N-PX 1 psgnpx201908.htm SEC Filing

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 811-22657


PSG Capital Management Trust

(Exact name of registrant as specified in charter)


8161 Maple Lawn Boulevard, Suite 400

Maple Lawn, MD 20759

(Address of principal executive offices)

 (Zip code)


Paracorp Incorporated

2140 S. Dupont Highway

Camden, DE 19934

(Name and address of agent for service)



Registrant's telephone number, including area code: (301) 543-6000


Date of fiscal year end: March 31


Date of reporting period: June 30, 2019


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.




PSG Tactical Growth Fund

AGNICO EAGLE MINES LIMITED

Ticker Symbol:AEM Cusip Number:008474
Record Date: 3/12/2019 Meeting Date: 4/26/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 DIRECTOR Dr. Leanne M. Baker Sean Boyd Martine A. Celej Robert J. Gemmell Mel Leiderman Deborah McCombe James D. Nasso Dr. Sean Riley J. Merfyn Roberts Jamie C. Sokalsky For Issuer For With
2 Appointment of Ernst & Young LLP as Auditors of the Company for the ensuing year and authorizing the Directors to fix their remuneration. For Issuer For With
3 Consideration of and, if deemed advisable, the passing of an ordinary resolution approving an amendment to the Company's Incentive Share Purchase Plan. For Issuer For With
4 Consideration of and, if deemed advisable, the passing of a non-bindary, advisory resolution accepting the Company's approach to executive compensation. For Issuer For With

ALLEGHANY CORPORATION

Ticker Symbol:Y Cusip Number:017175100
Record Date: 3/1/2019 Meeting Date: 4/26/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1.1 Election of Director: Karen Brenner For Issuer For With
1.2 Election of Director: John G. Foos For Issuer For With
1.3 Election of Director: Lauren M. Tyler For Issuer For With
2 Ratification of Independent Registered Public Accounting Firm: Ratification of selection of Ernst & Young LLP as Alleghany Corporation's independent registered public accounting firm for fiscal 2019. For Issuer For With
3 executive officers of Alleghany Corporation. For Issuer For With

ALLEGHANY CORPORATION

Ticker Symbol:Y Cusip Number:017175100
Record Date: 3/1/2019 Meeting Date: 4/26/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1.1 Election of Director: Karen Brenner For Issuer For With
1.2 Election of Director: John G. Foos For Issuer For With
1.3 Election of Director: Lauren M. Tyler For Issuer For With
2 Ratification of Independent Registered Public Accounting Firm: Ratification of selection of Ernst & Young LLP as Alleghany Corporation's independent registered public accounting firm for fiscal 2019. For Issuer For With
3 Say-on-Pay: Advisory vote to approve the compensation of the named executive officers of Alleghany Corporation. For Issuer For With

ALLERGEN PLC

Ticker Symbol:AGN Cusip Number:G0177J
Record Date: 3/5/2019 Meeting Date: 4/30/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1a Election of Director: Nesli Basgoz, M.D. For Issuer For With
1b Election of Director: Joseph H. Boccuzi For Issuer For With
1c Election of Director: Christopher W. Bodine For Issuer For With
1d Election of Director: Adriane M. Brown For Issuer For With
1e Election of Director: Christopher J. Coughlin For Issuer For With
1f Election of Director: Christopher J. Coughlin For Issuer For With
1g Election of Director: Thomas C. Freyman For Issuer For With
1h Election of Director: Michael E. Greenberg, PhD For Issuer For With
1i Election of Director: Robert J. Hugin For Issuer For With
1j Election of Director: Peter J. McDonnell, M.D. For Issuer For With
1k Election of Director: Brenton L. Saunders For Issuer For With
2 To approve, in a non-binding vote, Named Executive Officer compensation. For Issuer For With
3 To ratify, in a non-binding vote, the appointment of PricewaterhouseCoopers LLP as the Company's independent auditor for the fiscal year ending December 31, 2019 and to authorize, in a binding vote, the Board of Directors, acting through its Audit and Compliance Committee, to determine PricewaterhouseCoopers LLP's remuneration. For Issuer For With
4 To renew the authority of the directors of the Company (the "Directors") to issue shares. For Issuer For With
5a To renew the authority of the Directors to issue shares for cash without first offering shares to existing shareholders. For Issuer For With
5b To authorize the Directors to allot new shares up to an additional 5% for cash in connection with an acquisition or other capital investment. For Issuer For With
6 To consider a shareholder proposal requiring an independent Board Chairman (immediate change), if properly presented at the meeting. For Issuer Against Against

ALLERGEN PLC

Ticker Symbol:AGN Cusip Number:G0177J
Record Date: 3/5/2019 Meeting Date: 4/30/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1a Election of Director: Nesli Basgoz, M.D. For Issuer For With
1b Election of Director: Joseph H. Boccuzi For Issuer For With
1c Election of Director: Christopher W. Bodine For Issuer For With
1d Election of Director: Adriane M. Brown For Issuer For With
1e Election of Director: Christopher J. Coughlin For Issuer For With
1f Election of Director: Christopher J. Coughlin For Issuer For With
1g Election of Director: Thomas C. Freyman For Issuer For With
1h Election of Director: Michael E. Greenberg, PhD For Issuer For With
1i Election of Director: Robert J. Hugin For Issuer For With
1j Election of Director: Peter J. McDonnell, M.D. For Issuer For With
1k Election of Director: Brenton L. Saunders For Issuer For With
2 To approve, in a non-binding vote, Named Executive Officer compensation. For Issuer For With
3 To ratify, in a non-binding vote, the appointment of PricewaterhouseCoopers LLP as the Company's independent auditor for the fiscal year ending December 31, 2019 and to authorize, in a binding vote, the Board of Directors, acting through its Audit and Compliance Committee, to determine PricewaterhouseCoopers LLP's remuneration. For Issuer For With
4 To renew the authority of the directors of the Company (the "Directors") to issue shares. For Issuer For With
5a To renew the authority of the Directors to issue shares for cash without first offering shares to existing shareholders. For Issuer For With
5b To authorize the Directors to allot new shares up to an additional 5% for cash in connection with an acquisition or other capital investment. For Issuer For With
6 To consider a shareholder proposal requiring an independent Board Chairman (immediate change), if properly presented at the meeting. For Issuer Against Against

ALLIANCE DATA SYSTEMS CORPORATION

Ticker Symbol:ADS Cusip Number:018581108
Record Date: 4/8/2019 Meeting Date: 6/3/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1.1 Election of Director: Bruce K. Anderson For Issuer For With
1.2 Election of Director: Roger H. Ballou For Issuer For With
1.3 Election of Director: Kelly J. Barlow For Issuer For With
1.4 Election of Director: Edward J. Heffernan For Issuer For With
1.5 Election of Director: Kenneth R. Jensen For Issuer For With
1.6 Election of Director: Robert A. Minicucci For Issuer For With
1.7 Election of Director: Timothy J. Theriault For Issuer For With
1.8 Election of Director: Laurie A. Tucker For Issuer For With
1.9 Election of Director: Sharen J. Turney For Issuer For With
2 Advisory vote to approve executive compensation. For Issuer For With
3 Ratification of the selection of Deloitte & Touche LLP as the independent registered public accounting firm of Alliance Data Systems Corporation for 2019. For Issuer For With

ALLIANCEBERNSTEIN

Ticker Symbol:AWF Cusip Number:01879R106
Record Date: 8/13/2018 Meeting Date: 10/10/2018
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 To approve the new investment advisory agreements for the Funds with AllianceBernstein L.P. For Issuer For With

ALLIANCEBERNSTEIN GBL HIGH INC FD, INC.

Ticker Symbol:AWF Cusip Number:01879R
Record Date: 2/21/2019 Meeting Date: 3/27/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 DIRECTOR Nancy P. Jacklin Michael J. Downey For Issuer For With

AMERICAN INTERNATIONAL GROUP, INC.

Ticker Symbol:AIG Cusip Number:026874
Record Date: 3/25/2019 Meeting Date: 5/21/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1a Election of Director: W. DON CORNWELL For Issuer For With
1b Election of Director: BRIAN DUPERREAULT For Issuer For With
1c Election of Director: JOHN H. FITZPATRICK For Issuer For With
1d Election of Director: WILLIAM G. JURGENSEN For Issuer For With
1e Election of Director: CHRISTOPHER S. LYNCH For Issuer For With
1f Election of Director: HENRY S. MILLER For Issuer For With
1g Election of Director: LINDA A. MILLS For Issuer For With
1h Election of Director: THOMAS F. MOTAMED For Issuer For With
1i Election of Director: SUZANNE NORA JOHNSON For Issuer For With
1j Election of Director: PETER R. PORRINO For Issuer For With
1k Election of Director: AMY L. SCHIOLDAGER For Issuer For With
1l Election of Director: DOUGLAS M. STEENLAND For Issuer For With
1m Election of Director: THERESE M. VAUGHAN For Issuer For With
2 To vote, on a non-binding advisory basis, to approve executive compensation. For Issuer For With
3 To vote, on a non-binding advisory basis, on the frequency of future executive compensation votes. For Issuer For With
4 To act upon a proposal to ratify the selection of PricewaterhouseCoopers LLP as AIG's independent registered public accounting firm for 2019. For Issuer For With
5 To vote on a shareholder proposal to give shareholders who hold at least 10 percent of AIG's outstanding common stock the right to call special meetings. Against Issuer Against With

AMERICAN TOWER CORPORATION

Ticker Symbol:AMT Cusip Number:03027X
Record Date: 3/27/2019 Meeting Date: 5/20/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1a Election of Director: Raymond P. Dolan For Issuer For With
1b Election of Director: Robert D. Hormats For Issuer For With
1c Election of Director: Gustavo Lara Cantu For Issuer For With
1d Election of Director: Grace D. Lieblein For Issuer For With
1e Election of Director: Craig Macnab For Issuer For With
1f Election of Director: JoAnn A. Reed For Issuer For With
1g Election of Director: Pamela D.A. Reeve For Issuer For With
1h Election of Director: David E. Sharbutt For Issuer For With
1i Election of Director: James D. Taiclet For Issuer For With
1j Election of Director: Samme L. Thompson For Issuer For With
2 To ratify the selection of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2019. For Issuer For With
3 To approve, on an advisory basis, the Company's executive compensation. For Issuer For With
4 To adopt a policy requiring an independent Board Chairman. For Issuer Against Against
5 To require periodic reports on political contributions and expenditures. For Issuer For With

AMERICAN TOWER CORPORATION

Ticker Symbol:AMT Cusip Number:03027X
Record Date: 3/27/2019 Meeting Date: 5/20/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1a Election of Director: Raymond P. Dolan For Issuer For With
1b Election of Director: Robert D. Hormats For Issuer For With
1c Election of Director: Gustavo Lara Cantu For Issuer For With
1d Election of Director: Grace D. Lieblein For Issuer For With
1e Election of Director: Craig Macnab For Issuer For With
1f Election of Director: JoAnn A. Reed For Issuer For With
1g Election of Director: Pamela D.A. Reeve For Issuer For With
1h Election of Director: David E. Sharbutt For Issuer For With
1i Election of Director: James D. Taiclet For Issuer For With
1j Election of Director: Samme L. Thompson For Issuer For With
2 To ratify the selection of Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2019. For Issuer For With
3 To approve, on an advisory basis, the Company's executive compensation. For Issuer For With
4 To adopt a policy requiring an independent Board Chairman. For Issuer Against Against
5 To require periodic reports on political contributions and expenditures. For Issuer For With

ANTERO MIDSTREAM PARTNERS LP

Ticker Symbol:AM Cusip Number:03673L
Record Date: 2/6/2019 Meeting Date: 3/8/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 To approve (i) the Simplification Agreement, dated as of October 9, 2018, by and among Antero Midstream GP LP ("AMGP"), Antero Midstream Partners LP ("Antero Midstream") and certain of their affiliates, as may be amended from time to time (the "Simplification Agreement"), (ii) the merger of an indirect, wholly owned subsidiary of Antero Midstream Corporation (an entity resulting from the conversion of AMGP to a Delaware corporation) ("New AM") with and into Antero Midstream (the "Merger"), as contemplated by the Simplification Agreement, with Antero Midstream surviving such Merger as an indirect, wholly owned subsidiary of New AM, and (iii) the other transactions contemplated by the Simplification Agreement. For Issuer For With

APPLE

Ticker Symbol:AAPL Cusip Number:037833
Record Date: 1/15/2019 Meeting Date: 3/1/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1a Election of director: James Bell For Issuer For With
1b Election of director: Tim Cook For Issuer For With
1c Election of director: Al Gore For Issuer For With
1d Election of director: Bob Iger For Issuer For With
1e Election of director: Andrea Jung For Issuer For With
1f Election of director: Art Levinson For Issuer For With
1g Election of director: Ron Sugar For Issuer For With
1h Election of director: Sue Wagner For Issuer For With
2 Ratification of the appointment of Ernst & Young LLP as Apple's independent registered public accounting firm for 2019 For Issuer For With
3 Advisory vote to approve executive compensation For Issuer For With
4 A shareholder proposal entitled "Shareholder Proxy Access Amendments" Against Issuer Against With
5 A shareholder proposal entitled "True Diversity Board Policy" Against Issuer Against With

BANK OF AMERICA CORP.

Ticker Symbol:BAC Cusip Number:060505
Record Date: 3/4/2019 Meeting Date: 4/24/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1a Election of Director: Sharon L. Allen For Issuer For With
1b Election of Director: Susan S. Bies For Issuer For With
1c Election of Director: Jack O. Bovender, Jr. For Issuer For With
1d Election of Director: Frank P. Bramble, Sr. For Issuer For With
1e Election of Director: Pierre J.P. de Weck For Issuer For With
1f Election of Director: Arnold W. Donald For Issuer For With
1g Election of Director: Linda P. Hudson For Issuer For With
1h Election of Director: Monica C. Lozano For Issuer For With
1i Election of Director: Thomas J. May For Issuer For With
1j Election of Director: Brian T. Moynihan For Issuer For With
1k Election of Director: Lionel L. Nowell III For Issuer For With
1l Election of Director: Clayton S. Rose For Issuer For With
1m Election of Director: Michael D. White For Issuer For With
1n Election of Director: Thomas D. Woods For Issuer For With
1o Election of Director: R. David Yost For Issuer For With
1p Election of Director: Maria T. Zuber For Issuer For With
2 Approving Our Executive Compensation (an Advisory, Non- binding "Say on Pay" Resolution) For Issuer For With
3 Ratifying the Appointment of Our Independent Registered Public Accounting Firm for 2019. For Issuer For With
4 Amending the Bank of America Corporation Key Employee Equity Plan For Issuer For With
5 Report Concerning Gender Pay Equity. Against Issuer Against With
6 Right to Act by Written Consent. Against Issuer Against With
7 Enhance Shareholder Proxy Access. Against Issuer Against With

BANK OF AMERICA CORPORATION

Ticker Symbol:BAC Cusip Number:060505104
Record Date: 3/4/2019 Meeting Date: 4/24/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1a Election of Director: Sharon L. Allen For Issuer For With
1b Election of Director: Susan S. Bies For Issuer For With
1c Election of Director: Jack O. Bovender, Jr. For Issuer For With
1d Election of Director: Frank P. Bramble, Sr. For Issuer For With
1e Election of Director: Pierre J.P. de Weck For Issuer For With
1f Election of Director: Arnold W. Donald For Issuer For With
1g Election of Director: Linda P. Hudson For Issuer For With
1h Election of Director: Monica C. Lozano For Issuer For With
1i Election of Director: Thomas J. May For Issuer For With
1j Election of Director: Brian T. Moynihan For Issuer For With
1k Election of Director: Lionel L. Nowell III For Issuer For With
1l Election of Director: Clayton S. Rose For Issuer For With
1m Election of Director: Michael D. White For Issuer For With
1n Election of Director: Thomas D. Woods For Issuer For With
1o Election of Director: R. David Yost For Issuer For With
1p Election of Director: Maria T. Zuber For Issuer For With
2 Approving Our Executive Compensation (an Advisory, Non- binding "Say on Pay" Resolution) For Issuer For With
3 Ratifying the Appointment of Our Independent Registered Public Accounting Firm for 2019. For Issuer For With
4 Amending the Bank of America Corporation Key Employee Equity Plan. For Issuer For With
5 Report Concerning Gender Pay Equity. Against Issuer Against With
6 Right to Act by Written Consent. Against Issuer Against With
7 Enhance Shareholder Proxy Access. Against Issuer Against With

BANK OF AMERICA CORPORATION

Ticker Symbol:BAC Cusip Number:060505104
Record Date: 3/4/2019 Meeting Date: 4/24/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1a Election of Director: Sharon L. Allen For Issuer For With
1b Election of Director: Susan S. Bies For Issuer For With
1c Election of Director: Jack O. Bovender, Jr. For Issuer For With
1d Election of Director: Frank P. Bramble, Sr. For Issuer For With
1e Election of Director: Pierre J.P. de Weck For Issuer For With
1f Election of Director: Arnold W. Donald For Issuer For With
1g Election of Director: Linda P. Hudson For Issuer For With
1h Election of Director: Monica C. Lozano For Issuer For With
1i Election of Director: Thomas J. May For Issuer For With
1j Election of Director: Brian T. Moynihan For Issuer For With
1k Election of Director: Lionel L. Nowell III For Issuer For With
1l Election of Director: Clayton S. Rose For Issuer For With
1m Election of Director: Michael D. White For Issuer For With
1n Election of Director: Thomas D. Woods For Issuer For With
1o Election of Director: R. David Yost For Issuer For With
1p Election of Director: Maria T. Zuber For Issuer For With
2 Approving Our Executive Compensation (an Advisory, Non- binding "Say on Pay" Resolution) For Issuer For With
3 Ratifying the Appointment of Our Independent Registered Public Accounting Firm for 2019. For Issuer For With
4 Amending the Bank of America Corporation Key Employee Equity Plan. For Issuer For With
5 Report Concerning Gender Pay Equity. Against Issuer Against With
6 Right to Act by Written Consent. Against Issuer Against With
7 Enhance Shareholder Proxy Access. Against Issuer Against With

BAXTER INTERNATIONAL INC.

Ticker Symbol:BAX Cusip Number:071813109
Record Date: 3/14/2019 Meeting Date: 5/7/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1a Election of Director: Jose (Joe) E. Almeida For Issuer For With
1b Election of Director: Thomas F. Chen For Issuer For With
1c Election of Director: John D. Forsyth For Issuer For With
1d Election of Director: James R. Gavin III For Issuer For With
1e Election of Director: Peter S. Hellman For Issuer For With
1f Election of Director: Michael F. Mahoney For Issuer For With
1g Election of Director: Patricia B. Morrison For Issuer For With
1h Election of Director: Stephen N. Oesterle For Issuer For With
1i Election of Director: Cathy R. Smith For Issuer For With
1j Election of Director: Thomas T. Stallkamp For Issuer For With
1k Election of Director: Albert P.L. Stroucken For Issuer For With
1l Election of Director: Amy A. Wendell For Issuer For With
2 Advisory Vote to Approve Named Executive Officer Compensation For Issuer For With
3 Ratification of Appointment of Independent Registered Public Accounting Firm For Issuer For With
4 Stockholder Proposal - Independent Board Chairman For Issuer Against Against
5 Stockholder Proposal- Right to Act by Written Consent Against Issuer Against With

BLACKROCK INVESTMENT QUALITY MUNI TRUST

Ticker Symbol:BKN Cusip Number:09247D
Record Date: 7/28/2019 Meeting Date: 5/30/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 DIRECTOR Richard E. Cavanagh Cynthia L. Egan Robert Fairbairn Henry Gabbay For Issuer For With

BLACKROCK INVESTMENT QUALITY MUNI TRUST

Ticker Symbol:BKN Cusip Number:09247D
Record Date: 6/18/2018 Meeting Date: 7/30/2018
Proposal # Proposal Vote Author MRV* vs. Mgmt

BLACKROCK MULTI-SECTOR INCOME TRUST

Ticker Symbol:BIT Cusip Number:09258A
Record Date: 5/30/2019 Meeting Date: 6/28/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 DIRECTOR Richard E. Cavanagh Cynthia L. Egan Robert Fairbairn Henry Gabbay For Issuer For With

BLACKROCK MUNICIPAL INCOME TRUST

Ticker Symbol:BFK Cusip Number:09248F
Record Date: 5/30/2019 Meeting Date: 6/28/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 DIRECTOR Richard E. Cavanagh Cynthia L. Egan Robert Fairbairn Henry Gabbay For Issuer For With

BLACKROCK MUNICIPAL INCOME TRUST

Ticker Symbol:BFK Cusip Number:09248F
Record Date: 6/18/2018 Meeting Date: 7/30/2018
Proposal # Proposal Vote Author MRV* vs. Mgmt

BLACKROCK MUNIVEST FUND, INC

Ticker Symbol:MVF Cusip Number:09253R105
Record Date: 6/18/2018 Meeting Date: 7/30/2018
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 DIRECTOR Michael J. Castellano Richard E. Cavanagh Cynthia L. Egan Robert Fairbairn R. Glenn Hubbard Catherine A. Lynch John M. Perlowski Karen P. Robards For Issuer For With

BRAEMAR HOTELS & RESORTS INC.

Ticker Symbol:BHR Cusip Number:10482B
Record Date: 6/21/2018 Meeting Date: 7/3/2018
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 DIRECTOR Monty J. Bennett Stefani D. Carter Kenneth H. Fearn Curtis B. McWilliams Matthew D. Rinaldi Abteen Vaziri For Issuer For With
2 To ratify the appointment of BDO USA, LLP, a national public accounting firm, as our independent auditors for the fiscal year ending December 31, 2018. For Issuer For With

CALIFORNIA RESOURCES CORPORATION

Ticker Symbol:CRC Cusip Number:13057Q
Record Date: 3/11/2019 Meeting Date: 5/7/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1.A Election of Director: William E. Albrecht For Issuer For With
1.B Election of Director: Justin A. Gannon For Issuer For With
1.C Election of Director: Harold M. Korell For Issuer For With
1.D Election of Director: Harry T. McMahon For Issuer For With
1.E Election of Director: Richard W. Moncrief For Issuer For With
1.F Election of Director: Avedick B. Poladian For Issuer For With
1.G Election of Director: Anita M. Powers For Issuer For With
1.H Election of Director: Laurie A. Siegel For Issuer For With
1.I Election of Director: Robert V. Sinnott For Issuer For With
1.J Election of Director: Todd A. Stevens For Issuer For With
2 Ratification of the appointment of KPMG LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2019. For Issuer For With
3 Advisory vote to approve named executive officer compensation. For Issuer For With
4 Approval of the Amended and Restated California Resources Corporation Long-Term Incentive Plan. For Issuer For With
5a Approval of amendments to the Certificate of Incorporation to change the supermajority vote requirement for stockholders to remove directors without cause to a majority vote requirement. For Issuer For With
5b Approval of amendments to the Certificate of Incorporation to change the supermajority vote requirement for stockholders to amend the Bylaws to a majority vote requirement. For Issuer For With
5c Approval of amendments to the Certificate of Incorporation to change the supermajority vote requirement for stockholders to amend certain provisions of the Certificate of Incorporation to a majority vote requirement. For Issuer For With

CALIFORNIA RESOURCES CORPORATION

Ticker Symbol:CRC Cusip Number:13057Q
Record Date: 3/11/2019 Meeting Date: 5/7/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1.A Election of Director: William E. Albrecht For Issuer For With
1.B Election of Director: Justin A. Gannon For Issuer For With
1.C Election of Director: Harold M. Korell For Issuer For With
1.D Election of Director: Harry T. McMahon For Issuer For With
1.E Election of Director: Richard W. Moncrief For Issuer For With
1.F Election of Director: Avedick B. Poladian For Issuer For With
1.G Election of Director: Anita M. Powers For Issuer For With
1.H Election of Director: Laurie A. Siegel For Issuer For With
1.I Election of Director: Robert V. Sinnott For Issuer For With
1.J Election of Director: Todd A. Stevens For Issuer For With
2 Ratification of the appointment of KPMG LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2019. For Issuer For With
3 Advisory vote to approve named executive officer compensation. For Issuer For With
4 Approval of the Amended and Restated California Resources Corporation Long-Term Incentive Plan. For Issuer For With
5a Approval of amendments to the Certificate of Incorporation to change the supermajority vote requirement for stockholders to remove directors without cause to a majority vote requirement. For Issuer For With
5b Approval of amendments to the Certificate of Incorporation to change the supermajority vote requirement for stockholders to amend the Bylaws to a majority vote requirement. For Issuer For With
5c Approval of amendments to the Certificate of Incorporation to change the supermajority vote requirement for stockholders to amend certain provisions of the Certificate of Incorporation to a majority vote requirement. For Issuer For With

CISCO

Ticker Symbol:CSCO Cusip Number:17275R
Record Date: 10/30/2018 Meeting Date: 12/12/2018
Proposal # Proposal Vote Author MRV* vs. Mgmt
1a Election of Director: M. Michele Burns For Issuer For With
1b Election of Director: Michael D. Capellas For Issuer For With
1c Election of Director: Mark Garrett For Issuer For With
1d Election of Director: Dr. Kristina M. Johnson For Issuer For With
1e Election of Director: Roderick C. McGeary For Issuer For With
1f Election of Director: Charles H. Robbins For Issuer For With
1g Election of Director: Arun Sarin For Issuer For With
1h Election of Director: Brenton L. Saunders For Issuer For With
1i Election of Director: Steven M. West For Issuer For With
2 Approval of amendment and restatement of the Employee Stock Purchase Plan. For Issuer For With
3 Approval, on an advisory basis, of executive compensation. For Issuer For With
4 Ratification of PricewaterhouseCoopers LLP as Cisco's independent registered public accounting firm for fiscal 2019. For Issuer For With
5 Approval to have Cisco's Board adopt a policy to have an independent Board chairman. For Issuer Against Against
6 Approval to have Cisco's Board adopt a proposal relating to executive compensation metrics. Against Issuer Against With

CITIGROUP INC.

Ticker Symbol:C Cusip Number:172967
Record Date: 2/19/2019 Meeting Date: 4/16/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1a Election of Director: Michael L. Corbat For Issuer For With
1b Election of Director: Ellen M. Costello For Issuer For With
1c Election of Director: Barbara J. Desoer For Issuer For With
1d Election of Director: John C. Dugan For Issuer For With
1e Election of Director: Duncan P. Hennes For Issuer For With
1f Election of Director: Peter B. Henry For Issuer For With
1g Election of Director: S. Leslie Ireland For Issuer For With
1h Election of Director: Lew W. (Jay) Jacobs, IV For Issuer For With
1i Election of Director: Renee J. James For Issuer For With
1j Election of Director: Eugene M. McQuade For Issuer For With
1k Election of Director: Gary M. Reiner For Issuer For With
1l Election of Director: Diana L. Taylor For Issuer For With
1m Election of Director: James S. Turley For Issuer For With
1n Election of Director: Deborah C. Wright For Issuer For With
1o Election of Director: Ernesto Zedillo Ponce de Leon For Issuer For With
2 Proposal to ratify the selection of KPMG LLP as Citi's independent registered public accounting firm for 2019. For Issuer For With
3 Advisory vote to approve Citi's 2018 executive compensation. For Issuer For With
4 Approval of the Citigroup 2019 Stock Incentive Plan. For Issuer For With
5 Shareholder proposal requesting Shareholder Proxy Access Enhancement to Citi's proxy access bylaw provisions. Against Issuer Against With
6 Shareholder proposal requesting that the Board adopt a policy prohibiting the vesting of equity-based awards for senior executives due to a voluntary resignation to enter government service. Against Issuer Against With
7 Shareholder proposal requesting that the Board amend Citi's bylaws to give holders in the aggregate of 15% of Citi's outstanding common stock the power to call a special meeting. Against Issuer Against With

CITIGROUP INC.

Ticker Symbol:C Cusip Number:172967
Record Date: 2/19/2019 Meeting Date: 4/16/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1a Election of Director: Michael L. Corbat For Issuer For With
1b Election of Director: Ellen M. Costello For Issuer For With
1c Election of Director: Barbara J. Desoer For Issuer For With
1d Election of Director: John C. Dugan For Issuer For With
1e Election of Director: Duncan P. Hennes For Issuer For With
1f Election of Director: Peter B. Henry For Issuer For With
1g Election of Director: S. Leslie Ireland For Issuer For With
1h Election of Director: Lew W. (Jay) Jacobs, IV For Issuer For With
1i Election of Director: Renee J. James For Issuer For With
1j Election of Director: Eugene M. McQuade For Issuer For With
1k Election of Director: Gary M. Reiner For Issuer For With
1l Election of Director: Diana L. Taylor For Issuer For With
1m Election of Director: James S. Turley For Issuer For With
1n Election of Director: Deborah C. Wright For Issuer For With
1o Election of Director: Ernesto Zedillo Ponce de Leon For Issuer For With
2 Proposal to ratify the selection of KPMG LLP as Citi's independent registered public accounting firm for 2019. For Issuer For With
3 Advisory vote to approve Citi's 2018 executive compensation. For Issuer For With
4 Approval of the Citigroup 2019 Stock Incentive Plan. For Issuer For With
5 Shareholder proposal requesting Shareholder Proxy Access Enhancement to Citi's proxy access bylaw provisions. Against Issuer Against With
6 Shareholder proposal requesting that the Board adopt a policy prohibiting the vesting of equity-based awards for senior executives due to a voluntary resignation to enter government service. Against Issuer Against With
7 Shareholder proposal requesting that the Board amend Citi's bylaws to give holders in the aggregate of 15% of Citi's outstanding common stock the power to call a special meeting. Against Issuer Against With

DOWDUPONT INC.

Ticker Symbol:DWDP Cusip Number:26078J
Record Date: 5/1/2019 Meeting Date: 5/22/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 A proposal, which we refer to as the reverse stock split proposal, to adopt and approve an amendment to our Amended and Restated Certificate of Incorporation to effect (a) a reverse stock split of our outstanding shares of common stock, at a reverse stock split ratio of not less than 2-for-5 and not greater than 1-for-3, with an exact ratio as may be determined by our Board of Directors at a later date, and (b) a reduction in the number of our authorized shares of common stock by a corresponding ratio. For Issuer For With
2 A proposal, which we refer to as the adjournment proposal, to approve, if necessary, the adjournment of the Special Meeting to solicit additional proxies in favor of the reverse stock split proposal. For Issuer For With

DUPONT

Ticker Symbol:DWDP Cusip Number:26078J
Record Date: 4/26/2019 Meeting Date: 6/24/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1a Election of Director: Edward D. Breen For Issuer For With
1b Election of Director: Ruby R. Chandy For Issuer For With
1c Election of Director: Franklin K. Clyburn, Jr. For Issuer For With
1d Election of Director: Terrence R. Curtin For Issuer For With
1e Election of Director: Alexander M. Cutler For Issuer For With
1f Election of Director: C. Marc Doyle 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 Ratification of the Appointment of the Independent Registered Public Accounting Firm For Issuer For With
4 Right to Act by Written Consent Against Issuer For Against
5 Preparation of an Executive Compensation Report Against Issuer For Against
6 Preparation of a Report on Climate Change Induced Flooding and Public Health Against Issuer For Against
7 Preparation of a Report on Plastic Pollution Against Issuer For Against

EATON VANCE LTD DURATION INCOME FD

Ticker Symbol:EVV Cusip Number:27828H
Record Date: 12/5/2018 Meeting Date: 12/16/2018
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 DIRECTOR Cynthia E. Frost Valerie A. Mosley Scott E. Wennerholm For Issuer For With

F&C PREFERRED SECURITIES INCOME FUND

Ticker Symbol:FFC Cusip Number:338478
Record Date: 1/23/2029 Meeting Date: 4/23/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 DIRECTOR R. Eric Chadwick Karen H. Hogan For Issuer For With

F&C PREFERRED SECURITIES INCOME FUND

Ticker Symbol:FFC Cusip Number:338478
Record Date: 1/23/2029 Meeting Date: 4/23/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 DIRECTOR R. Eric Chadwick Karen H. Hogan For Issuer For With

FAIRFAX FINANCIAL HOLDINGS LIMITED

Ticker Symbol:FRFHF Cusip Number:303901
Record Date: 3/8/2019 Meeting Date: 4/11/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 DIRECTOR Anthony F. Griffiths Robert J. Gunn Alan D. Horn Karen L. Jurjevich R. William McFarland Christine N. McLean John R.V. Palmer Timothy R. Price Brandon W. Sweitzer Lauren C. Templeton Benjamin P. Watsa V. Prem Watsa For Issuer For With
2 Appointment of PricewaterhouseCoopers LLP as Auditor of the Corporation. For Issuer For With

FAIRFAX FINANCIAL HOLDINGS LIMITED

Ticker Symbol:FRFHF Cusip Number:303901
Record Date: 3/8/2019 Meeting Date: 4/11/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 DIRECTOR Anthony F. Griffiths Robert J. Gunn Alan D. Horn Karen L. Jurjevich R. William McFarland Christine N. McLean John R.V. Palmer Timothy R. Price Brandon W. Sweitzer Lauren C. Templeton Benjamin P. Watsa V. Prem Watsa For Issuer For With
2 Appointment of PricewaterhouseCoopers LLP as Auditor of the Corporation. For Issuer For With

FIRST MAJESTIC SILVER CORP.

Ticker Symbol:AG Cusip Number:32076V
Record Date: 4/1/2019 Meeting Date: 5/20/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 To set the number of Directors at 5. For Issuer For With
2 DIRECTOR Keith Neumeyer Marjorie Co Robert McCallum Douglas Penrose David Shaw For Issuer For With
3 Appointment of Deloitte LLP as Auditors of the Company for the ensuing year and authorizing the Directors to fix their remuneration. For Issuer For With
4 To approve by ordinary resolution approving the adoption of the Long Term Incentive Plan of the Company and the reservation of shares for issuance thereunder, as more particularly set out in the section of the Information Circular entitled "Approval of Long Term Incentive Plan". For Issuer For With
5 To approve by ordinary resolution, the ratification and approval of the amendments to the advance notice policy previously adopted by the Board of the Company, as more particularly set out in the section of the Information Circular entitled "Ratification and Approval of Amendments to Advance Notice Policy". For Issuer For With
6 To approve by special resolution the alteration to the Company's Articles to increase the quorum for a meeting of shareholders to two persons present or represented by proxy representing not less than 25% of the outstanding common shares, as more particularly set in the section of the Information Circular entitled "Approval of Amendment to Articles to Increase Quorum Requirements". For Issuer For With
7 Approval of an advisory resolution with respect to the Company's approach to executive compensation, as more particularly set out in the section of the Information Circular entitled "Advisory Vote on Executive Compensation". For Issuer For With

FS INVESTMENT CORPORATION

Ticker Symbol:FSIC Cusip Number:302635
Record Date: 10/9/2018 Meeting Date: 12/3/2018
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 To approve the issuance of Shares pursuant to the Agreement and Plan of Merger, dated as of July 22, 2018 (the "Merger Agreement"), by and among FSIC, Corporate Capital Trust, Inc., IC Acquisition, Inc. and FS/KKR Advisor, LLC ("FS/KKR Advisor"). For Issuer For With
2 DIRECTOR Todd Builione Richard Goldstein Brian R. Ford Barbara Adams Jerel A. Hopkins Frederick Arnold James H. Kropp For Issuer For With
3 To authorize flexibility for FSIC, with the approval of FSIC's Board of Directors, to offer and sell Shares during the 12 months following stockholder approval, at a price below the then-current net asset value per share, subject to certain limitations described in the joint proxy statement/prospectus. For Issuer For With
4 To approve a new investment advisory agreement, by and between FSIC and FS/KKR Advisor, pursuant to which FSIC's current investment advisor, FS/KKR Advisor, will continue to act as investment adviser to FSIC. For Issuer For With

GARRETT MOTION INC.

Ticker Symbol:GTX Cusip Number:366505
Record Date: 4/11/2019 Meeting Date: 6/2/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1a Election of Class I Director: Olivier Rabiller For Issuer For With
1b Election of Class I Director: Maura J. Clark For Issuer For With
2 The ratification of the appointment of Deloitte SA as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2019. For Issuer For With
3 The approval, on an advisory (non-binding) basis, of the compensation of the Company's named executive officers. For Issuer For With
4 The approval, on an advisory (non-binding) basis, of the frequency of future advisory votes on the compensation of the Company's named executive officers. For Issuer For With

GENERAL ELECTRIC COMPANY

Ticker Symbol:GE Cusip Number:369604
Record Date: 3/11/2019 Meeting Date: 5/8/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Election of Director: Sebastien Bazin For Issuer For With
10 Election of Director: James Tisch For Issuer For With
11 Advisory Approval of Our Named Executives' Compensation For Issuer For With
12 Approval of a Reduction of Minimum Number of Directors from 10 to 7 For Issuer For With
13 Ratification of KPMG as Independent Auditor for 2019 For Issuer For With
14 Require the Chairman of the Board to be Independent For Issuer Against Against
15 Adopt Cumulative Voting for Director Elections For Issuer Against Against
2 Election of Director: H. Lawrence Culp, Jr. For Issuer For With
3 Election of Director: Francisco D'Souza For Issuer For With
4 Election of Director: Edward Garden For Issuer For With
5 Election of Director: Thomas Horton For Issuer For With
6 Election of Director: Risa Lavizzo-Mourey For Issuer For With
7 Election of Director: Catherine Lesjak For Issuer For With
8 Election of Director: Paula Rosput Reynolds For Issuer For With
9 Election of Director: Leslie Seidman For Issuer For With

HONEYWELL INTERNATIONAL INC.

Ticker Symbol:HON Cusip Number:438516
Record Date: 3/1/2019 Meeting Date: 4/29/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1a Election of Director: Darius Adamczyk For Issuer For With
1b Election of Director: Duncan B. Angove For Issuer For With
1c Election of Director: William S. Ayer For Issuer For With
1d Election of Director: Kevin Burke For Issuer For With
1e Election of Director: Jaime Chico Pardo For Issuer For With
1f Election of Director: D. Scott Davis For Issuer For With
1g Election of Director: Linnet F. Deily For Issuer For With
1h Election of Director: Judd Gregg For Issuer For With
1i Election of Director: Clive Hollick For Issuer For With
1j Election of Director: Grace D. Lieblein For Issuer For With
1k Election of Director: George Paz For Issuer For With
1l Election of Director: Robin L. Washington For Issuer For With
2 Advisory Vote to Approve Executive Compensation. For Issuer For With
3 Approval of Independent Accountants. For Issuer For With
4 Right To Act By Written Consent. Against Issuer Against With
5 Report on Lobbying Payments and Policy. Against Issuer Against With

HONEYWELL INTERNATIONAL INC.

Ticker Symbol:HON Cusip Number:438516
Record Date: 3/1/2019 Meeting Date: 4/29/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1a Election of Director: Darius Adamczyk For Issuer For With
1b Election of Director: Duncan B. Angove For Issuer For With
1c Election of Director: William S. Ayer For Issuer For With
1d Election of Director: Kevin Burke For Issuer For With
1e Election of Director: Jaime Chico Pardo For Issuer For With
1f Election of Director: D. Scott Davis For Issuer For With
1g Election of Director: Linnet F. Deily For Issuer For With
1h Election of Director: Judd Gregg For Issuer For With
1i Election of Director: Clive Hollick For Issuer For With
1j Election of Director: Grace D. Lieblein For Issuer For With
1k Election of Director: George Paz For Issuer For With
1l Election of Director: Robin L. Washington For Issuer For With
2 Advisory Vote to Approve Executive Compensation. For Issuer For With
3 Approval of Independent Accountants. For Issuer For With
4 Right To Act By Written Consent. Against Issuer Against With
5 Report on Lobbying Payments and Policy. Against Issuer Against With

JEFFERIES FINANCIAL GROUP

Ticker Symbol:JEF Cusip Number:47233W
Record Date: 2/22/2019 Meeting Date: 3/27/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1a Election of Director: Linda L. Adamany For Issuer For With
1b Election of Director: Barry J. Alperin For Issuer For With
1c Election of Director: Robert D. Beyer For Issuer For With
1d Election of Director: Francisco L. Borges For Issuer For With
1e Election of Director: Brian P. Friedman For Issuer For With
1f Election of Director: MaryAnne Gilmartin For Issuer For With
1g Election of Director: Richard B. Handler For Issuer For With
1h Election of Director: Robert E. Joyal For Issuer For With
1i Election of Director: Jacob M. Katz For Issuer For With
1j Election of Director: Michael T. O'Kane For Issuer For With
1k Election of Director: Stuart H. Reese For Issuer For With
1l Election of Director: Joseph S. Steinberg For Issuer For With
2 Approve named executive officer compensation on an advisory basis. For Issuer For With
3 Ratify Deloitte & Touche LLP as independent auditors for the year-ended November 30, 2019. For Issuer For With

KINDER MORGAN, INC.

Ticker Symbol:KMI Cusip Number:49456B
Record Date: 3/11/2019 Meeting Date: 5/7/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1a Election of Director: Richard D. Kinder For Issuer For With
1b Election of Director: Steven J. Kean For Issuer For With
1c Election of Director: Kimberly A. Dang For Issuer For With
1d Election of Director: Ted A. Gardner For Issuer For With
1e Election of Director: Anthony W. Hall, Jr. For Issuer For With
1f Election of Director: Gary L. Hultquist For Issuer For With
1g Election of Director: Ronald L. Kuehn, Jr. For Issuer For With
1h Election of Director: Deborah A. Macdonald For Issuer For With
1i Election of Director: Michael C. Morgan For Issuer For With
1j Election of Director: Arthur C. Reichstetter For Issuer For With
1k Election of Director: Fayez Sarofim For Issuer For With
1l Election of Director: C. Park Shaper For Issuer For With
1m Election of Director: William A. Smith For Issuer For With
1n Election of Director: Joel V. Staff For Issuer For With
1o Election of Director: Robert F. Vagt For Issuer For With
1p Election of Director: Perry M. Waughtal For Issuer For With
2 Ratification of the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for 2019 For Issuer For With
3 Approval, on an advisory basis, of the compensation of our named executive officers, as disclosed in the Proxy Statement For Issuer For With

LOEWS CORPORATION

Ticker Symbol:L Cusip Number:540424
Record Date: 3/19/2019 Meeting Date: 5/14/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1a Election of Director: Ann E. Berman For Issuer For With
1b Election of Director: Joseph L. Bower For Issuer For With
1c Election of Director: Charles D. Davidson For Issuer For With
1d Election of Director: Charles M. Diker For Issuer For With
1e Election of Director: Paul J. Fribourg For Issuer For With
1f Election of Director: Walter L. Harris For Issuer For With
1g Election of Director: Philip A. Laskawy For Issuer For With
1h Election of Director: Susan P. Peters For Issuer For With
1i Election of Director: Andrew H. Tisch For Issuer For With
1j Election of Director: James S. Tisch For Issuer For With
1k Election of Director: Jonathan M. Tisch For Issuer For With
1l Election of Director: Anthony Welters For Issuer For With
2 Approve, on an advisory basis, executive compensation. For Issuer For With
3 Ratify Deloitte & Touche LLP as independent auditors. For Issuer For With
4 Shareholder proposal requesting certain disclosures regarding political contributions, if presented at the meeting. For Issuer For With

MARKEL CORPORATION

Ticker Symbol:MKL Cusip Number:570535104
Record Date: 3/5/2019 Meeting Date: 5/12/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1a Election of Director: K. Bruce Connell For Issuer For With
1b Election of Director: Thomas S. Gayner For Issuer For With
1c Election of Director: Stewart M. Kasen For Issuer For With
1d Election of Director: Alan I. Kirshner For Issuer For With
1e Election of Director: Diane Leopold For Issuer For With
1f Election of Director: Lemuel E. Lewis For Issuer For With
1g Election of Director: Anthony F. Markel For Issuer For With
1h Election of Director: Steven A. Markel For Issuer For With
1i Election of Director: Darrell D. Martin For Issuer For With
1j Election of Director: Michael O'Reilly For Issuer For With
1k Election of Director: Michael J. Schewel For Issuer For With
1l Election of Director: Richard R. Whitt, III For Issuer For With
1m Election of Director: Debora J. Wilson For Issuer For With
2 Advisory vote on approval of executive compensation. For Issuer For With
3 Ratify the selection of KPMG LLP by the Audit Committee of the Board of Directors as the Company's independent registered public accounting firm for the year ending December 31, 2019. For Issuer For With

MONDELEZ INTERNATIONAL, INC.

Ticker Symbol:MDLZ Cusip Number:609207
Record Date: 3/12/2019 Meeting Date: 5/14/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1a Election of Director: Lewis W.K. Booth For Issuer For With
1b Election of Director: Charles E. Bunch For Issuer For With
1c Election of Director: Debra A. Crew For Issuer For With
1d Election of Director: Lois D. Juliber For Issuer For With
1e Election of Director: Mark D. Ketchum For Issuer For With
1f Election of Director: Peter W. May For Issuer For With
1g Election of Director: Jorge S. Mesquita For Issuer For With
1h Election of Director: Joseph Neubauer For Issuer For With
1i Election of Director: Fredric G. Reynolds For Issuer For With
1j Election of Director: Christiana S. Shi For Issuer For With
1k Election of Director: Patrick T. Siewert For Issuer For With
1l Election of Director: Jean-Francois M. L. van Boxmeer For Issuer For With
1m Election of Director: Dirk Van de Put For Issuer For With
2 Advisory Vote to Approve Executive Compensation. For Issuer For With
3 Ratification of PricewaterhouseCoopers LLP as Independent Registered Public Accountants for Fiscal Year Ending December 31, 2019. For Issuer For With
4 Report on Environmental Impact of Cocoa Supply Chain. Against Issuer Against With
5 Consider Employee Pay in Setting Chief Executive Officer Pay. Against Issuer Against With

NUVEEN PREFERRED AND INC 2022 TERM-COM

Ticker Symbol:JPT Cusip Number:67075T
Record Date: 1/18/2019 Meeting Date: 4/9/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1b DIRECTOR Judith M. Stockdale Carole E. Stone Margaret L. Wolff William C. Hunter For Issuer For With

NUVEEN PREFERRED AND INC 2022 TERM-COM

Ticker Symbol:JPT Cusip Number:67075T
Record Date: 1/18/2019 Meeting Date: 4/9/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1b DIRECTOR Judith M. Stockdale Carole E. Stone Margaret L. Wolff William C. Hunter For Issuer For With

NUVEEN PREFERRED AND INCOME OPP FD-COM

Ticker Symbol:JPC Cusip Number:67073B
Record Date: 1/18/2019 Meeting Date: 4/9/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1b DIRECTOR Judith M. Stockdale Carole E. Stone Margaret L. Wolff William C. Hunter For Issuer For With

NUVEEN PREFERRED AND INCOME OPP FD-COM

Ticker Symbol:JPC Cusip Number:67073B
Record Date: 1/18/2019 Meeting Date: 4/9/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1b DIRECTOR Judith M. Stockdale Carole E. Stone Margaret L. Wolff William C. Hunter For Issuer For With

NUVEEN PREFERRED AND INCOME OPP FD-COM

Ticker Symbol:JPC Cusip Number:67073B
Record Date: 1/18/2019 Meeting Date: 4/9/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1b DIRECTOR Judith M. Stockdale Carole E. Stone Margaret L. Wolff William C. Hunter For Issuer For With

NUVEEN QUALITY MUNI INCOME FUND

Ticker Symbol:NAD Cusip Number:67066V
Record Date: 7/11/2018 Meeting Date: 8/8/2018
Proposal # Proposal Vote Author MRV* vs. Mgmt
1c. DIRECTOR Margo L. Cook Jack B. Evans Albin F. Moschner For Issuer For With

PIMCO DYNAMIC CREDIT & MORTGAGE INC. FD

Ticker Symbol:PCI Cusip Number:72202D
Record Date: 2/25/2019 Meeting Date: 4/26/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 DIRECTOR Sarah E. Cogan David N. Fisher Deborah A. DeCotis William B. Ogden, IV John C. Maney For Issuer For With

PLAINS ALL AMERICAN PIPELINE, L.P.

Ticker Symbol:PAA Cusip Number:726503105
Record Date: 3/25/2019 Meeting Date: 5/14/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 DIRECTOR Victor Burk Gary R. Petersen For Issuer For With
2 Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for 2019. For Issuer For With
3 The approval, on a non-binding advisory basis, of our named executive officer compensation. For Issuer For With

PLAINS GP HOLDINGS, L. P.

Ticker Symbol:PAGP Cusip Number:72651A
Record Date: 3/25/2019 Meeting Date: 5/14/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt

PLAINS GP HOLDINGS, L.P.

Ticker Symbol:PAGP Cusip Number:72651A
Record Date: 3/25/2019 Meeting Date: 5/14/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 DIRECTOR Victor Burk Gary R. Petersen For Issuer For With
2 Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for 2019. For Issuer For With
3 The approval, on a non-binding advisory basis, of our named executive officer compensation. For Issuer For With

ROYAL GOLD, INC.

Ticker Symbol:RGLD Cusip Number:780287
Record Date: 10/10/2018 Meeting Date: 11/14/2018
Proposal # Proposal Vote Author MRV* vs. Mgmt
1a Election of Director: Tony Jensen For Issuer For With
1b Election of Director: Jamie C. Sokalsky For Issuer For With
2 The approval, on an advisory basis, of the compensation of the named executive officers. For Issuer For With
3 The ratification of the appointment of Ernst & Young LLP as independent registered public accountants of the Company for the fiscal year ending June 30, 2019. For Issuer For With

TARGA RESOURCES CORP.

Ticker Symbol:TRGP Cusip Number:87612G
Record Date: 4/2/2019 Meeting Date: 5/29/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1.1 Election of Director: Waters S. Davis, IV For Issuer For With
1.2 Election of Director: Rene R. Joyce For Issuer For With
1.3 Election of Director: Chris Tong For Issuer For With
2 Ratification of the selection of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2019. For Issuer For With
3 Approval, on an advisory basis, of the compensation of the Company's named executive officers, as disclosed in the proxy statement pursuant to the compensation disclosure rules of the SEC. For Issuer For With

THE GOLDMAN SACHS GROUP, INC.

Ticker Symbol:GS Cusip Number:38141G
Record Date: 3/4/2019 Meeting Date: 5/2/2019
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: Lakshmi 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 (Say on Pay) For Issuer For With
3 Ratification of PricewaterhouseCoopers LLP as our Independent Registered Public Accounting Firm for 2019 For Issuer For With
4 Shareholder Proposal Regarding Right to Act by Written Consent Against Issuer Against With

THE WESTERN UNION COMPANY

Ticker Symbol:WU Cusip Number:959802
Record Date: 3/19/2019 Meeting Date: 5/16/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1a Election of Director: Martin I. Cole For Issuer For With
1b Election of Director: Hikmet Ersek For Issuer For With
1c Election of Director: Richard A. Goodman For Issuer For With
1d Election of Director: Betsy D. Holden For Issuer For With
1e Election of Director: Jeffrey A. Joerres For Issuer For With
1f Election of Director: Roberto G. Mendoza For Issuer For With
1g Election of Director: Michael A. Miles, Jr. For Issuer For With
1h Election of Director: Angela A. Sun For Issuer For With
1i Election of Director: Frances Fragos Townsend For Issuer For With
1j Election of Director: Solomon D. Trujillo For Issuer For With
2 Advisory Vote to Approve Executive Compensation For Issuer For With
3 Ratification of Selection of Ernst & Young LLP as Independent Registered Public Accounting Firm for 2019 For Issuer For With
4 Stockholder Proposal Regarding Political Contributions Disclosure For Issuer For With

TOTAL S.A.

Ticker Symbol:TOT Cusip Number:89151E
Record Date: 4/18/2019 Meeting Date: 5/22/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Approval of the statutory financial statements for the fiscal year ended December 31, 2018 For Issuer For With
10 Approval of the fixed and variable components of the total compensation and the in-kind benefits paid or granted to the Chairman and Chief Executive Officer for the fiscal year ended December 31, 2018 For Issuer For With
11 Approval of the principles and criteria for the determination, breakdown and allocation of the fixed, variable and extraordinary components of the total compensation (including in-kind benefits) attributable to the Chairman and Chief Executive Officer For Issuer For With
2 Approval of the consolidated financial statements for the fiscal year ended December 31, 2018 For Issuer For With
3 Allocation of earnings and declaration of dividend for the fiscal year ended December 31, 2018 For Issuer For With
4 Authorization for the Board of Directors, granted for a period of 18 months, to trade on the shares of the Company For Issuer For With
5 Agreements covered by Articles L. 225-38 et seq. of the French Commercial Code For Issuer For With
6 Renewal of the directorship of Ms. Maria van der Hoeven For Issuer For With
7 Renewal of the directorship of Mr. Jean Lemierre For Issuer For With
8 Appointment of Ms. Lise Croteau as a director For Issuer For With
9 Appointment of a director representing employee shareholders in accordance with Article 11 of the bylaws (candidate: Ms. Valerie Della Puppa Tibi). In accordance with Article 11 of the Company's bylaws, since only one seat of director representing employee shareholders is to be filled, only the candidate who receives the highest number of votes and at least a majority of the votes will be appointed. For Issuer For With
9A Appointment of a director representing employee shareholders in accordance with Article 11 of the bylaws (candidate: Ms. Renata Perycz). In accordance with Article 11 of the Company's bylaws, since only one seat of director representing employee shareholders is to be filled, only the candidate who receives the highest number of votes and at least a majority of the votes will be appointed. For Issuer For With
9B Appointment of a director representing employee shareholders in accordance with Article 11 of the bylaws (candidate: Mr. Oliver Wernecke). In accordance with Article 11 of the Company's bylaws, since only one seat of director representing employee shareholders is to be filled, only the candidate who receives the highest number of votes and at least a majority of the votes will be appointed. For Issuer For With

VEREIT

Ticker Symbol:VER Cusip Number:92339V
Record Date: 3/8/2019 Meeting Date: 5/1/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1a Election of Director: Glenn J. Rufrano For Issuer For With
1b Election of Director: Hugh R. Frater For Issuer For With
1c Election of Director: David B. Henry For Issuer For With
1d Election of Director: Mary Hogan Preusse For Issuer For With
1e Election of Director: Richard J. Lieb For Issuer For With
1f Election of Director: Mark S. Ordan For Issuer For With
1g Election of Director: Eugene A. Pinover For Issuer For With
1h Election of Director: Julie G. Richardson For Issuer For With
2 To ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2019. For Issuer For With
3 To approve by a non-binding advisory resolution the compensation of the Company's named executive officers as described in the Company's definitive proxy statement. For Issuer For With

VISTRA ENERGY CORP

Ticker Symbol:VST Cusip Number:92840M
Record Date: 4/15/2019 Meeting Date: 5/19/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 DIRECTOR Paul M. Barbas Cyrus Madon Geoffrey D. Strong Bruce E. Zimmerman For Issuer For With
2 Approve, on an advisory basis, named executive officer compensation. For Issuer For With
3 Approve an amendment to the Vistra Energy Corp. 2016 Omnibus Incentive Plan (the "2016 Incentive Plan") to increase the number of shares available for issuance to plan participants under the Company's 2016 Incentive Plan. For Issuer For With
4 Ratify the selection of Deloitte & Touche LLP as our independent registered public accounting firm for the year ending December 31, 2018. For Issuer For With

WESTINGHOUSE AIR BRAKE TECHNOLOGIES CORP.

Ticker Symbol:WAB Cusip Number:929740
Record Date: 3/22/2019 Meeting Date: 5/17/2019
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 William E. Kassling Albert J. Neupaver For Issuer For With
2 Approve an advisory (non-binding) resolution relating to the approval of 2018 named executive officer compensation. For Issuer For With
3 Ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the 2019 fiscal year. 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.



PSG Capital Management Trust


By /s/Robert H. Carson

* /s/Robert H. Carson

Trustee, President and Principal Executive Officer


By /s/Jonathan V. Gordani

* /s/Jonathan V. Gordani

Trustee, Treasurer and Principal Financial Officer



Date: August 8, 2019


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