N-PX 1 franknpx201607.htm

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 811-21532

Frank Funds

(Exact name of registrant as specified in charter)

781 Crandon Blvd. Unit 602

Key Biscayne, Florida 33149

(Address of principal executive offices)

(Zip code)

Brian J. Frank

Frank Capital Partners LLC

781 Crandon Blvd. Unit 602

Key Biscayne, Florida 33149

(Name and address of agent for service)

Copies to:

JoAnn M. Strasser

Thompson Hine LLP

312 Walnut Street, 14th Floor

Cincinnati, Ohio 45202

Registrant's telephone number, including area code: 973-887-7698

Date of fiscal year end: June 30

Date of reporting period: June 30, 2016

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 (Sections 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 notes.

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. Section 3507.

ITEM 1. PROXY VOTING RECORD:

Disclose the following information for each matter relating to a portfolio security considered at any shareholder meeting held during the period covered by the report and with respect to which the registrant was entitled to vote:

(a).

The name of the issuer of the portfolio security;

(b).

The exchange ticker symbol of the portfolio security;

(c).

The Council on Uniform Securities Identification Procedures ("CUSIP") number for the portfolio security;

(d).

The shareholder meeting date;

(e).

A brief identification of the matter voted on;

(f).

Whether the matter was proposed by the issuer or by a security holder;

(g).

Whether the Registrant cast its vote on the matter;

(h).

How the Registrant cast its vote (e.g., for or against proposal, or abstain; for or withhold regarding election of directors); and

(i).

Whether the Registrant cast its vote for or against management.

Frank Value Fund Investor Class

APPLE INC.

	Ticker Symbol:AAPL	Cusip Number:037833100
	Record Date: 2/25/2016	Meeting Date: 2/26/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

ELECTION OF DIRECTOR: JAMES BELL

For

Issuer

For

With

ELECTION OF DIRECTOR: TIM COOK

For

Issuer

For

With

ELECTION OF DIRECTOR: AL GORE

For

Issuer

For

With

ELECTION OF DIRECTOR: BOB IGER

For

Issuer

For

With

ELECTION OF DIRECTOR: ANDREA JUNG

For

Issuer

For

With

ELECTION OF DIRECTOR: ART LEVINSON

For

Issuer

For

With

ELECTION OF DIRECTOR: RON SUGAR

For

Issuer

For

With

ELECTION OF DIRECTOR: SUE WAGNER

For

Issuer

For

With

RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS APPLE'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016

For

Issuer

For

With

AN ADVISORY RESOLUTION TO APPROVE EXECUTIVE COMPENSATION

For

Issuer

For

With

APPROVAL OF THE AMENDED AND RESTATED APPLE INC. 2014 EMPLOYEE STOCK PLAN

For

Issuer

For

With

A SHAREHOLDER PROPOSAL ENTITLED "NET-ZERO GREENHOUSE GAS EMISSIONS BY 2030"

Against

Stockholder

Against

With

A SHAREHOLDER PROPOSAL REGARDING DIVERSITY AMONG OUR SENIOR MANAGEMENT AND BOARD OF DIRECTORS

Against

Stockholder

Against

With

A SHAREHOLDER PROPOSAL ENTITLED "HUMAN RIGHTS REVIEW - HIGH RISK REGIONS"

Against

Stockholder

Against

With

A SHAREHOLDER PROPOSAL ENTITLED "SHAREHOLDER PROXY ACCESS"

Against

Stockholder

Against

With

BARRICK GOLD CORPORATION

	Ticker Symbol:ABX	Cusip Number:067901108
	Record Date: 4/21/2016	Meeting Date: 4/26/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

DIRECTOR GA CISNEROS G.G. CLOW GA DOER J.M. EVANS K.P.M. DUSHNISKY B.L. GREENSPUN J.B. HARVEY N.H.O. LOCKHART D.F. MOYO A. MUNK J.R.S. PRICHARD S.J. SHAPIRO J.L. THORNTON E.L. THRASHER

For

Issuer

For

With

RESOLUTION APPROVING THE APPOINTMENT OF PRICE WATERHOUSECOOPERS LLP AS THE AUDITOR OF BARRICK AND AUTHORIZING THE DIRECTORS TO FIX ITS REMUNERATION

For

Issuer

For

With

BERKSHIRE HATHAWAY INC.

	Ticker Symbol:BRK-B	Cusip Number:84670702
	Record Date: 4/29/2016	Meeting Date: 4/30/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

DIRECTOR WARREN E. BUFFETT CHARLES T. MUNGER HOWARD G. BUFFETT STEPHEN B. BURKE SUSAN L. DECKER WILLIAM H. GATES III DAVID S. GOTTESMAN CHARLOTTE GUYMAN THOMAS S. MURPHY RONALD L. OLSON WALTER SCOTT, JR. MERYL B. WITMER

For

Issuer

For

With

SHAREHOLDER PROPOSAL REGARDING THE REPORTING OF RISKS POSED BY CLIMATE CHANGE.

Against

Stockholder

Against

With

BLACKHAWK NETWORK HOLDINGS, INC.

	Ticker Symbol:HAWK	Cusip Number:09238E104
	Record Date: 6/9/2016	Meeting Date: 6/10/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

DIRECTOR: RICHARD H. BARD, STEVEN A.BURD, ROBERT L. EDWARDS, WILLIAM Y. TAUSCHER

For

Issuer

For

With

TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE 2016 FISCAL YEAR ENDING DECEMBER 31,2016.

For

Issuer

For

With

TO APPROVE THE COMPANY'S THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION IN ORDER TO DECLASSIFY THE BOARD OF DIRECTORS BEGINNING AT THE COMPANY'S ANNUAL MEETING OF STOCKHOLDERS IN 2017.

For

Issuer

For

With

FRANCESCA'S HOLDINGS CORPORATION

	Ticker Symbol:FRAN	Cusip Number:351793104
	Record Date: 6/7/2016	Meeting Date: 6/8/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

DIRECTOR MR. RICHARD EMMETT MR. RICHARD KUNES

For

Issuer

For

With

TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING JANUARY 28, 2017.

For

Issuer

For

With

GOLDCORP INC.

	Ticker Symbol:GG	Cusip Number:380956409
	Record Date: 4/25/2016	Meeting Date: 4/28/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

DIRECTOR BEVERLEY A. BRISCOE PETER J. DEY MARGOT A. FRANSSEN,O.C. DAVID A. GAROFALO CLEMENT A. PELLETIER P. RANDY REIFEL IAN W. TELFER BLANCA TREVINO KENNETH F. WILLIAMSON

For

Issuer

For

With

IN RESPECT OF THE APPOINTMENT OF DELOITTE LLP, INDEPENDENT REGISTERED CHARTERED ACCOUNTANTS, AS AUDITORS OF THE COMPANY AND AUTHORIZING THE DIRECTORS TO FIX THEIR REMUNERATION;

For

Issuer

For

With

A RESOLUTION APPROVING AN AMENDMENT TO THE RESTRICTED SHARE UNIT PLAN OF THE COMPANY IN ORDER TO INCREASE THE NUMBER OF COMMON SHARES ISSUABLE UNDER THE RESTRICTED SHARE UNIT PLAN TO 21,690,276 COMMON SHARES;

For

Issuer

For

With

A NON-BINDING ADVISORY RESOLUTION ACCEPTING THE COMPANY'S APPROACH TO EXECUTIVE COMPENSATION.

For

Issuer

For

With

GREENLIGHT CAPITAL RE, LTD.

	Ticker Symbol:GLRE	Cusip Number:029141509
	Record Date: 4/26/2016	Meeting Date: 4/27/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

ELECTION OF DIRECTOR: ALAN BROOKS

For

Issuer

For

With

ELECTION OF DIRECTOR: DAVID EINHORN

For

Issuer

For

With

ELECTION OF DIRECTOR: LEONARD GOLDBERG

For

Issuer

For

With

ELECTION OF DIRECTOR: BARTON HEDGES

For

Issuer

For

With

ELECTION OF DIRECTOR: IAN ISAACS

For

Issuer

For

With

ELECTION OF DIRECTOR: FRANK LACKNER

For

Issuer

For

With

ELECTION OF DIRECTOR: BRYAN MURPHY

For

Issuer

For

With

ELECTION OF DIRECTOR: JOSEPH PLATT

For

Issuer

For

With

ELECTION OF DIRECTOR OF GREENLIGHT REINSURANCE, LTD: ALAN BROOKS

For

Issuer

For

With

ELECTION OF DIRECTOR OF GREENLIGHT REINSURANCE, LTD: DAVID EINHORN

For

Issuer

For

With

ELECTION OF DIRECTOR OF GREENLIGHT REINSURANCE, LTD: LEONARD GOLDBERG

For

Issuer

For

With

ELECTION OF DIRECTOR OF GREENLIGHT REINSURANCE, LTD: BARTON HEDGES

For

Issuer

For

With

ELECTION OF DIRECTOR OF GREENLIGHT REINSURANCE, LTD: IAN ISAACS

For

Issuer

For

With

ELECTION OF DIRECTOR OF GREENLIGHT REINSURANCE, LTD: FRANK LACKNER

For

Issuer

For

With

ELECTION OF DIRECTOR OF GREENLIGHT REINSURANCE, LTD: BRYAN MURPHY

For

Issuer

For

With

ELECTION OF DIRECTOR OF GREENLIGHT REINSURANCE, LTD: JOSEPH PLATT

For

Issuer

For

With

ELECTION OF DIRECTOR OF GREENLIGHT REINSURANCE IRELAND, DESIGNATED ACTIVITY COMPANY: PHILIP HARKIN

For

Issuer

For

With

ELECTION OF DIRECTOR OF GREENLIGHT REINSURANCE IRELAND, DESIGNATED ACTIVITY COMPANY: BARTON HEDGES

For

Issuer

For

With

ELECTION OF DIRECTOR OF GREENLIGHT REINSURANCE IRELAND, DESIGNATED ACTIVITY COMPANY: FRANK LACKNER

For

Issuer

For

With

ELECTION OF DIRECTOR OF GREENLIGHT REINSURANCE IRELAND, DESIGNATED ACTIVITY COMPANY: BRENDAN TUOHY

For

Issuer

For

With

O CONSIDER AND VOTE UPON A PROPOSAL TO RATIFY THE APPOINTMENT OF BDO USA, LLP AS THE INDEPENDENT AUDITORS OF THE COMPANY FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

For

Issuer

For

With

TO CONSIDER AND VOTE UPON A PROPOSAL TO RATIFY THE APPOINTMENT OF BDO CAYMAN LTD. AS THE INDEPENDENT AUDITORS OF GREENLIGHT REINSURANCE, LTD. FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016, WHICH, PURSUANT TO THE ARTICLES, IS REQUIRED TO BE CONSIDERED BY THE SHAREHOLDERS OF THE COMPANY.

For

Issuer

For

With

TO CONSIDER AND VOTE UPON A PROPOSAL TO RATIFY THE APPOINTMENT OF BDO, REGISTERED AUDITORS IN IRELAND AS THE INDEPENDENT AUDITORS OF GREENLIGHT REINSURANCE IRELAND, DESIGNATED ACTIVITY COMPANY, FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016, WHICH, PURSUANT TO THE ARTICLES, IS REQUIRED TO BE CONSIDERED BY THE SHAREHOLDERS OF THE COMPANY.

For

Issuer

For

With

TO CONSIDER AND CAST A NON-BINDING ADVISORY VOTE ON A RESOLUTION APPROVING THE COMPENSATION OF THE COMPANY'S EXECUTIVE OFFICERS PURSUANT TO THE COMPENSATION DISCLOSURE RULES OF THE SECURITIES AND EXCHANGE COMMISSION, OR "SAY-ON-PAY" VOTE.

For

Issuer

For

With

MICROSOFT CORPORATION

	Ticker Symbol:MSFT	Cusip Number:594918104
	Record Date: 12/1/2015	Meeting Date: 12/2/2015

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

ELECTION OF DIRECTOR: WILLIAM H. GATES III

For

Issuer

For

With

ELECTION OF DIRECTOR: TERI L. LIST-STOLL

For

Issuer

For

With

ELECTION OF DIRECTOR: G. MASON MORFIT

For

Issuer

For

With

ELECTION OF DIRECTOR: SATYA NADELLA

For

Issuer

For

With

ELECTION OF DIRECTOR: CHARLES H. NOSKI

For

Issuer

For

With

ELECTION OF DIRECTOR: HELMUT PANKE

For

Issuer

For

With

ELECTION OF DIRECTOR: SANDRA E. PETERSON

For

Issuer

For

With

ELECTION OF DIRECTOR: CHARLES W. SCHARF

For

Issuer

For

With

ELECTION OF DIRECTOR: JOHN W. STANTON

For

Issuer

For

With

ELECTION OF DIRECTOR: JOHN W. THOMPSON

For

Issuer

For

With

ELECTION OF DIRECTOR: PADMASREEE WARRIOR

For

Issuer

For

With

ADVISORY VOTE ON EXECUTIVE COMPENSATION

For

Issuer

For

With

RATIFICATION OF DELOITTE & TOUCHE LLP AS OUR INDEPENDENT AUDITOR FOR FISCAL YEAR 2016

For

Issuer

For

With

PERFORMANT FINANCIAL CORPORATION

	Ticker Symbol:PFMT	Cusip Number:71377E105
	Record Date: 5/15/2016	Meeting Date: 5/16/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

DIRECTOR TODD R. FORD BRIAN P. GOLSON

For

Issuer

For

With

RATIFY THE APPOINTMENT OF KPMG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016.

For

Issuer

For

With

ROADRUNNER TRANSPORTATION SYSTEMS, INC.

	Ticker Symbol:RRTS	Cusip Number:76973Q105
	Record Date: 5/17/2016	Meeting Date: 5/18/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

DIRECTOR SCOTT D. RUED MARK A. DIBLASI JOHN G. KENNEDY, III

For

Issuer

For

With

THE RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

For

Issuer

For

With

SCIENCE APPLICATIONS INTERNATIONAL CORP

	Ticker Symbol:SAIC	Cusip Number:808625107
	Record Date: 6/7/2016	Meeting Date: 6/8/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

ELECTION OF DIRECTOR: ROBERT A. BEDINGFIELD

For

Issuer

For

With

ELECTION OF DIRECTOR: DEBORAH B. DUNNE

For

Issuer

For

With

ELECTION OF DIRECTOR: THOMAS F. FRIST, III

For

Issuer

For

With

ELECTION OF DIRECTOR: JOHN J. HAMRE

For

Issuer

For

With

ELECTION OF DIRECTOR: TIMOTHY J. MAYOPOULOS

For

Issuer

For

With

ELECTION OF DIRECTOR: ANTHONY J. MORACO

For

Issuer

For

With

ELECTION OF DIRECTOR: DONNA S. MOREA

For

Issuer

For

With

ELECTION OF DIRECTOR: EDWARD J. SANDERSON, JR.

For

Issuer

For

With

ELECTION OF DIRECTOR: STEVEN R. SHANE

For

Issuer

For

With

APPROVE, BY AN ADVISORY VOTE, EXECUTIVE COMPENSATION

For

Issuer

For

With

THE RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING FEBRUARY 3, 2017.

For

Issuer

For

With

TERADATA CORPORATION

	Ticker Symbol:TDC	Cusip Number:88076W103
	Record Date: 4/25/2016	Meeting Date: 4/26/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

ELECTION OF DIRECTOR: CARY T. FU (CLASS III NOMINEE)

For

Issuer

For

With

ELECTION OF DIRECTOR: MICHAEL P. GIANONI (CLASS III NOMINEE)

For

Issuer

For

With

ELECTION OF DIRECTOR: VICTOR L. LUND (CLASS III NOMINEE

For

Issuer

For

With

CONSIDER AND VOTE UPON THE APPROVAL OF THE AMENDED AND RESTATED TERADATA 2012 STOCK INCENTIVE PLAN.

For

Issuer

For

With

AN ADVISORY (NON-BINDING) VOTE TO APPROVE EXECUTIVE COMPENSATION.

For

Issuer

For

With

APPROVAL OF THE RATIFICATION OF THE APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016.

For

Issuer

For

With

VITAMIN SHOPPE, INC.

	Ticker Symbol:VSI	Cusip Number:928498E101
	Record Date: 6/6/2016	Meeting Date: 6/7/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

APPROVAL OF AN AMENDMENT TO OUR CHARTER TO REMOVE THE WORDS "FOR CAUSE" SO THAT ANY OF THE COMPANY'S DIRECTORS MAY BE REMOVED, WITH OR WITHOUT CAUSE.

For

Issuer

For

With

ELECTION OF DIRECTOR: B. MICHAEL BECKER

For

Issuer

For

With

ELECTION OF DIRECTOR: JOHN D. BOWLIN

For

Issuer

For

With

ELECTION OF DIRECTOR: CATHERINE E. BUGGELN

For

Issuer

For

With

ELECTION OF DIRECTOR: DEBORAH M. DERBY

For

Issuer

For

With

ELECTION OF DIRECTOR: DAVID H. EDWAB

For

Issuer

For

With

ELECTION OF DIRECTOR: RICHARD L. MARKEE

For

Issuer

For

With

ELECTION OF DIRECTOR: GUILLERMO MARMOL

For

Issuer

For

With

ELECTION OF DIRECTOR: BETH M. PRITCHARD

For

Issuer

For

With

ELECTION OF DIRECTOR: TIMOTHY THERIAULT

For

Issuer

For

With

ELECTION OF DIRECTOR: COLIN WATTS

For

Issuer

For

With

ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION.

For

Issuer

For

With

RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE 2016 FISCAL YEAR.

For

Issuer

For

With

XOOM CORPORATION

	Ticker Symbol:XOOM	Cusip Number:98419Q101
	Record Date: 7/31/2015	Meeting Date: 9/4/2015

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF JULY 1, 2015 AMONG XOOM CORPORATION ("XOOM"), PAYPAL, INC., TIMER ACQUISITION CORP. AND PAYPAL HOLDINGS, INC. (SOLELY FOR THE LIMITED PURPOSES OF SECTIONS 1.9 AND 3 OF THE MERGER AGREEMENT), AS IT MAY BE AMENDED FROM TIME TO TIME (THE "MERGER AGREEMENT").

For

Issuer

For

With

TO APPROVE ONE OR MORE ADJOURNMENTS OR POSTPONEMENTS OF THE XOOM SPECIAL MEETING IF NECESSARY AND TO THE EXTENT PERMITTED BY THE MERGER AGREEMENT TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES TO ADOPT THE MERGER AGREEMENT.

For

Issuer

For

With

* Management Recommended Vote

Leigh Baldwin Total Return Fund

3M COMPANY

	Ticker Symbol:MMM	Cusip Number:88579Y101
	Record Date: 4/30/2016	Meeting Date: 5/10/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

TO ELECT MEMBER TO THE BOARD OF DIRECTORS, EACH FOR A TERM OF ONE YEAR: SONDRA L. BARBOUR

For

Issuer

For

With

TO ELECT MEMBER TO THE BOARD OF DIRECTORS, EACH FOR A TERM OF ONE YEAR: THOMAS "TONY" K. BROWN

For

Issuer

For

With

TO ELECT MEMBER TO THE BOARD OF DIRECTORS, EACH FOR A TERM OF ONE YEAR: VANCE D. COFFMAN

For

Issuer

For

With

TO ELECT MEMBER TO THE BOARD OF DIRECTORS, EACH FOR A TERM OF ONE YEAR: DAVID B. DILLON

For

Issuer

For

With

TO ELECT MEMBER TO THE BOARD OF DIRECTORS, EACH FOR A TERM OF ONE YEAR: MICHAEL L. ESKEW

For

Issuer

For

With

TO ELECT MEMBER TO THE BOARD OF DIRECTORS, EACH FOR A TERM OF ONE YEAR: HERBERT L. HENKEL

For

Issuer

For

With

TO ELECT MEMBER TO THE BOARD OF DIRECTORS, EACH FOR A TERM OF ONE YEAR: MUHTAR KENT

For

Issuer

For

With

TO ELECT MEMBER TO THE BOARD OF DIRECTORS, EACH FOR A TERM OF ONE YEAR: EDWARD M. LIDDY

For

Issuer

For

With

TO ELECT MEMBER TO THE BOARD OF DIRECTORS, EACH FOR A TERM OF ONE YEAR: GREGORY R. PAGE

For

Issuer

For

With

TO ELECT MEMBER TO THE BOARD OF DIRECTORS, EACH FOR A TERM OF ONE YEAR: INGE G. THULIN

For

Issuer

For

With

TO ELECT MEMBER TO THE BOARD OF DIRECTORS, EACH FOR A TERM OF ONE YEAR: ROBERT J. ULRICH

For

Issuer

For

With

TO ELECT MEMBER TO THE BOARD OF DIRECTORS, EACH FOR A TERM OF ONE YEAR: PATRICIA A. WOERTZ

For

Issuer

For

With

TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS 3M'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.

For

Issuer

For

With

ADVISORY APPROVAL OF EXECUTIVE COMPENSATION.

For

Issuer

For

With

APPROVAL OF THE 2016 LONG-TERM INCENTIVE PLAN.

For

Issuer

For

With

STOCKHOLDER PROPOSAL ON SPECIAL MEETINGS.

Against

Stockholder

Against

With

STOCKHOLDER PROPOSAL ON SHARE REPURCHASE PROGRAM AND EXECUTIVE COMPENSATION.

Against

Stockholder

Against

With

ABERDEEN ASIA-PACIFIC INCOME FUND-INC

	Ticker Symbol:ABAKF	Cusip Number:003009107
	Record Date: 3/8/2016	Meeting Date: 3/24/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

1.1

TO ELECT CLASS I DIRECTOR TO THE BOARD OF DIRECTORS TO SERVE UNTIL THE 2019 ANNUAL MEETING OF SHAREHOLDERS: JOHN T. SHEEHY

For

Issuer

For

With

1.2

TO ELECT CLASS I DIRECTOR TO THE BOARD OF DIRECTORS TO SERVE UNTIL THE 2019 ANNUAL MEETING OF SHAREHOLDERS: NEVILLE J. MILES

For

Issuer

For

With

ALLERGAN PLC

	Ticker Symbol:AGN	Cusip Number:G0177J108
	Record Date: 4/15/2016	Meeting Date: 5/5/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

DIRECTOR NESLI BASGOZ, M.D. PAUL M. BISARO JAMES H. BLOEM CHRISTOPHER W. BODINE CHRISTOPHER J. COUGHLIN MICHAEL R. GALLAGHER CATHERINE M. KLEMA PETER J. MCDONNELL, M.D PATRICK J. O'SULLIVAN BRENTON L. SAUNDERS RONALD R. TAYLOR FRED G. WEISS

For

Issuer

For

With

TO APPROVE, IN A NON-BINDING VOTE, NAMED EXECUTIVE OFFICER COMPENSATION

For

Issuer

For

With

TO RATIFY, IN A NON-BINDING VOTE, THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S INDEPENDENT AUDITOR FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016 AND TO AUTHORIZE, IN A BINDING VOTE, THE BOARD OF DIRECTORS, ACTING THROUGH THE AUDIT AND COMPLIANCE COMMITTEE, TO DETERMINE PRICEWATERHOUSECOOPERS LLP'S REMUNERATION

For

Issuer

For

With

TO APPROVE THE AMENDMENT OF THE COMPANY'S: MEMORANDUM OF ASSOCIATION TO MAKE CERTAIN ADMINISTRATIVE AMENDMENTS

For

Issuer

For

With

TO APPROVE THE AMENDMENT OF THE COMPANY'S: ARTICLES OF ASSOCIATION TO MAKE CERTAIN ADMINISTRATIVE AMENDMENTS

For

Issuer

For

With

TO APPROVE THE AMENDMENT OF THE COMPANY'S ARTICLES OF ASSOCIATION IN ORDER TO: PROVIDE FOR A PLURALITY VOTING STANDARD IN THE EVENT OF A CONTESTED ELECTION

For

Issuer

For

With

TO APPROVE THE AMENDMENT OF THE COMPANY'S ARTICLES OF ASSOCIATION IN ORDER TO: GRANT THE BOARD OF DIRECTORS SOLE AUTHORITY TO DETERMINE ITS SIZE

For

Issuer

For

With

TO APPROVE THE REDUCTION OF COMPANY CAPITAL

For

Issuer

For

With

TO CONSIDER A SHAREHOLDER PROPOSAL REGARDING AN ANNUAL REPORT ON LOBBYING ACTIVITIES, IF PROPERLY PRESENTED AT THE MEETING

Against

Stockholder

Against

With

TO CONSIDER A SHAREHOLDER PROPOSAL REGARDING AN INDEPENDENT BOARD CHAIRMAN, IF PROPERLY PRESENTED AT THE MEETING

Against

Stockholder

Against

With

AMGEN INC.

	Ticker Symbol:AMGN	Cusip Number:031162100
	Record Date: 5/3/2016	Meeting Date: 5/19/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

ELECTION OF DIRECTOR FOR A TERM EXPIRING AT 2017: DR. DAVID BALTIMORE

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM EXPIRING AT 2017: MR. FRANK J. BIONDI, JR.

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM EXPIRING AT 2017: MR. ROBERT A. BRADWAY

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM EXPIRING AT 2017: MR. FRANCOIS DE CARBONNEL

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM EXPIRING AT 2017: MR. ROBERT A. ECKERT

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM EXPIRING AT 2017: MR. GREG C. GARLAND

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM EXPIRING AT 2017: MR. FRED HASSAN

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM EXPIRING AT 2017: DR. REBECCA M. HENDERSON

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM EXPIRING AT 2017: MR. FRANK C. HERRINGER

For

Stockholder

For

With

ELECTION OF DIRECTOR FOR A TERM EXPIRING AT 2017: DR. TYLER JACKS

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM EXPIRING AT 2017: MS. JUDITH C. PELHAM

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM EXPIRING AT 2017: DR. RONALD D. SUGAR

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM EXPIRING AT 2017: DR. R. SANDERS WILLIAMS

For

Issuer

For

With

TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

For

Issuer

For

With

ADVISORY VOTE TO APPROVE OUR EXECUTIVE COMPENSATION.

For

Issuer

For

With

STOCKHOLDER PROPOSAL TO CHANGE THE VOTING STANDARD APPLICABLE TO NON-BINDING PROPOSALS SUBMITTED BY STOCKHOLDERS.

For

Stockholder

For

With

APPLE INC

	Ticker Symbol:AAPL	Cusip Number:037833100
	Record Date: 2/2/2016	Meeting Date: 2/26/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

ELECTION OF DIRECTOR: JAMES BELL

For

Issuer

For

With

ELECTION OF DIRECTOR: TIM COOK

For

Issuer

For

With

ELECTION OF DIRECTOR: AL GORE

For

Issuer

For

With

ELECTION OF DIRECTOR: BOB IGER

For

Issuer

For

With

ELECTION OF DIRECTOR: ANDREA JUNG

For

Issuer

For

With

ELECTION OF DIRECTOR: ART LEVINSON

For

Issuer

For

With

ELECTION OF DIRECTOR: RON SUGAR

For

Issuer

For

With

ELECTION OF DIRECTOR: SUE WAGNER

For

Issuer

For

With

RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS APPLE'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016

For

Issuer

For

With

AN ADVISORY RESOLUTION TO APPROVE EXECUTIVE COMPENSATION

For

Issuer

For

With

APPROVAL OF THE AMENDED AND RESTATED APPLE INC. 2014 EMPLOYEE STOCK PLAN

For

Issuer

For

With

A SHAREHOLDER PROPOSAL ENTITLED "NET-ZERO GREENHOUSE GAS EMISSIONS BY 2030"

Against

Stockholder

Against

With

A SHAREHOLDER PROPOSAL REGARDING DIVERSITY AMONG OUR SENIOR MANAGEMENT AND BOARD OF DIRECTORS

Against

Stockholder

Against

With

A SHAREHOLDER PROPOSAL ENTITLED "HUMAN RIGHTS REVIEW - HIGH RISK REGIONS"

Against

Stockholder

Against

With

A SHAREHOLDER PROPOSAL ENTITLED "SHAREHOLDER PROXY ACCESS"

Against

Stockholder

Against

With

CORNING INCORPORATED

	Ticker Symbol:GLW	Cusip Number:219350105
	Record Date: 3/28/2016	Meeting Date: 4/28/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

ELECTION OF DIRECTOR: DONALD W. BLAIR

For

Issuer

For

With

ELECTION OF DIRECTOR: STEPHANIE A. BURNS

For

Issuer

For

With

ELECTION OF DIRECTOR: JOHN A. CANNING, JR.

For

Issuer

For

With

ELECTION OF DIRECTOR: RICHARD T. CLARK

For

Issuer

For

With

ELECTION OF DIRECTOR: ROBERT F. CUMMINGS, JR.

For

Issuer

For

With

ELECTION OF DIRECTOR: DEBORAH A. HENRETTA

For

Issuer

For

With

ELECTION OF DIRECTOR: DANIEL P. HUTTENLOCHER

For

Issuer

For

With

ELECTION OF DIRECTOR: KURT M. LANDGRAF

For

Issuer

For

With

ELECTION OF DIRECTOR: KEVIN J. MARTIN

For

Issuer

For

With

ELECTION OF DIRECTOR: DEBORAH D. RIEMAN

For

Issuer

For

With

ELECTION OF DIRECTOR: HANSEL E. TOOKES II

For

Issuer

For

With

ELECTION OF DIRECTOR: WENDELL P. WEEKS

For

Issuer

For

With

ELECTION OF DIRECTOR: MARK S. WRIGHTON

For

Issuer

For

With

RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS CORNING'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

For

Issuer

For

With

ADVISORY VOTE TO APPROVE THE COMPANY'S EXECUTIVE COMPENSATION.

For

Issuer

For

With

ELI LILLY

	Ticker Symbol:ELI	Cusip Number:532457108
	Record Date: 4/15/2016	Meeting Date: 5/2/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

ELECTION OF DIRECTOR, FOR A THREE-YEAR TERM: R. ALVAREZ

For

Issuer

For

With

ELECTION OF DIRECTOR, FOR A THREE-YEAR TERM: R.D. HOOVER

For

Issuer

For

With

ELECTION OF DIRECTOR, FOR A THREE-YEAR TERM: J.R. LUCIANO

For

Issuer

For

With

ELECTION OF DIRECTOR, FOR A THREE-YEAR TERM: F.G. PRENDERGAST

For

Issuer

For

With

ELECTION OF DIRECTOR, FOR A THREE-YEAR TERM: K.P. SEIFERT

For

Issuer

For

With

APPROVE ADVISORY VOTE ON COMPENSATION PAID TO THE COMPANY'S NAMED EXECUTIVE OFFICERS.

For

Issuer

For

With

RATIFICATION OF THE APPOINTMENT BY THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS OF ERNST & YOUNG LLP AS PRINCIPAL INDEPENDENT AUDITOR FOR 2016.

For

Issuer

For

With

CONSIDERATION OF A SHAREHOLDER PROPOSAL SEEKING A REPORT REGARDING HOW WE SELECT THE COUNTRIES IN WHICH WE OPERATE OR INVEST.

Against

Stockholder

Against

With

EMC CORPORATION

	Ticker Symbol:EMC	Cusip Number:268648102
	Record Date: 4/30/2016	Meeting Date: 5/12/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

ELECTION OF DIRECTOR: DONALD J. CARTY

For

Issuer

For

With

ELECTION OF DIRECTOR: RANDOLPH L. COWEN

For

Issuer

For

With

ELECTION OF DIRECTOR: JAMES S. DISTASIO

For

Issuer

For

With

ELECTION OF DIRECTOR: JOHN R. EGAN

For

Issuer

For

With

ELECTION OF DIRECTOR: WILLIAM D. GREEN

For

Issuer

For

With

ELECTION OF DIRECTOR: JAMI MISCIK

For

Issuer

For

With

ELECTION OF DIRECTOR: PAUL SAGAN

For

Issuer

For

With

ELECTION OF DIRECTOR: LAURA J. SEN

For

Issuer

For

With

ELECTION OF DIRECTOR: JOSEPH M. TUCCI

For

Stockholder

For

With

RATIFICATION OF THE SELECTION BY THE AUDIT COMMITTEE OF PRICEWATERHOUSECOOPERS LLP AS EMC'S INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016, AS DESCRIBED IN EMC'S PROXY STATEMENT.

For

Issuer

For

With

ADVISORY APPROVAL OF OUR EXECUTIVE COMPENSATION, AS DESCRIBED IN EMC'S PROXY STATEMENT

For

Issuer

For

With

GENERAL ELECTRIC COMPANY

	Ticker Symbol:GE	Cusip Number:369604103
	Record Date: 4/7/2016	Meeting Date: 4/27/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

ELECTION OF DIRECTOR: SEBASTIEN M. BAZIN

For

Issuer

For

With

A10

ELECTION OF DIRECTOR: ROBERT W. LANE

For

Issuer

For

With

A11

ELECTION OF DIRECTOR: ROCHELLE B. LAZARUS

For

Issuer

For

With

A12

ELECTION OF DIRECTOR: LOWELL C. MCADAM

For

Issuer

For

With

A13

ELECTION OF DIRECTOR: JAMES J. MULVA

For

Issuer

For

With

A14

ELECTION OF DIRECTOR: JAMES E. ROHR

For

Issuer

For

With

A15

ELECTION OF DIRECTOR: MARY L. SCHAPIRO

For

Issuer

For

With

A16

ELECTION OF DIRECTOR: JAMES S. TISCH

For

Issuer

For

With

ELECTION OF DIRECTOR: W. GEOFFREY BEATTIE

For

Issuer

For

With

ELECTION OF DIRECTOR: JOHN J. BRENNAN

For

Issuer

For

With

ELECTION OF DIRECTOR: FRANCISCO D'SOUZA

For

Issuer

For

With

ELECTION OF DIRECTOR: MARIJN E. DEKKERS

For

Issuer

For

With

ELECTION OF DIRECTOR: PETER B. HENRY

For

Issuer

For

With

ELECTION OF DIRECTOR: SUSAN J. HOCKFIELD

For

Issuer

For

With

ELECTION OF DIRECTOR: JEFFREY R. IMMELT

For

Issuer

For

With

ELECTION OF DIRECTOR: ANDREA JUNG

For

Issuer

For

With

ADVISORY APPROVAL OF OUR NAMED EXECUTIVES' COMPENSATION

For

Issuer

For

With

RATIFICATION OF KPMG AS INDEPENDENT AUDITOR FOR 2016

For

Issuer

For

With

LOBBYING REPORT

Against

Stockholder

Against

With

INDEPENDENT CHAIR

Against

Stockholder

Against

With

HOLY LAND PRINCIPLES

Against

Stockholder

Against

With

GILEAD SCIENCES, INC.

	Ticker Symbol:GILD	Cusip Number:375558103
	Record Date: 4/30/2016	Meeting Date: 5/11/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

ELECTION OF DIRECTOR: JOHN F. COGAN, PH.D.

For

Issuer

For

With

ELECTION OF DIRECTOR: KEVIN E. LOFTON

For

Issuer

For

With

ELECTION OF DIRECTOR: JOHN W. MADIGAN

For

Issuer

For

With

ELECTION OF DIRECTOR: JOHN C. MARTIN, PH.D.

For

Issuer

For

With

ELECTION OF DIRECTOR: JOHN F. MILLIGAN, PH.D.

For

Issuer

For

With

ELECTION OF DIRECTOR: NICHOLAS G. MOORE

For

Issuer

For

With

ELECTION OF DIRECTOR: RICHARD J. WHITLEY, M.D.

For

Issuer

For

With

ELECTION OF DIRECTOR: GAYLE E. WILSON

For

Issuer

For

With

ELECTION OF DIRECTOR: PER WOLD-OLSEN

For

Stockholder

For

With

TO RATIFY THE SELECTION OF ERNST & YOUNG LLP BY THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF GILEAD FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

For

Issuer

For

With

TO APPROVE THE AMENDED AND RESTATED GILEAD SCIENCES, INC. CODE SECTION 162(M) BONUS PLAN.

For

Issuer

For

With

TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS AS PRESENTED IN THE PROXY STATEMENT.

For

Issuer

For

With

TO VOTE ON A STOCKHOLDER PROPOSAL, IF PROPERLY PRESENTED AT THE MEETING, REQUESTING THAT THE BOARD TAKE STEPS TO PERMIT STOCKHOLDER ACTION BY WRITTEN CONSENT.

Against

Stockholder

Against

With

H&R BLOCK, INC.

	Ticker Symbol:HRB	Cusip Number:093671105
	Record Date: 7/10/2015	Meeting Date: 9/10/2015

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

ELECTION OF DIRECTOR: PAUL J. BROWN

For

Issuer

For

With

ELECTION OF DIRECTOR: WILLIAM C. COBB

For

Issuer

For

With

ELECTION OF DIRECTOR: ROBERT A. GERARD

For

Issuer

For

With

ELECTION OF DIRECTOR: RICHARD A. JOHNSON

For

Issuer

For

With

ELECTION OF DIRECTOR: DAVID BAKER LEWIS

For

Issuer

For

With

ELECTION OF DIRECTOR: VICTORIA J. REICH

For

Issuer

For

With

ELECTION OF DIRECTOR: BRUCE C. ROHDE

For

Issuer

For

With

ELECTION OF DIRECTOR: TOM D. SEIP

For

Issuer

For

With

ELECTION OF DIRECTOR: CHRISTIANNA WOOD

For

Issuer

For

With

ELECTION OF DIRECTOR: JAMES F. WRIGHT

For

Issuer

For

With

RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING APRIL 30, 2016.

For

Issuer

For

With

ADVISORY APPROVAL OF THE COMPANY'S NAMED EXECUTIVE OFFICER COMPENSATION.

For

Issuer

For

With

H&R BLOCK, INC.

	Ticker Symbol:HRB	Cusip Number:093671105
	Record Date: 7/10/2015	Meeting Date: 9/10/2015

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

ELECTION OF DIRECTOR: PAUL J. BROWN

For

Issuer

For

With

ELECTION OF DIRECTOR: WILLIAM C. COBB

For

Issuer

For

With

ELECTION OF DIRECTOR: ROBERT A. GERARD

For

Issuer

For

With

ELECTION OF DIRECTOR: RICHARD A. JOHNSON

For

Issuer

For

With

ELECTION OF DIRECTOR: DAVID BAKER LEWIS

For

Issuer

For

With

ELECTION OF DIRECTOR: VICTORIA J. REICH

For

Issuer

For

With

ELECTION OF DIRECTOR: BRUCE C. ROHDE

For

Issuer

For

With

ELECTION OF DIRECTOR: TOM D. SEIP

For

Issuer

For

With

ELECTION OF DIRECTOR: CHRISTIANNA WOOD

For

Issuer

For

With

ELECTION OF DIRECTOR: JAMES F. WRIGHT

For

Issuer

For

With

RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING APRIL 30, 2016.

For

Issuer

For

With

ADVISORY APPROVAL OF THE COMPANY'S NAMED EXECUTIVE OFFICER COMPENSATION.

For

Issuer

For

With

ILLUMINA, INC.

	Ticker Symbol:ILMN	Cusip Number:452327109
	Record Date: 5/5/2016	Meeting Date: 5/18/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

ELECTION OF DIRECTOR: FRANCES ARNOLD, PH.D.

For

Issuer

For

With

ELECTION OF DIRECTOR: FRANCIS A. DESOUZA

For

Issuer

For

With

ELECTION OF DIRECTOR: KARIN EASTHAM, CPA

For

Issuer

For

With

TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING JANUARY 1, 2017.

For

Issuer

For

With

TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF THE NAMED EXECUTIVE OFFICERS AS DISCLOSED IN THE PROXY STATEMENT.

For

Issuer

For

With

TO APPROVE, ON AN ADVISORY BASIS, THE RATIFICATION OF CERTAIN SUPERMAJORITY VOTING PROVISIONS IN OUR CERTIFICATE OF INCORPORATION AND BYLAWS.

For

Issuer

For

With

INTERNATIONAL BUSINESS MACHINES

	Ticker Symbol:IBM	Cusip Number:459200101
	Record Date: 4/6/2016	Meeting Date: 4/26/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: K.I. CHENAULT

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: M.L. ESKEW

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: D.N. FARR

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: M. FIELDS

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: A. GORSKY

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: S.A. JACKSON

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: A.N. LIVERIS

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: W.J. MCNERNEY, JR.

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: H.S. OLAYAN

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: J.W. OWENS

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: V.M. ROMETTY

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: J.E. SPERO

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: S. TAUREL

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: P.R. VOSER

For

Issuer

For

With

RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM (PAGE 55)

For

Issuer

For

With

ADVISORY VOTE ON EXECUTIVE COMPENSATION (PAGE 56)

For

Issuer

For

With

STOCKHOLDER PROPOSAL FOR DISCLOSURE OF LOBBYING POLICIES AND PRACTICES (PAGE 58)

Against

Stockholder

Against

With

STOCKHOLDER PROPOSAL ON THE RIGHT TO ACT BY WRITTEN CONSENT (PAGE 59)

Against

Stockholder

Against

With

STOCKHOLDER PROPOSAL TO HAVE AN INDEPENDENT BOARD CHAIRMAN (PAGE 60)

Against

Stockholder

Against

With

INTERNATIONAL BUSINESS MACHINES

	Ticker Symbol:IBM	Cusip Number:459200101
	Record Date: 4/6/2016	Meeting Date: 4/26/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: K.I. CHENAULT

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: M.L. ESKEW

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: D.N. FARR

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: M. FIELDS

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: A. GORSKY

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: S.A. JACKSON

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: A.N. LIVERIS

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: W.J. MCNERNEY, JR.

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: H.S. OLAYAN

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: J.W. OWENS

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: V.M. ROMETTY

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: J.E. SPERO

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: S. TAUREL

For

Issuer

For

With

ELECTION OF DIRECTOR FOR A TERM OF ONE YEAR: P.R. VOSER

For

Issuer

For

With

RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM (PAGE 55)

For

Issuer

For

With

ADVISORY VOTE ON EXECUTIVE COMPENSATION (PAGE 56)

For

Issuer

For

With

STOCKHOLDER PROPOSAL FOR DISCLOSURE OF LOBBYING POLICIES AND PRACTICES (PAGE 58)

Against

Stockholder

Against

With

STOCKHOLDER PROPOSAL ON THE RIGHT TO ACT BY WRITTEN CONSENT (PAGE 59)

Against

Stockholder

Against

With

STOCKHOLDER PROPOSAL TO HAVE AN INDEPENDENT BOARD CHAIRMAN (PAGE 60)

Against

Stockholder

Against

With

JPMORGAN CHASE & CO.

	Ticker Symbol:JPM	Cusip Number:46625H100
	Record Date: 5/2/2016	Meeting Date: 5/17/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

ELECTION OF DIRECTOR: LINDA B. BAMMANN

For

Issuer

For

With

ELECTION OF DIRECTOR: JAMES A. BELL

For

Issuer

For

With

ELECTION OF DIRECTOR: CRANDALL C. BOWLES

For

Issuer

For

With

ELECTION OF DIRECTOR: STEPHEN B. BURKE

For

Issuer

For

With

ELECTION OF DIRECTOR: JAMES S. CROWN

For

Issuer

For

With

ELECTION OF DIRECTOR: JAMES DIMON

For

Issuer

For

With

ELECTION OF DIRECTOR: TIMOTHY P. FLYNN

For

Issuer

For

With

ELECTION OF DIRECTOR: LABAN P. JACKSON, JR.

For

Issuer

For

With

ELECTION OF DIRECTOR: MICHAEL A. NEAL

For

Issuer

For

With

ELECTION OF DIRECTOR: LEE R. RAYMOND

For

Issuer

For

With

ELECTION OF DIRECTOR: WILLIAM C. WELDON

For

Issuer

For

With

ADVISORY RESOLUTION TO APPROVE EXECUTIVE COMPENSATION

For

Issuer

For

With

RATIFICATION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

For

Issuer

For

With

INDEPENDENT BOARD CHAIRMAN - REQUIRE AN INDEPENDENT CHAIR

Against

Stockholder

Against

With

HOW VOTES ARE COUNTED - COUNT VOTES USING ONLY FOR AND AGAINST AND IGNORE ABSTENTIONS

Against

Stockholder

Against

With

VESTING FOR GOVERNMENT SERVICE - PROHIBIT VESTING OF EQUITY-BASED AWARDS FOR SENIOR EXECUTIVES DUE TO VOLUNTARY RESIGNATION TO ENTER GOVERNMENT SERVICE

Against

Stockholder

Against

With

APPOINT A STOCKHOLDER VALUE COMMITTEE - ADDRESS WHETHER DIVESTITURE OF ALL NON-CORE BANKING BUSINESS SEGMENTS WOULD ENHANCE SHAREHOLDER VALUE

Against

Stockholder

Against

With

CLAWBACK AMENDMENT - DEFER COMPENSATION FOR 10 YEARS TO HELP SATISFY ANY MONETARY PENALTY ASSOCIATED WITH VIOLATION OF LAW

Against

Stockholder

Against

With

EXECUTIVE COMPENSATION PHILOSOPHY - ADOPT A BALANCED EXECUTIVE COMPENSATION PHILOSOPHY WITH SOCIAL FACTORS TO IMPROVE THE FIRM'S ETHICAL CONDUCT AND PUBLIC REPUTATION

Against

Stockholder

Against

With

KINDER MORGAN, INC.

	Ticker Symbol:KMI	Cusip Number:49456B101
	Record Date: 4/28/2016	Meeting Date: 5/10/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

DIRECTOR RICHARD D. KINDER STEVEN J. KEAN TED A. GARDNER ANTHONY W. HALL, JR. GARY L. HULTQUIST RONALD L. KUEHN, JR. DEBORAH A. MACDONALD MICHAEL C. MORGAN ARTHUR C. REICHSTETTER FAYEZ SAROFIM C. PARK SHAPER WILLIAM A. SMITH JOEL V. STAFF ROBERT F. VAGT PERRY M. WAUGHTAL

For

Issuer

For

With

RATIFICATION OF THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016

For

Issuer

For

With

STOCKHOLDER PROPOSAL RELATING TO A REPORT ON OUR COMPANY'S RESPONSE TO CLIMATE CHANGE

Against

Stockholder

Against

With

STOCKHOLDER PROPOSAL RELATING TO A REPORT ON METHANE EMISSIONS

Against

Stockholder

Against

With

STOCKHOLDER PROPOSAL RELATING TO AN ANNUAL SUSTAINABILITY REPORT

Against

Stockholder

Against

With

STOCKHOLDER PROPOSAL RELATING TO A REPORT ON DIVERSITY OF THE BOARD OF DIRECTORS

Against

Stockholder

Against

With

LENDINGCLUB CORPORATION

	Ticker Symbol:LC	Cusip Number:52603A109
	Record Date: 5/25/2016	Meeting Date: 6/7/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

DIRECTOR JOHN J. MACK MARY MEEKER JOHN C. (HANS) MORRIS

For

Issuer

For

With

APPROVE, ON A NON-BINDING ADVISORY BASIS, THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS AS DISCLOSED IN OUR PROXY STATEMENT.

For

Issuer

For

With

RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2016.

For

Issuer

For

With

MERCK & CO., INC.

	Ticker Symbol:MRK	Cusip Number:58933Y105
	Record Date: 5/4/2016	Meeting Date: 5/24/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

ELECTION OF DIRECTOR: LESLIE A. BRUN

For

Issuer

For

With

ELECTION OF DIRECTOR: THOMAS R. CECH

For

Issuer

For

With

ELECTION OF DIRECTOR: PAMELA J. CRAIG

For

Issuer

For

With

ELECTION OF DIRECTOR: KENNETH C. FRAZIER

For

Issuer

For

With

ELECTION OF DIRECTOR: THOMAS H. GLOCER

For

Issuer

For

With

ELECTION OF DIRECTOR: C. ROBERT KIDDER

For

Issuer

For

With

ELECTION OF DIRECTOR: ROCHELLE B. LAZARUS

For

Issuer

For

With

ELECTION OF DIRECTOR: CARLOS E. REPRESAS

For

Issuer

For

With

ELECTION OF DIRECTOR: PAUL B. ROTHMAN

For

Issuer

For

With

ELECTION OF DIRECTOR: PATRICIA F. RUSSO

For

Issuer

For

With

ELECTION OF DIRECTOR: CRAIG B. THOMPSON

For

Issuer

For

With

ELECTION OF DIRECTOR: WENDELL P. WEEKS

For

Issuer

For

With

ELECTION OF DIRECTOR: PETER C. WENDELL

For

Issuer

For

With

NON-BINDING ADVISORY VOTE TO APPROVE THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.

For

Issuer

For

With

RATIFICATION OF THE APPOINTMENT OF THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2016.

For

Issuer

For

With

SHAREHOLDER PROPOSAL TO ADOPT A SHAREHOLDERS' RIGHT TO ACT BY WRITTEN CONSENT.

For

Stockholder

Against

SHAREHOLDER PROPOSAL REQUESTING AN INDEPENDENT BOARD CHAIRMAN.

For

Stockholder

Against

SHAREHOLDER PROPOSAL REQUESTING A REPORT ON DISPOSAL OF UNUSED OR EXPIRED DRUGS.

For

Stockholder

Against

NETFLIX, INC.

	Ticker Symbol:NFLX	Cusip Number:64110L106
	Record Date: 3/31/2016	Meeting Date: 6/9/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

DIRECTOR: TIMOTHY M. HALEY, LESLIE KILGORE, ANN MATHER

For

Issuer

For

With

TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, 2016

For

Issuer

For

With

ADVISORY APPROVAL OF THE COMPANY'S EXECUTIVE OFFICER COMPENSATION.

For

Issuer

For

With

STOCKHOLDER PROPOSAL REGARDING DIRECTOR ELECTION MAJORITY VOTE STANDARD, IF PROPERLY PRESENTED AT THE MEETING.

For

Stockholder

Against

STOCKHOLDER PROPOSAL REGARDING A PROXY ACCESS BYLAW, IF PROPERLY PRESENTED AT THE MEETING.

For

Stockholder

Against

STOCKHOLDER PROPOSAL REGARDING A SIMPLE MAJORITY VOTE, IF PROPERLY PRESENTED AT THE MEETING.

For

Stockholder

Against

STOCKHOLDER PROPOSAL REGARDING ELECTING EACH DIRECTOR ANNUALLY, IF PROPERLY PRESENTED AT THE MEETING.

For

Stockholder

Against

ROYCE VALUE TRUST INC-COMMON STOCK

	Ticker Symbol:RVT	Cusip Number:780910105
	Record Date: 7/17/2015	Meeting Date: 9/24/2015

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

DIRECTOR 1) CHARLES M. ROYCE 2) G. PETER O'BRIEN 3) DAVID L. MEISTER

For

Issuer

For

With

SPROUTS FARMERS MARKET, INC.

	Ticker Symbol:SFM	Cusip Number:85208M102
	Record Date: 4/23/2016	Meeting Date: 5/3/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

DIRECTOR SHON A. BONEY AMIN N. MAREDIA

For

Issuer

For

With

TO VOTE ON A NON-BINDING ADVISORY RESOLUTION TO APPROVE THE COMPENSATION PAID TO OUR NAMED EXECUTIVE OFFICERS FOR FISCAL 2015 ("SAY-ON-PAY").

For

Issuer

For

With

TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING JANUARY 1, 2017.

For

Issuer

For

With

THE BOEING COMPANY

	Ticker Symbol:BA	Cusip Number:097023105
	Record Date: 3/28/2016	Meeting Date: 5/2/2016

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

ELECTION OF DIRECTOR: DAVID L. CALHOUN

For

Issuer

For

With

ELECTION OF DIRECTOR: ARTHUR D. COLLINS, JR.

For

Issuer

For

With

ELECTION OF DIRECTOR: KENNETH M. DUBERSTEIN

For

Issuer

For

With

ELECTION OF DIRECTOR: EDMUND P. GIAMBASTIANI, JR.

For

Issuer

For

With

ELECTION OF DIRECTOR: LYNN J. GOOD

For

Issuer

For

With

ELECTION OF DIRECTOR: LAWRENCE W. KELLNER

For

Issuer

For

With

ELECTION OF DIRECTOR: EDWARD M. LIDDY

For

Issuer

For

With

ELECTION OF DIRECTOR: DENNIS A. MUILENBURG

For

Issuer

For

With

ELECTION OF DIRECTOR: SUSAN C. SCHWAB

For

Issuer

For

With

ELECTION OF DIRECTOR: RANDALL L. STEPHENSON

For

Issuer

For

With

ELECTION OF DIRECTOR: RONALD A. WILLIAMS

For

Issuer

For

With

ELECTION OF DIRECTOR: MIKE S. ZAFIROVSKI

For

Issuer

For

With

APPROVE, ON AN ADVISORY BASIS, NAMED EXECUTIVE OFFICER COMPENSATION.

For

Issuer

For

With

RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS INDEPENDENT AUDITOR FOR 2016.

For

Issuer

For

With

SHAREHOLDER PROPOSAL: FURTHER REPORT ON LOBBYING ACTIVITIES.

For

Stockholder

Against

SHAREHOLDER PROPOSAL: SPECIAL SHAREOWNER MEETINGS.

For

Stockholder

Against

SHAREHOLDER PROPOSAL: INDEPENDENT BOARD CHAIRMAN.

For

Stockholder

Against

SHAREHOLDER PROPOSAL: ARMS SALES TO ISRAEL.

For

Stockholder

Against

* Management Recommended Vote

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.

Frank Funds

By /s/Brian J. Frank

* Brian J. Frank

President

By /s/Monique M. Weiss

* Monique M. Weiss

Secretary

Date: August 1, 2016

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