N-PX 1 tm2317923d5_npx.htm N-PX

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM N-PX

 

ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT

INVESTMENT COMPANY

 

Investment Company Act file number           811-21073                   

 

Bragg Capital Trust

(Exact name of registrant as specified in charter)

 

11601 Wilshire Boulevard, Suite 1200, Los Angeles CA 90025
(Address of principal executive offices) (Zip code)

 

J. Richard Atwood, President Bragg Capital Trust

11601 Wilshire Boulevard, Suite 1200, Los Angeles CA, 90025

(Name and address of agent for service)

 

Registrant's telephone number, including area code: (310) 473-0225

 

Date of fiscal year end:           May 31                              

 

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 (ss.ss. 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. ss. 3507.

 

 

 

 

 

 

ITEM 1. PROXY VOTING RECORD.

 

******************************* FORM N-Px REPORT *******************************

ICA File Number: 811-21073
Reporting Period: 07/01/2022 - 06/30/2023
Bragg Capital Trust









===================== FPA Queens Road Small Cap Value Fund =====================


AGCO CORPORATION

Ticker:       AGCO           Security ID:  001084102
Meeting Date: APR 27, 2023   Meeting Type: Annual
Record Date:  MAR 17, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael C. Arnold        For       For          Management
1.2   Elect Director Sondra L. Barbour        For       For          Management
1.3   Elect Director Suzanne P. Clark         For       For          Management
1.4   Elect Director Bob De Lange             For       For          Management
1.5   Elect Director Eric P. Hansotia         For       For          Management
1.6   Elect Director George E. Minnich        For       For          Management
1.7   Elect Director Niels Porksen            For       For          Management
1.8   Elect Director David Sagehorn           For       For          Management
1.9   Elect Director Mallika Srinivasan       For       For          Management
1.10  Elect Director Matthew Tsien            For       For          Management
2     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify KPMG LLP as Auditors             For       For          Management


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AMERICAN EQUITY INVESTMENT LIFE HOLDING COMPANY

Ticker:       AEL            Security ID:  025676206
Meeting Date: JUN 08, 2023   Meeting Type: Annual
Record Date:  APR 12, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Joyce A. Chapman         For       For          Management
1.2   Elect Director Michael E. Hayes         For       For          Management
1.3   Elect Director Robert L. Howe           For       For          Management
1.4   Elect Director William R. Kunkel        For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
5     Approve Omnibus Stock Plan              For       For          Management


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ARROW ELECTRONICS, INC.

Ticker:       ARW            Security ID:  042735100
Meeting Date: MAY 17, 2023   Meeting Type: Annual
Record Date:  MAR 22, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William F. Austen        For       For          Management
1.2   Elect Director Fabian T. Garcia         For       For          Management
1.3   Elect Director Steven H. Gunby          For       For          Management
1.4   Elect Director Gail E. Hamilton         For       For          Management
1.5   Elect Director Andrew C. Kerin          For       For          Management
1.6   Elect Director Sean J. Kerins           For       For          Management
1.7   Elect Director Carol P. Lowe            For       For          Management
1.8   Elect Director Mary T. McDowell         For       For          Management
1.9   Elect Director Stephen C. Patrick       For       For          Management
1.10  Elect Director Gerry P. Smith           For       For          Management
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


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ATLAS AIR WORLDWIDE HOLDINGS, INC.

Ticker:       AAWW           Security ID:  049164205
Meeting Date: NOV 29, 2022   Meeting Type: Special
Record Date:  OCT 18, 2022

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Merger Agreement                For       For          Management
2     Advisory Vote on Golden Parachutes      For       For          Management
3     Adjourn Meeting                         For       For          Management


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AXOS FINANCIAL, INC.

Ticker:       AX             Security ID:  05465C100
Meeting Date: NOV 10, 2022   Meeting Type: Annual
Record Date:  SEP 13, 2022

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James S. Argalas         For       For          Management
1.2   Elect Director Stefani D. Carter        For       For          Management
1.3   Elect Director James J. Court           For       Withhold     Management
1.4   Elect Director Roque A. Santi           For       For          Management
2     Amend Certificate of Incorporation to   For       For          Management
      Limit the Liability of Certain Officers
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Ratify BDO USA, LLP as Auditors         For       For          Management


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CARTER'S, INC.

Ticker:       CRI            Security ID:  146229109
Meeting Date: MAY 17, 2023   Meeting Type: Annual
Record Date:  MAR 20, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Rochester (Rock)         For       For          Management
      Anderson, Jr.
1.2   Elect Director Jeffrey H. Black         For       For          Management
1.3   Elect Director Hali Borenstein          For       For          Management
1.4   Elect Director Luis Borgen              For       For          Management
1.5   Elect Director Michael D. Casey         For       For          Management
1.6   Elect Director Jevin S. Eagle           For       For          Management
1.7   Elect Director Mark P. Hipp             For       For          Management
1.8   Elect Director William J. Montgoris     For       For          Management
1.9   Elect Director Stacey S. Rauch          For       For          Management
1.10  Elect Director Gretchen W. Schar        For       For          Management
1.11  Elect Director Stephanie P. Stahl       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 PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


--------------------------------------------------------------------------------

CHASE CORPORATION

Ticker:       CCF            Security ID:  16150R104
Meeting Date: FEB 07, 2023   Meeting Type: Annual
Record Date:  NOV 30, 2022

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Adam P. Chase            For       For          Management
1.2   Elect Director Peter R. Chase           For       For          Management
1.3   Elect Director Mary Claire Chase        For       For          Management
1.4   Elect Director Thomas D. DeByle         For       For          Management
1.5   Elect Director John H. Derby, III       For       For          Management
1.6   Elect Director Chad A. McDaniel         For       For          Management
1.7   Elect Director Dana Mohler-Faria        For       For          Management
1.8   Elect Director Ellen Rubin              For       For          Management
1.9   Elect Director Joan Wallace-Benjamin    For       For          Management
1.10  Elect Director Thomas Wroe, Jr.         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Grant Thornton LLP as Auditors   For       For          Management


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CNO FINANCIAL GROUP, INC.

Ticker:       CNO            Security ID:  12621E103
Meeting Date: MAY 10, 2023   Meeting Type: Annual
Record Date:  MAR 13, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Gary C. Bhojwani         For       For          Management
1b    Elect Director Archie M. Brown          For       For          Management
1c    Elect Director Stephen N. David         For       For          Management
1d    Elect Director David B. Foss            For       For          Management
1e    Elect Director Mary R. (Nina) Henderson For       For          Management
1f    Elect Director Adrianne B. Lee          For       For          Management
1g    Elect Director Daniel R. Maurer         For       For          Management
1h    Elect Director Chetlur S. Ragavan       For       For          Management
1i    Elect Director Steven E. Shebik         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 PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
5     Reduce Ownership Threshold for          Against   Against      Shareholder
      Shareholders to Call Special Meeting


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CONCENTRIX CORPORATION

Ticker:       CNXC           Security ID:  20602D101
Meeting Date: MAR 23, 2023   Meeting Type: Annual
Record Date:  JAN 25, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Chris Caldwell           For       For          Management
1b    Elect Director Teh-Chien Chou           For       For          Management
1c    Elect Director LaVerne H. Council       For       For          Management
1d    Elect Director Jennifer Deason          For       For          Management
1e    Elect Director Kathryn Hayley           For       For          Management
1f    Elect Director Kathryn Marinello        For       For          Management
1g    Elect Director Dennis Polk              For       For          Management
1h    Elect Director Ann Vezina               For       For          Management
2     Ratify KPMG LLP as Auditors             For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

CSG SYSTEMS INTERNATIONAL, INC.

Ticker:       CSGS           Security ID:  126349109
Meeting Date: MAY 17, 2023   Meeting Type: Annual
Record Date:  MAR 22, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Rachel A. Barger         For       For          Management
1b    Elect Director David G. Barnes          For       For          Management
1c    Elect Director Rajan Naik               For       For          Management
1d    Elect Director Haiyan Song              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     Amend Omnibus Stock Plan                For       For          Management
5     Amend Charter to Permit the             For       For          Management
      Exculpation of Officers Consistent
      with Changes to Delaware General
      Corporation Law
6     Ratify KPMG LLP as Auditors             For       For          Management


--------------------------------------------------------------------------------

CSW INDUSTRIALS, INC.

Ticker:       CSWI           Security ID:  126402106
Meeting Date: AUG 25, 2022   Meeting Type: Annual
Record Date:  JUL 08, 2022

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Joseph B. Armes          For       For          Management
1.2   Elect Director Michael R. Gambrell      For       For          Management
1.3   Elect Director Bobby Griffin            For       For          Management
1.4   Elect Director Terry L. Johnston        For       For          Management
1.5   Elect Director Linda A. Livingstone     For       For          Management
1.6   Elect Director Anne B. Motsenbocker     For       For          Management
1.7   Elect Director Robert M. Swartz         For       For          Management
1.8   Elect Director J. Kent Sweezey          For       For          Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
4     Ratify Grant Thornton LLP as Auditors   For       For          Management


--------------------------------------------------------------------------------

DARLING INGREDIENTS INC.

Ticker:       DAR            Security ID:  237266101
Meeting Date: MAY 09, 2023   Meeting Type: Annual
Record Date:  MAR 14, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Randall C. Stuewe        For       For          Management
1b    Elect Director Charles Adair            For       For          Management
1c    Elect Director Beth Albright            For       For          Management
1d    Elect Director Larry A. Barden          For       For          Management
1e    Elect Director Celeste A. Clark         For       For          Management
1f    Elect Director Linda Goodspeed          For       For          Management
1g    Elect Director Enderson Guimaraes       For       For          Management
1h    Elect Director Gary W. Mize             For       For          Management
1i    Elect Director Michael E. Rescoe        For       For          Management
1j    Elect Director Kurt Stoffel             For       For          Management
2     Ratify KPMG 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


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DECKERS OUTDOOR CORPORATION

Ticker:       DECK           Security ID:  243537107
Meeting Date: SEP 12, 2022   Meeting Type: Annual
Record Date:  JUL 14, 2022

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael F. Devine, III   For       For          Management
1.2   Elect Director David A. Burwick         For       For          Management
1.3   Elect Director Nelson C. Chan           For       For          Management
1.4   Elect Director Cynthia (Cindy) L. Davis For       For          Management
1.5   Elect Director Juan R. Figuereo         For       For          Management
1.6   Elect Director Maha S. Ibrahim          For       For          Management
1.7   Elect Director Victor Luis              For       For          Management
1.8   Elect Director Dave Powers              For       For          Management
1.9   Elect Director Lauri M. Shanahan        For       For          Management
1.10  Elect Director Bonita C. Stewart        For       For          Management
2     Ratify KPMG LLP as Auditors             For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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DUCOMMUN INCORPORATED

Ticker:       DCO            Security ID:  264147109
Meeting Date: APR 26, 2023   Meeting Type: Annual
Record Date:  FEB 27, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard A. Baldridge     For       For          Management
1.2   Elect Director Stephen G. Oswald        For       For          Management
1.3   Elect Director Samara A. Strycker       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   None      One Year     Management
4     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


--------------------------------------------------------------------------------

ENOVIS CORPORATION

Ticker:       ENOV           Security ID:  194014502
Meeting Date: MAY 16, 2023   Meeting Type: Annual
Record Date:  MAR 22, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Matthew L. Trerotola     For       For          Management
1b    Elect Director Barbara W. Bodem         For       For          Management
1c    Elect Director Liam J. Kelly            For       For          Management
1d    Elect Director Angela S. Lalor          For       For          Management
1e    Elect Director Philip A. Okala          For       For          Management
1f    Elect Director Christine Ortiz          For       For          Management
1g    Elect Director A. Clayton Perfall       For       For          Management
1h    Elect Director Brady R. Shirley         For       For          Management
1i    Elect Director Rajiv Vinnakota          For       For          Management
1j    Elect Director Sharon Wienbar           For       For          Management
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     Approve Nonqualified Employee Stock     For       For          Management
      Purchase Plan


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ENSTAR GROUP LIMITED

Ticker:       ESGR           Security ID:  G3075P101
Meeting Date: JUN 01, 2023   Meeting Type: Annual
Record Date:  APR 04, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Robert J. Campbell       For       For          Management
1b    Elect Director B. Frederick Becker      For       For          Management
1c    Elect Director Sharon A. Beesley        For       For          Management
1d    Elect Director James D. Carey           For       For          Management
1e    Elect Director Susan L. Cross           For       For          Management
1f    Elect Director Hans-Peter Gerhardt      For       For          Management
1g    Elect Director Orla Gregory             For       For          Management
1h    Elect Director Myron Hendry             For       For          Management
1i    Elect Director Paul J. O'Shea           For       For          Management
1j    Elect Director Hitesh Patel             For       For          Management
1k    Elect Director Dominic Silvester        For       For          Management
1l    Elect Director Poul A. Winslow          For       For          Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
4     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


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EQUITY COMMONWEALTH

Ticker:       EQC            Security ID:  294628102
Meeting Date: JUN 13, 2023   Meeting Type: Annual
Record Date:  APR 13, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Sam Zell *Withdrawn      None      None         Management
      Resolution*
1.2   Elect Director Ellen-Blair Chube        For       For          Management
1.3   Elect Director Martin L. Edelman        For       For          Management
1.4   Elect Director David A. Helfand         For       For          Management
1.5   Elect Director Peter Linneman           For       For          Management
1.6   Elect Director Mary Jane Robertson      For       For          Management
1.7   Elect Director Gerald A. Spector        For       For          Management
1.8   Elect Director James A. Star            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
5     Amend Omnibus Stock Plan                For       For          Management


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FABRINET

Ticker:       FN             Security ID:  G3323L100
Meeting Date: DEC 08, 2022   Meeting Type: Annual
Record Date:  OCT 12, 2022

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Homa Bahrami             For       For          Management
1.2   Elect Director Darlene S. Knight        For       For          Management
1.3   Elect Director Rollance E. Olson        For       For          Management
2     Ratify PricewaterhouseCoopers ABAS Ltd. For       For          Management
      as Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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G-III APPAREL GROUP, LTD.

Ticker:       GIII           Security ID:  36237H101
Meeting Date: JUN 08, 2023   Meeting Type: Annual
Record Date:  APR 17, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Morris Goldfarb          For       For          Management
1.2   Elect Director Sammy Aaron              For       For          Management
1.3   Elect Director Thomas J. Brosig         For       Withhold     Management
1.4   Elect Director Joyce F. Brown           For       For          Management
1.5   Elect Director Alan Feller              For       For          Management
1.6   Elect Director Jeffrey Goldfarb         For       For          Management
1.7   Elect Director Victor Herrero           For       For          Management
1.8   Elect Director Robert L. Johnson        For       For          Management
1.9   Elect Director Patti H. Ongman          For       Withhold     Management
1.10  Elect Director Laura Pomerantz          For       Withhold     Management
1.11  Elect Director Michael Shaffer          For       For          Management
1.12  Elect Director Cheryl Vitali            For       For          Management
1.13  Elect Director Richard White            For       Withhold     Management
1.14  Elect Director Andrew Yaeger            For       For          Management
2     Advisory Vote to Ratify Named           For       Against      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


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GRACO INC.

Ticker:       GGG            Security ID:  384109104
Meeting Date: APR 28, 2023   Meeting Type: Annual
Record Date:  FEB 27, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Lee R. Mitau             For       For          Management
1b    Elect Director Martha A. Morfitt        For       For          Management
1c    Elect Director Mark W. Sheahan          For       For          Management
1d    Elect Director Kevin J. Wheeler         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


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GRAPHIC PACKAGING HOLDING COMPANY

Ticker:       GPK            Security ID:  388689101
Meeting Date: MAY 24, 2023   Meeting Type: Annual
Record Date:  MAR 27, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael P. Doss          For       For          Management
1.2   Elect Director Dean A. Scarborough      For       For          Management
1.3   Elect Director Larry M. Venturelli      For       For          Management
2     Ratify PricewaterhouseCoopers 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


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HORACE MANN EDUCATORS CORPORATION

Ticker:       HMN            Security ID:  440327104
Meeting Date: MAY 24, 2023   Meeting Type: Annual
Record Date:  MAR 28, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Thomas A. Bradley        For       For          Management
1b    Elect Director Victor P. Fetter         For       For          Management
1c    Elect Director Perry G. Hines           For       For          Management
1d    Elect Director Mark E. Konen            For       For          Management
1e    Elect Director Beverley J. McClure      For       For          Management
1f    Elect Director H. Wade Reece            For       For          Management
1g    Elect Director Aaliyah A. Samuel        For       For          Management
1h    Elect Director Elaine A. Sarsynski      For       For          Management
1i    Elect Director Marita Zuraitis          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 KPMG LLP as Auditors             For       For          Management


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IAC INC.

Ticker:       IAC            Security ID:  44891N208
Meeting Date: JUN 15, 2023   Meeting Type: Annual
Record Date:  APR 21, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Chelsea Clinton          For       For          Management
1b    Elect Director Barry Diller             For       For          Management
1c    Elect Director Michael D. Eisner        For       For          Management
1d    Elect Director Bonnie S. Hammer         For       For          Management
1e    Elect Director Victor A. Kaufman        For       For          Management
1f    Elect Director Joseph Levin             For       For          Management
1g    Elect Director Bryan Lourd              For       For          Management
1h    Elect Director David Rosenblatt         For       For          Management
1i    Elect Director Alan G. Spoon            For       For          Management
1j    Elect Director Alexander von            For       For          Management
      Furstenberg
1k    Elect Director Richard F. Zannino       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Ernst & Young LLP as Auditors    For       For          Management


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INTERDIGITAL, INC.

Ticker:       IDCC           Security ID:  45867G101
Meeting Date: JUN 07, 2023   Meeting Type: Annual
Record Date:  APR 05, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Derek K. Aberle          For       For          Management
1b    Elect Director Samir Armaly             For       For          Management
1c    Elect Director Lawrence (Liren) Chen    For       For          Management
1d    Elect Director Joan H. Gillman          For       For          Management
1e    Elect Director S. Douglas Hutcheson     For       For          Management
1f    Elect Director John A. Kritzmacher      For       For          Management
1g    Elect Director Pierre-Yves Lesaicherre  For       For          Management
1h    Elect Director John D. Markley, Jr.     For       For          Management
1i    Elect Director Jean F. Rankin           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 PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


--------------------------------------------------------------------------------

KIMBALL INTERNATIONAL, INC.

Ticker:       KBAL           Security ID:  494274103
Meeting Date: OCT 21, 2022   Meeting Type: Annual
Record Date:  AUG 18, 2022

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Patrick E. Connolly      For       For          Management
1.2   Elect Director Kimberly K. Ryan         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors


--------------------------------------------------------------------------------

KIMBALL INTERNATIONAL, INC.

Ticker:       KBAL           Security ID:  494274103
Meeting Date: MAY 31, 2023   Meeting Type: Special
Record Date:  APR 26, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Merger Agreement                For       For          Management
2     Advisory Vote on Golden Parachutes      For       For          Management
3     Adjourn Meeting                         For       For          Management


--------------------------------------------------------------------------------

L.B. FOSTER COMPANY

Ticker:       FSTR           Security ID:  350060109
Meeting Date: MAY 25, 2023   Meeting Type: Annual
Record Date:  MAR 23, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Raymond T. Betler        For       For          Management
1.2   Elect Director Dirk Junge               For       For          Management
1.3   Elect Director John F. Kasel            For       For          Management
1.4   Elect Director John E. Kunz             For       For          Management
1.5   Elect Director Janet Lee                For       For          Management
1.6   Elect Director Diane B. Owen            For       For          Management
1.7   Elect Director Bruce E. Thompson        For       For          Management
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


--------------------------------------------------------------------------------

LITTELFUSE, INC.

Ticker:       LFUS           Security ID:  537008104
Meeting Date: APR 27, 2023   Meeting Type: Annual
Record Date:  FEB 28, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Kristina A. Cerniglia    For       For          Management
1b    Elect Director Tzau-Jin Chung           For       For          Management
1c    Elect Director Cary T. Fu               For       For          Management
1d    Elect Director Maria C. Green           For       For          Management
1e    Elect Director Anthony Grillo           For       For          Management
1f    Elect Director David W. Heinzmann       For       For          Management
1g    Elect Director Gordon Hunter            For       For          Management
1h    Elect Director William P. Noglows       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     Amend Omnibus Stock Plan                For       For          Management
5     Ratify Grant Thornton LLP as Auditors   For       For          Management


--------------------------------------------------------------------------------

LIVENT CORPORATION

Ticker:       LTHM           Security ID:  53814L108
Meeting Date: APR 25, 2023   Meeting Type: Annual
Record Date:  FEB 27, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Paul W. Graves           For       For          Management
1b    Elect Director Andrea E. Utecht         For       For          Management
1c    Elect Director Christina Lampe-Onnerud  For       For          Management
2     Ratify KPMG LLP as Auditors             For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Declassify the Board of Directors       For       For          Management
5     Eliminate Supermajority Vote            For       For          Management
      Requirement


--------------------------------------------------------------------------------

MASTEC, INC.

Ticker:       MTZ            Security ID:  576323109
Meeting Date: MAY 16, 2023   Meeting Type: Annual
Record Date:  MAR 10, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ernst N. Csiszar         For       For          Management
1.2   Elect Director Julia L. Johnson         For       For          Management
1.3   Elect Director Jorge Mas                For       For          Management
2     Ratify BDO USA, 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


--------------------------------------------------------------------------------

MATIV HOLDINGS, INC.

Ticker:       MATV           Security ID:  808541106
Meeting Date: APR 20, 2023   Meeting Type: Annual
Record Date:  MAR 01, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director William M. Cook          For       For          Management
1.2   Elect Director Jeffrey J. Keenan        For       For          Management
1.3   Elect Director Marco Levi               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


--------------------------------------------------------------------------------

MDU RESOURCES GROUP, INC.

Ticker:       MDU            Security ID:  552690109
Meeting Date: MAY 09, 2023   Meeting Type: Annual
Record Date:  MAR 10, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director German Carmona Alvarez   For       For          Management
1b    Elect Director Thomas Everist           For       For          Management
1c    Elect Director Karen B. Fagg            For       For          Management
1d    Elect Director David L. Goodin          For       For          Management
1e    Elect Director Dennis W. Johnson        For       For          Management
1f    Elect Director Patricia L. Moss         For       For          Management
1g    Elect Director Dale S. Rosenthal        For       For          Management
1h    Elect Director Edward A. Ryan           For       For          Management
1i    Elect Director David M. Sparby          For       For          Management
1j    Elect Director Chenxi Wang              For       For          Management
2     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors


--------------------------------------------------------------------------------

MGIC INVESTMENT CORPORATION

Ticker:       MTG            Security ID:  552848103
Meeting Date: APR 27, 2023   Meeting Type: Annual
Record Date:  MAR 10, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Analisa M. Allen         For       For          Management
1.2   Elect Director Daniel A. Arrigoni       For       For          Management
1.3   Elect Director C. Edward Chaplin        For       For          Management
1.4   Elect Director Curt S. Culver           For       For          Management
1.5   Elect Director Jay C. Hartzell          For       For          Management
1.6   Elect Director Timothy A. Holt          For       For          Management
1.7   Elect Director Jodeen A. Kozlak         For       For          Management
1.8   Elect Director Michael E. Lehman        For       For          Management
1.9   Elect Director Teresita M. Lowman       For       For          Management
1.10  Elect Director Timothy J. Mattke        For       For          Management
1.11  Elect Director Sheryl L. Sculley        For       For          Management
1.12  Elect Director Mark M. Zandi            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 PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


--------------------------------------------------------------------------------

MSC INDUSTRIAL DIRECT CO., INC.

Ticker:       MSM            Security ID:  553530106
Meeting Date: JAN 25, 2023   Meeting Type: Annual
Record Date:  DEC 07, 2022

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Erik Gershwind           For       For          Management
1.2   Elect Director Louise Goeser            For       For          Management
1.3   Elect Director Mitchell Jacobson        For       For          Management
1.4   Elect Director Michael Kaufmann         For       For          Management
1.5   Elect Director Steven Paladino          For       For          Management
1.6   Elect Director Philip Peller            For       For          Management
1.7   Elect Director Rahquel Purcell          For       For          Management
1.8   Elect Director Rudina Seseri            For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management


--------------------------------------------------------------------------------

NEW JERSEY RESOURCES CORPORATION

Ticker:       NJR            Security ID:  646025106
Meeting Date: JAN 25, 2023   Meeting Type: Annual
Record Date:  NOV 29, 2022

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Michael A. O'Sullivan    For       For          Management
1.2   Elect Director Jane M. Kenny            For       For          Management
1.3   Elect Director Sharon C. Taylor         For       For          Management
1.4   Elect Director Stephen D. Westhoven     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 Deloitte & Touche LLP as         For       For          Management
      Auditors


--------------------------------------------------------------------------------

OSHKOSH CORPORATION

Ticker:       OSK            Security ID:  688239201
Meeting Date: MAY 03, 2023   Meeting Type: Annual
Record Date:  FEB 23, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Keith J. Allman          For       For          Management
1.2   Elect Director Douglas L. Davis         For       For          Management
1.3   Elect Director Tyrone M. Jordan         For       For          Management
1.4   Elect Director Kimberley Metcalf-Kupres For       For          Management
1.5   Elect Director Stephen D. Newlin        For       For          Management
1.6   Elect Director Duncan J. Palmer         For       For          Management
1.7   Elect Director David G. Perkins         For       For          Management
1.8   Elect Director John C. Pfeifer          For       For          Management
1.9   Elect Director Sandra E. Rowland        For       For          Management
1.10  Elect Director John S. Shiely           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
5     Require a Majority Vote for the         Against   For          Shareholder
      Election of Directors


--------------------------------------------------------------------------------

OWENS & MINOR, INC.

Ticker:       OMI            Security ID:  690732102
Meeting Date: MAY 11, 2023   Meeting Type: Annual
Record Date:  MAR 17, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mark A. Beck             For       For          Management
1.2   Elect Director Gwendolyn M. Bingham     For       For          Management
1.3   Elect Director Kenneth Gardner-Smith    For       For          Management
1.4   Elect Director Robert J. Henkel         For       For          Management
1.5   Elect Director Rita F. Johnson-Mills    For       For          Management
1.6   Elect Director Stephen W. Klemash       For       For          Management
1.7   Elect Director Teresa L. Kline          For       For          Management
1.8   Elect Director Edward A. Pesicka        For       For          Management
1.9   Elect Director Carissa L. Rollins       For       For          Management
2     Approve Omnibus Stock Plan              For       For          Management
3     Ratify KPMG LLP as Auditors             For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


--------------------------------------------------------------------------------

PVH CORP.

Ticker:       PVH            Security ID:  693656100
Meeting Date: JUN 22, 2023   Meeting Type: Annual
Record Date:  APR 24, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Ajay Bhalla              For       For          Management
1b    Elect Director Michael M. Calbert       For       For          Management
1c    Elect Director Brent Callinicos         For       For          Management
1d    Elect Director George Cheeks            For       For          Management
1e    Elect Director Stefan Larsson           For       For          Management
1f    Elect Director G. Penny McIntyre        For       For          Management
1g    Elect Director Amy McPherson            For       For          Management
1h    Elect Director Allison Peterson         For       For          Management
1i    Elect Director Edward R. Rosenfeld      For       For          Management
1j    Elect Director Judith Amanda Sourry     For       For          Management
      Knox
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     Amend Certificate of Incorporation to   For       For          Management
      Update the Exculpation Provision Under
      the Delaware General Corporation Law
5     Amend Omnibus Stock Plan                For       For          Management
6     Ratify Ernst & Young LLP as Auditors    For       For          Management


--------------------------------------------------------------------------------

QORVO, INC.

Ticker:       QRVO           Security ID:  74736K101
Meeting Date: AUG 09, 2022   Meeting Type: Annual
Record Date:  JUN 16, 2022

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ralph G. Quinsey         For       For          Management
1.2   Elect Director Robert A. Bruggeworth    For       For          Management
1.3   Elect Director Judy Bruner              For       For          Management
1.4   Elect Director Jeffery R. Gardner       For       For          Management
1.5   Elect Director John R. Harding          For       For          Management
1.6   Elect Director David H. Y. Ho           For       For          Management
1.7   Elect Director Roderick D. Nelson       For       For          Management
1.8   Elect Director Walden C. Rhines         For       For          Management
1.9   Elect Director Susan L. Spradley        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Ratify Ernst & Young LLP as Auditors    For       For          Management


--------------------------------------------------------------------------------

RLI CORP.

Ticker:       RLI            Security ID:  749607107
Meeting Date: MAY 04, 2023   Meeting Type: Annual
Record Date:  MAR 06, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Kaj Ahlmann              For       For          Management
1b    Elect Director Michael E. Angelina      For       For          Management
1c    Elect Director David B. Duclos          For       For          Management
1d    Elect Director Susan S. Fleming         For       For          Management
1e    Elect Director Jordan W. Graham         For       For          Management
1f    Elect Director Craig W. Kliethermes     For       For          Management
1g    Elect Director Paul B. Medini           For       For          Management
1h    Elect Director Jonathan E. Michael      For       For          Management
1i    Elect Director Robert P. Restrepo, Jr.  For       For          Management
1j    Elect Director Debbie S. Roberts        For       For          Management
1k    Elect Director Michael J. Stone         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Certificate of Incorporation to   For       For          Management
      Include Exculpation of Officers
4     Approve Omnibus Stock Plan              For       For          Management
5     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors


--------------------------------------------------------------------------------

SCHOLASTIC CORPORATION

Ticker:       SCHL           Security ID:  807066105
Meeting Date: SEP 21, 2022   Meeting Type: Annual
Record Date:  JUL 25, 2022

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director James W. Barge           For       For          Management
1.2   Elect Director John L. Davies           For       For          Management


--------------------------------------------------------------------------------

SCIENCE APPLICATIONS INTERNATIONAL CORPORATION

Ticker:       SAIC           Security ID:  808625107
Meeting Date: JUN 07, 2023   Meeting Type: Annual
Record Date:  APR 10, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Garth N. Graham          For       For          Management
1b    Elect Director Carolyn B. Handlon       For       For          Management
1c    Elect Director Yvette M. Kanouff        For       For          Management
1d    Elect Director Nazzic S. Keene          For       For          Management
1e    Elect Director Timothy J. Mayopoulos    For       For          Management
1f    Elect Director Katharina G. McFarland   For       For          Management
1g    Elect Director Milford W. McGuirt       For       For          Management
1h    Elect Director Donna S. Morea           For       For          Management
1i    Elect Director James C. Reagan          For       For          Management
1j    Elect Director Steven R. Shane          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Ernst & Young LLP as Auditors    For       For          Management
4     Approve Omnibus Stock Plan              For       For          Management
5     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan


--------------------------------------------------------------------------------

SERVISFIRST BANCSHARES, INC.

Ticker:       SFBS           Security ID:  81768T108
Meeting Date: APR 17, 2023   Meeting Type: Annual
Record Date:  FEB 22, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Thomas A. Broughton, III For       For          Management
1.2   Elect Director J. Richard Cashio        For       For          Management
1.3   Elect Director James J. Filler          For       For          Management
1.4   Elect Director Christopher J. Mettler   For       For          Management
1.5   Elect Director Hatton C. V. Smith       For       For          Management
1.6   Elect Director Irma L. Tuder            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 Forvis, LLP as Auditors          For       For          Management
5     Amend Certificate of Incorporation to   For       For          Management
      Limit the Liability of Certain Officers


--------------------------------------------------------------------------------

SPROUTS FARMERS MARKET, INC.

Ticker:       SFM            Security ID:  85208M102
Meeting Date: MAY 24, 2023   Meeting Type: Annual
Record Date:  MAR 27, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Joel D. Anderson         For       For          Management
1.2   Elect Director Terri Funk Graham        For       For          Management
1.3   Elect Director Doug G. Rauch            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


--------------------------------------------------------------------------------

SYNAPTICS INCORPORATED

Ticker:       SYNA           Security ID:  87157D109
Meeting Date: OCT 25, 2022   Meeting Type: Annual
Record Date:  AUG 31, 2022

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Michael E. Hurlston      For       For          Management
1b    Elect Director Patricia Kummrow         For       For          Management
1c    Elect Director Vivie "YY" Lee           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify KPMG LLP as Auditors             For       For          Management
4     Amend Omnibus Stock Plan                For       For          Management


--------------------------------------------------------------------------------

TD SYNNEX CORPORATION

Ticker:       SNX            Security ID:  87162W100
Meeting Date: MAR 21, 2023   Meeting Type: Annual
Record Date:  JAN 23, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Dennis Polk              For       For          Management
1.2   Elect Director Robert Kalsow-Ramos      For       For          Management
1.3   Elect Director Ann Vezina               For       For          Management
1.4   Elect Director Richard Hume             For       For          Management
1.5   Elect Director Fred Breidenbach         For       For          Management
1.6   Elect Director Hau Lee                  For       For          Management
1.7   Elect Director Matthew Miau             For       For          Management
1.8   Elect Director Nayaki Nayyar            For       For          Management
1.9   Elect Director Matthew Nord             For       For          Management
1.10  Elect Director Merline Saintil          For       For          Management
1.11  Elect Director Duane E. Zitzner         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 KPMG LLP as Auditors             For       For          Management


--------------------------------------------------------------------------------

TREEHOUSE FOODS, INC.

Ticker:       THS            Security ID:  89469A104
Meeting Date: APR 27, 2023   Meeting Type: Annual
Record Date:  MAR 01, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Scott D. Ostfeld         For       For          Management
1b    Elect Director Jean E. Spence           For       For          Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
4     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors
5     Declassify the Board of Directors       For       For          Management
6     Amend Omnibus Stock Plan                For       For          Management


--------------------------------------------------------------------------------

UGI CORPORATION

Ticker:       UGI            Security ID:  902681105
Meeting Date: JAN 27, 2023   Meeting Type: Annual
Record Date:  NOV 18, 2022

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Frank S. Hermance        For       For          Management
1b    Elect Director M. Shawn Bort            For       For          Management
1c    Elect Director Theodore A. Dosch        For       For          Management
1d    Elect Director Alan N. Harris           For       For          Management
1e    Elect Director Mario Longhi             For       For          Management
1f    Elect Director William J. Marrazzo      For       For          Management
1g    Elect Director Cindy J. Miller          For       For          Management
1h    Elect Director Roger Perreault          For       For          Management
1i    Elect Director Kelly A. Romano          For       For          Management
1j    Elect Director James B. Stallings, Jr.  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


--------------------------------------------------------------------------------

UNIFIRST CORPORATION

Ticker:       UNF            Security ID:  904708104
Meeting Date: JAN 10, 2023   Meeting Type: Annual
Record Date:  NOV 14, 2022

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Thomas S. Postek         For       For          Management
1.2   Elect Director Steven S. Sintros        For       For          Management
1.3   Elect Director Raymond C. Zemlin        For       For          Management
1.4   Elect Director Joseph M. Nowicki        For       For          Management
1.5   Elect Director Sergio A. Pupkin         For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management


--------------------------------------------------------------------------------

UNITED NATURAL FOODS, INC.

Ticker:       UNFI           Security ID:  911163103
Meeting Date: JAN 10, 2023   Meeting Type: Annual
Record Date:  NOV 14, 2022

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Eric F. Artz             For       For          Management
1b    Elect Director Ann Torre Bates          For       For          Management
1c    Elect Director Gloria R. Boyland        For       For          Management
1d    Elect Director Denise M. Clark          For       For          Management
1e    Elect Director J. Alexander Miller      For       For          Management
      Douglas
1f    Elect Director Daphne J. Dufresne       For       For          Management
1g    Elect Director Michael S. Funk          For       For          Management
1h    Elect Director Shamim Mohammad          For       For          Management
1i    Elect Director James L. Muehlbauer      For       For          Management
1j    Elect Director Peter A. Roy             For       For          Management
1l    Elect Director Jack Stahl               For       For          Management
2     Ratify KPMG LLP as Auditors             For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       Against      Management


--------------------------------------------------------------------------------

UPBOUND GROUP, INC.

Ticker:       UPBD           Security ID:  76009N100
Meeting Date: JUN 06, 2023   Meeting Type: Annual
Record Date:  APR 11, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Jeffrey Brown            For       For          Management
1b    Elect Director Mitchell Fadel           For       For          Management
1c    Elect Director Christopher Hetrick      For       For          Management
1d    Elect Director Harold Lewis             For       For          Management
1e    Elect Director Glenn Marino             For       For          Management
1f    Elect Director Carol McFate             For       For          Management
1g    Elect Director Jen You                  For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       For          Management


--------------------------------------------------------------------------------

VISHAY INTERTECHNOLOGY, INC.

Ticker:       VSH            Security ID:  928298108
Meeting Date: MAY 23, 2023   Meeting Type: Annual
Record Date:  MAR 27, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Joel Smejkal             For       For          Management
1.2   Elect Director Michael J. Cody          For       For          Management
1.3   Elect Director Abraham Ludomirski       For       For          Management
1.4   Elect Director Raanan Zilberman         For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management
5     Amend Certificate of Incorporation to   For       For          Management
      Limit the Liability of Certain Officers


--------------------------------------------------------------------------------

VSE CORPORATION

Ticker:       VSEC           Security ID:  918284100
Meeting Date: MAY 03, 2023   Meeting Type: Annual
Record Date:  MAR 10, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director John A. Cuomo            For       For          Management
1.2   Elect Director Edward P. Dolanski       For       For          Management
1.3   Elect Director Ralph E. Eberhart        For       For          Management
1.4   Elect Director Mark E. Ferguson, III    For       For          Management
1.5   Elect Director Calvin S. Koonce         For       For          Management
1.6   Elect Director John E. Potter           For       For          Management
1.7   Elect Director Bonnie K. Wachtel        For       For          Management
1.8   Elect Director Anita D. Britt           For       For          Management
1.9   Elect Director Lloyd E. Johnson         For       For          Management
2     Ratify Grant Thornton LLP as Auditors   For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Restricted Stock Plan             For       For          Management




========================== FPA Queens Road Value Fund ==========================


3M COMPANY

Ticker:       MMM            Security ID:  88579Y101
Meeting Date: MAY 09, 2023   Meeting Type: Annual
Record Date:  MAR 14, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Thomas "Tony" K. Brown   For       For          Management
1b    Elect Director Anne H. Chow             For       For          Management
1c    Elect Director David B. Dillon          For       For          Management
1d    Elect Director Michael L. Eskew         For       For          Management
1e    Elect Director James R. Fitterling      For       For          Management
1f    Elect Director Amy E. Hood              For       For          Management
1g    Elect Director Suzan Kereere            For       For          Management
1h    Elect Director Gregory R. Page          For       For          Management
1i    Elect Director Pedro J. Pizarro         For       For          Management
1j    Elect Director Michael F. Roman         For       For          Management
2     Ratify PricewaterhouseCoopers 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


--------------------------------------------------------------------------------

ALLEGION PLC

Ticker:       ALLE           Security ID:  G0176J109
Meeting Date: JUN 08, 2023   Meeting Type: Annual
Record Date:  APR 13, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect as Director Kirk S. Hachigian     For       For          Management
1b    Elect as Director Steven C. Mizell      For       For          Management
1c    Elect as Director Nicole Parent Haughey For       For          Management
1d    Elect as Director Lauren B. Peters      For       For          Management
1e    Elect as Director Ellen Rubin           For       For          Management
1f    Elect as Director Dean I. Schaffer      For       For          Management
1g    Elect as Director John H. Stone         For       For          Management
1h    Elect as Director Dev Vardhan           For       For          Management
1i    Elect as Director Martin E. Welch, III  For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Ratify PricewaterhouseCoopers as        For       For          Management
      Auditors and Authorise Their
      Remuneration
5     Renew the Board's Authority to Issue    For       For          Management
      Shares Under Irish Law
6     Renew the Board's Authority to Opt-Out  For       For          Management
      of Statutory Pre-Emptions Rights


--------------------------------------------------------------------------------

AMERICAN EXPRESS COMPANY

Ticker:       AXP            Security ID:  025816109
Meeting Date: MAY 02, 2023   Meeting Type: Annual
Record Date:  MAR 06, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Thomas J. Baltimore      For       For          Management
1b    Elect Director John J. Brennan          For       For          Management
1c    Elect Director Peter Chernin            For       For          Management
1d    Elect Director Walter J. Clayton, III   For       For          Management
1e    Elect Director Ralph de la Vega         For       For          Management
1f    Elect Director Theodore J. Leonsis      For       For          Management
1g    Elect Director Deborah P. Majoras       For       For          Management
1h    Elect Director Karen L. Parkhill        For       For          Management
1i    Elect Director Charles E. Phillips      For       For          Management
1j    Elect Director Lynn A. Pike             For       For          Management
1k    Elect Director Stephen J. Squeri        For       For          Management
1l    Elect Director Daniel L. Vasella        For       For          Management
1m    Elect Director Lisa W. Wardell          For       For          Management
1n    Elect Director Christopher D. Young     For       For          Management
2     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
5     Submit Severance Agreement              Against   For          Shareholder
      (Change-in-Control) to Shareholder Vote
6     Report on Risks Related to Fulfilling   Against   Against      Shareholder
      Information Requests for Enforcing
      Laws Criminalizing Abortion Access


--------------------------------------------------------------------------------

AMERIPRISE FINANCIAL, INC.

Ticker:       AMP            Security ID:  03076C106
Meeting Date: APR 26, 2023   Meeting Type: Annual
Record Date:  FEB 27, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director James M. Cracchiolo      For       For          Management
1b    Elect Director Robert F. Sharpe, Jr.    For       For          Management
1c    Elect Director Dianne Neal Blixt        For       For          Management
1d    Elect Director Amy DiGeso               For       For          Management
1e    Elect Director Christopher J. Williams  For       For          Management
1f    Elect Director Armando Pimentel, Jr.    For       For          Management
1g    Elect Director Brian T. Shea            For       For          Management
1h    Elect Director W. Edward Walter, III    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     Amend Omnibus Stock Plan                For       For          Management
5     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


--------------------------------------------------------------------------------

BERKSHIRE HATHAWAY INC.

Ticker:       BRK.B          Security ID:  084670108
Meeting Date: MAY 06, 2023   Meeting Type: Annual
Record Date:  MAR 08, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Warren E. Buffett        For       For          Management
1.2   Elect Director Charles T. Munger        For       For          Management
1.3   Elect Director Gregory E. Abel          For       For          Management
1.4   Elect Director Howard G. Buffett        For       For          Management
1.5   Elect Director Susan A. Buffett         For       For          Management
1.6   Elect Director Stephen B. Burke         For       For          Management
1.7   Elect Director Kenneth I. Chenault      For       For          Management
1.8   Elect Director Christopher C. Davis     For       For          Management
1.9   Elect Director Susan L. Decker          For       For          Management
1.10  Elect Director Charlotte Guyman         For       For          Management
1.11  Elect Director Ajit Jain                For       For          Management
1.12  Elect Director Thomas S. Murphy, Jr.    For       For          Management
1.13  Elect Director Ronald L. Olson          For       For          Management
1.14  Elect Director Wallace R. Weitz         For       For          Management
1.15  Elect Director Meryl B. Witmer          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Advisory Vote on Say on Pay Frequency   Three     Three Years  Management
                                              Years
4     Report on Physical and Transitional     Against   Against      Shareholder
      Climate-Related Risks and Opportunities
5     Report on Audit Committee's Oversight   Against   Against      Shareholder
      on Climate Risks and Disclosures
6     Report If and How Company Will          Against   Against      Shareholder
      Measure, Disclose and Reduce GHG
      Emissions
7     Report on Effectiveness of Diversity,   Against   Against      Shareholder
      Equity, and Inclusion Efforts
8     Require Independent Board Chair         Against   Against      Shareholder
9     Encourage Senior Management Commitment  Against   Against      Shareholder
      to Avoid Political Speech


--------------------------------------------------------------------------------

CISCO SYSTEMS, INC.

Ticker:       CSCO           Security ID:  17275R102
Meeting Date: DEC 08, 2022   Meeting Type: Annual
Record Date:  OCT 10, 2022

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director M. Michele Burns         For       For          Management
1b    Elect Director Wesley G. Bush           For       For          Management
1c    Elect Director Michael D. Capellas      For       For          Management
1d    Elect Director Mark Garrett             For       For          Management
1e    Elect Director John D. Harris, II       For       For          Management
1f    Elect Director Kristina M. Johnson      For       For          Management
1g    Elect Director Roderick C. McGeary      For       For          Management
1h    Elect Director Sarah Rae Murphy         For       For          Management
1i    Elect Director Charles H. Robbins       For       For          Management
1j    Elect Director Brenton L. Saunders      For       For          Management
1k    Elect Director Lisa T. Su               For       For          Management
1l    Elect Director Marianna Tessel          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
4     Report on Tax Transparency Set Forth    Against   Against      Shareholder
      in the Global Reporting Initiative's
      Tax Standard


--------------------------------------------------------------------------------

DANAHER CORPORATION

Ticker:       DHR            Security ID:  235851102
Meeting Date: MAY 09, 2023   Meeting Type: Annual
Record Date:  MAR 10, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Rainer M. Blair          For       For          Management
1b    Elect Director Feroz Dewan              For       For          Management
1c    Elect Director Linda Filler             For       For          Management
1d    Elect Director Teri List                For       Against      Management
1e    Elect Director Walter G. Lohr, Jr.      For       For          Management
1f    Elect Director Jessica L. Mega          For       For          Management
1g    Elect Director Mitchell P. Rales        For       For          Management
1h    Elect Director Steven M. Rales          For       For          Management
1i    Elect Director Pardis C. Sabeti         For       For          Management
1j    Elect Director A. Shane Sanders         For       Against      Management
1k    Elect Director John T. Schwieters       For       Against      Management
1l    Elect Director Alan G. Spoon            For       For          Management
1m    Elect Director Raymond C. Stevens       For       Against      Management
1n    Elect Director Elias A. Zerhouni        For       For          Management
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     Require Independent Board Chair         Against   For          Shareholder
6     Report on Effectiveness of Diversity,   Against   Against      Shareholder
      Equity, and Inclusion Efforts


--------------------------------------------------------------------------------

EATON CORPORATION PLC

Ticker:       ETN            Security ID:  G29183103
Meeting Date: APR 26, 2023   Meeting Type: Annual
Record Date:  FEB 27, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Craig Arnold             For       For          Management
1b    Elect Director Olivier Leonetti         For       For          Management
1c    Elect Director Silvio Napoli            For       For          Management
1d    Elect Director Gregory R. Page          For       For          Management
1e    Elect Director Sandra Pianalto          For       For          Management
1f    Elect Director Robert V. Pragada        For       For          Management
1g    Elect Director Lori J. Ryerkerk         For       For          Management
1h    Elect Director Gerald B. Smith          For       For          Management
1i    Elect Director Dorothy C. Thompson      For       For          Management
1j    Elect Director Darryl L. Wilson         For       For          Management
2     Approve Ernst & Young as Auditors and   For       For          Management
      Authorize Board to Fix Their
      Remuneration
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     Authorize Issue of Equity with          For       For          Management
      Pre-emptive Rights
6     Authorise Issue of Equity without       For       For          Management
      Pre-emptive Rights
7     Authorize Share Repurchase of Issued    For       For          Management
      Share Capital


--------------------------------------------------------------------------------

ELEVANCE HEALTH, INC.

Ticker:       ELV            Security ID:  036752103
Meeting Date: MAY 10, 2023   Meeting Type: Annual
Record Date:  MAR 17, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gail K. Boudreaux        For       For          Management
1.2   Elect Director R. Kerry Clark           For       For          Management
1.3   Elect Director Robert L. Dixon, Jr.     For       For          Management
1.4   Elect Director Deanna D. Strable        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
5     Reduce Ownership Threshold for          Against   Against      Shareholder
      Shareholders to Call Special Meeting
6     Annually Report Third Party Political   Against   Against      Shareholder
      Contributions


--------------------------------------------------------------------------------

FISERV, INC.

Ticker:       FISV           Security ID:  337738108
Meeting Date: MAY 17, 2023   Meeting Type: Annual
Record Date:  MAR 20, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Frank J. Bisignano       For       For          Management
1.2   Elect Director Henrique de Castro       For       For          Management
1.3   Elect Director Harry F. DiSimone        For       For          Management
1.4   Elect Director Dylan G. Haggart         For       For          Management
1.5   Elect Director Wafaa Mamilli            For       For          Management
1.6   Elect Director Heidi G. Miller          For       For          Management
1.7   Elect Director Doyle R. Simons          For       For          Management
1.8   Elect Director Kevin M. Warren          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 Deloitte & Touche LLP as         For       For          Management
      Auditors
5     Require Independent Board Chairman      Against   Against      Shareholder


--------------------------------------------------------------------------------

GENERAL DYNAMICS CORPORATION

Ticker:       GD             Security ID:  369550108
Meeting Date: MAY 03, 2023   Meeting Type: Annual
Record Date:  MAR 08, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Richard D. Clarke        For       For          Management
1b    Elect Director James S. Crown           For       For          Management
1c    Elect Director Rudy F. deLeon           For       For          Management
1d    Elect Director Cecil D. Haney           For       For          Management
1e    Elect Director Mark M. Malcolm          For       For          Management
1f    Elect Director James N. Mattis          For       For          Management
1g    Elect Director Phebe N. Novakovic       For       For          Management
1h    Elect Director C. Howard Nye            For       For          Management
1i    Elect Director Catherine B. Reynolds    For       For          Management
1j    Elect Director Laura J. Schumacher      For       For          Management
1k    Elect Director Robert K. Steel          For       For          Management
1l    Elect Director John G. Stratton         For       For          Management
1m    Elect Director Peter A. Wall            For       For          Management
2     Amend Certificate of Incorporation to   For       For          Management
      Limit the Liability of Certain Officers
3     Ratify KPMG LLP as Auditors             For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
5     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
6     Report on Human Rights Risk Assessment  Against   Against      Shareholder
7     Require Independent Board Chair         Against   Against      Shareholder


--------------------------------------------------------------------------------

INGERSOLL RAND INC.

Ticker:       IR             Security ID:  45687V106
Meeting Date: JUN 15, 2023   Meeting Type: Annual
Record Date:  APR 20, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Vicente Reynal           For       For          Management
1b    Elect Director William P. Donnelly      For       For          Management
1c    Elect Director Kirk E. Arnold           For       For          Management
1d    Elect Director Gary D. Forsee           For       For          Management
1e    Elect Director Jennifer Hartsock        For       For          Management
1f    Elect Director John Humphrey            For       For          Management
1g    Elect Director Marc E. Jones            For       For          Management
1h    Elect Director Mark Stevenson           For       For          Management
1i    Elect Director Michael Stubblefield     For       For          Management
1j    Elect Director Tony L. White            For       For          Management
2     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management


--------------------------------------------------------------------------------

INTEL CORPORATION

Ticker:       INTC           Security ID:  458140100
Meeting Date: MAY 11, 2023   Meeting Type: Annual
Record Date:  MAR 17, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Patrick P. Gelsinger     For       For          Management
1b    Elect Director James J. Goetz           For       For          Management
1c    Elect Director Andrea J. Goldsmith      For       For          Management
1d    Elect Director Alyssa H. Henry          For       For          Management
1e    Elect Director Omar Ishrak              For       For          Management
1f    Elect Director Risa Lavizzo-Mourey      For       For          Management
1g    Elect Director Tsu-Jae King Liu         For       For          Management
1h    Elect Director Barbara G. Novick        For       For          Management
1i    Elect Director Gregory D. Smith         For       For          Management
1j    Elect Director Lip-Bu Tan               For       For          Management
1k    Elect Director Dion J. Weisler          For       For          Management
1l    Elect Director Frank D. Yeary           For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Omnibus Stock Plan                For       Against      Management
5     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
6     Adopt Share Retention Policy For        Against   For          Shareholder
      Senior Executives
7     Publish Third Party Review of Intel's   Against   Against      Shareholder
      China Business ESG Congruence


--------------------------------------------------------------------------------

JPMORGAN CHASE & CO.

Ticker:       JPM            Security ID:  46625H100
Meeting Date: MAY 16, 2023   Meeting Type: Annual
Record Date:  MAR 17, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Linda B. Bammann         For       For          Management
1b    Elect Director Stephen B. Burke         For       For          Management
1c    Elect Director Todd A. Combs            For       For          Management
1d    Elect Director James S. Crown           For       For          Management
1e    Elect Director Alicia Boler Davis       For       For          Management
1f    Elect Director James Dimon              For       For          Management
1g    Elect Director Timothy P. Flynn         For       For          Management
1h    Elect Director Alex Gorsky              For       For          Management
1i    Elect Director Mellody Hobson           For       For          Management
1j    Elect Director Michael A. Neal          For       For          Management
1k    Elect Director Phebe N. Novakovic       For       For          Management
1l    Elect Director Virginia M. Rometty      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 PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
5     Require Independent Board Chair         Against   Against      Shareholder
6     Adopt Time-Bound Policy to Phase Out    Against   Against      Shareholder
      Underwriting and Lending for New
      Fossil Fuel Development
7     Amend Public Responsibility Committee   Against   Against      Shareholder
      Charter to Include Animal Welfare
8     Reduce Ownership Threshold for          Against   Against      Shareholder
      Shareholders to Call Special Meeting
9     Report on Climate Transition Plan       Against   Against      Shareholder
      Describing Efforts to Align Financing
      Activities with GHG Targets
10    Report on Risks Related to              Against   Against      Shareholder
      Discrimination Against Individuals
      Including Political Views
11    Report on Political Expenditures        Against   Against      Shareholder
      Congruence
12    Disclose 2030 Absolute GHG Reduction    Against   Against      Shareholder
      Targets Associated with Lending and
      Underwriting


--------------------------------------------------------------------------------

MCDONALD'S CORPORATION

Ticker:       MCD            Security ID:  580135101
Meeting Date: MAY 25, 2023   Meeting Type: Annual
Record Date:  MAR 27, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Anthony Capuano          For       For          Management
1b    Elect Director Kareem Daniel            For       For          Management
1c    Elect Director Lloyd Dean               For       For          Management
1d    Elect Director Catherine Engelbert      For       For          Management
1e    Elect Director Margaret Georgiadis      For       For          Management
1f    Elect Director Enrique Hernandez, Jr.   For       For          Management
1g    Elect Director Christopher Kempczinski  For       For          Management
1h    Elect Director Richard Lenny            For       For          Management
1i    Elect Director John Mulligan            For       For          Management
1j    Elect Director Jennifer Taubert         For       For          Management
1k    Elect Director Paul Walsh               For       For          Management
1l    Elect Director Amy Weaver               For       For          Management
1m    Elect Director Miles White              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
5     Adopt Policy to Phase Out Use of        Against   Against      Shareholder
      Medically-Important Antibiotics in
      Beef and Pork Supply Chain
6     Comply with World Health Organization   Against   Against      Shareholder
      Guidelines on Antimicrobial Use
      Throughout Supply Chains
7     Report on Risks Related to Operations   Against   Against      Shareholder
      in China
8     Report on Civil Rights and              Against   Against      Shareholder
      Non-Discrimination Audit
9     Report on Lobbying Payments and Policy  Against   For          Shareholder
10    Issue Transparency Report on Global     Against   Against      Shareholder
      Public Policy and Political Influence
11    Report on Animal Welfare                Against   For          Shareholder


--------------------------------------------------------------------------------

MERCK & CO., INC.

Ticker:       MRK            Security ID:  58933Y105
Meeting Date: MAY 23, 2023   Meeting Type: Annual
Record Date:  MAR 24, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Douglas M. Baker, Jr.    For       For          Management
1b    Elect Director Mary Ellen Coe           For       For          Management
1c    Elect Director Pamela J. Craig          For       For          Management
1d    Elect Director Robert M. Davis          For       For          Management
1e    Elect Director Thomas H. Glocer         For       For          Management
1f    Elect Director Risa J. Lavizzo-Mourey   For       For          Management
1g    Elect Director Stephen L. Mayo          For       For          Management
1h    Elect Director Paul B. Rothman          For       For          Management
1i    Elect Director Patricia F. Russo        For       For          Management
1j    Elect Director Christine E. Seidman     For       For          Management
1k    Elect Director Inge G. Thulin           For       For          Management
1l    Elect Director Kathy J. Warden          For       For          Management
1m    Elect Director Peter C. Wendell         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 PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
5     Report on Risks Related to Operations   Against   Against      Shareholder
      in China
6     Report on Access to COVID-19 Products   Against   Against      Shareholder
7     Adopt Policy to Require Third-Party     Against   Against      Shareholder
      Organizations to Annually Report
      Expenditures for Political Activities
8     Report on Impact of Extended Patent     Against   Against      Shareholder
      Exclusivities on Product Access
9     Publish a Congruency Report of          Against   Against      Shareholder
      Partnerships with Globalist
      Organizations
10    Require Independent Board Chair         Against   Against      Shareholder


--------------------------------------------------------------------------------

MONDELEZ INTERNATIONAL, INC.

Ticker:       MDLZ           Security ID:  609207105
Meeting Date: MAY 17, 2023   Meeting Type: Annual
Record Date:  MAR 08, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Lewis W.K. Booth         For       For          Management
1b    Elect Director Charles E. Bunch         For       For          Management
1c    Elect Director Ertharin Cousin          For       For          Management
1d    Elect Director Jorge S. Mesquita        For       For          Management
1e    Elect Director Anindita Mukherjee       For       For          Management
1f    Elect Director Jane Hamilton Nielsen    For       For          Management
1g    Elect Director Patrick T. Siewert       For       For          Management
1h    Elect Director Michael A. Todman        For       For          Management
1i    Elect Director Dirk Van de Put          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 PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
5     Require Independent Board Chair         Against   Against      Shareholder
6     Report on 2025 Cage-Free Egg Goal       Against   Against      Shareholder
7     Report on Targets to Eradicate Child    Against   Against      Shareholder
      Labor in Cocoa Supply Chain


--------------------------------------------------------------------------------

ORACLE CORPORATION

Ticker:       ORCL           Security ID:  68389X105
Meeting Date: NOV 16, 2022   Meeting Type: Annual
Record Date:  SEP 19, 2022

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Awo Ablo                 For       For          Management
1.2   Elect Director Jeffrey S. Berg          For       Withhold     Management
1.3   Elect Director Michael J. Boskin        For       Withhold     Management
1.4   Elect Director Safra A. Catz            For       Withhold     Management
1.5   Elect Director Bruce R. Chizen          For       Withhold     Management
1.6   Elect Director George H. Conrades       For       Withhold     Management
1.7   Elect Director Lawrence J. Ellison      For       Withhold     Management
1.8   Elect Director Rona A. Fairhead         For       Withhold     Management
1.9   Elect Director Jeffrey O. Henley        For       Withhold     Management
1.10  Elect Director Renee J. James           For       Withhold     Management
1.11  Elect Director Charles W. Moorman       For       Withhold     Management
1.12  Elect Director Leon E. Panetta          For       Withhold     Management
1.13  Elect Director William G. Parrett       For       Withhold     Management
1.14  Elect Director Naomi O. Seligman        For       Withhold     Management
1.15  Elect Director Vishal Sikka             For       Withhold     Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Ratify Ernst & Young LLP as Auditors    For       For          Management


--------------------------------------------------------------------------------

PFIZER INC.

Ticker:       PFE            Security ID:  717081103
Meeting Date: APR 27, 2023   Meeting Type: Annual
Record Date:  MAR 01, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ronald E. Blaylock       For       For          Management
1.2   Elect Director Albert Bourla            For       For          Management
1.3   Elect Director Susan Desmond-Hellmann   For       For          Management
1.4   Elect Director Joseph J. Echevarria     For       For          Management
1.5   Elect Director Scott Gottlieb           For       For          Management
1.6   Elect Director Helen H. Hobbs           For       For          Management
1.7   Elect Director Susan Hockfield          For       For          Management
1.8   Elect Director Dan R. Littman           For       For          Management
1.9   Elect Director Shantanu Narayen         For       For          Management
1.10  Elect Director Suzanne Nora Johnson     For       For          Management
1.11  Elect Director James Quincey            For       For          Management
1.12  Elect Director James C. Smith           For       For          Management
2     Ratify KPMG 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     Submit Severance Agreement              Against   Against      Shareholder
      (Change-in-Control) to Shareholder Vote
6     Require Independent Board Chair         Against   Against      Shareholder
7     Report on Feasibility of Intellectual   Against   Against      Shareholder
      Property Transfer to Boost Covid-19
      Vaccine Production
8     Report on Impact of Extended Patent     Against   For          Shareholder
      Exclusivities on Product Access
9     Report on Political Expenditures        Against   Against      Shareholder
      Congruence


--------------------------------------------------------------------------------

PRUDENTIAL FINANCIAL, INC.

Ticker:       PRU            Security ID:  744320102
Meeting Date: MAY 09, 2023   Meeting Type: Annual
Record Date:  MAR 10, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gilbert F. Casellas      For       For          Management
1.2   Elect Director Robert M. Falzon         For       For          Management
1.3   Elect Director Martina Hund-Mejean      For       For          Management
1.4   Elect Director Wendy E. Jones           For       For          Management
1.5   Elect Director Charles F. Lowrey        For       For          Management
1.6   Elect Director Sandra Pianalto          For       For          Management
1.7   Elect Director Christine A. Poon        For       For          Management
1.8   Elect Director Douglas A. Scovanner     For       For          Management
1.9   Elect Director Michael A. Todman        For       For          Management
2     Ratify PricewaterhouseCoopers 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
5     Require Independent Board Chair         Against   For          Shareholder


--------------------------------------------------------------------------------

RAYTHEON TECHNOLOGIES CORPORATION

Ticker:       RTX            Security ID:  75513E101
Meeting Date: MAY 02, 2023   Meeting Type: Annual
Record Date:  MAR 07, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Tracy A. Atkinson        For       For          Management
1b    Elect Director Leanne G. Caret          For       For          Management
1c    Elect Director Bernard A. Harris, Jr.   For       For          Management
1d    Elect Director Gregory J. Hayes         For       For          Management
1e    Elect Director George R. Oliver         For       For          Management
1f    Elect Director Robert K. (Kelly)        For       For          Management
      Ortberg
1g    Elect Director Dinesh C. Paliwal        For       For          Management
1h    Elect Director Ellen M. Pawlikowski     For       For          Management
1i    Elect Director Denise L. Ramos          For       For          Management
1j    Elect Director Fredric G. Reynolds      For       For          Management
1k    Elect Director Brian C. Rogers          For       For          Management
1l    Elect Director James A. Winnefeld, Jr.  For       For          Management
1m    Elect Director Robert O. Work           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 PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
5     Eliminate Supermajority Vote            For       For          Management
      Requirement
6     Amend Certificate of Incorporation to   For       For          Management
      Eliminate Personal Liability of
      Officers for Monetary Damages For
      Breach of Fiduciary Duty as an Officer
7     Require Independent Board Chair         Against   Against      Shareholder
8     Report on Efforts to Reduce GHG         Against   Against      Shareholder
      Emissions in Alignment with Paris
      Agreement Goal


--------------------------------------------------------------------------------

T. ROWE PRICE GROUP, INC.

Ticker:       TROW           Security ID:  74144T108
Meeting Date: MAY 09, 2023   Meeting Type: Annual
Record Date:  MAR 01, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Glenn R. August          For       For          Management
1b    Elect Director Mark S. Bartlett         For       For          Management
1c    Elect Director Dina Dublon              For       For          Management
1d    Elect Director Freeman A. Hrabowski,    For       For          Management
      III
1e    Elect Director Robert F. MacLellan      For       For          Management
1f    Elect Director Eileen P. Rominger       For       For          Management
1g    Elect Director Robert W. Sharps         For       For          Management
1h    Elect Director Robert J. Stevens        For       For          Management
1i    Elect Director William J. Stromberg     For       For          Management
1j    Elect Director Sandra S. Wijnberg       For       For          Management
1k    Elect Director Alan D. Wilson           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Nonqualified Employee Stock       For       For          Management
      Purchase Plan
4     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
5     Ratify KPMG LLP as Auditors             For       For          Management


--------------------------------------------------------------------------------

THE BANK OF NEW YORK MELLON CORPORATION

Ticker:       BK             Security ID:  064058100
Meeting Date: APR 12, 2023   Meeting Type: Annual
Record Date:  FEB 16, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Linda Z. Cook            For       For          Management
1b    Elect Director Joseph J. Echevarria     For       For          Management
1c    Elect Director M. Amy Gilliland         For       For          Management
1d    Elect Director Jeffrey A. Goldstein     For       For          Management
1e    Elect Director K. Guru Gowrappan        For       For          Management
1f    Elect Director Ralph Izzo               For       For          Management
1g    Elect Director Sandra E. "Sandie"       For       For          Management
      O'Connor
1h    Elect Director Elizabeth E. Robinson    For       For          Management
1i    Elect Director Frederick O. Terrell     For       For          Management
1j    Elect Director Robin A. Vince           For       For          Management
1k    Elect Director Alfred W. "Al" Zollar    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 KPMG LLP as Auditors             For       For          Management
5     Approve Omnibus Stock Plan              For       For          Management
6     Submit Severance Agreement              Against   Against      Shareholder
      (Change-in-Control) to Shareholder Vote


--------------------------------------------------------------------------------

THE CLOROX COMPANY

Ticker:       CLX            Security ID:  189054109
Meeting Date: NOV 16, 2022   Meeting Type: Annual
Record Date:  SEP 23, 2022

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Amy L. Banse             For       For          Management
1.2   Elect Director Julia Denman             For       For          Management
1.3   Elect Director Spencer C. Fleischer     For       For          Management
1.4   Elect Director Esther Lee               For       For          Management
1.5   Elect Director A.D. David Mackay        For       For          Management
1.6   Elect Director Paul Parker              For       For          Management
1.7   Elect Director Stephanie Plaines        For       For          Management
1.8   Elect Director Linda Rendle             For       For          Management
1.9   Elect Director Matthew J. Shattock      For       For          Management
1.10  Elect Director Kathryn Tesija           For       For          Management
1.11  Elect Director Russell J. Weiner        For       For          Management
1.12  Elect Director Christopher J. Williams  For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Ernst & Young LLP as Auditors    For       For          Management


--------------------------------------------------------------------------------

THE WALT DISNEY COMPANY

Ticker:       DIS            Security ID:  254687106
Meeting Date: APR 03, 2023   Meeting Type: Annual
Record Date:  FEB 08, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Mary T. Barra            For       For          Management
1b    Elect Director Safra A. Catz            For       For          Management
1c    Elect Director Amy L. Chang             For       For          Management
1d    Elect Director Francis A. deSouza       For       For          Management
1e    Elect Director Carolyn N. Everson       For       For          Management
1f    Elect Director Michael B.G. Froman      For       For          Management
1g    Elect Director Robert A. Iger           For       For          Management
1h    Elect Director Maria Elena Lagomasino   For       For          Management
1i    Elect Director Calvin R. McDonald       For       For          Management
1j    Elect Director Mark G. Parker           For       For          Management
1k    Elect Director Derica W. Rice           For       For          Management
2     Ratify PricewaterhouseCoopers 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
5     Report on Risks Related to Operations   Against   Against      Shareholder
      in China
6     Report on Charitable Contributions      Against   Against      Shareholder
7     Report on Political Expenditures        Against   Against      Shareholder


--------------------------------------------------------------------------------

TRANE TECHNOLOGIES PLC

Ticker:       TT             Security ID:  G8994E103
Meeting Date: JUN 01, 2023   Meeting Type: Annual
Record Date:  APR 06, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Kirk E. Arnold           For       For          Management
1b    Elect Director Ann C. Berzin            For       For          Management
1c    Elect Director April Miller Boise       For       For          Management
1d    Elect Director Gary D. Forsee           For       For          Management
1e    Elect Director Mark R. George           For       For          Management
1f    Elect Director John A. Hayes            For       For          Management
1g    Elect Director Linda P. Hudson          For       For          Management
1h    Elect Director Myles P. Lee             For       For          Management
1i    Elect Director David S. Regnery         For       For          Management
1j    Elect Director Melissa N. Schaeffer     For       For          Management
1k    Elect Director John P. Surma            For       For          Management
2     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve PricewaterhouseCoopers LLP as   For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration
5     Authorize Issue of Equity               For       For          Management
6     Authorize Issue of Equity without       For       For          Management
      Pre-emptive Rights
7     Authorize Reissuance of Repurchased     For       For          Management
      Shares


--------------------------------------------------------------------------------

UNION PACIFIC CORPORATION

Ticker:       UNP            Security ID:  907818108
Meeting Date: MAY 18, 2023   Meeting Type: Annual
Record Date:  MAR 17, 2023

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director William J. DeLaney       For       For          Management
1b    Elect Director David B. Dillon          For       For          Management
1c    Elect Director Sheri H. Edison          For       For          Management
1d    Elect Director Teresa M. Finley         For       For          Management
1e    Elect Director Lance M. Fritz           For       For          Management
1f    Elect Director Deborah C. Hopkins       For       For          Management
1g    Elect Director Jane H. Lute             For       For          Management
1h    Elect Director Michael R. McCarthy      For       For          Management
1i    Elect Director Jose H. Villarreal       For       For          Management
1j    Elect Director Christopher J. Williams  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
5     Require Independent Board Chair         Against   Against      Shareholder
6     Amend Bylaws to Require Shareholder     Against   Against      Shareholder
      Approval of Certain Provisions Related
      to Director Nominations by Shareholders
7     Adopt a Paid Sick Leave Policy          Against   Against      Shareholder


--------------------------------------------------------------------------------

VF CORPORATION

Ticker:       VFC            Security ID:  918204108
Meeting Date: JUL 26, 2022   Meeting Type: Annual
Record Date:  MAY 27, 2022

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Richard T. Carucci       For       For          Management
1.2   Elect Director Alex Cho                 For       For          Management
1.3   Elect Director Juliana L. Chugg         For       For          Management
1.4   Elect Director Benno Dorer              For       For          Management
1.5   Elect Director Mark S. Hoplamazian      For       For          Management
1.6   Elect Director Laura W. Lang            For       For          Management
1.7   Elect Director W. Rodney McMullen       For       For          Management
1.8   Elect Director Clarence Otis, Jr.       For       For          Management
1.9   Elect Director Steven E. Rendle         For       For          Management
1.10  Elect Director Carol L. Roberts         For       For          Management
1.11  Elect Director Matthew J. Shattock      For       For          Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors

========== 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.

  

(Registrant)           Bragg Capital Trust                                         

 

By (Signature and Title)* /s/ Maureen Quill
  Maureen Quill, President and Principal Executive Officer
   
Date 8/24/23  

 

* Print the name and title of each signing officer under his or her signature.