N-PX 1 franknpx202007.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, 2020


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.



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Frank Value Fund Investor Class

AMERISOURCEBERGEN CORPORATION

Ticker Symbol:ABC Cusip Number:03073E105
Record Date: 3/4/2020 Meeting Date: 3/5/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Ornella Barra For Issuer For With
1B Election of Director: Steven H. Collis For Issuer For With
1C Election of Director: D. Mark Durcan For Issuer For With
1D Election of Director: Richard W. Gochnauer For Issuer For With
1E Election of Director: Lon R. Greenberg For Issuer For With
1F Election of Director: Jane E. Henney, M.D. For Issuer For With
1G Election of Director: Kathleen W. Hyle For Issuer For With
1H Election of Director: Michael J. Long For Issuer For With
1I Election of Director: Henry W. McGee For Issuer For With
1J Election of Director: Dennis M. Nally For Issuer For With
2 Ratification of Ernst & Young LLP as the Company's independent registered public accounting firm for fiscal year 2020. For Issuer For With
3 Advisory vote to approve the compensation of named executive officers. For Issuer For With
4 Stockholder proposal, if properly presented, to permit stockholders to act by written consent. Against Stockholder Against With
5 Stockholder proposal, if properly presented, regarding the use of a deferral period for certain compensation of senior executives. Against Stockholder Against With

BARRICK GOLD CORPORATION

Ticker Symbol:GOLD Cusip Number:067901108
Record Date: 4/30/2020 Meeting Date: 5/5/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 DIRECTOR D. M. Bristow G. A. Cisneros C. L. Coleman J. M. Evans B. L. Greenspun J. B. Harvey A. J. Quinn M. L. Silva J. L. Thornton For Issuer For With
2 RESOLUTION APPROVING THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP as the auditor of Barrick and authorizing the directors to fix its remuneration. For Issuer For With
3 ADVISORY RESOLUTION ON APPROACH TO EXECUTIVE COMPENSATION. For Issuer For With

BERKSHIRE HATHAWAY INC.

Ticker Symbol:BRK-A Cusip Number:084670108
Record Date: 5/1/2020 Meeting Date: 5/2/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 DIRECTOR Warren E. Buffett Charles T. Munger Gregory E. Abel Howard G. Buffett Stephen B. Burke Kenneth I. Chenault Susan L. Decker David S. Gottesman Charlotte Guyman Ajit Jain Thomas S. Murphy Ronald L. Olson Walter Scott, Jr. Meryl B. Witmer For Issuer For With
2 Non-binding resolution to approve the compensation of the Company's Named Executive Officers, as described in the 2020 Proxy Statement. For Issuer For With
3 Non-binding resolution to determine the frequency (whether annual, biennial or triennial) with which shareholders of the Company shall be entitled to have an advisory vote on executive compensation. For Issuer For With
4 Shareholder proposal regarding diversity. Against Stockholder For/Against With

EBAY INC.

Ticker Symbol:EBAY Cusip Number:278642103
Record Date: 6/26/2020 Meeting Date: 6/29/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of director: Anthony J. Bates For Issuer For With
1B Election of director: Adriane M. Brown For Issuer For With
1C Election of director: Jesse A. Cohn For Issuer For With
1D Election of director: Diana Farrell For Issuer For With
1E Election of director: Logan D. Green For Issuer For With
1F Election of director: Bonnie S. Hammer For Issuer For With
1G Election of director: Jamie Iannone For Issuer For With
1H Election of director: Kathleen C. Mitic For Issuer For With
1I Election of director: Matthew J. Murphy For Issuer For With
1J Election of director: Pierre M. Omidyar For Issuer For With
1K Election of director: Paul S. Pressler For Issuer For With
1L Election of director: Robert H. Swan For Issuer For With
1M Election of director: Perry M. Traquina For Issuer For With
2 Ratification of appointment of independent auditors. For Issuer For With
3 Advisory vote to approve named executive officer compensation. For Issuer For With
4 Stockholder proposal regarding written consent, if properly presented. Against Issuer Against With

LIBERTY TAX INC.

Ticker Symbol:FRG Cusip Number:35180X105
Record Date: 9/11/2019 Meeting Date: 9/12/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 DIRECTOR Matthew Avril Patrick A. Cozza Thomas Herskovits Brian R. Kahn Andrew M. Laurence Lawrence Miller G. William Minner, Jr. Bryant R. Riley Kenneth M. Young For Issuer For With
2 Approval, in an advisory and non-binding vote, of the compensation of the Company's named executive officers as disclosed in the Proxy Statement. For Issuer For With

MCKESSON CORPORATION

Ticker Symbol:MCK Cusip Number:58155Q103
Record Date: 7/30/2019 Meeting Date: 7/31/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1a Election of Director for a one-year term: Dominic J. Caruso For Issuer For With
1b Election of Director for a one-year term: N. Anthony Coles, M.D. For Issuer For With
1c Election of Director for a one-year term: M. Christine Jacobs For Issuer For With
1d Election of Director for a one-year term: Donald R. Knauss For Issuer For With
1e Election of Director for a one-year term: Marie L. Knowles For Issuer For With
1f Election of Director for a one-year term: Bradley E. Lerman For Issuer For With
1g Election of Director for a one-year term: Edward A. Mueller For Issuer For With
1h Election of Director for a one-year term: Susan R. Salka For Issuer For With
1i Election of Director for a one-year term: Brian S. Tyler For Issuer For With
1j Election of Director for a one-year term: Kenneth E. Washington For Issuer For With
2 Ratification of the appointment of Deloitte & Touche LLP as the company's independent registered public accounting firm for the fiscal year ending March 31, 2020. For Issuer For With
3 Advisory vote on executive 3. compensation. For Issuer For With
4 Shareholder proposal on disclosure of lobbying activities and expenditures. Against Stockholder For With
5 Shareholder proposal on 10% ownership threshold for calling special meetings of shareholders. Against Stockholder For With

NEWMONT CORPORATION

Ticker Symbol:NEM Cusip Number:651639106
Record Date: 4/20/2020 Meeting Date: 4/21/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Gregory Boyce For Issuer For With
1B Election of Director: Bruce Brook For Issuer For With
1C Election of Director: J. Kofi Bucknor For Issuer For With
1D Election of Director: Maura Clark For Issuer For With
1E Election of Director: Matthew Coon Come For Issuer For With
1F Election of Director: Noreen Doyle For Issuer For With
1G Election of Director: Veronica Hagen For Issuer For With
1H Election of Director: Rene Medori For Issuer For With
1I Election of Director: Jane Nelson For Issuer For With
1J Election of Director: Thomas Palmer For Issuer For With
1K Election of Director: Julio Quintana For Issuer For With
2 Approve, on an Advisory Basis, Named Executive Officer Compensation. For Issuer For With
3 Approve the 2020 Stock Incentive Plan. For Issuer For With
4 Ratify Appointment of Independent Registered Public Accounting Firm for 2020. For Issuer For With

OMNICOM GROUP INC.

Ticker Symbol:OMC Cusip Number:681919106
Record Date: 6/8/2020 Meeting Date: 6/9/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1.1 Election of Director: John D. Wren For Issuer For With
1.2 Election of Director: Mary C. Choksi For Issuer For With
1.3 Election of Director: Leonard S. Coleman, Jr. For Issuer For With
1.4 Election of Director: Susan S. Denison For Issuer For With
1.5 Election of Director: Ronnie S. Hawkins For Issuer For With
1.6 Election of Director: Deborah J. Kissire For Issuer For With
1.7 Election of Director: Gracia C. Martore For Issuer For With
1.8 Election of Director: Linda Johnson Rice For Issuer For With
1.9 Election of Director: Valerie M. Williams For Issuer For With
2 Advisory resolution to approve executive compensation. For Issuer For With
3 Ratification of the appointment of KPMG LLP as the Company's independent auditors for the 2020 fiscal year. For Issuer For With
4 Shareholder proposal regarding proxy access amendment. Against Stockholder Against With

THE MICHAELS COMPANIES, INC.

Ticker Symbol:MIK Cusip Number:59408Q106
Record Date: 6/9/2020 Meeting Date: 6/10/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 DIRECTOR Josh Bekenstein Ashley Buchanan Mark S. Cosby Ryan Cotton Monte E. Ford Karen Kaplan Matthew S. Levin John J. Mahoney James A. Quella Beryl B. Raff For Issuer For With
2 To approve the amendment and restatement of the Second Amended and Restated Michaels 2014 Omnibus Long-Term Incentive Plan (such amendment and restatement, the "Proposed Plan"), which provides for an increase of the shares of Common Stock available for award under the Proposed Plan and the removal of certain technical changes to provisions that are no longer applicable following the enactment of the Tax Cuts and Jobs Act of 2017. For Issuer For With
3 To ratify the appointment of Ernst & Young, LLP as the independent registered public accounting firm of the Company for the current fiscal year. For Issuer For With

TWITTER, INC.

Ticker Symbol:TWTR Cusip Number:90184L102
Record Date: 5/26/2020 Meeting Date: 5/27/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Omid R. Kordestani For Issuer For With
1B Election of Director: Ngozi Okonjo-Iweala For Issuer For With
1C Election of Director: Bret Taylor For Issuer For With
2 To approve, on an advisory basis, the compensation of our named executive officers. For Issuer For With
3 Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2020. For Issuer For With
4 A stockholder proposal regarding an EEO policy risk report. Against Stockholder Against With


* Management Recommended Vote
Camelot Event Driven Fund Class A

NIELSEN HOLDINGS PLC

Ticker Symbol:NLSN Cusip Number:G6518L108
Record Date: 3/20/2020 Meeting Date: 5/12/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: James A. Attwood, Jr. For Issuer For With
1B Election of Director: Thomas H. Castro For Issuer For With
1C Election of Director: Guerrino De Luca For Issuer For With
1D Election of Director: Karen M. Hoguet For Issuer For With
1E Election of Director: David Kenny For Issuer For With
1F Election of Director: Harish Manwani For Issuer For With
1G Election of Director: Janice Marinelli Mazza For Issuer For With
1H Election of Director: Robert C. Pozen For Issuer For With
1I Election of Director: David Rawlinson For Issuer For With
1J Election of Director: Nancy Tellem For Issuer For With
1K Election of Director: Javier G. Teruel For Issuer For With
1L Election of Director: Lauren Zalaznick For Issuer For With
2 To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the year ending December 31, 2020. For Issuer For With
3 To reappoint Ernst & Young LLP as our UK statutory auditor to audit our UK statutory annual accounts for the year ending December 31, 2020. For Issuer For With
4 To authorize the Audit Committee to determine the compensation of our UK statutory auditor. For Issuer For With
5 To approve on a non-binding, advisory basis the compensation of our named executive officers as disclosed in the proxy statement. For Issuer For With
6 To approve on a non-Binding, advisory basis the Directors' Compensation Report for the year ended December 31, 2019. For Issuer For With
7 To authorize the Board of Directors to allot equity securities. Against Issuer For Against
8 To approve the Board of Directors to allot equity securities without rights of pre-emption. For Issuer For With
9 To approve of forms of share repurchase contracts and repurchase counterparties. For Issuer For With

ACADIA HEALTHCARE COMPANY, INC.

Ticker Symbol:ACHC Cusip Number:00404A109
Record Date: 3/12/2020 Meeting Date: 5/7/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Wade D. Miquelon For Issuer For With
1B Election of Director: William M. Petrie, M.D. For Issuer For With
2 Advisory vote on the compensation of the Company's named executive officers as presented in the Proxy Statement. For Issuer For With
3 Ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2020. For Issuer For With

ADMA BIOLOGICS, INC.

Ticker Symbol:ADMA Cusip Number: ?000899104?
Record Date: 4/24/2020 Meeting Date: 6/18/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Class I director for a term expiring at the 2023 Annual Meeting of Stockholders: Bryant E. Fong For Issuer For With
1B Election of Class I director for a term expiring at the 2023 Annual Meeting of Stockholders: Martha J. Demski For Issuer For With
2 To ratify the appointment of CohnReznick LLP as the independent registered public accounting firm for the year ending December 31, 2020. For Issuer For With

ALEXION PHARMACEUTICALS, INC.

Ticker Symbol:ALXN Cusip Number:015351109
Record Date: 3/16/2020 Meeting Date: 5/13/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 " DIRECTOR Felix J. Baker David R. Brennan Christopher J. Coughlin Deborah Dunsire Paul A. Friedman Ludwig N. Hantson John T. Mollen Francois Nader Judith A. Reinsdorf Andreas Rummelt" For Issuer For With
2 Proposal No. 2 - Ratification of appointment by the Board of Directors of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm. For Issuer For With
3 Proposal No. 3 - Approval of a non-binding advisory vote of the 2019 compensation paid to Alexion's named executive officers. For Issuer For With
4 Proposal No. 4 - Shareholder proposal requesting certain By-law amendments to lower the threshold for shareholders to call a special meeting. For Stockholder Against Against

ALTRIA GROUP, INC.

Ticker Symbol:MO Cusip Number:?02209S103?
Record Date: 3/23/2020 Meeting Date: 5/14/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: John T. Casteen III For Issuer For With
1B Election of Director: Dinyar S. Devitre For Issuer For With
1C Election of Director: Thomas F. Farrell II For Issuer For With
1D Election of Director: Debra J. Kelly-Ennis For Issuer For With
1E Election of Director: W. Leo Kiely III For Issuer For With
1F Election of Director: Kathryn B. McQuade For Issuer For With
1G Election of Director: George Munoz For Issuer For With
1H Election of Director: Mark E. Newman For Issuer For With
1I Election of Director: Nabil Y. Sakkab For Issuer For With
1J Election of Director: Virginia E. Shanks For Issuer For With
1K Election of Director: Howard A. Willard III For Issuer For With
2 Ratification of the Selection of Independent Registered Public Accounting Firm For Issuer For With
3 Non-Binding Advisory Vote to Approve the Compensation of Altria's Named Executive Officers For Issuer For With
4 Approval of the 2020 Performance Incentive Plan Against Issuer For Against
5 Shareholder Proposal - Disclosure of Lobbying Policies and Practices Against Stockholder Against With
6 Shareholder Proposal - Report on the Company's Underage Tobacco Prevention Policies Against Stockholder Against With

AT&T INC.

Ticker Symbol:T Cusip Number:00206R102
Record Date: 2/26/2020 Meeting Date: 4/24/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
0 Election of Director: Randall L. Stephenson For Issuer For With
1B Election of Director: Samuel A. Di Piazza, Jr For Issuer For With
1C Election of Director: Richard W. Fisher For Issuer For With
1D Election of Director: Scott T. Ford For Issuer For With
1E Election of Director: Glenn H. Hutchins For Issuer For With
1F Election of Director: William E. Kennard For Issuer For With
1G Election of Director: Debra L. Lee For Issuer For With
1H Election of Director: Stephen J. Luczo For Issuer For With
1I Election of Director: Michael B. McCallister For Issuer For With
1J Election of Director: Beth E. Mooney For Issuer For With
1K Election of Director: Matthew K. Rose For Issuer For With
1L Election of Director: Cynthia B. Taylor For Issuer For With
1M Election of Director: Geoffrey Y. Yang For Issuer For With
2 Ratification of appointment of independent auditors. For Issuer For With
3 Advisory approval of executive compensation. For Issuer For With
4 Independent Board Chairman. For Stockholder Against Against
5 Employee Representative Director. Against Stockholder Against With
6 Improve Guiding Principles of Executive Compensation. Against Stockholder Against With

AT&T INC.

Ticker Symbol:T Cusip Number:00206R102
Record Date: 2/26/2020 Meeting Date: 4/24/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
0 Election of Director: Randall L. Stephenson For Issuer For With
1B Election of Director: Samuel A. Di Piazza, Jr For Issuer For With
1C Election of Director: Richard W. Fisher For Issuer For With
1D Election of Director: Scott T. Ford For Issuer For With
1E Election of Director: Glenn H. Hutchins For Issuer For With
1F Election of Director: William E. Kennard For Issuer For With
1G Election of Director: Debra L. Lee For Issuer For With
1H Election of Director: Stephen J. Luczo For Issuer For With
1I Election of Director: Michael B. McCallister For Issuer For With
1J Election of Director: Beth E. Mooney For Issuer For With
1K Election of Director: Matthew K. Rose For Issuer For With
1L Election of Director: Cynthia B. Taylor For Issuer For With
1M Election of Director: Geoffrey Y. Yang For Issuer For With
2 Ratification of appointment of independent auditors. For Issuer For With
3 Advisory approval of executive compensation. For Issuer For With
4 Independent Board Chairman. For Stockholder Against Against
5 Employee Representative Director. Against Stockholder Against With
6 Improve Guiding Principles of Executive Compensation. Against Stockholder Against With

BAB, INC.

Ticker Symbol:BABB Cusip Number:055183107
Record Date: 3/20/2020 Meeting Date: 5/22/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director for a term of One-Year: Michael W. Evans For Issuer For With
1B Election of Director for a term of One-Year: Steven G. Feldman Abstained Issuer For N/A
1C Election of Director for a term of One-Year: James A. Lentz Abstained Issuer For N/A
1D Election of Director for a term of One-Year: Michael K. Murtaugh For Issuer For With
2 To act upon a proposal to ratify the appointment of Sassetti LLC as independent auditors of the Company for the fiscal year ending November 30, 2020. For Issuer For With
3 To vote in the discretion of the proxy holder, on all business as may properly come before the Meeting or any adjournment thereof. (As of the date of the Proxy Statement, the Board is not aware of any such other business) For Issuer For With

BEACON ROOFING SUPPLY, INC.

Ticker Symbol:BECN Cusip Number: 073685109?
Record Date: 12/17/2019 Meeting Date: 2/11/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 " DIRECTOR Robert R. Buck Julian G. Francis Carl T. Berquist Barbara G. Fast Richard W. Frost Alan Gershenhorn Philip W. Knisely Robert M. McLaughlin Neil S. Novich Stuart A. Randle Nathan K. Sleeper Douglas L. Young" For Issuer For With
2 To ratify the selection of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending September 30, 2020 (Proposal No. 2). For Issuer For With
3 To approve the compensation for our named executive officers as presented in the Compensation Discussion and Analysis, the compensation tables, and the related disclosures contained in the accompanying proxy statement on a non-binding, advisory basis (Proposal No. 3). For Issuer For With
4 To approve the share increase under the Company's second Amended and Restated 2014 stock plan (Proposal No. 4). Against Issuer For N/A

BNY MELLON

Ticker Symbol:BK Cusip Number:064058100
Record Date: 4/15/2020 Meeting Date: 2/18/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Linda Z. Cook For Issuer For With
1B Election of Director: Joseph J. Echevarria For Issuer For With
1C Election of Director: Thomas P. "Todd" Gibbons For Issuer For With
1D Election of Director: Jeffrey A. Goldstein For Issuer For With
1E Election of Director: Edmund F. "Ted" Kelly For Issuer For With
1F Election of Director: Jennifer B. Morgan For Issuer For With
1G Election of Director: Elizabeth E. Robinson For Issuer For With
1H Election of Director: Samuel C. Scott III For Issuer For With
1I Election of Director: Frederick O. Terrell For Issuer For With
1J Election of Director: Alfred W. "Al" Zollar For Issuer For With
2 Advisory resolution to approve the 2019 compensation of our named executive officers. For Issuer For With
3 Ratification of KPMG LLP as our independent auditor for 2020 For Issuer For With
4 Stockholder proposal regarding pay equity report. Against Stockholder Against With
5 Stockholder proposal regarding stockholder vote on bylaw and charter amendments. For Stockholder Against Against

BROOKDALE SENIOR LIVING INC.

Ticker Symbol:BKD Cusip Number:112463
Record Date: 9/9/2019 Meeting Date: 10/28/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 " DIRECTOR Victoria L. Freed Guy P. Sansone" For Issuer Against Against
2 To approve an amendment to the Company's Amended and Restated Certificate of Incorporation to accelerate annual elections of Class II directors. For Issuer For With
3 To approve, on an advisory basis, the Company's named executive officer compensation. Against Issuer For Against
4 To ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for 2019. For Issuer For With
5 To approve an amendment to the Company's Amended and Restated Certificate of Incorporation to facilitate implementation of a majority voting standard for uncontested elections of directors. For Issuer For With
6 To approve the Amended and Restated Brookdale Senior Living Inc. 2014 Omnibus Incentive Plan. For Issuer Against Against

BROOKDALE SENIOR LIVING INC.

Ticker Symbol:BKD Cusip Number:112463104
Record Date: 5/11/2020 Meeting Date: 6/30/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Class I Director for a one year term to expire at the 2021 annual meeting of shareholders: Lucinda M. Baier For Issuer For With
1B Election of Class I Director for a one year term to expire at the 2021 annual meeting of shareholders: Frank M. Bumstead For Issuer For With
1C Election of Class I Director for a one year term to expire at the 2021 annual meeting of shareholders: Lee S. Wielansky For Issuer For With
1D Election of Class II Director for a one year term to expire at the 2021 annual meeting of shareholders: Jordan R. Asher For Issuer For With
1E Election of Class II Director for a one year term to expire at the 2021 annual meeting of shareholders: Victoria L. Freed For Issuer For With
1F Election of Class II Director for a one year term to expire at the 2021 annual meeting of shareholders: Guy P. Sansone For Issuer For With
2 Advisory approval of named executive officer compensation. For Issuer For With
3 Ratification of the appointment of Ernst & Young LLP as independent registered public accounting firm for 2020. For Issuer For With

CHEVRON CORPORATION

Ticker Symbol:CVX Cusip Number:166764100
Record Date: 3/30/2020 Meeting Date: 5/27/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
10 Adopt Policy for an Independent Chairman For Stockholder Against Against
1A Election of Director: W. M. Austin For Issuer For With
1B Election of Director: J. B. Frank For Issuer For With
1C Election of Director: A. P. Gast For Issuer For With
1D Election of Director: E. Hernandez, Jr. For Issuer For With
1E Election of Director: C. W. Moorman IV For Issuer For With
1F Election of Director: D. F. Moyo For Issuer For With
1G Election of Director: D. Reed-Klages For Issuer For With
1H Election of Director: R. D. Sugar For Issuer For With
1I Election of Director: D. J. Umpleby III For Issuer For With
1J Election of Director: M. K. Wirth For Issuer For With
2 Ratification of Appointment of PwC as Independent Registered Public Accounting Firm For Issuer For With
3 Advisory Vote to Approve Named Executive Officer Compensation For Issuer For With
4 Report on Lobbying Against Stockholder Against With
5 Create a Board Committee on Climate Risk Against Stockholder Against With
6 Report on Climate Lobbying Against Stockholder Against With
7 Report on Petrochemical Risk Against Stockholder Against With
8 Report on Human Rights Practices Against Stockholder Against With
9 Set Special Meeting Threshold at 10% For Stockholder Against Against

CLEAR CHANNEL OUTDOOR HOLDINGS, INC.

Ticker Symbol:CCO Cusip Number:18453H106
Record Date: 3/23/2020 Meeting Date: 5/19/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 " DIRECTOR John Dionne Andrew Hobson Joe Marchese" For Issuer For With
2 Approval of the advisory (non-binding) resolution on executive compensation For Issuer For With
3 Ratification of the selection of Ernst & Young LLP as the independent registered public accounting firm for the year ending December 31, 2020 For Issuer For With

CVR ENERGY, INC.

Ticker Symbol:CVI Cusip Number:12662P108
Record Date: 4/6/2020 Meeting Date: 6/3/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 " DIRECTOR Patricia A. Agnello SungHwan Cho Jaffrey A. Firestone Jonathan Frates Hunter C. Gary David L. Lamp Stephen Mongillo James M. Strock" For Issuer For With
2 To approve, by a non-binding, advisory vote, our named executive officer compensation ("Say-on-Pay"). For Issuer For With
3 To ratify the appointment of Grant Thornton LLP as CVR Energy's independent registered public accounting firm for 2020. For Issuer For With

DELL TECHNOLOGIES INC.

Ticker Symbol:DELL Cusip Number:24703L202
Record Date: 5/4/2020 Meeting Date: 6/29/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 " DIRECTOR Michael S. Dell* David W. Dorman* Egon Durban* William D. Green* Simon Patterson* Lynn M. Vojvodich* Ellen J. Kullman#" For Issuer For With
2 Ratification of the appointment of PricewaterhouseCoopers LLP as Dell Technologies Inc.'s independent registered public accounting firm for fiscal year ending January 29, 2021. For Issuer For With
3 Approval, on an advisory basis, of the compensation of Dell Technologies Inc.'s named executive officers as disclosed in the proxy statement. For Issuer For With

DEVON ENERGY CORPORATION

Ticker Symbol:DVN Cusip Number:25179M103
Record Date: 4/6/2020 Meeting Date: 6/3/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 " DIRECTOR Barbara M. Baumann John E. Bethancourt Ann G. Fox David A. Hager Robert H. Henry Michael M. Kanovsky John Krenicki Jr. Robert A. Mosbacher Jr. Duane C. Radtke Keith O. Rattie Mary P. Ricciardello" For Issuer For With
2 Ratify the appointment of the Company's Independent Auditors for 2020. For Issuer For With
3 Advisory Vote to Approve Executive Compensation. For Issuer For With

DIAMONDBACK ENERGY, INC.

Ticker Symbol:FANG Cusip Number:25278X109
Record Date: 4/9/2020 Meeting Date: 6/3/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1.1 Election of Director: Steven E. West For Issuer For With
1.2 Election of Director: Travis D. Stice For Issuer For With
1.3 Election of Director: Vincent K. Brooks For Issuer For With
1.4 Election of Director: Michael P. Cross For Issuer For With
1.5 Election of Director: David L. Houston For Issuer For With
1.6 Election of Director: Stephanie K. Mains For Issuer For With
1.7 Election of Director: Mark L. Plaumann For Issuer For With
1.8 Election of Director: Melanie M. Trent For Issuer For With
2 Proposal to approve, on an advisory basis, the compensation paid to the Company's named executive officers For Issuer For With
3 Proposal to approve, on an advisory basis, the frequency of holding an advisory vote on the compensation paid to the Company's named executive officers For Issuer For With
4 Proposal to ratify the appointment of Grant Thornton LLP as the Company's independent auditors for the fiscal year ending December 31, 2020 For Issuer For With

DUPONT

Ticker Symbol:DD Cusip Number:26614N102
Record Date: 4/6/2020 Meeting Date: 5/27/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Amy G. Brady For Issuer For With
1B Election of Director: Edward D. Breen For Issuer For With
1C Election of Director: Ruby R. Chandy For Issuer For With
1D Election of Director: Franklin K. Clyburn, Jr. For Issuer For With
1E Election of Director: Terrence R. Curtin For Issuer For With
1F Election of Director: Alexander M. Cutler For Issuer For With
1G Election of Director: Eleuthere I. du Pont For Issuer For With
1H Election of Director: Rajiv L. Gupta For Issuer For With
1I Election of Director: Luther C. Kissam For Issuer For With
1J Election of Director: Frederick M. Lowery For Issuer For With
1K Election of Director: Raymond J. Milchovich For Issuer For With
1L Election of Director: Steven M. Sterin For Issuer For With
2 Advisory Resolution to Approve Executive Compensation For Issuer For With
3 Approval of the DuPont 2020 Equity and Incentive Plan For Issuer For With
4 Ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2020 For Issuer For With
5 Modification of Threshold for Calling Special Stockholder Meetings For Stockholder Against Against
6 Employee Board Advisory Position Against Stockholder Against With

HUMANA INC.

Ticker Symbol:HUM Cusip Number:444859102
Record Date: 2/24/2020 Meeting Date: 4/23/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Kurt J. Hilzinger For Issuer For With
1B Election of Director: Frank J. Bisignano For Issuer For With
1C Election of Director: Bruce D. Broussard For Issuer For With
1D Election of Director: Frank A. D'Amelio For Issuer For With
1E Election of Director: W. Roy Dunbar For Issuer For With
1F Election of Director: Wayne A. I. Frederick, M.D. For Issuer For With
1G Election of Director: John W. Garratt For Issuer For With
1H Election of Director: David A. Jones, Jr. For Issuer For With
1I Election of Director: Karen W. Katz For Issuer For With
1J Election of Director: William J. McDonald For Issuer For With
1K Election of Director: James J. O'Brien For Issuer For With
1L Election of Director: Marissa T. Peterson For Issuer For With
2 The ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm. For Issuer For With
3 Non-binding advisory vote for the approval of the compensation of the named executive officers as disclosed in the 2020 proxy statement. For Issuer For With

IEC ELECTRONICS CORP.

Ticker Symbol:IEC Cusip Number:44949L105
Record Date: 1/14/2020 Meeting Date: 3/11/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 " DIRECTOR Keith M. Butler Charles P. Hadeed Andrew M. Laurence Michael W. Osborne Jeremy R. Nowak Jeffrey T. Schlarbaum" For Issuer For With
2 To ratify the selection of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending September 30, 2020. For Issuer For With
3 To approve, on an advisory basis, the compensation paid to our named executive officers. For Issuer For With

IEC ELECTRONICS CORP.

Ticker Symbol:IEC Cusip Number:44949L105
Record Date: 1/14/2020 Meeting Date: 3/11/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 " DIRECTOR Keith M. Butler Charles P. Hadeed Andrew M. Laurence Michael W. Osborne Jeremy R. Nowak Jeffrey T. Schlarbaum" For Issuer For With
2 To ratify the selection of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year ending September 30, 2020. For Issuer For With
3 To approve, on an advisory basis, the compensation paid to our named executive officers. For Issuer For With

JOHNSON & JOHNSON

Ticker Symbol:JNJ Cusip Number:?478160104?
Record Date: 2/25/2020 Meeting Date: 4/23/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Mary C. Beckerle For Issuer For With
1B Election Of Director: D. Scott Davis For Issuer For With
1C Election of Director: Ian E. L. Davis For Issuer For With
1D Election of Director: Jennifer A. Doudna For Issuer For With
1E Election of Director: Alex Gorsky For Issuer For With
1F Election of Director: Marillyn A. Hewson For Issuer For With
1G Election of Director: Hubert Joly For Issuer For With
1H Election of Director: Mark B. McClellan For Issuer For With
1I Election of Director: Anne M. Mulcahy For Issuer For With
1J Election of Director: Charles Prince For Issuer For With
1K Election of Director: A. Eugene Washington For Issuer For With
1L Election of Director: Mark A. Weinberger For Issuer For With
1M Election of Director: Ronald A. Williams For Issuer For With
2 Advisory Vote to Approve Named Executive Officer Compensation Ratification of Appointment of PricewaterhouseCoopers LLP as the Independent Registered Public Accounting Firm for 2020. For Issuer For With
3 Ratification of Appointment of PricewaterhouseCoopers LLP as the Independent Registered Public Accounting Firm for 2020. For Issuer For With
4 Amendment to the Restated Certificate of Incorporation to Permit Removal of Directors Without Cause. For Issuer For With
5 Independent Board Chair For Stockholder Against Against
6 Report on Governance of Opioids-Related Risks Against Stockholder Against With

KIRKLAND LAKE GOLD LTD.

Ticker Symbol:KL Cusip Number:49741E100
Record Date: 12/16/2019 Meeting Date: 1/28/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 To consider and, if deemed advisable, to pass, with or without variation, an ordinary resolution approving the issuance by Kirkland Lake Gold Ltd. ("Kirkland") of Kirkland common shares as consideration in connection with the arrangement under Section 192 of the Canada Business Corporations Act involving, among others, Kirkland and Detour Gold Corporation, the full text of which is set out in Appendix A of the accompanying Management Information Circular. For Issuer For With

KVH INDUSTRIES, INC.

Ticker Symbol:KVHI Cusip Number:482738101
Record Date: 4/20/2020 Meeting Date: 6/10/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1.1 Election of Class III Director to a three-year term: James Dodez For Issuer For With
1.2 Election of Class III Director to a three-year term: Danelle Barrett For Issuer For With
2 To approve the KVH Industries, Inc. Amended and Restated 2016 Equity and Incentive Plan. Against Issuer For Against
3 To approve, in a non-binding "Say on Pay" vote, the compensation of our named executive officers. For Issuer For With
4 To ratify the appointment of Grant Thornton LLP as our independent registered public accounting firm. For Issuer For With

MAGELLAN HEALTH, INC.

Ticker Symbol:MGLN Cusip Number:559079207
Record Date: 4/20/2020 Meeting Date: 6/17/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 " DIRECTOR Steven J. Shulman Swati Abbott Kenneth J. Fasola Peter A. Feld G. Scott MacKenzie Leslie V. Norwalk Guy P. Sansone Mural R. Josephson Christopher Chen, M.D." For Issuer For With
2 To approve in an advisory vote the compensation of the named executive officers. For Issuer For With
3 To recommend in an advisory vote the frequency of stockholder votes on named executive officer compensation. For Issuer For With
4 Ratification of Ernst & Young as independent auditors for the fiscal year 2020. For Issuer For With

MOLSON COORS BEVERAGE CO.

Ticker Symbol:TAP Cusip Number:60871R209
Record Date: 3/26/2020 Meeting Date: 5/20/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 " DIRECTOR Roger G. Eaton Charles M. Herington H. Sanford Riley" For Issuer For With
2 To approve, on an advisory basis, the compensation of our named executive officers (Say-on-Pay). For Issuer For With

OCCIDENTAL PETROLEUM

Ticker Symbol:OXY Cusip Number:674599105
Record Date: 4/3/2020 Meeting Date: 5/29/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Stephen I. Chazen For Issuer For With
1B Election of Director: Andrew Gould For Issuer For With
1C Election of Director: Nicholas Graziano For Issuer For With
1D Election of Director: Carlos M. Gutierrez For Issuer For With
1E Election of Director: Vicki Hollub For Issuer For With
1F Election of Director: William R. Klesse For Issuer For With
1G Election of Director: Andrew N. Langham For Issuer For With
1H Election of Director: Jack B. Moore For Issuer For With
1I Election of Director: Margarita Palau-Hernandez For Issuer For With
1J Election of Director: Avedick B. Poladian For Issuer For With
1K Election of Director: Robert M. Shearer For Issuer For With
2 Advisory Vote to Approve Named Executive Officer Compensation For Issuer For With
3 Ratification of Selection of KPMG as Occidental's Independent Auditor For Issuer For With
4 Approve Occidental's Amended and Restated 2015 Long-Term Incentive Plan For Issuer For With
5 Approve the Issuance of Common Stock Underlying the Berkshire Hathaway Warrant Against Issuer For Against
6 Approve an Increase in Authorized Shares of Common Stock Against Issuer For Against
7 Adopt Amendments to the Charter to Enhance Shareholders' Ability to Act by Written Consent For Issuer For With
8 Adopt Amendments to the Charter to Lower the Ownership Threshold for Shareholders to Call Special Meetings to 15% and Make Other Clarifying Amendments For Issuer For With
9 Approve the Rights Agreement For Issuer For With

PEABODY ENERGY CORP

Ticker Symbol:BTU Cusip Number:704551100
Record Date: 3/12/2020 Meeting Date: 5/7/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director for a one-year term: Bob Malone For Issuer For With
1B Election of Director for a one-year term: Samantha B. Algaze For Issuer For With
1C Election of Director for a one-year term: Andrea E. Bertone For Issuer For With
1D Election of Director for a one-year term: Nicholas J. Chirekos For Issuer For With
1E Election of Director for a one-year term: Stephen E. Gorman For Issuer For With
1F Election of Director for a one-year term: Glenn L. Kellow For Issuer For With
1G Election of Director for a one-year term: Joe W. Laymon For Issuer For With
1H Election of Director for a one-year term: Teresa S. Madden For Issuer For With
1I Election of Director for a one-year term: David J. Miller For Issuer For With
1J Election of Director for a one-year term: Kenneth W. Moore For Issuer For With
1K Election of Director for a one-year term: Michael W. Sutherlin For Issuer For With
1L Election of Director for a one-year term: Darren R. Yeates For Issuer For With
2 Approve, on an advisory basis, our named executive officers' compensation. For Issuer For With
3 Ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for 2020. For Issuer For With

PFIZER INC.

Ticker Symbol:PFE Cusip Number:717081103
Record Date: 2/24/2020 Meeting Date: 4/23/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Ronald E. Blaylock For Issuer For With
1B Election of Director: Albert Bourla For Issuer For With
1C Election of Director: W. Don Cornwell For Issuer For With
1D Election of Director: Joseph J. Echevarria For Issuer For With
1E Election of Director: Scott Gottlieb For Issuer For With
1F Election of Director: Helen H. Hobbs For Issuer For With
1G Election of Director: Susan Hockfield For Issuer For With
1H Election of Director: James M. Kilts For Issuer For With
1I Election of Director: Dan R. Littman For Issuer For With
1J Election of Director: Shantanu Narayen For Issuer For With
1K Election of Director: Suzanne Nora Johnson For Issuer For With
1L Election of Director: James Quincey For Issuer For With
1M Election of Director: James C. Smith For Issuer For With
2 Ratify the selection of KPMG LLP as independent registered public accounting firm for 2020 For Issuer For With
3 2020 advisory approval of executive compensation For Issuer For With
4 Shareholder proposal regarding right to act by written consent For Stockholder Against Against
5 Shareholder proposal regarding enhancing proxy access For Stockholder Against Against
6 Shareholder proposal regarding report on lobbying activities Against Stockholder Against With
7 Shareholder proposal regarding independent chair policy For Stockholder Against Against
8 Shareholder proposal regarding gender pay gap Against Stockholder Against With
9 Election of Director: Susan Desmond-Hellmann For Issuer For With

QUALCOMM INCORPORATED

Ticker Symbol:QCOM Cusip Number:747525103
Record Date: 1/13/2020 Meeting Date: 3/10/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Mark Fields For Issuer For With
1B Election of Director: Jeffrey W. Henderson For Issuer For With
1C Election of Director: Ann M. Livermore For Issuer For With
1D Election of Director: Harish Manwani For Issuer For With
1E Election of Director: Mark D. McLaughlin For Issuer For With
1F Election of Director: Steve Mollenkopf For Issuer For With
1G Election of Director: Clark T. Randt, Jr. For Issuer For With
1H Election of Director: Irene B. Rosenfeld For Issuer For With
1I Election of Director: Kornelis "Neil" Smit For Issuer For With
1J Election of Director: Anthony J. Vinciquerra For Issuer For With
2 To ratify the selection of PricewaterhouseCoopers LLP as our independent public accountants for our fiscal year ending September 27, 2020. For Issuer For With
3 To approve the amended and restated 2016 Long-Term Incentive Plan, including an increase in the share reserve by 74,500,000 shares. For Issuer For With
4 To approve, on an advisory basis, our executive compensation. For Issuer For With
5 To approve, on an advisory basis, the frequency of future advisory votes on our executive compensation. For Issuer For With

RED ROBIN GOURMET BURGERS, INC.

Ticker Symbol:RRGB Cusip Number:75689M101
Record Date: 3/30/2020 Meeting Date: 5/21/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Anthony S. Ackil For Issuer For With
1B Election of Director: Thomas G. Conforti For Issuer For With
1C Election of Director: Cambria W. Dunaway For Issuer For With
1D Election of Director: G.J. Hart For Issuer For With
1E Election of Director: Kalen F. Holmes For Issuer For With
1F Election of Director: Glenn B. Kaufman For Issuer For With
1G Election of Director: Steven K. Lumpkin For Issuer For With
1H Election of Director: Paul J.B. Murphy III For Issuer For With
1I Election of Director: David A. Pace For Issuer For With
1J Election of Director: Allison Page For Issuer For With
2 Approval, on an advisory basis, of the Company's executive compensation. For Issuer For With
3 Approval of the Amendment to the Amended and Restated Employee Stock Purchase Plan. For Issuer For With
4 Approval of the Amendment to the 2017 Performance Incentive Plan. For Issuer For With
5 Ratification of the appointment of KPMG LLP as the Company's independent auditors for the fiscal year ending December 27, 2020. For Issuer For With

RESTAURANT BRANDS INTERNATIONAL INC.

Ticker Symbol:QSR Cusip Number:?76131D103?
Record Date: 4/15/2020 Meeting Date: 6/10/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 " DIRECTOR Alexandre Behring Joao M. Castro-Neves M. de Limburg Stirum Paul J. Fribourg Neil Golden Ali Hedayat Golnar Khosrowshahi Giovanni (John) Prato Daniel S. Schwartz Carlos Alberto Sicupira R. Moses Thompson Motta" For Issuer For With
2 Approval, on a non-binding advisory basis, of the compensation paid to named executive officers. For Issuer For With
3 Appoint KPMG LLP as our auditors to serve until the close of the 2021 Annual Meeting of Shareholders and authorize our directors to fix the auditors' remuneration. For Issuer For With
4 Consider a shareholder proposal to report on Restaurant Brands International Inc.'s minimum requirements and standards related to workforce practices. Against Stockholder Against With
5 Consider a shareholder proposal to develop a comprehensive policy on plastic pollution and sustainable packaging and issue a report to investors. Against Stockholder Against With

SCHLUMBERGER N.V.

Ticker Symbol:SLB Cusip Number:?806857108?
Record Date: 2/12/2020 Meeting Date: 4/1/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Patrick de La Chevardiere For Issuer For With
1B Election of Director: Miguel M. Galuccio For Issuer For With
1C Election of Director: Olivier Le Peuch For Issuer For With
1D Election of Director: Tatiana A. Mitrova For Issuer For With
1E Election of Director: Lubna S. Olayan For Issuer For With
1F Election of Director: Mark G. Papa For Issuer For With
1G Election of Director: Leo Rafael Reif For Issuer For With
1H Election of Director: Henri Seydoux For Issuer For With
1I Election of Director: Jeff W. Sheets For Issuer For With
2 Approval of the advisory resolution to approve our executive compensation. For Issuer For With
3 Approval of our consolidated balance sheet as of December 31, 2019; our consolidated statement of income for the year ended December 31, 2019; and our Board of Directors' declarations of dividends in 2019, as reflected in our 2019 Annual Report to Stockholders. For Issuer For With
4 Ratification of the appointment of PricewaterhouseCoopers LLP as our independent auditors for 2020. For Issuer For With

SEADRILL LIMITED

Ticker Symbol:SDRL Cusip Number:G7998G
Record Date: 7/1/2019 Meeting Date: 7/2/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 The size of the Board be increased to a maximum of 7 directors. For Issuer For With
2 Vacancies on the Board unfilled by the Members pursuant to Bye-law 103 be deemed casual vacancies which may be filled by the Board. Against Issuer For Against

SHOCKWAVE MEDICAL, INC.

Ticker Symbol:SWAV Cusip Number:82489T104
Record Date: 4/27/2020 Meeting Date: 6/24/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 " DIRECTOR C. Raymond Larkin, Jr. Laura Francis" Against Issuer For Against
2 Ratification of the appointment of Ernst & Young LLP as Shockwave Medical, Inc.'s independent registered public accounting firm for fiscal year ending December 31, 2020. Against Issuer For Against

SYNALLOY CORPORATION

Ticker Symbol:SYNL Cusip Number:871565107
Record Date: 3/17/2020 Meeting Date: 6/30/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 " DIRECTOR Craig C. Bram Anthony A. Callander Susan S. Gayner Henry L. Guy Jeffrey Kaczka Amy J. Michtich James W. Terry, Jr. Murray H. Wright" Against Issuer For Against
2 Company's proposal of the non-binding, advisory resolution approving the compensation of our named executive officers. Against Issuer For Against
3 Company's proposal of the ratification of the appointment of KPMG, LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2020. For Issuer For With

SYNALLOY CORPORATION

Ticker Symbol:SYNL Cusip Number:871565107
Record Date: 3/17/2020 Meeting Date: 6/30/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 " DIRECTOR Andee Harris Christopher Hutter Aldo Mazzaferro Benjamin Rosenzweig John P. Schauerman" For Issuer For With
2 Company's proposal of the non-binding, advisory resolution approving the compensation of our named executive officers. Against Issuer Against With
3 Company's proposal of the ratification of the appointment of KPMG, LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2020. For Issuer N/A N/A

TRANSAT A.T. INC.

Ticker Symbol:TRZ:CA Cusip Number:89351T
Record Date: 7/17/2019 Meeting Date: 8/30/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 TO CONSIDER, AND, IF DEEMED ADVISABLE, TO PASS, WITH OR WITHOUT VARIATION, A SPECIAL RESOLUTION, THE FULL TEXT OF WHICH IS SET FORTH IN SCHEDULE A OF THE ACCOMPANYING MANAGEMENT INFORMATION CIRCULAR (THE "CIRCULAR"), TO APPROVE AN ARRANGEMENT PURSUANT TO SECTION 192 OF THE CANADA BUSINESS CORPORATIONS ACT INVOLVING TRANSAT AND AIR CANADA, THE WHOLE AS DESCRIBED IN THE CIRCULAR. For Issuer Against With
2 "DECLARATION OF OWNERSHIP AND CONTROL BY COMPLETING THIS ELECTRONIC BALLOT YOU CERTIFY THAT YOU HAVE MADE REASONABLE INQUIRIES AS TO THE CANADIAN STATUS OF THE OWNER AND PERSON IN CONTROL1 OF THE SHARES REPRESENTED BY THIS ELECTRONIC BALLOT AND HAS READ THE DEFINITIONS FOUND HERE SO AS TO MAKE AN ACCURATE DECLARATION OF OWNERSHIP AND CONTROL. BY COMPLETING THIS ELECTRONIC BALLOT YOU HEREBY CERTIFY THAT THE SHARES REPRESENTED BY THIS ELECTRONIC BALLOT ARE OWNED AND CONTROLLED BY: 1 - A CANADIAN1. (CLICK BOX NO. 1) 2- A NON-CANADIAN HOLDER AUTHORIZED TO PROVIDE AIR SERVICE1 OR BY A PERSON IN AFFILIATION1 WITH IT. (CLICK BOX NO. 2) 3 - A NON-CANADIAN1, WHO IS NOT A NON-CANADIAN HOLDER AUTHORIZED TO PROVIDE AIR SERVICE, OR BY A PERSON IN AFFILIATION WITH IT. (CLICK BOX NO. 3)" For Issuer For With
3 "ECLARATION AS TO THE LEVEL OF OWNERSHIP BY COMPLETING THIS ELECTRONIC BALLOT YOU HEREBY CERTIFY THAT THE SHARES OWNED AND CONTROLLED BY THE UNDERSIGNED, INCLUDING THE SHARES HELD BY PERSONS IN AFFILIATION WITH THE UNDERSIGNED, REPRESENT 10% OR MORE OF TRANSAT'S ISSUED AND OUTSTANDING SHARES. IF YOU DO NOT COMPLETE THIS DECLARATION OF OWNERSHIP AND CONTROL OR IF IT IS DETERMINED BY TRANSAT OR ITS TRANSFER AGENT THAT YOU INCORRECTLY INDICATED (THROUGH INADVERTENCE OR OTHERWISE) THAT THE SHARES REPRESENTED BY THIS ELECTRONIC BALLOT ARE OWNED AND CONTROLLED BY A CANADIAN, THE SHARES REPRESENTED BY THIS ELECTRONIC BALLOT WILL BE DEEMED TO BE OWNED AND CONTROLLED BY A PERSON THAT IS A NON-CANADIAN HOLDER AUTHORIZED TO PROVIDE AIR SERVICE2. 1 SEE THE APPLICABLE DEFINITION HERE. 2 UNDER APPLICABLE LAWS AND TRANSAT BY-LAWS, THIS DECLARATION HAS THE SAME VALUE AS IF MADE UNDER THE CANADA EVIDENCE ACT. FURTHER DECLARATIONS MAY BE REQUIRED AND TRANSAT MAY TAKE OTHER APPROPRIATE ACTIONS TO ENSURE COMPLIANCE WITH APPLICABLE OWNERSHIP RESTRICTIONS." For Issuer For With

TRANSAT A.T. INC.

Ticker Symbol:TRZ:TO Cusip Number:89351T401
Record Date: 1/15/2020 Meeting Date: 3/12/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 " DIRECTOR RAYMOND BACHAND LOUIS-MARIE BEAULIEU LUCIE CHABOT LINA DE CESARE W. BRIAN EDWARDS JEAN-MARC EUSTACHE SUSAN KUDZMAN JEAN-YVES LEBLANC IAN RAE JACQUES SIMONEAU LOUISE ST-PIERRE PHILIPPE SUREAU" For Issuer For With
2 TO APPOINT EY AS EXTERNAL AUDITORS FOR THE ENSUING YEAR AND TO AUTHORIZE THE BOARD OF DIRECTORS TO DETERMINE THEIR REMUNERATION. For Issuer For With
3 TO CONSIDER AND APPROVE, IN AN ADVISORY, NON-BINDING CAPACITY, A RESOLUTION REGARDING THE CORPORATION'S APPROACH TO EXECUTIVE COMPENSATION. For Issuer For With
4 TO CONSIDER AND, IF DEEMED APPROPRIATE, REJECT SHAREHOLDER PROPOSAL NO 1 PRESENTED AND REPRODUCED IN SCHEDULE B TO THE MANAGEMENT PROXY CIRCULAR. For Issuer For With


* Management Recommended Vote
Leigh Baldwin Total Return Fund

CHEVRON CORPORATION

Ticker Symbol:CVX Cusip Number:166764100
Record Date: 5/26/2020 Meeting Date: 5/27/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
10 Adopt Policy for an Independent Chairman Against Stockholder Against With
1A Election of Director: W. M. Austin For Issuer For With
1B Election of Director: J. B. Frank For Issuer For With
1C Election of Director: A. P. Gast For Issuer For With
1D Election of Director: E. Hernandez, Jr. For Issuer For With
1E Election of Director: C. W. Moorman IV For Issuer For With
1F Election of Director: D. F. Moyo For Issuer For With
1G Election of Director: D. Reed-Klages For Issuer For With
1H Election of Director: R. D. Sugar For Issuer For With
1I Election of Director: D. J. Umpleby III For Issuer For With
1J Election of Director: M. K. Wirth For Issuer For With
2 Ratification of Appointment of PwC as Independent Registered Public Accounting Firm For Issuer For With
3 Advisory Vote to Approve Named Executive Officer Compensation For Issuer For With
4 Report on Lobbying Against Stockholder Against With
5 Create a Board Committee on Climate Risk Against Stockholder Against With
6 Report on Climate Lobbying Against Stockholder Against With
7 Report on Petrochemical Risk Against Stockholder Against With
8 Report on Human Rights Practices Against Stockholder Against With
9 Set Special Meeting Threshold at 10% Against Stockholder Against With

GOLDMAN SACHS GROUP, INC

Ticker Symbol:GS Cusip Number:38141G104
Record Date: 4/29/2020 Meeting Date: 4/30/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: M. Michele Burns For Issuer For With
1B Election of Director: Drew G. Faust For Issuer For With
1C Election of Director: Mark A. Flaherty For Issuer For With
1D Election of Director: Ellen J. Kullman For Issuer For With
1E Election of Director: Laskshmi N. Mittal For Issuer For With
1F Election of Director: Adebayo O. Ogunlesi For Issuer For With
1G Election of Director: Peter Oppenheimer For Issuer For With
1H Election of Director: David M. Solomon For Issuer For With
1I Election of Director: Jan E. Tighe For Issuer For With
1J Election of Director: David A. Viniar For Issuer For With
1K Election of Director: Mark O. Winkelman For Issuer For With
2 Advisory Vote to Approve Executive Compensation For Issuer For With
3 Ratification of PricewaterhouseCoopers LLP as our Independent Registered Public Accounting Firm for 2020 For Issuer For With
4 Shareholder Proposal Regarding Right to Act by Written Consent Against Stockholder Against With
5 Shareholder Proposal Regarding Board Oversight of the "Statement on Purpose of a Corporation" Against Stockholder Against With

JP MORGAN CHASE & CO

Ticker Symbol:JPM Cusip Number:46625H100
Record Date: 5/18/2020 Meeting Date: 5/19/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Director Sheldon G. Adelson, Irwin Chafetz, Micheline Chau, Patrick Dumont, Charles D. Forman, Robert Goldstein, George Jamieson, Charles Koppelman, Lewis Kramer, David Levi, Xuan Yan For Issuer For With
2 Ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the year ending December 31, 2020. For Issuer For With
3 An advisory (non-binding) vote to approve the compensation of the named executive officers. For Issuer For With

JP MORGAN CHSE & CO

Ticker Symbol:JPM Cusip Number:46625H100
Record Date: 5/18/2020 Meeting Date: 5/19/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Linda B. Bammann For Issuer For With
1B Election of Director: Stephen B. Burke For Issuer For With
1C Election of Director: Todd A. Combs For Issuer For With
1D Election of Director: James S. Crown For Issuer For With
1E Election of Director: James Dimon For Issuer For With
1F Election of Director: Timothy P. Flynn For Issuer For With
1G Election of Director: Mellody Hobson For Issuer For With
1H Election of Director: Michael A. Neal For Issuer For With
1I Election of Director: Lee R. Raymond For Issuer For With
1J Election of Director: Virginia M. Rometty For Issuer For With
2 Advisory resolution to approve executive compensation. For Issuer For With
3 Ratification of independent registered public accounting firm. For Issuer For With
4 Independent board chairman. Against Stockholder Against With
5 Oil and gas company and project financing related to Arctic and the Canadian oil sands. Against Stockholder Against With
6 Climate change risk reporting. Against Stockholder Against With
7 Amend shareholder written consent provisions. Against Stockholder Against With
8 Charitable contributions disclosure Against Stockholder Against With
9 Gender/Racial pay equality Against Stockholder Against With

MACY'S INC.

Ticker Symbol:M Cusip Number:55616P104
Record Date: 5/14/2020 Meeting Date: 5/15/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: David P. Abney For Issuer For With
1B Election of Director: Francis S. Blake For Issuer For With
1C Election of Director: Torrence N. Boone For Issuer For With
1D Election of Director: John A. Bryant For Issuer For With
1E Election of Director: Deirdre P. Connelly For Issuer For With
1F Election of Director: Jeff Gennette For Issuer For With
1G Election of Director: Leslie D. Hale For Issuer For With
1H Election of Director: William H. Lenehan For Issuer For With
1I Election of Director: Sara Levinson For Issuer For With
1J Election of Director: Joyce M. Roche For Issuer For With
1K Election of Director: Paul C. Varga For Issuer For With
1L Election of Director: Marna C. Whittington For Issuer For With
2 Ratification of the appointment of KPMG LLP as Macy's independent registered public accounting firm for the fiscal year ending January 30, 2021. For Issuer For With
3 Advisory vote to approve named executive officer compensation. For Issuer For With

MCDONALD'S CORPORATION

Ticker Symbol:MCD Cusip Number:580135101
Record Date: 5/20/2020 Meeting Date: 5/21/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director; for a one-year term expiring in 2021: Lloyd Dean For Issuer For With
1B Election of Director; for a one-year term expiring in 2021: Robert Eckert For Issuer For With
1C Election of Director; for a one-year term expiring in 2021: Catherine Engelbert For Issuer For With
1D Election of Director; for a one-year term expiring in 2021: Margaret Georgiadis For Issuer For With
1E Election of Director; for a one-year term expiring in 2021: Enrique Hernandez Jr. For Issuer For With
1F Election of Director; for a one-year term expiring in 2021: Christopher Kempczinski For Issuer For With
1G Election of Director; for a one-year term expiring in 2021: Richard Lenny For Issuer For With
1H Election of Director; for a one-year term expiring in 2021: John Mulligan For Issuer For With
1I Election of Director; for a one-year term expiring in 2021: Shelia Penrose For Issuer For With
1J Election of Director; for a one-year term expiring in 2021: John Rogers, jr. For Issuer For With
1K Election of Director; for a one-year term expiring in 2021: Paul Walsh For Issuer For With
1L Election of Director; for a one-year term expiring in 2021: Miles White For Issuer For With
2 Advisory vote to approve executive compensation. For Issuer For With
3 Advisory vote to approve appointment of Ernst & Young LLP as independent auditor for 2020. For Issuer For With
4 Vote to approve company's amended and restated 2012 Omnibus Stock Ownership Plan. For Issuer For With
5 Advisory vote on a shareholder proposal requesting to change the thresholds to call special shareholder meetings, if properly presented. Against Stockholder Against With
6 Advisory vote on a shareholder proposal requesting the Board issue a report on sugar and public health, if properly presented. Against Stockholder Against With

UBER TECHNOLOGIES

Ticker Symbol:UBER Cusip Number:90353T100
Record Date: 5/10/2020 Meeting Date: 5/11/2020
Proposal # Proposal Vote Author MRV* vs. Mgmt
1A Election of Director: Ronald Sugar For Issuer For With
1B Election of Director: Ursula Burns For Issuer For With
1C Election of Director: Robert Eckert For Issuer For With
1D Election of Director: Amanda Ginsberg For Issuer For With
1E Election of Director: Dara Khosrowshahi For Issuer For With
1F Election of Director: Wan Ling Martello For Issuer For With
1G Election of Director: Yasir Al-Rumayyan For Issuer For With
1H Election of Director: John Thain For Issuer For With
1I Election of Director: David Trujillo For Issuer For With
2 Approval, by non-binding vote, of the 2019 compensation paid to the Company's named executive officers. For Issuer For With
3 Approval, by non-binding vote, of the frequency of executive compensation votes. For Issuer For With
4 Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for 2020. For Issuer For With


* 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: July 30, 2020


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