFLIX, INC. Agenda Number: 935831126
--------------------------------------------------------------------------------------------------------------------------
Security: 64110L106
Meeting Type: Annual
Meeting Date: 01-Jun-2023
Ticker: NFLX
ISIN: US64110L1061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Stockholders:
Mathias Dopfner
1b. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Stockholders:
Reed Hastings
1c. Election of Director to hold office until Mgmt Against Against
the 2024 Annual Meeting of Stockholders:
Jay Hoag
1d. Election of Director to hold office until Mgmt For For
the 2024 Annual Meeting of Stockholders:
Ted Sarandos
2. Ratification of appointment of independent Mgmt For For
registered public accounting firm.
3. Advisory approval of named executive Mgmt Against Against
officer compensation.
4. Advisory vote on the frequency of future Mgmt 1 Year For
advisory votes on executive compensation.
5. Stockholder proposal entitled, "Proposal 5 Shr For Against
- Reform the Current Impossible Special
Shareholder Meeting Requirements," if
properly presented at the meeting.
6. Stockholder proposal entitled, Shr Against For
"Netflix-Exclusive Board of Directors," if
properly presented at the meeting.
7. Stockholder proposal requesting a report on Shr Against For
the Company's 401(K) Plan, if properly
presented at the meeting.
8. Stockholder proposal entitled, "Policy on Shr For Against
Freedom of Association," if properly
presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
NEXTERA ENERGY, INC. Agenda Number: 935808696
--------------------------------------------------------------------------------------------------------------------------
Security: 65339F101
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: NEE
ISIN: US65339F1012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Nicole S. Arnaboldi Mgmt For For
1b. Election of Director: Sherry S. Barrat Mgmt For For
1c. Election of Director: James L. Camaren Mgmt For For
1d. Election of Director: Kenneth B. Dunn Mgmt For For
1e. Election of Director: Naren K. Gursahaney Mgmt For For
1f. Election of Director: Kirk S. Hachigian Mgmt For For
1g. Election of Director: John W. Ketchum Mgmt For For
1h. Election of Director: Amy B. Lane Mgmt For For
1i. Election of Director: David L. Porges Mgmt For For
1j. Election of Director: Deborah "Dev" Mgmt For For
Stahlkopf
1k. Election of Director: John A. Stall Mgmt For For
1l. Election of Director: Darryl L. Wilson Mgmt For For
2. Ratification of appointment of Deloitte & Mgmt For For
Touche LLP as NextEra Energy's independent
registered public accounting firm for 2023
3. Approval, by non-binding advisory vote, of Mgmt For For
NextEra Energy's compensation of its named
executive officers as disclosed in the
proxy statement
4. Non-Binding advisory vote on whether Mgmt 1 Year For
NextEra Energy should hold a non-binding
shareholder advisory vote to approve
NextEra Energy's compensation of its named
executive officers every 1, 2 or 3 years
5. A proposal entitled "Board Skills Shr For Against
Disclosure" requesting a chart of
individual board skills
--------------------------------------------------------------------------------------------------------------------------
NIKE, INC. Agenda Number: 935692803
--------------------------------------------------------------------------------------------------------------------------
Security: 654106103
Meeting Type: Annual
Meeting Date: 09-Sep-2022
Ticker: NKE
ISIN: US6541061031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class B Director: Alan B. Graf, Mgmt For For
Jr.
1b. Election of Class B Director: Peter B. Mgmt For For
Henry
1c. Election of Class B Director: Michelle A. Mgmt For For
Peluso
2. To approve executive compensation by an Mgmt Against Against
advisory vote.
3. To ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as independent
registered public accounting firm.
4. To approve the amendment of the NIKE, Inc. Mgmt For For
Employee Stock Purchase Plan to increase
authorized shares.
5. To consider a shareholder proposal Shr Against For
regarding a policy on China sourcing, if
properly presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
NVIDIA CORPORATION Agenda Number: 935863224
--------------------------------------------------------------------------------------------------------------------------
Security: 67066G104
Meeting Type: Annual
Meeting Date: 22-Jun-2023
Ticker: NVDA
ISIN: US67066G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Robert K. Burgess Mgmt For For
1b. Election of Director: Tench Coxe Mgmt For For
1c. Election of Director: John O. Dabiri Mgmt For For
1d. Election of Director: Persis S. Drell Mgmt For For
1e. Election of Director: Jen-Hsun Huang Mgmt For For
1f. Election of Director: Dawn Hudson Mgmt For For
1g. Election of Director: Harvey C. Jones Mgmt For For
1h. Election of Director: Michael G. McCaffery Mgmt For For
1i. Election of Director: Stephen C. Neal Mgmt For For
1j. Election of Director: Mark L. Perry Mgmt For For
1k. Election of Director: A. Brooke Seawell Mgmt For For
1l. Election of Director: Aarti Shah Mgmt For For
1m. Election of Director: Mark A. Stevens Mgmt For For
2. Advisory approval of our executive Mgmt For For
compensation.
3. Advisory approval of the frequency of Mgmt 1 Year For
holding an advisory vote on our executive
compensation.
4. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for fiscal year 2024.
--------------------------------------------------------------------------------------------------------------------------
PACKAGING CORPORATION OF AMERICA Agenda Number: 935787397
--------------------------------------------------------------------------------------------------------------------------
Security: 695156109
Meeting Type: Annual
Meeting Date: 02-May-2023
Ticker: PKG
ISIN: US6951561090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Cheryl K. Beebe Mgmt For For
1b. Election of Director: Duane C. Farrington Mgmt For For
1c. Election of Director: Donna A. Harman Mgmt For For
1d. Election of Director: Mark W. Kowlzan Mgmt For For
1e. Election of Director: Robert C. Lyons Mgmt For For
1f. Election of Director: Thomas P. Maurer Mgmt For For
1g. Election of Director: Samuel M. Mencoff Mgmt For For
1h. Election of Director: Roger B. Porter Mgmt For For
1i. Election of Director: Thomas S. Souleles Mgmt For For
1j. Election of Director: Paul T. Stecko Mgmt For For
2. Proposal to ratify appointment of KPMG LLP Mgmt For For
as our auditors.
3. Proposal to approve our executive Mgmt For For
compensation.
4. Proposal on the frequency of the vote on Mgmt 1 Year For
executive compensation.
--------------------------------------------------------------------------------------------------------------------------
PEPSICO, INC. Agenda Number: 935784795
--------------------------------------------------------------------------------------------------------------------------
Security: 713448108
Meeting Type: Annual
Meeting Date: 03-May-2023
Ticker: PEP
ISIN: US7134481081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Segun Agbaje Mgmt For For
1b. Election of Director: Jennifer Bailey Mgmt For For
1c. Election of Director: Cesar Conde Mgmt For For
1d. Election of Director: Ian Cook Mgmt For For
1e. Election of Director: Edith W. Cooper Mgmt For For
1f. Election of Director: Susan M. Diamond Mgmt For For
1g. Election of Director: Dina Dublon Mgmt For For
1h. Election of Director: Michelle Gass Mgmt For For
1i. Election of Director: Ramon L. Laguarta Mgmt For For
1j. Election of Director: Dave J. Lewis Mgmt For For
1k. Election of Director: David C. Page Mgmt For For
1l. Election of Director: Robert C. Pohlad Mgmt For For
1m. Election of Director: Daniel Vasella Mgmt For For
1n. Election of Director: Darren Walker Mgmt For For
1o. Election of Director: Alberto Weisser Mgmt For For
2. Ratification of the appointment of KPMG LLP Mgmt For For
as the Company's independent registered
public accounting firm for fiscal year
2023.
3. Advisory approval of the Company's Mgmt For For
executive compensation
4. Advisory vote on frequency of future Mgmt 1 Year For
shareholder advisory approval of the
Company's executive compensation.
5. Shareholder Proposal - Independent Board Shr Against For
Chair.
6. Shareholder Proposal - Global Transparency Shr Against For
Report.
7. Shareholder Proposal - Report on Impacts of Shr Against For
Reproductive Healthcare Legislation
8. Shareholder Proposal - Congruency Report on Shr Against For
Net-Zero Emissions Policies.
--------------------------------------------------------------------------------------------------------------------------
PIONEER NATURAL RESOURCES COMPANY Agenda Number: 935817241
--------------------------------------------------------------------------------------------------------------------------
Security: 723787107
Meeting Type: Annual
Meeting Date: 25-May-2023
Ticker: PXD
ISIN: US7237871071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: A.R. Alameddine Mgmt For For
1b. ELECTION OF DIRECTOR: Lori G. Billingsley Mgmt For For
1c. ELECTION OF DIRECTOR: Edison C. Buchanan Mgmt For For
1d. ELECTION OF DIRECTOR: Richard P. Dealy Mgmt For For
1e. ELECTION OF DIRECTOR: Maria S. Dreyfus Mgmt For For
1f. ELECTION OF DIRECTOR: Matthew M. Gallagher Mgmt For For
1g. ELECTION OF DIRECTOR: Phillip A. Gobe Mgmt For For
1h. ELECTION OF DIRECTOR: Stacy P. Methvin Mgmt For For
1i. ELECTION OF DIRECTOR: Royce W. Mitchell Mgmt For For
1j. ELECTION OF DIRECTOR: Scott D. Sheffield Mgmt For For
1k. ELECTION OF DIRECTOR: J. Kenneth Thompson Mgmt For For
1l. ELECTION OF DIRECTOR: Phoebe A. Wood Mgmt For For
2. RATIFICATION OF SELECTION OF ERNST & YOUNG Mgmt For For
LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2023.
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION.
4. ADVISORY VOTE TO APPROVE THE FREQUENCY OF Mgmt 1 Year For
FUTURE ADVISORY VOTES ON EXECUTIVE
COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
REINSURANCE GROUP OF AMERICA, INC. Agenda Number: 935814675
--------------------------------------------------------------------------------------------------------------------------
Security: 759351604
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: RGA
ISIN: US7593516047
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Pina Albo Mgmt For For
1b. Election of Director: Tony Cheng Mgmt For For
1c. Election of Director: John J. Gauthier Mgmt For For
1d. Election of Director: Patricia L. Guinn Mgmt For For
1e. Election of Director: Anna Manning Mgmt For For
1f. Election of Director: Hazel M. McNeilage Mgmt For For
1g. Election of Director: George Nichols III Mgmt For For
1h. Election of Director: Stephen O'Hearn Mgmt For For
1i. Election of Director: Shundrawn Thomas Mgmt For For
1j. Election of Director: Khanh T. Tran Mgmt For For
1k. Election of Director: Steven C. Van Wyk Mgmt For For
2. Vote on the frequency of the shareholders' Mgmt 1 Year For
vote to approve named executive officer
compensation.
3. Advisory vote to approve named executive Mgmt For For
officer compensation.
4. Ratify the appointment of Deloitte & Touche Mgmt For For
LLP as the Company's independent auditor
for the year ending December 31, 2023.
--------------------------------------------------------------------------------------------------------------------------
SALESFORCE, INC. Agenda Number: 935846127
--------------------------------------------------------------------------------------------------------------------------
Security: 79466L302
Meeting Type: Annual
Meeting Date: 08-Jun-2023
Ticker: CRM
ISIN: US79466L3024
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Marc Benioff Mgmt For For
1b. Election of Director: Laura Alber Mgmt For For
1c. Election of Director: Craig Conway Mgmt For For
1d. Election of Director: Arnold Donald Mgmt For For
1e. Election of Director: Parker Harris Mgmt For For
1f. Election of Director: Neelie Kroes Mgmt For For
1g. Election of Director: Sachin Mehra Mgmt For For
1h. Election of Director: Mason Morfit Mgmt For For
1i. Election of Director: Oscar Munoz Mgmt For For
1j. Election of Director: John V. Roos Mgmt For For
1k. Election of Director: Robin Washington Mgmt For For
1l. Election of Director: Maynard Webb Mgmt For For
1m. Election of Director: Susan Wojcicki Mgmt For For
2. Amendment and restatement of our 2013 Mgmt For For
Equity Incentive Plan to increase the
number of shares reserved for issuance.
3. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as our independent registered
public accounting firm for the fiscal year
ending January 31, 2024.
4. An advisory vote to approve the fiscal 2023 Mgmt For For
compensation of our named executive
officers.
5. An advisory vote on the frequency of Mgmt 1 Year For
holding future advisory votes to approve
executive compensation.
6. A stockholder proposal requesting a policy Shr Against For
to require the Chair of the Board be an
independent member of the Board and not a
former CEO of the Company, if properly
presented at the meeting.
7. A stockholder proposal requesting a policy Shr Against For
to forbid all Company directors from
sitting on any other boards, if properly
presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
SANOFI SA Agenda Number: 717164331
--------------------------------------------------------------------------------------------------------------------------
Security: F5548N101
Meeting Type: MIX
Meeting Date: 25-May-2023
Ticker:
ISIN: FR0000120578
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT FOR SHAREHOLDERS NOT HOLDING SHARES Non-Voting
DIRECTLY WITH A FRENCH CUSTODIAN, VOTING
INSTRUCTIONS WILL BE FORWARDED TO YOUR
GLOBAL CUSTODIAN ON VOTE DEADLINE DATE. THE
GLOBAL CUSTODIAN AS THE REGISTERED
INTERMEDIARY WILL SIGN THE PROXY CARD AND
FORWARD TO THE LOCAL CUSTODIAN FOR LODGMENT
CMMT FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID Non-Voting
VOTING OPTION. FOR ANY ADDITIONAL
RESOLUTIONS RAISED AT THE MEETING THE
VOTING INSTRUCTION WILL DEFAULT TO
'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING
THE PROXY CARD, THE VOTING INSTRUCTION WILL
DEFAULT TO THE PREFERENCE OF YOUR CUSTODIAN
CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting
DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK.
IF NO SHAREHOLDER DETAILS ARE PROVIDED,
YOUR INSTRUCTIONS MAY BE REJECTED
CMMT FOR SHAREHOLDERS HOLDING SHARES DIRECTLY Non-Voting
REGISTERED IN THEIR OWN NAME ON THE COMPANY
SHARE REGISTER, YOU SHOULD RECEIVE A PROXY
CARD/VOTING FORM DIRECTLY FROM THE ISSUER.
PLEASE SUBMIT YOUR VOTE DIRECTLY BACK TO
THE ISSUER VIA THE PROXY CARD/VOTING FORM,
DO NOT SUBMIT YOUR VOTE VIA BROADRIDGE
SYSTEMS/PLATFORMS OR YOUR INSTRUCTIONS MAY
BE REJECTED
1 APPROVE FINANCIAL STATEMENTS AND STATUTORY Mgmt For For
REPORTS
2 APPROVE CONSOLIDATED FINANCIAL STATEMENTS Mgmt For For
AND STATUTORY REPORTS
3 APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For
OF EUR 3.56 PER SHARE
4 ELECT FREDERIC OUDEA AS DIRECTOR Mgmt For For
5 APPROVE COMPENSATION REPORT OF CORPORATE Mgmt For For
OFFICERS
6 APPROVE COMPENSATION OF SERGE WEINBERG, Mgmt For For
CHAIRMAN OF THE BOARD
7 APPROVE COMPENSATION OF PAUL HUDSON, CEO Mgmt For For
8 APPROVE REMUNERATION OF DIRECTORS IN THE Mgmt For For
AGGREGATE AMOUNT OF EUR 2.5 MILLION
9 APPROVE REMUNERATION POLICY OF DIRECTORS Mgmt For For
10 APPROVE REMUNERATION POLICY OF CHAIRMAN OF Mgmt For For
THE BOARD
11 APPROVE REMUNERATION POLICY OF CEO Mgmt For For
12 RENEW APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
AUDIT AS AUDITOR
13 RATIFY CHANGE LOCATION OF REGISTERED OFFICE Mgmt For For
TO 46, AVENUE DE LA GRANDE ARMEE, 75017
PARIS AND AMEND ARTICLE 4 OF BYLAWS
ACCORDINGLY
14 AUTHORIZE REPURCHASE OF UP TO 10 PERCENT OF Mgmt For For
ISSUED SHARE CAPITAL
15 AUTHORIZE DECREASE IN SHARE CAPITAL VIA Mgmt For For
CANCELLATION OF REPURCHASED SHARES
16 AUTHORIZE ISSUANCE OF EQUITY OR Mgmt For For
EQUITY-LINKED SECURITIES WITH PREEMPTIVE
RIGHTS UP TO AGGREGATE NOMINAL AMOUNT OF
EUR 997 MILLION
17 AUTHORIZE ISSUANCE OF EQUITY OR Mgmt For For
EQUITY-LINKED SECURITIES WITHOUT PREEMPTIVE
RIGHTS UP TO AGGREGATE NOMINAL AMOUNT OF
EUR 240 MILLION
18 APPROVE ISSUANCE OF EQUITY OR EQUITY-LINKED Mgmt For For
SECURITIES FOR PRIVATE PLACEMENTS, UP TO
AGGREGATE NOMINAL AMOUNT OF EUR 240 MILLION
19 APPROVE ISSUANCE OF DEBT SECURITIES GIVING Mgmt For For
ACCESS TO NEW SHARES OF SUBSIDIARIES AND/OR
DEBT SECURITIES, UP TO AGGREGATE AMOUNT OF
EUR 7 BILLION
20 AUTHORIZE BOARD TO INCREASE CAPITAL IN THE Mgmt For For
EVENT OF ADDITIONAL DEMAND RELATED TO
DELEGATION SUBMITTED TO SHAREHOLDER VOTE
UNDER ITEMS 16-18
21 AUTHORIZE CAPITAL INCREASE OF UP TO 10 Mgmt For For
PERCENT OF ISSUED CAPITAL FOR CONTRIBUTIONS
IN KIND
22 AUTHORIZE CAPITALIZATION OF RESERVES OF UP Mgmt For For
TO EUR 500 MILLION FOR BONUS ISSUE OR
INCREASE IN PAR VALUE
23 AUTHORIZE CAPITAL ISSUANCES FOR USE IN Mgmt For For
EMPLOYEE STOCK PURCHASE PLANS
24 AUTHORIZE FILING OF REQUIRED Mgmt For For
DOCUMENTS/OTHER FORMALITIES
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://www.journal-officiel.gouv.fr/telech
argements/BALO/pdf/2023/0407/202304072300830
.pdf
CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting
DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE
AT THIS MEETING, YOU (OR YOUR CREST
SPONSORED MEMBER/CUSTODIAN) WILL BE
REQUIRED TO INSTRUCT A TRANSFER OF THE
RELEVANT CDIS TO THE ESCROW ACCOUNT
SPECIFIED IN THE ASSOCIATED CORPORATE EVENT
IN THE CREST SYSTEM. THIS TRANSFER WILL
NEED TO BE COMPLETED BY THE SPECIFIED CREST
SYSTEM DEADLINE. ONCE THIS TRANSFER HAS
SETTLED, THE CDIS WILL BE BLOCKED IN THE
CREST SYSTEM. THE CDIS WILL TYPICALLY BE
RELEASED FROM ESCROW AS SOON AS PRACTICABLE
ON RECORD DATE +1 DAY (OR ON MEETING DATE
+1 DAY IF NO RECORD DATE APPLIES) UNLESS
OTHERWISE SPECIFIED, AND ONLY AFTER THE
AGENT HAS CONFIRMED AVAILABILITY OF THE
POSITION. IN ORDER FOR A VOTE TO BE
ACCEPTED, THE VOTED POSITION MUST BE
BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN
THE CREST SYSTEM. BY VOTING ON THIS
MEETING, YOUR CREST SPONSORED
MEMBER/CUSTODIAN MAY USE YOUR VOTE
INSTRUCTION AS THE AUTHORIZATION TO TAKE
THE NECESSARY ACTION WHICH WILL INCLUDE
TRANSFERRING YOUR INSTRUCTED POSITION TO
ESCROW. PLEASE CONTACT YOUR CREST SPONSORED
MEMBER/CUSTODIAN DIRECTLY FOR FURTHER
INFORMATION ON THE CUSTODY PROCESS AND
WHETHER OR NOT THEY REQUIRE SEPARATE
INSTRUCTIONS FROM YOU
CMMT PLEASE NOTE SHARE BLOCKING WILL APPLY FOR Non-Voting
ANY VOTED POSITIONS SETTLING THROUGH
EUROCLEAR BANK
CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting
THAT IF YOU ARE CLASSIFIED AS AN
INTERMEDIARY CLIENT UNDER THE SHAREHOLDER
RIGHTS DIRECTIVE II, YOU SHOULD BE
PROVIDING THE UNDERLYING SHAREHOLDER
INFORMATION AT THE VOTE INSTRUCTION LEVEL.
IF YOU ARE UNSURE ON HOW TO PROVIDE THIS
LEVEL OF DATA TO BROADRIDGE OUTSIDE OF
PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED
CLIENT SERVICE REPRESENTATIVE FOR
ASSISTANCE
--------------------------------------------------------------------------------------------------------------------------
STARBUCKS CORPORATION Agenda Number: 935762193
--------------------------------------------------------------------------------------------------------------------------
Security: 855244109
Meeting Type: Annual
Meeting Date: 23-Mar-2023
Ticker: SBUX
ISIN: US8552441094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Richard E. Allison, Mgmt For For
Jr.
1b. Election of Director: Andrew Campion Mgmt For For
1c. Election of Director: Beth Ford Mgmt For For
1d. Election of Director: Mellody Hobson Mgmt For For
1e. Election of Director: Jorgen Vig Knudstorp Mgmt For For
1f. Election of Director: Satya Nadella Mgmt For For
1g. Election of Director: Laxman Narasimhan Mgmt For For
1h. Election of Director: Howard Schultz Mgmt For For
2. Approval, on a nonbinding basis, of the Mgmt For For
compensation paid to our named executive
officers
3. Approval, on a nonbinding basis, of the Mgmt 1 Year For
frequency of future advisory votes on
executive compensation
4. Ratify the selection of Deloitte & Touche Mgmt For For
LLP as our independent registered public
accounting firm for fiscal 2023
5. Report on Plant-Based Milk Pricing Shr Against For
6. CEO Succession Planning Policy Amendment Shr Against For
7. Annual Reports on Company Operations in Shr Against For
China
8. Assessment of Worker Rights Commitments Shr For Against
9. Creation of Board Committee on Corporate Shr Against For
Sustainability
--------------------------------------------------------------------------------------------------------------------------
T-MOBILE US, INC. Agenda Number: 935842206
--------------------------------------------------------------------------------------------------------------------------
Security: 872590104
Meeting Type: Annual
Meeting Date: 16-Jun-2023
Ticker: TMUS
ISIN: US8725901040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Andre Almeida Mgmt Withheld Against
Marcelo Claure Mgmt Withheld Against
Srikant M. Datar Mgmt For For
Srinivasan Gopalan Mgmt Withheld Against
Timotheus Hottges Mgmt Withheld Against
Christian P. Illek Mgmt Withheld Against
Raphael Kubler Mgmt Withheld Against
Thorsten Langheim Mgmt Withheld Against
Dominique Leroy Mgmt Withheld Against
Letitia A. Long Mgmt For For
G. Michael Sievert Mgmt Withheld Against
Teresa A. Taylor Mgmt For For
Kelvin R. Westbrook Mgmt For For
2. Ratification of the Appointment of Deloitte Mgmt For For
& Touche LLP as the Company's Independent
Registered Public Accounting Firm for
Fiscal Year 2023.
3. Advisory Vote to Approve the Compensation Mgmt For For
Provided to the Company's Named Executive
Officers for 2022.
4. Advisory Vote on the Frequency of Future Mgmt 1 Year Against
Advisory Votes to Approve the Compensation
Provided to the Company's Named Executive
Officers.
5. Approval of T-Mobile US, Inc. 2023 Mgmt For For
Incentive Award Plan.
6. Approval of T-Mobile US, Inc. Amended and Mgmt For For
Restated 2014 Employee Stock Purchase Plan.
--------------------------------------------------------------------------------------------------------------------------
TESLA, INC. Agenda Number: 935679540
--------------------------------------------------------------------------------------------------------------------------
Security: 88160R101
Meeting Type: Annual
Meeting Date: 04-Aug-2022
Ticker: TSLA
ISIN: US88160R1014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Ira Ehrenpreis Mgmt Against Against
1.2 Election of Director: Kathleen Mgmt Against Against
Wilson-Thompson
2. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation to reduce
director terms to two years.
3. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation and bylaws
to eliminate applicable supermajority
voting requirements.
4. Tesla proposal for adoption of amendments Mgmt For For
to certificate of incorporation to increase
the number of authorized shares of common
stock by 4,000,000,000 shares.
5. Tesla proposal to ratify the appointment of Mgmt For For
independent registered public accounting
firm.
6. Stockholder proposal regarding proxy Shr For Against
access.
7. Stockholder proposal regarding annual Shr For Against
reporting on anti-discrimination and
harassment efforts.
8. Stockholder proposal regarding annual Shr Against For
reporting on Board diversity.
9. Stockholder proposal regarding reporting on Shr For Against
employee arbitration.
10. Stockholder proposal regarding reporting on Shr For Against
lobbying.
11. Stockholder proposal regarding adoption of Shr For Against
a freedom of association and collective
bargaining policy.
12. Stockholder proposal regarding additional Shr Against For
reporting on child labor.
13. Stockholder proposal regarding additional Shr For Against
reporting on water risk.
--------------------------------------------------------------------------------------------------------------------------
TESLA, INC. Agenda Number: 935804636
--------------------------------------------------------------------------------------------------------------------------
Security: 88160R101
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: TSLA
ISIN: US88160R1014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Elon Musk Mgmt For For
1.2 Election of Director: Robyn Denholm Mgmt Against Against
1.3 Election of Director: JB Straubel Mgmt For For
2. Tesla proposal to approve executive Mgmt For For
compensation on a non- binding advisory
basis.
3. Tesla proposal to approve the frequency of Mgmt 1 Year Against
future votes on executive compensation on a
non-binding advisory basis.
4. Tesla proposal to ratify the appointment of Mgmt For For
independent registered public accounting
firm.
5. Stockholder proposal regarding reporting on Shr Against For
key-person risk.
--------------------------------------------------------------------------------------------------------------------------
TEXAS INSTRUMENTS INCORPORATED Agenda Number: 935777120
--------------------------------------------------------------------------------------------------------------------------
Security: 882508104
Meeting Type: Annual
Meeting Date: 27-Apr-2023
Ticker: TXN
ISIN: US8825081040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mark A. Blinn Mgmt For For
1b. Election of Director: Todd M. Bluedorn Mgmt For For
1c. Election of Director: Janet F. Clark Mgmt For For
1d. Election of Director: Carrie S. Cox Mgmt For For
1e. Election of Director: Martin S. Craighead Mgmt For For
1f. Election of Director: Curtis C. Farmer Mgmt For For
1g. Election of Director: Jean M. Hobby Mgmt For For
1h. Election of Director: Haviv Ilan Mgmt For For
1i. Election of Director: Ronald Kirk Mgmt For For
1j. Election of Director: Pamela H. Patsley Mgmt For For
1k. Election of Director: Robert E. Sanchez Mgmt For For
1l. Election of Director: Richard K. Templeton Mgmt For For
2. Board proposal to approve amendment and Mgmt For For
restatement of the TI Employees 2014 Stock
Purchase Plan to extend the termination
date.
3. Board proposal regarding advisory vote on Mgmt 1 Year For
the frequency of future advisory votes on
executive compensation.
4. Board proposal regarding advisory approval Mgmt For For
of the Company's executive compensation.
5. Board proposal to ratify the appointment of Mgmt For For
Ernst & Young LLP as the Company's
independent registered public accounting
firm for 2023.
6. Stockholder proposal to permit a combined Shr For Against
10% of stockholders to call a special
meeting.
7. Stockholder proposal to report on due Shr Against For
diligence efforts to trace end-user misuse
of company products.
--------------------------------------------------------------------------------------------------------------------------
THE CHARLES SCHWAB CORPORATION Agenda Number: 935809523
--------------------------------------------------------------------------------------------------------------------------
Security: 808513105
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: SCHW
ISIN: US8085131055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of director: Marianne C. Brown Mgmt For For
1b. Election of director: Frank C. Herringer Mgmt For For
1c. Election of director: Gerri K. Mgmt For For
Martin-Flickinger
1d. Election of director: Todd M. Ricketts Mgmt For For
1e. Election of director: Carolyn Mgmt For For
Schwab-Pomerantz
2. Ratification of the selection of Deloitte & Mgmt For For
Touche LLP as independent auditors
3. Advisory vote to approve named executive Mgmt For For
officer compensation
4. Frequency of advisory vote on named Mgmt 1 Year For
executive officer compensation
5. Stockholder Proposal requesting pay equity Shr For Against
disclosure
6. Stockholder Proposal requesting company Shr Against For
report on discrimination risk oversight and
impact
--------------------------------------------------------------------------------------------------------------------------
THE ESTEE LAUDER COMPANIES INC. Agenda Number: 935714659
--------------------------------------------------------------------------------------------------------------------------
Security: 518439104
Meeting Type: Annual
Meeting Date: 18-Nov-2022
Ticker: EL
ISIN: US5184391044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class II Director: Ronald S. Mgmt For For
Lauder
1b. Election of Class II Director: William P. Mgmt Withheld Against
Lauder
1c. Election of Class II Director: Richard D. Mgmt Withheld Against
Parsons
1d. Election of Class II Director: Lynn Mgmt For For
Forester de Rothschild
1e. Election of Class II Director: Jennifer Mgmt For For
Tejada
1f. Election of Class II Director: Richard F. Mgmt For For
Zannino
2. Ratification of appointment of Mgmt For For
PricewaterhouseCoopers LLP as independent
auditors for the 2023 fiscal year.
3. Advisory vote to approve executive Mgmt For For
compensation.
--------------------------------------------------------------------------------------------------------------------------
THE GOLDMAN SACHS GROUP, INC. Agenda Number: 935777702
--------------------------------------------------------------------------------------------------------------------------
Security: 38141G104
Meeting Type: Annual
Meeting Date: 26-Apr-2023
Ticker: GS
ISIN: US38141G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michele Burns Mgmt For For
1b. Election of Director: Mark Flaherty Mgmt For For
1c. Election of Director: Kimberley Harris Mgmt For For
1d. Election of Director: Kevin Johnson Mgmt For For
1e. Election of Director: Ellen Kullman Mgmt For For
1f. Election of Director: Lakshmi Mittal Mgmt For For
1g. Election of Director: Adebayo Ogunlesi Mgmt For For
1h. Election of Director: Peter Oppenheimer Mgmt For For
1i. Election of Director: David Solomon Mgmt For For
1j. Election of Director: Jan Tighe Mgmt For For
1k. Election of Director: Jessica Uhl Mgmt For For
1l. Election of Director: David Viniar Mgmt For For
2. Advisory Vote to Approve Executive Mgmt For For
Compensation (Say on Pay)
3. Advisory Vote on the Frequency of Say on Mgmt 1 Year For
Pay
4. Ratification of PricewaterhouseCoopers LLP Mgmt For For
as our Independent Registered Public
Accounting Firm for 2023
5. Shareholder Proposal Regarding a Report on Shr For Against
Lobbying
6. Shareholder Proposal Regarding a Policy for Shr Against For
an Independent Chair
7. Shareholder Proposal Regarding Chinese Shr Against For
Congruency of Certain ETFs
8. Shareholder Proposal Regarding a Racial Shr Against For
Equity Audit
9. Shareholder Proposal Regarding a Policy to Shr Against For
Phase Out Fossil Fuel-Related Lending &
Underwriting Activities
10. Shareholder Proposal Regarding Disclosure Shr Against For
of 2030 Absolute Greenhouse Gas Reduction
Goals
11. Shareholder Proposal Regarding Climate Shr For Against
Transition Report
12. Shareholder Proposal Regarding Reporting on Shr For Against
Pay Equity
--------------------------------------------------------------------------------------------------------------------------
THE HERSHEY COMPANY Agenda Number: 935793871
--------------------------------------------------------------------------------------------------------------------------
Security: 427866108
Meeting Type: Annual
Meeting Date: 16-May-2023
Ticker: HSY
ISIN: US4278661081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Pamela M. Arway Mgmt For For
Michele G. Buck Mgmt For For
Victor L. Crawford Mgmt For For
Robert M. Dutkowsky Mgmt For For
Mary Kay Haben Mgmt For For
James C. Katzman Mgmt For For
M. Diane Koken Mgmt For For
Huong Maria T. Kraus Mgmt For For
Robert M. Malcolm Mgmt For For
Anthony J. Palmer Mgmt For For
Juan R. Perez Mgmt For For
2. Ratify the appointment of Ernst & Young LLP Mgmt For For
as independent auditors for 2023.
3. Approve named executive officer Mgmt For For
compensation on a non-binding advisory
basis.
4. The frequency of future advisory votes on Mgmt 1 Year For
named executive officer compensation.
5. Stockholder Proposal titled "Public Report Shr Against For
on Living Wage & Income."
--------------------------------------------------------------------------------------------------------------------------
THE PROCTER & GAMBLE COMPANY Agenda Number: 935703149
--------------------------------------------------------------------------------------------------------------------------
Security: 742718109
Meeting Type: Annual
Meeting Date: 11-Oct-2022
Ticker: PG
ISIN: US7427181091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. ELECTION OF DIRECTOR: B. Marc Allen Mgmt For For
1b. ELECTION OF DIRECTOR: Angela F. Braly Mgmt For For
1c. ELECTION OF DIRECTOR: Amy L. Chang Mgmt For For
1d. ELECTION OF DIRECTOR: Joseph Jimenez Mgmt For For
1e. ELECTION OF DIRECTOR: Christopher Mgmt For For
Kempczinski
1f. ELECTION OF DIRECTOR: Debra L. Lee Mgmt For For
1g. ELECTION OF DIRECTOR: Terry J. Lundgren Mgmt For For
1h. ELECTION OF DIRECTOR: Christine M. McCarthy Mgmt For For
1i. ELECTION OF DIRECTOR: Jon R. Moeller Mgmt For For
1j. ELECTION OF DIRECTOR: Rajesh Subramaniam Mgmt For For
1k. ELECTION OF DIRECTOR: Patricia A. Woertz Mgmt For For
2. Ratify Appointment of the Independent Mgmt For For
Registered Public Accounting Firm
3. Advisory Vote to Approve the Company's Mgmt For For
Executive Compensation (the "Say on Pay"
vote)
--------------------------------------------------------------------------------------------------------------------------
THERMO FISHER SCIENTIFIC INC. Agenda Number: 935803709
--------------------------------------------------------------------------------------------------------------------------
Security: 883556102
Meeting Type: Annual
Meeting Date: 24-May-2023
Ticker: TMO
ISIN: US8835561023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Marc N. Casper Mgmt For For
1b. Election of Director: Nelson J. Chai Mgmt For For
1c. Election of Director: Ruby R. Chandy Mgmt For For
1d. Election of Director: C. Martin Harris Mgmt For For
1e. Election of Director: Tyler Jacks Mgmt For For
1f. Election of Director: R. Alexandra Keith Mgmt For For
1g. Election of Director: James C. Mullen Mgmt For For
1h. Election of Director: Lars R. Sorensen Mgmt For For
1i. Election of Director: Debora L. Spar Mgmt For For
1j. Election of Director: Scott M. Sperling Mgmt For For
1k. Election of Director: Dion J. Weisler Mgmt For For
2. An advisory vote to approve named executive Mgmt For For
officer compensation.
3. An advisory vote on the frequency of future Mgmt 1 Year For
named executive officer advisory votes.
4. Ratification of the Audit Committee's Mgmt For For
selection of PricewaterhouseCoopers LLP as
the Company's independent auditors for
2023.
5. Approval of the Company's Amended and Mgmt For For
Restated 2013 Stock Incentive Plan.
6. Approval of the Company's 2023 Global Mgmt For For
Employee Stock Purchase Plan.
--------------------------------------------------------------------------------------------------------------------------
UBER TECHNOLOGIES, INC. Agenda Number: 935791726
--------------------------------------------------------------------------------------------------------------------------
Security: 90353T100
Meeting Type: Annual
Meeting Date: 08-May-2023
Ticker: UBER
ISIN: US90353T1007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Ronald Sugar Mgmt For For
1b. Election of Director: Revathi Advaithi Mgmt For For
1c. Election of Director: Ursula Burns Mgmt For For
1d. Election of Director: Robert Eckert Mgmt For For
1e. Election of Director: Amanda Ginsberg Mgmt For For
1f. Election of Director: Dara Khosrowshahi Mgmt For For
1g. Election of Director: Wan Ling Martello Mgmt For For
1h. Election of Director: John Thain Mgmt For For
1i. Election of Director: David Trujillo Mgmt For For
1j. Election of Director: Alexander Wynaendts Mgmt For For
2. Advisory vote to approve 2022 named Mgmt For For
executive officer compensation.
3. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for 2023.
4. Stockholder proposal to prepare an Shr Against For
independent third-party audit on Driver
health and safety.
--------------------------------------------------------------------------------------------------------------------------
WASTE MANAGEMENT, INC. Agenda Number: 935790178
--------------------------------------------------------------------------------------------------------------------------
Security: 94106L109
Meeting Type: Annual
Meeting Date: 09-May-2023
Ticker: WM
ISIN: US94106L1098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Bruce E. Chinn Mgmt For For
1b. Election of Director: James C. Fish, Jr. Mgmt For For
1c. Election of Director: Andres R. Gluski Mgmt For For
1d. Election of Director: Victoria M. Holt Mgmt For For
1e. Election of Director: Kathleen M. Mgmt For For
Mazzarella
1f. Election of Director: Sean E. Menke Mgmt For For
1g. Election of Director: William B. Plummer Mgmt For For
1h. Election of Director: John C. Pope Mgmt For For
1i. Election of Director: Maryrose T. Sylvester Mgmt For For
2. Ratification of the appointment of Ernst & Mgmt For For
Young LLP as the independent registered
public accounting firm for 2023.
3. Approval, on an advisory basis, of our Mgmt For For
executive compensation.
4. To recommend the frequency of future Mgmt 1 Year For
advisory votes on our executive
compensation.
5. Approval of our 2023 Stock Incentive Plan. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
WELLS FARGO & COMPANY Agenda Number: 935776774
--------------------------------------------------------------------------------------------------------------------------
Security: 949746101
Meeting Type: Annual
Meeting Date: 25-Apr-2023
Ticker: WFC
ISIN: US9497461015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Steven D. Black Mgmt For For
1b. Election of Director: Mark A. Chancy Mgmt For For
1c. Election of Director: Celeste A. Clark Mgmt For For
1d. Election of Director: Theodore F. Craver, Mgmt For For
Jr.
1e. Election of Director: Richard K. Davis Mgmt For For
1f. Election of Director: Wayne M. Hewett Mgmt For For
1g. Election of Director: CeCelia ("CeCe") G. Mgmt For For
Morken
1h. Election of Director: Maria R. Morris Mgmt For For
1i. Election of Director: Felicia F. Norwood Mgmt For For
1j. Election of Director: Richard B. Payne, Jr. Mgmt For For
1k. Election of Director: Ronald L. Sargent Mgmt For For
1l. Election of Director: Charles W. Scharf Mgmt For For
1m. Election of Director: Suzanne M. Vautrinot Mgmt For For
2. Advisory resolution to approve executive Mgmt For For
compensation (Say on Pay).
3. Advisory resolution on the frequency of Mgmt 1 Year For
future advisory votes to approve executive
compensation (Say on Frequency).
4. Ratify the appointment of KPMG LLP as the Mgmt For For
Company's independent registered public
accounting firm for 2023.
5. Shareholder Proposal - Adopt Simple Shr For Against
Majority Vote.
6. Shareholder Proposal - Report on Congruency Shr For Against
of Political Spending.
7. Shareholder Proposal - Climate Lobbying Shr For Against
Report.
8. Shareholder Proposal - Climate Transition Shr For Against
Report.
9. Shareholder Proposal - Fossil Fuel Lending Shr Against For
Policy.
10. Shareholder Proposal - Annual Report on Shr For Against
Prevention of Workplace Harassment and
Discrimination.
11. Shareholder Proposal - Policy on Freedom of Shr For Against
Association and Collective Bargaining.
--------------------------------------------------------------------------------------------------------------------------
ZIMMER BIOMET HOLDINGS, INC. Agenda Number: 935784909
--------------------------------------------------------------------------------------------------------------------------
Security: 98956P102
Meeting Type: Annual
Meeting Date: 12-May-2023
Ticker: ZBH
ISIN: US98956P1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Christopher B. Begley Mgmt For For
1b. Election of Director: Betsy J. Bernard Mgmt For For
1c. Election of Director: Michael J. Farrell Mgmt For For
1d. Election of Director: Robert A. Hagemann Mgmt For For
1e. Election of Director: Bryan C. Hanson Mgmt For For
1f. Election of Director: Arthur J. Higgins Mgmt For For
1g. Election of Director: Maria Teresa Hilado Mgmt For For
1h. Election of Director: Syed Jafry Mgmt For For
1i. Election of Director: Sreelakshmi Kolli Mgmt For For
1j. Election of Director: Michael W. Michelson Mgmt For For
2. Ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our
independent registered public accounting
firm for 2023
3. Approve, on a non-binding advisory basis, Mgmt For For
named executive officer compensation ("Say
on Pay")
4. Approve, on a non-binding advisory basis, Mgmt 1 Year For
the frequency of future Say on Pay votes
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ZOETIS INC. Agenda Number: 935801224
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Security: 98978V103
Meeting Type: Annual
Meeting Date: 18-May-2023
Ticker: ZTS
ISIN: US98978V1035
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Paul M. Bisaro Mgmt For For
1b. Election of Director: Vanessa Broadhurst Mgmt For For
1c. Election of Director: Frank A. D'Amelio Mgmt For For
1d. Election of Director: Michael B. Mgmt For For
McCallister
1e. Election of Director: Gregory Norden Mgmt For For
1f. Election of Director: Louise M. Parent Mgmt For For
1g. Election of Director: Kristin C. Peck Mgmt For For
1h. Election of Director: Robert W. Scully Mgmt For For
2. Advisory vote to approve our executive Mgmt For For
compensation.
3. Ratification of appointment of KPMG LLP as Mgmt For For
our independent registered public
accounting firm for 2023.
4. Approval of an amendment to our Restated Mgmt For For
Certificate of Incorporation to create a
right to call a special meeting.
5. Shareholder proposal regarding ability to Shr For Against
call a special meeting.
* Management position unknown
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
(Registrant) Eaton Vance Risk-Managed Diversified Equity Income Fund
By (Signature) /s/ R. Kelly Williams, Jr.
Name R. Kelly Williams, Jr.
Title President
Date 08/23/2023