N-PX 1 d528097dnpx.txt PIMCO DYNAMIC INCOME FUND ================================================================================ 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: 811-22673 ----------------- PIMCO Dynamic Income Fund (Exact name of registrant as specified in charter) ----------------- 1633 Broadway, New York, NY 10019 (Address of principal executive office) Bijal Y. Parikh Treasurer (Principal Financial & Accounting Officer) 650 Newport Center Drive, Newport Beach, CA 92660 (Name and address of agent for service) Copies to: David C. Sullivan Ropes & Gray LLP Prudential Tower 800 Boylston Street Boston, MA 02199 ----------------- Registrant's telephone number, including area code: (844) 337-4626 Date of fiscal year end: June 30 Date of reporting period: July 1, 2022 to June 30, 2023 Form N-PX is to be used by a registered management investment company, other than a small business investment company registered on Form N-5 ((S)(S) 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August 31 of each year, containing the registrant's proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking roles. A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. (S) 3507. ================================================================================ ******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-22673 Reporting Period: 07/01/2022 - 06/30/2023 PIMCO Dynamic Income Fund ========================== PIMCO Dynamic Income Fund =========================== ADLER GROUP SA Ticker: ADJ Security ID: L0112A109 Meeting Date: JUN 21, 2023 Meeting Type: Annual Record Date: JUN 07, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Special Board's Report None None Management (Non-Voting) 2 Receive Management Board (Non-Voting) None None Management 3 Approve Unaudited Standalone Financial For For Management Statements 4 Approve Unaudited Consolidated For For Management Financial Statements 5 Approve Allocation of Loss For For Management 6 Approve Discharge of Directors For For Management 7 Elect Thomas Josef Echelmeyer as For For Management Director 8 Elect Heiner Arnoldi as Director For For Management 9 Elect Stefan Brendgen as Director For For Management 10 Appoint Auditor For For Management 11 Approve Remuneration Policy For Abstain Management 12 Approve Remuneration Report For Abstain Management -------------------------------------------------------------------------------- ADLER GROUP SA Ticker: ADJ Security ID: L0112A125 Meeting Date: JUN 21, 2023 Meeting Type: Annual Record Date: JUN 07, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Special Board's Report None None Management (Non-Voting) 2 Receive Management Board (Non-Voting) None None Management 3 Approve Unaudited Standalone Financial For For Management Statements 4 Approve Unaudited Consolidated For For Management Financial Statements 5 Approve Allocation of Loss For For Management 6 Approve Discharge of Directors For For Management 7 Elect Thomas Josef Echelmeyer as For For Management Director 8 Elect Heiner Arnoldi as Director For For Management 9 Elect Stefan Brendgen as Director For For Management 10 Appoint Auditor For For Management 11 Approve Remuneration Policy For Abstain Management 12 Approve Remuneration Report For Abstain Management -------------------------------------------------------------------------------- ADLER GROUP SA Ticker: ADJ Security ID: L0112A109 Meeting Date: JUN 21, 2023 Meeting Type: Extraordinary Shareholders Record Date: JUN 07, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Special Board's Report None None Management (Non-Voting) 2 Approve Continuation Proposal For For Management -------------------------------------------------------------------------------- ADLER GROUP SA Ticker: ADJ Security ID: L0112A125 Meeting Date: JUN 21, 2023 Meeting Type: Extraordinary Shareholders Record Date: JUN 07, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Special Board's Report None None Management (Non-Voting) 2 Approve Continuation Proposal For For Management -------------------------------------------------------------------------------- BANCA MONTE DEI PASCHI DI SIENA SPA Ticker: BMPS Security ID: T1188K429 Meeting Date: APR 20, 2023 Meeting Type: Annual Record Date: APR 11, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements, For For Management Statutory Reports, and Treatment of Net Loss 2.1 Approve Remuneration Policy For For Management 2.2 Approve Second Section of the For For Management Remuneration Report 3 Approve 2023 Incentive System Based on For For Management Phantom Shares 4 Fix Number of Directors None For Shareholder 5 Fix Number of Vice-Chairmen None For Shareholder 6.1 Slate 1 Submitted by Ministry of None Did Not Vote Shareholder Economy and Finance 6.2 Slate 2 Submitted by Institutional None For Shareholder Investors (Assogestioni) 6.3 Slate 3 Submitted by Foundations None Did Not Vote Shareholder 7.a Elect Nicola Maione as Board Chair None For Shareholder 7.b Elect Gianluca Brancadoro as Board None For Shareholder Vice-Chairman 8 Approve Remuneration of Directors None For Shareholder 9 Approve Remuneration of Board Chairman None For Shareholder 10.1 Slate 1 Submitted by Ministry of None Against Shareholder Economy and Finance 10.2 Slate 2 Submitted by Institutional None For Shareholder Investors (Assogestioni) 10.3 Slate 3 Submitted by Foundations None Against Shareholder 11 Approve Internal Auditors' Remuneration None For Shareholder A Deliberations on a Liability Action Against Against Shareholder Against Alessandro Profumo and Fabrizio Viola -------------------------------------------------------------------------------- CAESARS ENTERTAINMENT, INC. Ticker: CZR Security ID: 12769G100 Meeting Date: JUN 13, 2023 Meeting Type: Annual Record Date: APR 17, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Gary L. Carano For For Management 1.2 Elect Director Bonnie S. Biumi For For Management 1.3 Elect Director Jan Jones Blackhurst For For Management 1.4 Elect Director Frank J. Fahrenkopf For Withhold Management 1.5 Elect Director Don R. Kornstein For For Management 1.6 Elect Director Courtney R. Mather For For Management 1.7 Elect Director Michael E. Pegram For For Management 1.8 Elect Director Thomas R. Reeg For For Management 1.9 Elect Director David P. Tomick For For Management 2 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors 4 Amend Certificate of Incorporation to For For Management Limit the Liability of Certain Officers 5 Report on Political Contributions and Against For Shareholder Expenditures 6 Disclose Board Skills and Diversity Against For Shareholder Matrix -------------------------------------------------------------------------------- CBL & ASSOCIATES PROPERTIES, INC. Ticker: CBL Security ID: 124830878 Meeting Date: MAY 24, 2023 Meeting Type: Annual Record Date: APR 06, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Marjorie L. Bowen For For Management 1.2 Elect Director David J. Contis For For Management 1.3 Elect Director David M. Fields For For Management 1.4 Elect Director Robert G. Gifford For For Management 1.5 Elect Director Jeffrey Kivitz For For Management 1.6 Elect Director Stephen D. Lebovitz For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Advisory Vote on Say on Pay Frequency One Year One Year Management -------------------------------------------------------------------------------- CLEAR CHANNEL OUTDOOR HOLDINGS, INC. Ticker: CCO Security ID: 18453H106 Meeting Date: MAY 03, 2023 Meeting Type: Annual Record Date: MAR 07, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John Dionne For For Management 1.2 Elect Director Lisa Hammitt For For Management 1.3 Elect Director Andrew Hobson For For Management 1.4 Elect Director Thomas C. King For For Management 1.5 Elect Director Joe Marchese For For Management 1.6 Elect Director W. Benjamin Moreland For For Management 1.7 Elect Director Mary Teresa Rainey For For Management 1.8 Elect Director Scott R. Wells For For Management 1.9 Elect Director Jinhy Yoon For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- CREDIT SUISSE GROUP AG Ticker: CSGN Security ID: H3698D419 Meeting Date: NOV 23, 2022 Meeting Type: Extraordinary Shareholders Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve CHF 18.5 Million Share Capital For Did Not Vote Management Increase without Preemptive Rights for Private Placement 2 Approve CHF 70.7 Million Ordinary For Did Not Vote Management Share Capital Increase with Preemptive Rights 3.1 Additional Voting Instructions - For Did Not Vote Management Shareholder Proposals (Voting) 3.2 Additional Voting Instructions - Board For Did Not Vote Management of Directors Proposals (Voting) -------------------------------------------------------------------------------- CREDIT SUISSE GROUP AG Ticker: CSGN Security ID: H3698D419 Meeting Date: APR 04, 2023 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1.1 Accept Financial Statements and For Did Not Vote Management Statutory Reports 1.2 Approve Remuneration Report For Did Not Vote Management 2 Approve Discharge of Board and Senior For Did Not Vote Management Management, excluding the Supply Chain Finance Matter 3 Approve Allocation of Income and For Did Not Vote Management Dividends of CHF 0.05 per Share from Capital Contribution Reserves 4 Approve Cancellation of Conditional For Did Not Vote Management and Conversion Capital Authorizations 5.1 Amend Corporate Purpose For Did Not Vote Management 5.2 Amend Articles Re: Shares; Share For Did Not Vote Management Register; Transfer of Shares 5.3 Approve Creation of Capital Band For Did Not Vote Management within the Upper Limit of CHF 165.1 Million and the Lower Limit of CHF 155. 1 Million with or without Exclusion of Preemptive Rights 5.4 Amend Articles of Association (Incl. For Did Not Vote Management Approval of Virtual-Only or Hybrid Shareholder Meetings) 5.5 Amend Articles Re: Board of Directors; For Did Not Vote Management Compensation; External Mandates for Members of the Board of Directors and Executive Committee 6 Approve Climate Strategy Report For Did Not Vote Management 7.1.a Reelect Axel Lehmann as Director and For Did Not Vote Management Board Chair 7.1.b Reelect Mirko Bianchi as Director For Did Not Vote Management 7.1.c Reelect Iris Bohnet as Director For Did Not Vote Management 7.1.d Reelect Clare Brady as Director For Did Not Vote Management 7.1.e Reelect Christian Gellerstad as For Did Not Vote Management Director 7.1.f Reelect Keyu Jin as Director For Did Not Vote Management 7.1.g Reelect Shan Li as Director For Did Not Vote Management 7.1.h Reelect Seraina Macia as Director For Did Not Vote Management 7.1.i Reelect Blythe Masters as Director For Did Not Vote Management 7.1.j Reelect Richard Meddings as Director For Did Not Vote Management 7.1.k Reelect Amanda Norton as Director For Did Not Vote Management 7.1.l Reelect Ana Pessoa as Director For Did Not Vote Management 7.2.1 Reappoint Iris Bohnet as Member of the For Did Not Vote Management Compensation Committee 7.2.2 Reappoint Christian Gellerstad as For Did Not Vote Management Member of the Compensation Committee 7.2.3 Reappoint Shan Li as Member of the For Did Not Vote Management Compensation Committee 7.2.4 Reappoint Amanda Norton as Member of For Did Not Vote Management the Compensation Committee 8.1 Approve Remuneration of Directors in For Did Not Vote Management the Amount of CHF 13 Million 8.2.1 Approve Fixed Remuneration of For Did Not Vote Management Executive Committee in the Amount of CHF 34 Million 8.2.2 Approve Share-Based Transformation For Did Not Vote Management Awards for Members of the Executive Committee in the Amount of CHF 30.1 Million 9.1 Ratify PricewaterhouseCoopers AG as For Did Not Vote Management Auditors 9.2 Designate Keller AG as Independent For Did Not Vote Management Proxy 10.1 Additional Voting Instructions - None Did Not Vote Management Shareholder Proposals (Voting) 10.2 Additional Voting Instructions - Board For Did Not Vote Management of Directors Proposals (Voting) -------------------------------------------------------------------------------- DESARROLLADORA HOMEX SAB DE CV Ticker: HOMEX Security ID: P35054132 Meeting Date: APR 28, 2023 Meeting Type: Annual Record Date: APR 17, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Individual and Consolidated For Against Management Financial Statements and Statutory Reports 2 Approve Allocation of Income For Against Management 3 Present Report on Share Repurchase For For Management Reserve 4 Approve Report of Audit Committee and For For Management Corporate Practices and Compensation Committee 5 Receive Report on Integration of Share For Against Management Capital 6 Approve Discharge of Board of Directors For For Management 7 Elect and/or Ratify Directors, For Against Management Chairman, Secretary (Non-Member) of Board, Chairmen and Members of Audit Committee and Corporate Practices and Compensation Committee; Approve Their Remuneration; Verify Independence Classification of Directors 8 Authorize Board to Ratify and Execute For For Management Approved Resolutions -------------------------------------------------------------------------------- IHEARTMEDIA, INC. Ticker: IHRT Security ID: 45174J509 Meeting Date: MAY 18, 2023 Meeting Type: Annual Record Date: MAR 24, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert W. Pittman For For Management 1.2 Elect Director James A. Rasulo For For Management 1.3 Elect Director Richard J. Bressler For For Management 1.4 Elect Director Samuel E. Englebardt For For Management 1.5 Elect Director Brad Gerstner For For Management 1.6 Elect Director Cheryl Mills For For Management 1.7 Elect Director Graciela Monteagudo For For Management 1.8 Elect Director Kamakshi For For Management Sivaramakrishnan 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Advisory Vote on Say on Pay Frequency One Year One Year Management 5 Amend Omnibus Stock Plan For For Management -------------------------------------------------------------------------------- INTELSAT SA Ticker: Security ID: L5217E120 Meeting Date: JUN 21, 2023 Meeting Type: Annual Record Date: MAY 15, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Board and Auditors' Report None None Management 2 Approve Statutory Standalone Financial For For Management Statements 3 Approve Consolidated Financial For For Management Statements 4 Approve Discharge of Directors For For Management 5 Approve Allocation of Income For For Management 6 Approve Appointment and Co-optation of For For Management David Wajsgras as Director 7 Approve Appointment and Co-optation of For For Management David Mack as Director 8a Reelect Directors (Bundled) For For Management 9 Approve Remuneration of Directors for For For Management the year 2022 10 Approve Remuneration of Directors for For For Management the year 2023 11 Ratify KPMG Audit as Statutory Auditor For For Management 12 Authorize Company and/or any Wholly For For Management Owned Subsidiary to Purchase, Acquire, Receive or Hold Shares of Any Class -------------------------------------------------------------------------------- NATIONWIDE BUILDING SOCIETY Ticker: NBS Security ID: G6S178103 Meeting Date: JUL 14, 2022 Meeting Type: Annual Record Date: JUL 12, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For Did Not Vote Management Statutory Reports 2 Approve Remuneration Report For Did Not Vote Management 3 Approve Remuneration Policy For Did Not Vote Management 4 Reappoint Ernst & Young LLP as Auditors For Did Not Vote Management 5 Authorise the Society to Apply a For Did Not Vote Management Maximum Ratio of the Variable to Fixed Components of Total Remuneration for Material Risk Takers of 2:1 6 Elect Debbie Crosbie as Director For Did Not Vote Management 7 Elect Alan Keir as Director For Did Not Vote Management 8 Elect Gillian Riley as Director For Did Not Vote Management 9 Re-elect Mai Fyfield as Director For Did Not Vote Management 10 Re-elect Albert Hitchcock as Director For Did Not Vote Management 11 Re-elect Debbie Klein as Director For Did Not Vote Management 12 Re-elect Kevin Parry as Director For Did Not Vote Management 13 Re-elect Tamara Rajah as Director For Did Not Vote Management 14 Re-elect Chris Rhodes as Director For Did Not Vote Management 15 Re-elect Phil Rivett as Director For Did Not Vote Management 16 Re-elect Gunn Waersted as Director For Did Not Vote Management -------------------------------------------------------------------------------- PROMOTORA DE INFORMACIONES SA Ticker: PRS Security ID: E82880753 Meeting Date: JUN 27, 2023 Meeting Type: Annual Record Date: JUN 22, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Consolidated and Standalone For For Management Financial Statements 2 Approve Treatment of Net Loss For For Management 3 Approve Non-Financial Information For For Management Statement 4 Approve Discharge of Board For For Management 5 Appoint Ernst & Young as Auditor For For Management 6.1 Fix Number of Directors at 15 For For Management 6.2 Ratify Appointment of and Elect Pilar For For Management Gil Miguel as Director 6.3 Reelect Joseph Oughourlian as Director For For Management 6.4 Reelect Manuel Polanco Moreno as For For Management Director 6.5 Reelect Beatrice de Clermont-Tonnerre For For Management as Director 6.6 Elect Miguel Barroso Ayats as Director For For Management 6.7 Elect Fernando Carrillo Florez as For For Management Director 6.8 Elect Isabel Sanchez Garcia as Director For For Management 7.1 Approve Medium-Term Incentive Plan for For For Management Executive Director of Grupo PRISA 7.2 Approve Remuneration Policy For Against Management 7.3 Advisory Vote on Remuneration Report For For Management 8 Authorize Increase in Capital up to 50 For Against Management Percent via Issuance of Equity or Equity-Linked Securities, Excluding Preemptive Rights of up to 20 Percent 9 Authorize Issuance of Convertible For Against Management Bonds, Debentures, Warrants, and Other Debt Securities up to EUR 1 Billion with Exclusion of Preemptive Rights up to 20 Percent of Capital 10 Authorize Share Repurchase Program For Against Management 11 Authorize Board to Ratify and Execute For For Management Approved Resolutions 12 Receive Amendments to Board of None None Management Directors Regulations -------------------------------------------------------------------------------- STICHTING AK RABOBANK CERTIFICATEN Ticker: RABO Security ID: N22634XZ2 Meeting Date: MAY 16, 2023 Meeting Type: Bondholder Record Date: MAY 09, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting None None Management 2 Receive Announcements and Minutes of For Did Not Vote Management the May 24, 2022 Meeting 3 Approve Report on Rabobank For Did Not Vote Management Certificates and Activities of the STAK in 2022 4 Receive Explanation on Rabobank's Risk For Did Not Vote Management and Compensation Policy and Annual Figures 2022 5 Close Meeting None None Management -------------------------------------------------------------------------------- UNITI GROUP INC. Ticker: UNIT Security ID: 91325V108 Meeting Date: MAY 25, 2023 Meeting Type: Annual Record Date: MAR 24, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Jennifer S. Banner For For Management 1b Elect Director Scott G. Bruce For For Management 1c Elect Director Francis X. (Skip) Frantz For For Management 1d Elect Director Kenneth A. Gunderman For For Management 1e Elect Director Carmen Perez-Carlton For For Management 2 Amend Omnibus Stock Plan For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Ratify KPMG LLP as Auditors For For Management -------------------------------------------------------------------------------- URBI DESARROLLOS URBANOS SAB DE CV Ticker: URBI Security ID: P9592Y129 Meeting Date: APR 26, 2023 Meeting Type: Annual Record Date: APR 13, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Individual and Consolidated For For Management Financial Statements and Statutory Reports; Approve Allocation of Income 2 Elect or Ratify Members, Chairman, For Against Management Secretary and Deputy Secretary of Board; Verify Independence Classification of Board Members 3 Elect or Ratify Chairman and Members For For Management of Audit and Corporate Practices Committee 4 Approve Remuneration of Directors For For Management 5 Authorize Board to Ratify and Execute For For Management Approved Resolutions -------------------------------------------------------------------------------- VICI PROPERTIES INC. Ticker: VICI Security ID: 925652109 Meeting Date: APR 27, 2023 Meeting Type: Annual Record Date: MAR 01, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director James R. Abrahamson For For Management 1b Elect Director Diana F. Cantor For For Management 1c Elect Director Monica H. Douglas For For Management 1d Elect Director Elizabeth I. Holland For For Management 1e Elect Director Craig Macnab For For Management 1f Elect Director Edward B. Pitoniak For For Management 1g Elect Director Michael D. Rumbolz For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation ========== END NPX REPORT 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. PIMCO Dynamic Income Fund By: /s/ Eric D. Johnson Eric D. Johnson, President (Principal Executive Officer) Date: August 29, 2023