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 811-21969
The GDL Fund
(Exact name of registrant as specified in charter)
One Corporate Center
Rye, New York 10580-1422
(Address of principal executive offices) (Zip code)
John C. Ball
Gabelli Funds, LLC
One Corporate Center
Rye, New York 10580-1422
(Name and address of agent for service)
Registrant’s telephone number, including area code: 1-800-422-3554
Date of fiscal year end: December 31
Date of reporting period: July 1, 2021 – June 30, 2022
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 (17 CFR 239.24 and 274.5), to file reports with the Commission, not later than August 31 of each year, containing the registrant’s proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
PROXY VOTING RECORD
FOR PERIOD JULY 1, 2021 TO JUNE 30, 2022
ProxyEdge Meeting Date Range: 07/01/2021 - 06/30/2022 The GDL Fund |
Report Date: 07/05/2022 1 |
Investment Company Report | ||||||||||||||
IMMUNODIAGNOSTIC SYSTEMS HOLDINGS PLC | ||||||||||||||
Security | G4762F109 | Meeting Type | Ordinary General Meeting | |||||||||||
Ticker Symbol | Meeting Date | 01-Jul-2021 | ||||||||||||
ISIN | GB00B01YZ052 | Agenda | 714273644 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
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1 | APPROVE THE RECOMMENDED CASH OFFER FOR IMMUNODIAGNOSTIC SYSTEMS HOLDINGS PLC BY PERKINELMER (UK) HOLDINGS LIMITED AMEND ARTICLES OF ASSOCIATION | Management | For | For | ||||||||||
CMMT | DUE TO COVID-19 PANDEMIC, SHAREHOLDERS’ PHYSICAL ATTENDANCE MAY NOT BE-POSSIBLE AT THE MEETING. ELECTRONIC AND PROXY VOTING ARE ENCOURAGED | Non-Voting | ||||||||||||
CMMT | 07 JUNE 2021: PLEASE NOTE THAT THE MEETING TYPE CHANGED FROM EGM TO OGM. IF-YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU-DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU | Non-Voting | ||||||||||||
IMMUNODIAGNOSTIC SYSTEMS HOLDINGS PLC | ||||||||||||||
Security | G4762F109 | Meeting Type | Court Meeting | |||||||||||
Ticker Symbol | Meeting Date | 01-Jul-2021 | ||||||||||||
ISIN | GB00B01YZ052 | Agenda | 714274925 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1 | APPROVE SCHEME OF ARRANGEMENT | Management | For | For | ||||||||||
CMMT | 07 JUN 2021: PLEASE NOTE THAT ABSTAIN IS NOT A VALID VOTE OPTION FOR THIS-MEETING TYPE. PLEASE CHOOSE BETWEEN “FOR” AND “AGAINST” ONLY. SHOULD YOU-CHOOSE TO VOTE ABSTAIN FOR THIS MEETING THEN YOUR VOTE WILL BE DISREGARDED BY-THE ISSUER OR ISSUERS AGENT. | Non-Voting | ||||||||||||
CMMT | 07 JUN 2021: PLEASE NOTE THAT THIS IS A REVISION DUE TO ADDITION OF COMMENT.-IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU-DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU | Non-Voting | ||||||||||||
W.R. GRACE & CO. | ||||||||||||||
Security | 38388F108 | Meeting Type | Annual | |||||||||||
Ticker Symbol | GRA | Meeting Date | 07-Jul-2021 | |||||||||||
ISIN | US38388F1084 | Agenda | 935445228 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1.1 | Election of Class I Director (Term expiring 2024): Hudson La Force | Management | For | For | ||||||||||
1.2 | Election of Class I Director (Term expiring 2024): Mark E. Tomkins | Management | For | For | ||||||||||
2. | Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for 2021. | Management | For | For | ||||||||||
3. | Advisory vote to approve the compensation of Grace’s named executive officers, as described in our proxy materials. | Management | For | For | ||||||||||
4. | Advisory vote on the frequency of the advisory vote to approve named executive officer compensation. | Management | 1 Year | For | ||||||||||
CENTURY BANCORP, INC. | ||||||||||||||
Security | 156432106 | Meeting Type | Special | |||||||||||
Ticker Symbol | CNBKA | Meeting Date | 07-Jul-2021 | |||||||||||
ISIN | US1564321065 | Agenda | 935455192 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1. | To approve the Agreement and Plan of Merger, dated as of April 7, 2021, by and among Eastern Bankshares, Inc., Clarion Acquisition Corp., Century Bancorp, Inc., and Century Bank and Trust Company. | Management | For | For | ||||||||||
ORBCOMM INC. | ||||||||||||||
Security | 68555P100 | Meeting Type | Special | |||||||||||
Ticker Symbol | ORBC | Meeting Date | 08-Jul-2021 | |||||||||||
ISIN | US68555P1003 | Agenda | 935455255 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
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1. | To adopt the Agreement and Plan of Merger, dated as of April 7, 2021, by and among ORBCOMM Inc., GI DI Orion Acquisition Inc, a Delaware corporation, and GI DI Orion Merger Sub Inc, as the same may be amended (the “Merger Proposal”). | Management | For | For | ||||||||||
2. | To approve the compensation proposal of ORBCOMM Inc.’s named executive officers on an advisory (non- binding) basis (the “Compensation Proposal”). | Management | For | For | ||||||||||
3. | To approve the adjournment of the special meeting, if necessary or appropriate, including to solicit additional proxies if there are insufficient votes at the time of the special meeting to approve the Merger Proposal or in the absence of a quorum. | Management | For | For | ||||||||||
MDC PARTNERS INC. | ||||||||||||||
Security | 552697104 | Meeting Type | Annual | |||||||||||
Ticker Symbol | MDCA | Meeting Date | 09-Jul-2021 | |||||||||||
ISIN | CA5526971042 | Agenda | 935439390 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1 | DIRECTOR | Management | ||||||||||||
1 | Mark J. Penn | For | For | |||||||||||
2 | Charlene Barshefsky | For | For | |||||||||||
3 | Asha Daniere | For | For | |||||||||||
4 | Bradley J. Gross | For | For | |||||||||||
5 | Wade Oosterman | For | For | |||||||||||
6 | Desirée Rogers | For | For | |||||||||||
7 | Irwin D. Simon | For | For | |||||||||||
2 | The recommendation put forth by management is for the approval of a non-binding advisory resolution on the Company’s executive compensation. | Management | For | For | ||||||||||
3 | The auditor nomination proposed by management is BDO USA, LLP, to act as auditors of MDC Partners and to authorize the Audit Committee to fix their remuneration. | Management | For | For | ||||||||||
KNOLL, INC. | ||||||||||||||
Security | 498904200 | Meeting Type | Special | |||||||||||
Ticker Symbol | KNL | Meeting Date | 13-Jul-2021 | |||||||||||
ISIN | US4989042001 | Agenda | 935463466 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1. | To adopt the Agreement and Plan of Merger, dated as of April 19, 2021 (which, as it may be amended from time to time, we refer to as the “merger agreement”), among Herman Miller, Inc., Heat Merger Sub, Inc. and Knoll, Inc. (which we refer to as the “Knoll merger proposal”). | Management | For | For | ||||||||||
2. | To approve, by a non-binding advisory vote, certain compensation that may be paid or become payable to Knoll’s named executive officers that is based on or otherwise relates to the merger contemplated by the merger agreement | Management | For | For | ||||||||||
3. | To adjourn the Knoll special meeting, if necessary or appropriate, to solicit additional proxies if there are not sufficient votes at the time of the Knoll special meeting to approve the Knoll merger proposal or to ensure that any supplement or amendment to the accompanying joint proxy statement/prospectus is timely provided to Knoll stockholders. | Management | For | For | ||||||||||
TILT RENEWABLES LTD | ||||||||||||||
Security | Q9036P105 | Meeting Type | Scheme Meeting | |||||||||||
Ticker Symbol | Meeting Date | 14-Jul-2021 | ||||||||||||
ISIN | NZTLTE0003S8 | Agenda | 714319793 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1 | THAT THE SCHEME (THE TERMS OF WHICH ARE DESCRIBED IN THE SCHEME BOOKLET) BE APPROVED | Management | For | For | ||||||||||
CMMT | 29 JUNE 2021: PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE IN MEETING-TYPE FROM SGM TO SCH. IF YOU HAVE ALREADY SENT IN YOUR VOTES. PLEASE DO NOT-VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. | Non-Voting | ||||||||||||
BROOKFIELD PROPERTY PARTNERS L.P. | ||||||||||||||
Security | G16249107 | Meeting Type | Special | |||||||||||
Ticker Symbol | BPY | Meeting Date | 16-Jul-2021 | |||||||||||
ISIN | BMG162491077 | Agenda | 935463404 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1 | To consider, pursuant to an interim order of the Ontario Superior Court of Justice (Commercial List) dated June 7, 2021, as the same may be varied (the “Interim Order”), and, if deemed advisable, approve, with or without variation, a resolution of holders (the “BPY Unitholders”) of limited partnership units (the “BPY Units”) of Brookfield Property Partners L.P. (“BPY”), the full text of which is attached as Appendix C to the accompanying circular/prospectus (the “Document”), to approve an arrangement (the “Arrangement”) pursuant to section 182 of the Business Corporations Act (Ontario) as amended, being made pursuant to an Arrangement Agreement dated March 31, 2021, by and among Brookfield Asset Management Inc. (“BAM”), as more particularly described in the information circular. | Management | For | For | ||||||||||
2 | To consider and, if deemed advisable, approve, with or without variation, a resolution of BPY Unitholders to amend (the “BPY LPA Amendment” and together with the Arrangement and the transactions contemplated by the BPY LPA Amendment and the Arrangement, the “Transaction”) the second amended and restated limited partnership agreement dated August 8, 2013, as amended, of BPY to provide for the Arrangement and the grant of dissent rights to registered BPY Unitholders in connection with the Transaction, the full text of which is attached as Appendix C to the Document. | Management | For | For | ||||||||||
SOLITON INC. | ||||||||||||||
Security | 834251100 | Meeting Type | Special | |||||||||||
Ticker Symbol | SOLY | Meeting Date | 20-Jul-2021 | |||||||||||
ISIN | US8342511008 | Agenda | 935465573 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1. | To adopt the Agreement and Plan of Merger, dated as of May 8, 2021 and as it may be amended or supplemented by and among AbbVie Inc., Scout Merger Sub, Inc., and Soliton, Inc. | Management | For | For | ||||||||||
2. | To approve one or more adjournments of the special meeting, if necessary or appropriate, including adjournments to permit further solicitation of proxies in favor of Proposal 1. | Management | For | For | ||||||||||
UDG HEALTHCARE PLC | ||||||||||||||
Security | G9285S108 | Meeting Type | ExtraOrdinary General Meeting | |||||||||||
Ticker Symbol | Meeting Date | 22-Jul-2021 | ||||||||||||
ISIN | IE0033024807 | Agenda | 714447415 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
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CMMT | PLEASE NOTE THAT SHAREHOLDER DETAILS ARE REQUIRED TO VOTE AT THIS MEETING. IF-NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR INSTRUCTION MAY CARRY A HEIGHTENED-RISK OF BEING REJECTED. THANK YOU | Non-Voting | ||||||||||||
CMMT | PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID 591924 DUE TO RECEIPT OF- POSTPONEMENT OF MEETING DATE FROM 25 JUN 2021 TO 22 JUL 2021. ALL VOTES-RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED AND YOU WILL NEED TO-REINSTRUCT ON THIS MEETING NOTICE. THANK YOU | Non-Voting | ||||||||||||
CMMT | INTERMEDIARY CLIENTS ONLY - PLEASE NOTE THAT IF YOU ARE CLASSIFIED AS AN- INTERMEDIARY CLIENT UNDER THE SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD BE-PROVIDING THE UNDERLYING SHAREHOLDER INFORMATION AT THE VOTE INSTRUCTION-LEVEL. IF YOU ARE UNSURE ON HOW TO PROVIDE THIS LEVEL OF DATA TO BROADRIDGE-OUTSIDE OF PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED CLIENT SERVICE-REPRESENTATIVE FOR ASSISTANCE | Non-Voting | ||||||||||||
1 | APPROVAL OF THE SCHEME OF ARRANGEMENT | Management | For | For | ||||||||||
2 | AMENDMENT TO ARTICLES OF ASSOCIATION | Management | For | For | ||||||||||
3 | AMENDMENT TO THE 2010 LTIP | Management | For | For | ||||||||||
UDG HEALTHCARE PLC | ||||||||||||||
Security | G9285S108 | Meeting Type | Court Meeting | |||||||||||
Ticker Symbol | Meeting Date | 22-Jul-2021 | ||||||||||||
ISIN | IE0033024807 | Agenda | 714450068 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
CMMT | PLEASE NOTE THAT SHAREHOLDER DETAILS ARE REQUIRED TO VOTE AT THIS MEETING. IF-NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR INSTRUCTION MAY CARRY A HEIGHTENED-RISK OF BEING REJECTED. THANK YOU | Non-Voting | ||||||||||||
CMMT | PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID 591629 DUE TO RECEIPT OF- POSTPONEMENT OF MEETING DATE FROM 25 JUN 2021 TO 22 JUL 2021. ALL VOTES-RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED AND YOU WILL NEED TO-REINSTRUCT ON THIS MEETING NOTICE. THANK YOU | Non-Voting | ||||||||||||
CMMT | INTERMEDIARY CLIENTS ONLY - PLEASE NOTE THAT IF YOU ARE CLASSIFIED AS AN- INTERMEDIARY CLIENT UNDER THE SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD BE-PROVIDING THE UNDERLYING SHAREHOLDER INFORMATION AT THE VOTE INSTRUCTION-LEVEL. IF YOU ARE UNSURE ON HOW TO PROVIDE THIS LEVEL OF DATA TO BROADRIDGE-OUTSIDE OF PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED CLIENT SERVICE-REPRESENTATIVE FOR ASSISTANCE | Non-Voting | ||||||||||||
1 | APPROVE SCHEME OF ARRANGEMENT | Management | For | For | ||||||||||
SIGMA CAPITAL GROUP PLC | ||||||||||||||
Security | G8124S105 | Meeting Type | Court Meeting | |||||||||||
Ticker Symbol | Meeting Date | 23-Jul-2021 | ||||||||||||
ISIN | GB0004225073 | Agenda | 714423237 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
CMMT | PLEASE NOTE THAT ABSTAIN IS NOT A VALID VOTE OPTION FOR THIS MEETING TYPE.-PLEASE CHOOSE BETWEEN “FOR” AND “AGAINST” ONLY. SHOULD YOU CHOOSE TO VOTE-ABSTAIN FOR THIS MEETING THEN YOUR VOTE WILL BE DISREGARDED BY THE ISSUER OR-ISSUERS AGENT. | Non-Voting | ||||||||||||
1 | APPROVE SCHEME OF ARRANGEMENT | Management | For | For | ||||||||||
CMMT | 01 JUL 2021: PLEASE NOTE THAT DUE TO COVID-19 PANDEMIC, SHAREHOLDERS’-PHYSICAL ATTENDANCE MAY NOT BE POSSIBLE AT THE MEETING. ELECTRONIC AND PROXY-VOTING ARE ENCOURAGED. THANK YOU | Non-Voting | ||||||||||||
CMMT | 01 JUL 2021: PLEASE NOTE THAT THIS IS A REVISION DUE TO ADDITION OF COMMENT.-IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU-DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU | Non-Voting | ||||||||||||
SIGMA CAPITAL GROUP PLC | ||||||||||||||
Security | G8124S105 | Meeting Type | Ordinary General Meeting | |||||||||||
Ticker Symbol | Meeting Date | 23-Jul-2021 | ||||||||||||
ISIN | GB0004225073 | Agenda | 714423263 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
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1 | APPROVE THE RECOMMENDED CASH ACQUISITION OF SIGMA CAPITAL GROUP PLC BY SIX BIDCO LTD AMEND ARTICLES OF ASSOCIATION | Management | For | For | ||||||||||
2 | APPROVE THE REINVESTMENT AND INCENTIVE ARRANGEMENTS | Management | For | For | ||||||||||
CMMT | 02 JUL 2021: PLEASE NOTE THAT THE MEETING TYPE CHANGED FROM EGM TO OGM. IF-YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU-DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU | Non-Voting | ||||||||||||
PROOFPOINT, INC. | ||||||||||||||
Security | 743424103 | Meeting Type | Special | |||||||||||
Ticker Symbol | PFPT | Meeting Date | 23-Jul-2021 | |||||||||||
ISIN | US7434241037 | Agenda | 935464038 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1. | To adopt the Agreement and Plan of Merger, dated as of April 25, 2021 (the “Merger Agreement”), by and among Proofpoint, Inc. (“Proofpoint”), Proofpoint Parent, LLC (f/k/a Project Kafka Parent, LLC) and Project Kafka Merger Sub, Inc., a wholly owned subsidiary of Parent. | Management | For | For | ||||||||||
2. | To approve, on an advisory (non-binding) basis, the compensation that may be paid or become payable to Proofpoint’s named executive officers that is based on or otherwise related to the Merger Agreement and the transactions contemplated by the Merger Agreement. | Management | For | For | ||||||||||
3. | To adjourn the special meeting, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the special meeting. | Management | For | For | ||||||||||
MDC PARTNERS INC. | ||||||||||||||
Security | 552697104 | Meeting Type | Special | |||||||||||
Ticker Symbol | MDCA | Meeting Date | 26-Jul-2021 | |||||||||||
ISIN | CA5526971042 | Agenda | 935439794 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
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1 | The approval of the redomiciliation (the “Redomiciliation”) of the Company from the federal jurisdiction of Canada to the State of Delaware (from and after the Redomiciliation, “MDC Delaware”); | Management | For | For | ||||||||||
2 | The approval of each of the transaction contemplated by that certain transaction agreement, dated as of December 21, 2020, by and among the Company, Stagwell Media LP (“Stagwell”), New MDC LLC (“New MDC”), and Midas Merger Sub 1 LLC, other than the Redomiciliation; | Management | For | For | ||||||||||
3 | The granting of a proxy in relation to the common shares of MDC Delaware (the “MDC Delaware Common Shares”) and Series 6 convertible preference shares of MDC Delaware (the “MDC Delaware Series 6 Shares”) to be held by such MDC Canada Shareholder immediately following the consummation of the Redomiciliation, as applicable to each of MDC and The Stagwell Group LLC (each in such capacity, a “Proxyholder”) whereby each Proxyholder, acting singly, with respect to and on behalf of the holders of MDC Delaware Common Shares and the MDC Delaware Series 6 Shares that voted in favor of this proposal, may vote in favor of, or consent to, the approval and adoption of the Transaction Agreement and the Proposed Transactions, including the MDC Reorganization (collectively, the “MDC Delaware Consent”), which MDC Delaware Proxy, as more particularly described in the information circular; | Management | For | For | ||||||||||
4 | In accordance with NASDAQ Listing Rule 5635, the approval of issuance of the MDC Series 6 Shares as described in proposal 3 above; | Management | For | For | ||||||||||
5 | In accordance with NASDAQ Listing Rule 5635, the approval of the issuance by New MDC to Stagwell of 216,250,000 shares of new Class C series of voting-only common stock of New MDC; | Management | For | For | ||||||||||
6 | The non-binding advisory approval of the compensation that may be paid or become payable to Company’s named executive officers in connection with the transactions contemplated by the Transaction Agreement. | Management | For | For | ||||||||||
TALEND S.A. | ||||||||||||||
Security | 874224207 | Meeting Type | Special | |||||||||||
Ticker Symbol | TLND | Meeting Date | 26-Jul-2021 | |||||||||||
ISIN | US8742242071 | Agenda | 935471134 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
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O1 | To approve appointment of Amy Coleman Redenbaugh as director subject to conditions precedent. | Management | For | For | ||||||||||
O2 | To approve appointment of Kenneth Virnig as director subject to conditions precedent. | Management | For | For | ||||||||||
O3 | To approve appointment of Mike Hoffmann as director subject to conditions precedent. | Management | For | For | ||||||||||
O4 | To approve appointment of Elizabeth Yates as director subject to conditions precedent. | Management | For | For | ||||||||||
O5 | To approve appointment of David Murphy as director subject to conditions precedent. | Management | For | For | ||||||||||
O6 | To approve appointment of Kristin Nimsger as director subject to conditions precedent. | Management | For | For | ||||||||||
O7 | To approve appointment of Jim Hagan as director subject to conditions precedent. | Management | For | For | ||||||||||
E8 | Review and approval of a draft partial asset contribution agreement and approval of the contribution subject thereof, governed by the demerger legal regime (apport partiel d’actifs soumis au régime des scissions), by Talend SA to Talend SAS, a wholly owned subsidiary of Talend SA, of all of its assets and liabilities, rights and obligations of any kind and other legal relationships in relation to its business in accordance with the terms of the contribution agreement and delegation of powers to the Board of directors to implement such contribution. | Management | For | For | ||||||||||
E9 | Review and approval of a draft cross-border merger plan and approval of the merger by absorption subject thereof, of Talend SA by Tahoe AcquireCo B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) organized under the laws of the Netherlands, in accordance with the terms of the merger plan. | Management | For | For | ||||||||||
E10 | To give powers to carry out all filing and publication formalities required by law. | Management | For | For | ||||||||||
DOMTAR CORPORATION | ||||||||||||||
Security | 257559203 | Meeting Type | Special | |||||||||||
Ticker Symbol | UFS | Meeting Date | 29-Jul-2021 | |||||||||||
ISIN | US2575592033 | Agenda | 935470029 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1. | Approve the Agreement and Plan of Merger, dated as of May 10, 2021, (as it may be further amended, modified or supplemented from time to time, the “merger agreement”), by and among Domtar Corporation (“Company”), Karta Halten B. V., (“Parent”), Pearl Merger Sub Inc. (“Merger Sub”), Paper Excellence B.V., (“PE”), and Hervey Investments B.V., (“HI” and, together with Parent and PE, the “Parent Parties” ), pursuant to which Merger Sub will be merged with and into the Company (the “merger”), with the Company surviving as a wholly owned subsidiary of Parent. | Management | For | For | ||||||||||
2. | Approve, by a non-binding advisory vote, the compensation that may be paid or become payable to the Company’s named executive officers that is based on or otherwise relates to the merger. | Management | For | For | ||||||||||
3. | Approve a proposal to adjourn the special meeting to a later date or time if necessary or appropriate, including to solicit additional proxies in favor of the proposal to adopt the merger agreement if there are insufficient votes at the time of the special meeting to adopt the merger agreement. | Management | For | For | ||||||||||
GREAT CANADIAN GAMING CORP | ||||||||||||||
Security | 389914102 | Meeting Type | MIX | |||||||||||
Ticker Symbol | Meeting Date | 04-Aug-2021 | ||||||||||||
ISIN | CA3899141020 | Agenda | 714419365 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
CMMT | PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE ‘IN FAVOR’ OR ‘AGAINST’-ONLY FOR RESOLUTIONS 1, 4 AND 5 AND ‘IN FAVOR’ OR ‘ABSTAIN’ ONLY FOR-RESOLUTION NUMBERS 2.1 TO 2.5 AND 3. THANK YOU. | Non-Voting | ||||||||||||
1 | TO FIX THE NUMBER OF DIRECTORS AT FIVE (5) | Management | For | For | ||||||||||
2.1 | ELECTION OF DIRECTOR: PETER G. MEREDITH | Management | For | For | ||||||||||
2.2 | ELECTION OF DIRECTOR: MARK A. DAVIS | Management | For | For | ||||||||||
2.3 | ELECTION OF DIRECTOR: ELIZABETH L. DELBIANCO | Management | For | For | ||||||||||
2.4 | ELECTION OF DIRECTOR: THOMAS W. GAFFNEY | Management | For | For | ||||||||||
2.5 | ELECTION OF DIRECTOR: KAREN A. KEILTY | Management | For | For | ||||||||||
3 | TO RE-APPOINT DELOITTE LLP, AS THE COMPANY’S AUDITOR TO SERVE UNTIL THE CLOSE OF THE NEXT ANNUAL MEETING SHAREHOLDERS, AT A REMUNERATION TO BE FIXED BY THE DIRECTORS | Management | For | For | ||||||||||
4 | TO CONSIDER AND APPROVE A NON-BINDING ADVISORY ORDINARY RESOLUTION THE COMPANY’S APPROACH TO EXECUTIVE COMPENSATION (SAY ON PAY), AS DESCRIBED IN THE COMPANY’S INFORMATION CIRCULAR | Management | For | For | ||||||||||
5 | BY ORDINARY RESOLUTION TO RATIFY, CONFIRM AND APPROVE THE COMPANY’S 2007 SHARE OPTION PLAN AND APPROVE FOR GRANT, ALL CURRENTLY AVAILABLE AND UNALLOCATED OPTIONS ISSUABLE UNDER THE COMPANY’S 2007 SHARE OPTION PLAN, AS DESCRIBED IN THE COMPANY’S INFORMATION CIRCULAR | Management | For | For | ||||||||||
XILINX, INC. | ||||||||||||||
Security | 983919101 | Meeting Type | Annual | |||||||||||
Ticker Symbol | XLNX | Meeting Date | 04-Aug-2021 | |||||||||||
ISIN | US9839191015 | Agenda | 935463860 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1.1 | Election of Director: Dennis Segers | Management | For | For | ||||||||||
1.2 | Election of Director: Raman K. Chitkara | Management | For | For | ||||||||||
1.3 | Election of Director: Saar Gillai | Management | For | For | ||||||||||
1.4 | Election of Director: Ronald S. Jankov | Management | For | For | ||||||||||
1.5 | Election of Director: Mary Louise Krakauer | Management | For | For | ||||||||||
1.6 | Election of Director: Thomas H. Lee | Management | For | For | ||||||||||
1.7 | Election of Director: Jon A. Olson | Management | For | For | ||||||||||
1.8 | Election of Director: Victor Peng | Management | For | For | ||||||||||
1.9 | Election of Director: Elizabeth W. Vanderslice | Management | For | For | ||||||||||
2. | Proposal to approve, on an advisory basis, the compensation of the Company’s named executive officers. | Management | For | For | ||||||||||
3. | Proposal to ratify the appointment of Ernst & Young LLP as the Company’s independent registered accounting firm for fiscal 2022. | Management | For | For | ||||||||||
CADENCE BANCORPORATION | ||||||||||||||
Security | 12739A100 | Meeting Type | Special | |||||||||||
Ticker Symbol | CADE | Meeting Date | 09-Aug-2021 | |||||||||||
ISIN | US12739A1007 | Agenda | 935473962 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1. | Adoption of the Agreement and Plan of Merger, dated as of April 12, 2021 and amended as of May 27, 2021, by and between Cadence Bancorporation (“Cadence”) and BancorpSouth Bank (the “merger proposal”). | Management | For | For | ||||||||||
2. | Approval, on an advisory (non-binding) basis, of the merger- related compensation payments that will or may be paid by Cadence to its named executive officers in connection with the merger. | Management | For | For | ||||||||||
3. | Adjournment of the Cadence special meeting, if necessary or appropriate, to solicit additional proxies if, immediately prior to such adjournment, there are not sufficient votes to approve the merger proposal or to ensure that any supplement or amendment to the accompanying joint proxy statement/ offering circular is timely provided to holders of Cadence common stock. | Management | For | For | ||||||||||
ARTEMIS GOLD INC | ||||||||||||||
Security | 04302L100 | Meeting Type | Annual General Meeting | |||||||||||
Ticker Symbol | Meeting Date | 10-Aug-2021 | ||||||||||||
ISIN | CA04302L1004 | Agenda | 714422398 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
CMMT | PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE ‘IN FAVOR’ OR ‘AGAINST’-ONLY FOR RESOLUTIONS 1, 4 AND 5 AND ‘IN FAVOR’ OR ‘ABSTAIN’ ONLY FOR-RESOLUTION NUMBERS 2.1 TO 2.7 AND 3. THANK YOU | Non-Voting | ||||||||||||
1 | TO SET THE NUMBER OF DIRECTORS AT SEVEN (7) | Management | For | For | ||||||||||
2.1 | ELECTION OF DIRECTOR: STEVEN DEAN | Management | For | For | ||||||||||
2.2 | ELECTION OF DIRECTOR: DAVID BLACK | Management | For | For | ||||||||||
2.3 | ELECTION OF DIRECTOR: RYAN BEEDIE | Management | For | For | ||||||||||
2.4 | ELECTION OF DIRECTOR: WILLIAM ARMSTRONG | Management | For | For | ||||||||||
2.5 | ELECTION OF DIRECTOR: ELISE REES | Management | For | For | ||||||||||
2.6 | ELECTION OF DIRECTOR: LISA ETHANS | Management | For | For | ||||||||||
2.7 | ELECTION OF DIRECTOR: JANIS SHANDRO | Management | For | For | ||||||||||
3 | APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS AUDITORS OF THE COMPANY FOR THE ENSUING YEAR AND AUTHORIZING THE DIRECTORS TO FIX THEIR REMUNERATION | Management | For | For | ||||||||||
4 | TO RE-APPROVE THE COMPANY’S ROLLING STOCK OPTION PLAN | Management | For | For | ||||||||||
5 | TO TRANSACT ANY OTHER BUSINESS THAT MAY PROPERLY COME BEFORE THE MEETING | Management | Against | Against | ||||||||||
MMA CAPITAL HOLDINGS, INC | ||||||||||||||
Security | 55315D105 | Meeting Type | Special | |||||||||||
Ticker Symbol | MMAC | Meeting Date | 10-Aug-2021 | |||||||||||
ISIN | US55315D1054 | Agenda | 935475207 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1. | A proposal to adopt Agreement and Plan of Merger (as it may be amended from time to time, “Merger Agreement”), by and among Company, FP Acquisition Parent, LLC, a Delaware ltd. liability company (“Parent”), & FP Acquisition Merger Sub, LLC., a Delaware limited liability company & a wholly owned subsidiary of Parent (“Merger Sub”), pursuant to which, subject to terms & conditions of Agreement, Company will merge with & into Merger Sub (“Merger”), with Merger Sub continuing as surviving entity & a wholly owned subsidiary of Parent (the “Merger Proposal”). | Management | For | For | ||||||||||
2. | A proposal to approve one or more adjournments of the special meeting to a later date or dates, if necessary or appropriate, including to solicit additional proxies if there are insufficient votes at the time of the special meeting or any adjournment or postponement of the special meeting to approve the Merger Proposal (the “Adjournment Proposal”). | Management | For | For | ||||||||||
ALVOPETRO ENERGY LTD | ||||||||||||||
Security | 02255Q100 | Meeting Type | MIX | |||||||||||
Ticker Symbol | Meeting Date | 12-Aug-2021 | ||||||||||||
ISIN | CA02255Q1000 | Agenda | 714491800 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
CMMT | PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE ‘IN FAVOR’ OR ‘AGAINST’-ONLY FOR RESOLUTIONS 1, 4, 5 AND 6 AND ‘IN FAVOR’ OR ‘ABSTAIN’ ONLY FOR-RESOLUTION NUMBERS 2.1 TO 2.6 AND 3. THANK YOU | Non-Voting | ||||||||||||
1 | TO SET THE NUMBER OF DIRECTORS AT 6 | Management | For | For | ||||||||||
2.1 | ELECTION OF DIRECTOR: COREY C. RUTTAN | Management | For | For | ||||||||||
2.2 | ELECTION OF DIRECTOR: FIROZ TALAKSHI | Management | For | For | ||||||||||
2.3 | ELECTION OF DIRECTOR: GEIR YTRELAND | Management | For | For | ||||||||||
2.4 | ELECTION OF DIRECTOR: JOHN D. WRIGHT | Management | For | For | ||||||||||
2.5 | ELECTION OF DIRECTOR: KENNETH R. MCKINNON | Management | For | For | ||||||||||
2.6 | ELECTION OF DIRECTOR: RODERICK L. FRASER | Management | For | For | ||||||||||
3 | APPOINTMENT OF KPMG LLP, CHARTERED ACCOUNTANTS AS AUDITOR OF THE CORPORATION FOR THE ENSUING YEAR AND AUTHORIZING THE DIRECTORS TO FIX THEIR REMUNERATION | Management | For | For | ||||||||||
4 | TO RE-APPROVE THE STOCK OPTION PLAN OF THE CORPORATION IN ACCORDANCE WITH POLICY 4.4 OF THE TSXV. THE TERMS OF THE OPTION PLAN ARE FULLY DESCRIBED IN THIS CIRCULAR UNDER THE HEADING “OPTION PLAN” | Management | For | For | ||||||||||
5 | TO APPROVE, WITH OR WITHOUT VARIATION, A SPECIAL RESOLUTION, THE FULL TEXT OF WHICH IS SET FORTH IN SCHEDULE F TO THE ACCOMPANYING MANAGEMENT INFORMATION CIRCULAR AND PROXY STATEMENT DATED JULY 6, 2021 (THE “CIRCULAR”) TO APPROVE A PLAN OF ARRANGEMENT INVOLVING ALVOPETRO AND THE HOLDERS OF COMMON SHARES OF ALVOPETRO PURSUANT TO SECTION 193 OF THE BUSINESS CORPORATIONS ACT (ALBERTA), ALL AS MORE PARTICULARLY DESCRIBED IN THE ACCOMPANYING CIRCULAR | Management | For | For | ||||||||||
6 | TO APPROVE, WITH OR WITHOUT VARIATION, A SPECIAL RESOLUTION AUTHORIZING THE REDUCTION OF THE STATED CAPITAL OF THE CORPORATION AS DESCRIBED IN MORE DETAIL IN THE ACCOMPANYING CIRCULAR | Management | For | For | ||||||||||
EXFO INC. | ||||||||||||||
Security | 302046107 | Meeting Type | Special | |||||||||||
Ticker Symbol | EXFO | Meeting Date | 13-Aug-2021 | |||||||||||
ISIN | CA3020461073 | Agenda | 935476223 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1 | To consider, and, if deemed advisable, to pass, with or without variation, a special resolution, the full text of which is outlined in Appendix A of the accompanying management proxy circular (the “Circular”), to approve an arrangement pursuant to section 192 of the Canada Business Corporations Act involving the Corporation and 11172239 Canada Inc., the whole as described in the Circular. | Management | For | For | ||||||||||
U.S. CONCRETE, INC. | ||||||||||||||
Security | 90333L201 | Meeting Type | Special | |||||||||||
Ticker Symbol | USCR | Meeting Date | 16-Aug-2021 | |||||||||||
ISIN | US90333L2016 | Agenda | 935476665 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1. | Proposal to adopt and approve Agreement & Plan of Merger, dated as of June 6, 2021, among U.S. Concrete, Inc., Vulcan Materials Company (Parent) & Grizzly Merger Sub I, Inc. (merger sub) (as it may be amended, supplemented, or otherwise modified in accordance with its terms, merger agreement), pursuant to which merger sub will be merged with and into U.S. Concrete, Inc. (merger), with U.S. Concrete, Inc. surviving merger as a wholly owned subsidiary of Parent (the merger agreement proposal). | Management | For | For | ||||||||||
2. | To consider and vote on a proposal to approve, on a non- binding, advisory basis, a resolution approving the compensation that may be paid or become payable to the named executive officers of U.S. Concrete, Inc. that is based on or otherwise relates to the merger (such proposal, the “non-binding named executive officer merger-related compensation proposal”). | Management | For | For | ||||||||||
3. | To approve the adjournment of the Special Meeting to a later date or time, if necessary or appropriate, to solicit additional proxies in the event that there are not sufficient votes at the time of the Special Meeting to approve the merger agreement proposal (such proposal, the “adjournment proposal”). | Management | For | For | ||||||||||
LORAL SPACE & COMMUNICATIONS INC. | ||||||||||||||
Security | 543881106 | Meeting Type | Special | |||||||||||
Ticker Symbol | LORL | Meeting Date | 23-Aug-2021 | |||||||||||
ISIN | US5438811060 | Agenda | 935471160 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1. | Considering and voting on the adoption of the Transaction Agreement (the “Transaction Proposal”). | Management | No Action | |||||||||||
2. | Acting upon a proposal to adjourn the Loral Stockholder Meeting, if necessary or appropriate, to solicit additional proxies for the Loral Stockholder Meeting to adopt the Transaction Agreement in accordance with the terms of the Transaction Agreement (the “Adjournment Proposal”). | Management | No Action | |||||||||||
3. | Acting upon a proposal to approve, by non-binding, advisory vote, the compensation that may be paid or become payable to the Loral named executive officers in connection with the Transaction (the “Officer Compensation Proposal”). | Management | No Action | |||||||||||
VECTURA GROUP PLC | ||||||||||||||
Security | G9325J118 | Meeting Type | Court Meeting | |||||||||||
Ticker Symbol | Meeting Date | 24-Aug-2021 | ||||||||||||
ISIN | GB00BKM2MW97 | Agenda | 714506992 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
CMMT | PLEASE NOTE THAT ABSTAIN IS NOT A VALID VOTE OPTION FOR THIS MEETING TYPE.-PLEASE CHOOSE BETWEEN “FOR” AND “AGAINST” ONLY. SHOULD YOU CHOOSE TO VOTE-ABSTAIN FOR THIS MEETING THEN YOUR VOTE WILL BE DISREGARDED BY THE ISSUER OR-ISSUERS AGENT. | Non-Voting | ||||||||||||
1 | APPROVE SCHEME OF ARRANGEMENT | Management | No Action | |||||||||||
VECTURA GROUP PLC | ||||||||||||||
Security | G9325J118 | Meeting Type | Ordinary General Meeting | |||||||||||
Ticker Symbol | Meeting Date | 24-Aug-2021 | ||||||||||||
ISIN | GB00BKM2MW97 | Agenda | 714507007 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1 | FOR THE PURPOSES OF THE SCHEME: A. TO AUTHORISE THE DIRECTORS OF THE COMPANY TO TAKE ALL SUCH ACTION AS THEY MAY CONSIDER NECESSARY OR APPROPRIATE FOR CARRYING THE SCHEME INTO EFFECT; AND B. TO AMEND THE ARTICLES OF ASSOCIATION OF THE COMPANY | Management | No Action | |||||||||||
2 | CONDITIONAL UPON THE SCHEME BECOMING EFFECTIVE: A. TO RE-REGISTER THE COMPANY AS A PRIVATE COMPANY; B. TO CHANGE THE NAME OF THE COMPANY TO VECTURA GROUP LIMITED; AND C. TO ADOPT NEW ARTICLES OF ASSOCIATION OF THE COMPANY | Management | No Action | |||||||||||
SYKES ENTERPRISES, INCORPORATED | ||||||||||||||
Security | 871237103 | Meeting Type | Special | |||||||||||
Ticker Symbol | SYKE | Meeting Date | 24-Aug-2021 | |||||||||||
ISIN | US8712371033 | Agenda | 935479279 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1. | Adoption of the Agreement and Plan of Merger, dated as of June 17, 2021 (as amended or modified from time to time, the “Merger Agreement”), among Sykes Enterprises, Incorporated, Sitel Worldwide Corporation and Florida Mergersub, Inc. | Management | For | For | ||||||||||
2. | Approve, on an advisory (non-binding) basis, the compensation that may be paid or become payable to SYKES ENTERPRISES, INCORPORATED’s named executive officers in connection with the merger. | Management | For | For | ||||||||||
3. | Approve the adjournment of the special meeting, if necessary or appropriate, including to solicit additional proxies if there are insufficient votes at the time of the special meeting to approve Proposal 1 (to approve and adopt the Merger Agreement) or in the absence of a quorum. | Management | For | For | ||||||||||
CORE-MARK HOLDING COMPANY, INC. | ||||||||||||||
Security | 218681104 | Meeting Type | Special | |||||||||||
Ticker Symbol | CORE | Meeting Date | 25-Aug-2021 | |||||||||||
ISIN | US2186811046 | Agenda | 935476728 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1. | Merger Agreement Proposal - To consider and vote on a proposal to adopt the Agreement and Plan of Merger, dated as of May 17, 2021, which is referred to as the merger agreement, by and among Performance Food Group Company, which is referred to as PFG, Longhorn Merger Sub I, Inc., Longhorn Merger Sub II, LLC and Core-Mark Holding Company, Inc., which is referred to as Core-Mark, as may be amended from time to time, a copy of which is attached as Annex A to the proxy statement/prospectus. | Management | For | For | ||||||||||
2. | Merger-Related Compensation Proposal - To consider and vote on a non-binding advisory vote on compensation payable to executive officers of Core-Mark in connection with the proposed transactions. | Management | For | For | ||||||||||
3. | Core-Mark Adjournment Proposal - To consider and vote on a proposal to adjourn the special meeting from time to time, if necessary or appropriate, (a) due to the absence of a quorum, (b) to solicit additional proxies in the event there are not sufficient votes at the time of the special meeting to approve the Merger Agreement Proposal or (c) to allow reasonable additional time for the filing and mailing of any required supplement or amendment to the accompanying proxy statement/ prospectus, & review of such materials by Core-Mark stockholders | Management | For | For | ||||||||||
CLOUDERA, INC. | ||||||||||||||
Security | 18914U100 | Meeting Type | Special | |||||||||||
Ticker Symbol | CLDR | Meeting Date | 25-Aug-2021 | |||||||||||
ISIN | US18914U1007 | Agenda | 935477263 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1. | To approve the adoption of the Agreement and Plan of Merger (the “Merger Agreement”), dated as of June 1, 2021, by and among Sky Parent Inc., Project Sky Merger Sub Inc., and Cloudera, Inc. (“Cloudera”). | Management | For | For | ||||||||||
2. | To approve, on an advisory (non-binding) basis, the compensation that may be paid or become payable to Cloudera’s named executive officers that is based on or otherwise relates to the Merger Agreement and the transactions contemplated by the Merger Agreement. | Management | For | For | ||||||||||
3. | To adjourn the special meeting to a later date or dates if necessary or appropriate to solicit additional proxies if there are insufficient votes to approve Proposal 1 at the time of the special meeting. | Management | For | For | ||||||||||
KINDRED BIOSCIENCES, INC. | ||||||||||||||
Security | 494577109 | Meeting Type | Special | |||||||||||
Ticker Symbol | KIN | Meeting Date | 25-Aug-2021 | |||||||||||
ISIN | US4945771099 | Agenda | 935477275 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1. | To consider and vote on the proposal to adopt the Agreement and Plan of Merger (as it may be amended from time to time, the “merger agreement”), dated June 15, 2021, by and among Kindred Biosciences, Inc. (“KindredBio”), Elanco Animal Health Incorporated (“Elanco”) and Knight Merger Sub, Inc. (“Merger Sub”). | Management | For | For | ||||||||||
2. | To consider and vote on the proposal to approve, on a non- binding, advisory basis, the compensation that may be paid or become payable by KindredBio to its named executive officers that is based on or otherwise relates to the merger of Merger Sub, a wholly owned subsidiary of Elanco, with and into KindredBio pursuant to the merger agreement. | Management | For | For | ||||||||||
3. | To consider and vote on any proposal to adjourn the special meeting to a later date or time, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the merger agreement at the time of the special meeting. | Management | For | For | ||||||||||
QTS REALTY TRUST, INC. | ||||||||||||||
Security | 74736A103 | Meeting Type | Special | |||||||||||
Ticker Symbol | QTS | Meeting Date | 26-Aug-2021 | |||||||||||
ISIN | US74736A1034 | Agenda | 935477403 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1. | To approve the merger of QTS Realty Trust, Inc. with and into Volt Lower Holdings LLC (the “Merger”) pursuant to the terms of the Agreement and Plan of Merger, dated as of June 7, 2021, as it may be amended from time to time, among QTS Realty Trust, Inc., QualityTech, LP, Volt Upper Holdings LLC, Volt Lower Holdings LLC, and Volt Acquisition LP (the “Merger Agreement”), and the other transactions contemplated by the Merger Agreement as more particularly described in the Proxy Statement. | Management | For | For | ||||||||||
2. | To approve, on a non-binding, advisory basis, the compensation that may be paid or become payable to our named executive officers that is based on or otherwise relates to the Merger as more particularly described in the Proxy Statement. | Management | For | For | ||||||||||
3. | To approve any adjournment of the Special Meeting for the purpose of soliciting additional proxies if there are not sufficient votes at the Special Meeting to approve the Merger and the other transactions contemplated by the Merger Agreement as more particularly described in the Proxy Statement. | Management | For | For | ||||||||||
CAI INTERNATIONAL, INC. | ||||||||||||||
Security | 12477X106 | Meeting Type | Special | |||||||||||
Ticker Symbol | CAI | Meeting Date | 02-Sep-2021 | |||||||||||
ISIN | US12477X1063 | Agenda | 935482529 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1. | To adopt the Merger Agreement. | Management | For | For | ||||||||||
2. | To adjourn the Special Meeting to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. | Management | For | For | ||||||||||
3. | To approve, on a non-binding, advisory basis, of certain compensation that will be, or may become, payable to our named executive officers in connection with the Merger. | Management | For | For | ||||||||||
FERRO CORPORATION | ||||||||||||||
Security | 315405100 | Meeting Type | Special | |||||||||||
Ticker Symbol | FOE | Meeting Date | 09-Sep-2021 | |||||||||||
ISIN | US3154051003 | Agenda | 935478809 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1. | Adoption of the Agreement and Plan of Merger, dated as of May 11, 2021 (as it may be amended from time to time), by and among PMHC II Inc. (“Parent”), PMHC Merger Sub, Inc. (“Merger Sub”) and Ferro Corporation (“Ferro”) and approval of the transactions contemplated thereby, including the merger of Merger Sub with and into Ferro (the “merger”) with Ferro surviving and continuing as the surviving corporation in the merger and a wholly owned subsidiary of Parent (the “merger proposal”). | Management | For | For | ||||||||||
2. | Approval, on a non-binding advisory basis, of certain compensation that will or may be paid by Ferro to its named executive officers that is based on or otherwise relates to the merger (the “named executive officer merger-related compensation proposal”). | Management | For | For | ||||||||||
3. | Approval of the adjournment of the special meeting to solicit additional proxies if there are not sufficient votes at the time of the special meeting to approve the merger agreement proposal or to ensure that any supplement or amendment to the accompanying proxy statement is timely provided to Ferro shareholders (the “adjournment proposal”). | Management | For | For | ||||||||||
NORTONLIFELOCK INC | ||||||||||||||
Security | 668771108 | Meeting Type | Annual | |||||||||||
Ticker Symbol | NLOK | Meeting Date | 14-Sep-2021 | |||||||||||
ISIN | US6687711084 | Agenda | 935476932 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1A. | Election of Director: Sue Barsamian | Management | For | For | ||||||||||
1B. | Election of Director: Eric K. Brandt | Management | For | For | ||||||||||
1C. | Election of Director: Frank E. Dangeard | Management | For | For | ||||||||||
1D. | Election of Director: Nora M. Denzel | Management | For | For | ||||||||||
1E. | Election of Director: Peter A. Feld | Management | For | For | ||||||||||
1F. | Election of Director: Kenneth Y. Hao | Management | For | For | ||||||||||
1G. | Election of Director: Emily Heath | Management | For | For | ||||||||||
1H. | Election of Director: Vincent Pilette | Management | For | For | ||||||||||
1I. | Election of Director: Sherrese Smith | Management | For | For | ||||||||||
2. | Ratification of the appointment of KPMG LLP as our independent registered public accounting firm for the 2022 fiscal year. | Management | For | For | ||||||||||
3. | Advisory vote to approve executive compensation. | Management | For | For | ||||||||||
4. | Stockholder proposal regarding independent board chairman. | Shareholder | Against | For | ||||||||||
LYDALL, INC. | ||||||||||||||
Security | 550819106 | Meeting Type | Special | |||||||||||
Ticker Symbol | LDL | Meeting Date | 14-Sep-2021 | |||||||||||
ISIN | US5508191062 | Agenda | 935486313 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1. | A proposal to approve & adopt Agreement & Plan of Merger, dated June 21, 2021, by & among Lydall, Inc. (Lydall), Unifrax Holding Co. (Parent), Outback Merger Sub, Inc., a Delaware corporation & a direct, wholly owned subsidiary of Parent (Merger Sub), & solely with respect to certain payment obligations of Parent thereunder, Unifrax I LLC (Unifrax), as may be amended from time to time (merger agreement), pursuant to which Merger Sub will be merged with & into Lydall, with Lydall surviving merger as a wholly owned subsidiary of Parent (merger). | Management | For | For | ||||||||||
2. | A proposal to approve, on a non-binding, advisory basis, certain compensation that will or may be paid by Lydall to its named executive officers that is based on or otherwise relates to the merger. | Management | For | For | ||||||||||
3. | A proposal to approve an adjournment of the special meeting, including if necessary to solicit additional proxies in favor of the proposal to approve and adopt the merger agreement, if there are not sufficient votes at the time of such adjournment to approve and adopt the merger agreement. | Management | For | For | ||||||||||
RAVEN INDUSTRIES, INC. | ||||||||||||||
Security | 754212108 | Meeting Type | Special | |||||||||||
Ticker Symbol | RAVN | Meeting Date | 15-Sep-2021 | |||||||||||
ISIN | US7542121089 | Agenda | 935484395 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1. | A proposal to approve the Agreement and Plan of Merger dated June 20, 2021, by and among Raven, CNH Industrial N.V. (“CNH Industrial”), and CNH Industrial South Dakota, Inc., a wholly owned subsidiary of CNH Industrial (“Merger Subsidiary”), pursuant to which, among other things and subject to the satisfaction or waiver of specified conditions, Merger Subsidiary will merge with and into Raven (the “Merger”), with Raven surviving the Merger as a wholly owned subsidiary of CNH Industrial. | Management | For | For | ||||||||||
2. | A proposal to approve, on a non-binding, advisory basis, certain compensation that will or may be paid by Raven to its named executive officers that is based on or otherwise relates to the Merger. | Management | For | For | ||||||||||
3. | A proposal to approve an adjournment of the special meeting, including if necessary to solicit additional proxies in favor of the proposal to approve the Merger Agreement, if there are not sufficient votes at the time of such adjournment to approve the Merger Agreement. | Management | For | For | ||||||||||
CHARLES STANLEY GROUP PLC | ||||||||||||||
Security | G66892103 | Meeting Type | Court Meeting | |||||||||||
Ticker Symbol | Meeting Date | 16-Sep-2021 | ||||||||||||
ISIN | GB0006556046 | Agenda | 714592498 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
CMMT | PLEASE NOTE THAT ABSTAIN IS NOT A VALID VOTE OPTION FOR THIS MEETING TYPE.-PLEASE CHOOSE BETWEEN “FOR” AND “AGAINST” ONLY. SHOULD YOU CHOOSE TO VOTE-ABSTAIN FOR THIS MEETING THEN YOUR VOTE WILL BE DISREGARDED BY THE ISSUER OR-ISSUERS AGENT. | Non-Voting | ||||||||||||
1 | APPROVE SCHEME OF ARRANGEMENT | Management | For | For | ||||||||||
CHARLES STANLEY GROUP PLC | ||||||||||||||
Security | G66892103 | Meeting Type | Ordinary General Meeting | |||||||||||
Ticker Symbol | Meeting Date | 16-Sep-2021 | ||||||||||||
ISIN | GB0006556046 | Agenda | 714593577 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
||||||||||
1.A | APPROVE RECOMMENDED CASH ACQUISITION OF CHARLES STANLEY GROUP PLC BY RAYMOND JAMES UK WEALTH MANAGEMENT HOLDINGS LIMITED | Management | For | For | ||||||||||
1.B | AMEND ARTICLES OF ASSOCIATION | Management | For | For | ||||||||||
2 | APPROVE CAPITAL REDUCTION | Management | For | For | ||||||||||
3 | APPROVE CANCELLATION OF SHARE WARRANTS TO BEARER | Management | For | For | ||||||||||
W.R. GRACE & CO. | ||||||||||||||
Security | 38388F108 | Meeting Type | Special | |||||||||||
Ticker Symbol | GRA | Meeting Date | 17-Sep-2021 | |||||||||||
ISIN | US38388F1084 | Agenda | 935485929 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
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1. | To adopt the Agreement and Plan of Merger, dated as of April 26, 2021 (as it may be amended from time to time, the “Merger Agreement”), by and among W. R. Grace Holdings LLC, a Delaware limited liability company (formerly known as Gibraltar Acquisition Holdings LLC) (“Parent”), Gibraltar Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and W. R. Grace & Co., a Delaware corporation (“Grace”). | Management | For | For | ||||||||||
2. | To approve, on an advisory (non-binding) basis, the compensation that may be paid or become payable to Grace’s named executive officers that is based on or otherwise related to the Merger Agreement and the transactions contemplated by the Merger Agreement (the “Compensation Proposal”). | Management | For | For | ||||||||||
3. | To adjourn the special meeting of stockholders of Grace (the “Special Meeting”), if necessary or appropriate, to solicit additional proxies if there are insufficient votes to approve the proposal to adopt the Merger Agreement at the time of the Special Meeting (the “Adjournment Proposal”). | Management | For | For | ||||||||||
STOCK SPIRITS GROUP PLC | ||||||||||||||
Security | G8505K101 | Meeting Type | Ordinary General Meeting | |||||||||||
Ticker Symbol | Meeting Date | 20-Sep-2021 | ||||||||||||
ISIN | GB00BF5SDZ96 | Agenda | 714606160 - Management | |||||||||||
Item | Proposal | Proposed by |
Vote | For/Against Management |
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1 | APPROVE MATTERS RELATING TO THE RECOMMENDED CASH ACQUISITION OF STOCK SPIRITS BY BIDCO | Management | For | For | ||||||||||
CMMT | 31 AUG 2021: PLEASE NOTE THAT THE MEETING TYPE CHANGED FROM EGM TO OGM. IF-YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU-DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU | Non-Voting | ||||||||||||
STOCK SPIRITS GROUP PLC | ||||||||||||||
Security | G8505K101 | Meeting Type | Court Meeting | |||||||||||
Ticker Symbol |