FORM N-PX PROXY VOTING RECORD

COLUMN 1 COLUMN 2 COLUMN 3 COLUMN 4 COLUMN 5 COLUMN 6 COLUMN 7 COLUMN 8 COLUMN 9 COLUMN 10 COLUMN 11 COLUMN 12 COLUMN 13 COLUMN 14 COLUMN 15
NAME   OF   ISSUER
CUSIP ISIN FIGI MEETING   DATE VOTE   DESCRIPTION VOTE   CATEGORY DESCRIPTION   OF   OTHER  CATEGORY VOTE   SOURCE SHARES   VOTED SHARES   ON   LOAN DETAILS   OF   VOTE MANAGER   NUMBER SERIES   ID OTHER   INFO
HOW   VOTED SHARES  VOTED FOR   OR   AGAINST   MANAGEMENT
Steelcase Inc. 858155203 US8581552036 - 07/12/2023 Elect Director DIRECTOR ELECTIONS
- ISSUER 3210 0 For
Against
Against
For
For
For
For
For
Against
For
Against
Against
3210
3210
3210
3210
3210
3210
3210
3210
3210
3210
3210
3210
FOR
AGAINST
AGAINST
FOR
FOR
FOR
FOR
FOR
AGAINST
FOR
AGAINST
AGAINST
S000079305 A vote AGAINST Gover nce Committee members Timothy Brown, Connie Duckworth, Catherine Schmelter, Linda Williams, and Kate Wolters is warranted given the problematic multi-class capital structure. A vote FOR the remaining director nominees is warranted.
Steelcase Inc. 858155203 US8581552036 - 07/12/2023 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 3210 0 For
3210
FOR
S000079305 -
Steelcase Inc. 858155203 US8581552036 - 07/12/2023 Advisory Vote on Say on Pay Frequency COMPENSATION
- ISSUER 3210 0 One Year
3210
FOR
S000079305 -
Steelcase Inc. 858155203 US8581552036 - 07/12/2023 Amend Omnibus Stock Plan COMPENSATION
- ISSUER 3210 0 For
3210
FOR
S000079305 -
Steelcase Inc. 858155203 US8581552036 - 07/12/2023 Ratify Auditors AUDIT-RELATED
- ISSUER 3210 0 For
3210
FOR
S000079305 -
La-Z-Boy Incorporated 505336107 US5053361078 - 08/29/2023 Elect Director DIRECTOR ELECTIONS
- ISSUER 523 0 For
For
For
For
For
For
For
For
For
For
523
523
523
523
523
523
523
523
523
523
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
La-Z-Boy Incorporated 505336107 US5053361078 - 08/29/2023 Ratify Auditors AUDIT-RELATED
- ISSUER 523 0 For
523
FOR
S000079305 -
La-Z-Boy Incorporated 505336107 US5053361078 - 08/29/2023 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 523 0 For
523
FOR
S000079305 -
La-Z-Boy Incorporated 505336107 US5053361078 - 08/29/2023 Advisory Vote on Say on Pay Frequency COMPENSATION
- ISSUER 523 0 One Year
523
FOR
S000079305 -
Under Armour, Inc. 904311107 US9043111072 - 08/29/2023 Elect Director DIRECTOR ELECTIONS
- ISSUER 891 0 Withhold
For
Withhold
For
For
For
Withhold
For
Withhold
For
891
891
891
891
891
891
891
891
891
891
AGAINST
FOR
AGAINST
FOR
FOR
FOR
AGAINST
FOR
AGAINST
FOR
S000079305 WITHHOLD votes are warranted for Gover nce Committee members Jerri DeVard, Karen Katz, and Eric Olson for maintaining a multi-class structure that is not subject to a reaso ble time-based sunset provision. WITHHOLD votes are warranted for Kevin Plank as his ownership of the supervoting shares provide him with voting power control of the company. A vote FOR the remaining director nominees is warranted.
Under Armour, Inc. 904311107 US9043111072 - 08/29/2023 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 891 0 Against
891
AGAINST
S000079305 A vote AGAINST this proposal is warranted due to a problematic pay practice. The former CEO received significant cash severance upon a departure which was not clearly disclosed as a termi tion without cause.
Under Armour, Inc. 904311107 US9043111072 - 08/29/2023 Advisory Vote on Say on Pay Frequency COMPENSATION
- ISSUER 891 0 One Year
891
FOR
S000079305 -
Under Armour, Inc. 904311107 US9043111072 - 08/29/2023 Amend Omnibus Stock Plan COMPENSATION
- ISSUER 891 0 Against
891
AGAINST
S000079305 Based on an evaluation of the estimated cost, plan features, and grant practices using the Equity Plan Scorecard (EPSC), a vote AGAINST this proposal is warranted due to the following key factors: * The plan cost is excessive; * The estimated duration of available and proposed shares exceeds six years; and * The disclosure of change-in-control ("CIC") vesting treatment is incomplete (or is otherwise considered discretio ry).
Under Armour, Inc. 904311107 US9043111072 - 08/29/2023 Ratify Auditors AUDIT-RELATED
- ISSUER 891 0 For
891
FOR
S000079305 -
23andMe Holding Co. 90138Q108 US90138Q1085 - 09/06/2023 Elect Director DIRECTOR ELECTIONS
- ISSUER 8586 0 Withhold
Withhold
Withhold
8586
8586
8586
AGAINST
AGAINST
AGAINST
S000079305 WITHHOLD votes are warranted for director nominees Neal Mohan, Valerie Montgomery Rice, and Richard Scheller given the board's failure to remove, or subject to a sunset requirement, the dual-class capital structure, the supermajority vote requirement to e ct certain changes to the governing documents, and the classified board, each of which adversely impacts shareholder rights. WITHHOLD votes are further warranted for non-independent director nominee Richard Scheller due to the company's lack of a formal nomi ting committee.
23andMe Holding Co. 90138Q108 US90138Q1085 - 09/06/2023 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 8586 0 For
8586
FOR
S000079305 -
23andMe Holding Co. 90138Q108 US90138Q1085 - 09/06/2023 Amend Omnibus Stock Plan COMPENSATION
- ISSUER 8586 0 Against
8586
AGAINST
S000079305 Based on an evaluation of the estimated cost, plan features, and grant practices using the Equity Plan Scorecard (EPSC), a vote AGAINST this proposal is warranted due to the following key factors: * The plan contains an evergreen feature (overriding factor); * The plan cost is excessive; * The disclosure of change-in-control ("CIC") vesting treatment is incomplete (or is otherwise considered discretio ry); * The plan permits liberal recycling of shares; and * The plan allows broad discretion to accelerate vesting.
23andMe Holding Co. 90138Q108 US90138Q1085 - 09/06/2023 Ratify Auditors AUDIT-RELATED
- ISSUER 8586 0 For
8586
FOR
S000079305 -
MillerKnoll, Inc. 600544100 US6005441000 - 10/16/2023 Elect Director DIRECTOR ELECTIONS
- ISSUER 1495 0 For
For
For
1495
1495
1495
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
MillerKnoll, Inc. 600544100 US6005441000 - 10/16/2023 Ratify Auditors AUDIT-RELATED
- ISSUER 1495 0 For
1495
FOR
S000079305 -
MillerKnoll, Inc. 600544100 US6005441000 - 10/16/2023 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 1495 0 For
1495
FOR
S000079305 -
MillerKnoll, Inc. 600544100 US6005441000 - 10/16/2023 Advisory Vote on Say on Pay Frequency COMPENSATION
- ISSUER 1495 0 One Year
1495
FOR
S000079305 -
MillerKnoll, Inc. 600544100 US6005441000 - 10/16/2023 Amend Omnibus Stock Plan COMPENSATION
- ISSUER 1495 0 For
1495
FOR
S000079305 -
MillerKnoll, Inc. 600544100 US6005441000 - 10/16/2023 Amend Qualified Employee Stock Purchase Plan COMPENSATION
- ISSUER 1495 0 For
1495
FOR
S000079305 -
Luther Burbank Corporation 550550AC1 US550550AC12 - 10/24/2023 Elect Director DIRECTOR ELECTIONS
- ISSUER 2675 0 For
For
For
For
For
For
For
For
2675
2675
2675
2675
2675
2675
2675
2675
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Luther Burbank Corporation 550550AC1 US550550AC12 - 10/24/2023 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 2675 0 For
2675
FOR
S000079305 -
Luther Burbank Corporation 550550AC1 US550550AC12 - 10/24/2023 Advisory Vote on Say on Pay Frequency COMPENSATION
- ISSUER 2675 0 One Year
2675
AGAINST
S000079305 A vote for the adoption of an ANNUAL say-on-pay frequency is warranted. Annual say-on-pay votes are considered a best practice as they give shareholders a regular opportunity to opine on executive pay.
Luther Burbank Corporation 550550AC1 US550550AC12 - 10/24/2023 Ratify Auditors AUDIT-RELATED
- ISSUER 2675 0 For
2675
FOR
S000079305 -
Parker-Hannifin Corporation 701094104 US7010941042 - 10/25/2023 Elect Director DIRECTOR ELECTIONS
- ISSUER 72 0 For
For
For
For
For
For
For
For
For
For
For
For
For
72
72
72
72
72
72
72
72
72
72
72
72
72
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Parker-Hannifin Corporation 701094104 US7010941042 - 10/25/2023 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 72 0 For
72
FOR
S000079305 -
Parker-Hannifin Corporation 701094104 US7010941042 - 10/25/2023 Ratify Auditors AUDIT-RELATED
- ISSUER 72 0 For
72
FOR
S000079305 -
Parker-Hannifin Corporation 701094104 US7010941042 - 10/25/2023 Approve Omnibus Stock Plan COMPENSATION
- ISSUER 72 0 For
72
FOR
S000079305 -
Parker-Hannifin Corporation 701094104 US7010941042 - 10/25/2023 Amend Qualified Employee Stock Purchase Plan COMPENSATION
- ISSUER 72 0 For
72
FOR
S000079305 -
Parker-Hannifin Corporation 701094104 US7010941042 - 10/25/2023 Advisory Vote on Say on Pay Frequency COMPENSATION
- ISSUER 72 0 One Year
72
FOR
S000079305 -
The Hain Celestial Group, Inc. 405217100 US4052171000 - 10/26/2023 Elect Director DIRECTOR ELECTIONS
- ISSUER 1081 0 For
For
For
For
For
For
For
For
1081
1081
1081
1081
1081
1081
1081
1081
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
The Hain Celestial Group, Inc. 405217100 US4052171000 - 10/26/2023 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 1081 0 For
1081
FOR
S000079305 -
The Hain Celestial Group, Inc. 405217100 US4052171000 - 10/26/2023 Advisory Vote on Say on Pay Frequency COMPENSATION
- ISSUER 1081 0 One Year
1081
FOR
S000079305 -
The Hain Celestial Group, Inc. 405217100 US4052171000 - 10/26/2023 Ratify Auditors AUDIT-RELATED
- ISSUER 1081 0 For
1081
FOR
S000079305 -
Coty Inc. 222070203 US2220702037 - 11/02/2023 Elect Director DIRECTOR ELECTIONS
- ISSUER 1213 0 Withhold
Withhold
Withhold
Withhold
Withhold
Withhold
Withhold
Withhold
Withhold
For
Withhold
1213
1213
1213
1213
1213
1213
1213
1213
1213
1213
1213
AGAINST
AGAINST
AGAINST
AGAINST
AGAINST
AGAINST
AGAINST
AGAINST
AGAINST
FOR
AGAINST
S000079305 WITHHOLD votes are warranted for Maria (Mariasun) Aramburuzabala Larregui for failing to attend at least 75 percent of her total board and committee meetings held during the fiscal year under review without an acceptable reason for the absences. WITHHOLD votes are further warranted for all incumbent directors – Sue bi, Gerd Peter Harf, Johannes Huth, Maria (Mariasun) Aramburuzabala Larregui, Beatrice Ballini, Joachim Joseph Creus, Olivier Goudet, An Makanju, Isabelle Parize, and Robert (Bob) Singer – due to the severity and recurrence of executive pay concerns. A vote FOR the remaining new board nominee, Lubomira Rochet, is warranted.
Coty Inc. 222070203 US2220702037 - 11/02/2023 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 1213 0 Against
1213
AGAINST
S000079305 There are significant concerns regarding the regular pay program that have persisted over several years. These concerns include awards that lack performance criteria, high base salaries, and an outsized H peer group. There have been particular concerns raised regarding CEO mega awards, and such concerns are renewed for the year in review. The CEO's three-year cumulative pay totals more than $436 million, which is the result of the company granting two mega equity awards within a three-year period. The large majority of these equity awards are solely time-vesting, and the smaller performance-conditioned portion does not have metrics or goals disclosed in the proxy. The persistence and severity of concerning pay practices at the company evidences poor stewardship of the pay program over multiple years. As such, a vote AGAINST this proposal is warranted.
Coty Inc. 222070203 US2220702037 - 11/02/2023 Ratify Auditors AUDIT-RELATED
- ISSUER 1213 0 For
1213
FOR
S000079305 -
Coty Inc. 222070203 US2220702037 - 11/02/2023 Recycling ENVIRONMENT OR CLIMATE
- SECURITY HOLDER 1213 0 For
1213
AGAINST
S000079305 A vote FOR this proposal is warranted, as additio l disclosure on the company's efforts to specifically reduce its plastic use would allow shareholders to better assess the company's related risk ma gement.
Tapestry, Inc. 876030107 US8760301072 - 11/02/2023 Elect Director DIRECTOR ELECTIONS
- ISSUER 443 0 For
For
For
For
For
For
For
For
For
443
443
443
443
443
443
443
443
443
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Tapestry, Inc. 876030107 US8760301072 - 11/02/2023 Ratify Auditors AUDIT-RELATED
- ISSUER 443 0 For
443
FOR
S000079305 -
Tapestry, Inc. 876030107 US8760301072 - 11/02/2023 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 443 0 For
443
FOR
S000079305 -
Tapestry, Inc. 876030107 US8760301072 - 11/02/2023 Advisory Vote on Say on Pay Frequency COMPENSATION
- ISSUER 443 0 One Year
443
FOR
S000079305 -
Automatic Data Processing, Inc. 053015103 US0530151036 - 11/08/2023 Elect Director DIRECTOR ELECTIONS
- ISSUER 108 0 For
For
For
For
For
For
For
For
For
For
For
For
108
108
108
108
108
108
108
108
108
108
108
108
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Automatic Data Processing, Inc. 053015103 US0530151036 - 11/08/2023 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 108 0 For
108
FOR
S000079305 -
Automatic Data Processing, Inc. 053015103 US0530151036 - 11/08/2023 Advisory Vote on Say on Pay Frequency COMPENSATION
- ISSUER 108 0 One Year
108
FOR
S000079305 -
Automatic Data Processing, Inc. 053015103 US0530151036 - 11/08/2023 Ratify Auditors AUDIT-RELATED
- ISSUER 108 0 For
108
FOR
S000079305 -
Oracle Corporation 68389X105 US68389X1054 - 11/15/2023 Elect Director DIRECTOR ELECTIONS
- ISSUER 359 0 Withhold
Withhold
Withhold
Withhold
Withhold
Withhold
Withhold
Withhold
Withhold
Withhold
Withhold
Withhold
Withhold
Withhold
Withhold
359
359
359
359
359
359
359
359
359
359
359
359
359
359
359
AGAINST
AGAINST
AGAINST
AGAINST
AGAINST
AGAINST
AGAINST
AGAINST
AGAINST
AGAINST
AGAINST
AGAINST
AGAINST
AGAINST
AGAINST
S000079305 WITHHOLD votes are warranted for incumbent members of the board due to multiple consecutive years of insufficient responsiveness to low say-on-pay vote results. WITHHOLD votes are warranted from incumbent Gover nce Committee members Bruce Chizen, Leon Panetta, William Parrett, and Jeffrey Berg for the substantial pledging activity and significant concerns regarding risk oversight.
Oracle Corporation 68389X105 US68389X1054 - 11/15/2023 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 359 0 Against
359
AGAINST
S000079305 A vote AGAINST the proposal is warranted. Following the 12th consecutive low say-on-pay vote result, the proxy vaguely described shareholder engagement efforts, and though feedback is clearly disclosed, the committee did not make any substantive changes to the executive pay program to address shareholders' concerns. Additio lly, while CEO pay and company performance were reaso bly aligned for the year in review, there are concerns noted within the pay program. Most notably annual equity grants to certain NEOs do not utilize performance-conditioned equity, which is inconsistent with prevailing market practices. This concern is heighted given the magnitude of certain awards and specific shareholder requests for performance-conditioned equity during engagement. Additio lly, Chairman Ellison received excessive security fee perquisites in FY23, and no additio l disclosure is provided regarding a sharp increase in the value of this perquisite.
Oracle Corporation 68389X105 US68389X1054 - 11/15/2023 Advisory Vote on Say on Pay Frequency COMPENSATION
- ISSUER 359 0 One Year
359
FOR
S000079305 -
Oracle Corporation 68389X105 US68389X1054 - 11/15/2023 Amend Omnibus Stock Plan COMPENSATION
- ISSUER 359 0 Against
359
AGAINST
S000079305 Based on an evaluation of the estimated cost, plan features, and grant practices using the Equity Plan Scorecard (EPSC), a vote AGAINST this proposal is warranted due to the following key factors: * The equity program is estimated to be excessively dilutive (overriding factor) * The plan cost is excessive * The three-year average burn rate is excessive * The plan allows broad discretion to accelerate vesting
Oracle Corporation 68389X105 US68389X1054 - 11/15/2023 Ratify Auditors AUDIT-RELATED
- ISSUER 359 0 For
359
FOR
S000079305 -
Oracle Corporation 68389X105 US68389X1054 - 11/15/2023 Gender Pay Gap OTHER SOCIAL ISSUES
- SECURITY HOLDER 359 0 For
359
AGAINST
S000079305 A vote FOR this proposal is warranted, as a report on gender and pay racial gaps would allow shareholders to better evaluate the progress of the company's diversity and inclusion initiatives and its ma gement of any related risks.
Oracle Corporation 68389X105 US68389X1054 - 11/15/2023 Require Independent Board Chairman OTHER
Director Related SECURITY HOLDER 359 0 For
359
AGAINST
S000079305 A vote FOR this proposal is warranted. Ongoing concerns regarding the company's H practices, the significant pledging by the company's chair, and the non-robust lead director role suggest that shareholders may benefit from a board led by an independent chair who could provide better oversight of ma gement.
The Clorox Company 189054109 US1890541097 - 11/15/2023 Elect Director DIRECTOR ELECTIONS
- ISSUER 96 0 For
For
For
For
For
For
For
For
For
For
For
For
96
96
96
96
96
96
96
96
96
96
96
96
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
The Clorox Company 189054109 US1890541097 - 11/15/2023 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 96 0 For
96
FOR
S000079305 -
The Clorox Company 189054109 US1890541097 - 11/15/2023 Advisory Vote on Say on Pay Frequency COMPENSATION
- ISSUER 96 0 One Year
96
FOR
S000079305 -
The Clorox Company 189054109 US1890541097 - 11/15/2023 Ratify Auditors AUDIT-RELATED
- ISSUER 96 0 For
96
FOR
S000079305 -
Cracker Barrel Old Country Store, Inc. 22410J106 US22410J1060 - 11/16/2023 Elect Director DIRECTOR ELECTIONS
- ISSUER 197 0 For
For
For
For
For
For
For
For
For
For
197
197
197
197
197
197
197
197
197
197
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Cracker Barrel Old Country Store, Inc. 22410J106 US22410J1060 - 11/16/2023 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 197 0 For
197
FOR
S000079305 -
Cracker Barrel Old Country Store, Inc. 22410J106 US22410J1060 - 11/16/2023 Advisory Vote on Say on Pay Frequency COMPENSATION
- ISSUER 197 0 One Year
197
FOR
S000079305 -
Cracker Barrel Old Country Store, Inc. 22410J106 US22410J1060 - 11/16/2023 Ratify Auditors AUDIT-RELATED
- ISSUER 197 0 For
197
FOR
S000079305 -
Vail Resorts, Inc. 91879Q109 US91879Q1094 - 12/06/2023 Elect Director DIRECTOR ELECTIONS
- ISSUER 66 0 For
For
For
For
For
For
For
For
For
For
66
66
66
66
66
66
66
66
66
66
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Vail Resorts, Inc. 91879Q109 US91879Q1094 - 12/06/2023 Ratify Auditors AUDIT-RELATED
- ISSUER 66 0 For
66
FOR
S000079305 -
Vail Resorts, Inc. 91879Q109 US91879Q1094 - 12/06/2023 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 66 0 For
66
FOR
S000079305 -
Vail Resorts, Inc. 91879Q109 US91879Q1094 - 12/06/2023 Advisory Vote on Say on Pay Frequency COMPENSATION
- ISSUER 66 0 One Year
66
FOR
S000079305 -
Chico's FAS, Inc. 168615102 US1686151028 - 01/03/2024 Approve Merger Agreement OTHER
Strategic Transactions ISSUER 1890 0 For
1890
FOR
S000079305 -
Chico's FAS, Inc. 168615102 US1686151028 - 01/03/2024 Advisory Vote on Golden Parachutes COMPENSATION
- ISSUER 1890 0 For
1890
FOR
S000079305 -
Chico's FAS, Inc. 168615102 US1686151028 - 01/03/2024 Adjourn Meeting OTHER
Takeover Related ISSUER 1890 0 For
1890
FOR
S000079305 -
The Greenbrier Companies, Inc. 393657101 US3936571013 - 01/05/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 671 0 For
For
For
671
671
671
FOR
FOR
FOR
S000079305 A vote FOR director nominees is warranted.
The Greenbrier Companies, Inc. 393657101 US3936571013 - 01/05/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 671 0 For
671
FOR
S000079305 -
The Greenbrier Companies, Inc. 393657101 US3936571013 - 01/05/2024 Advisory Vote on Say on Pay Frequency COMPENSATION
- ISSUER 671 0 One Year
671
FOR
S000079305 -
The Greenbrier Companies, Inc. 393657101 US3936571013 - 01/05/2024 Amend Qualified Employee Stock Purchase Plan COMPENSATION
- ISSUER 671 0 For
671
FOR
S000079305 -
The Greenbrier Companies, Inc. 393657101 US3936571013 - 01/05/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 671 0 For
671
FOR
S000079305 -
Summit Materials, Inc. 86614U100 US86614U1007 - 01/11/2024 Approve Acquisition OR Issue Shares in Connection with Acquisition OTHER
Strategic Transactions ISSUER 619 0 For
For
619
619
FOR
FOR
S000079305 Votes FOR the proposal to issue common shares (Item 1) and the proposal to issue one preferred share (Item 2) are warranted given the sound strategic ratio le and the expected fi ncial benefits of the transaction.
Summit Materials, Inc. 86614U100 US86614U1007 - 01/11/2024 Adjourn Meeting OTHER
Takeover Related ISSUER 619 0 For
619
FOR
S000079305 -
Valvoline Inc. 92047W101 US92047W1018 - 01/25/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 469 0 For
For
For
For
For
For
For
For
For
469
469
469
469
469
469
469
469
469
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Valvoline Inc. 92047W101 US92047W1018 - 01/25/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 469 0 For
469
FOR
S000079305 -
Valvoline Inc. 92047W101 US92047W1018 - 01/25/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 469 0 For
469
FOR
S000079305 -
Schnitzer Steel Industries, Inc. 806882106 US8068821060 - 01/30/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 829 0 For
For
829
829
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Schnitzer Steel Industries, Inc. 806882106 US8068821060 - 01/30/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 829 0 For
829
FOR
S000079305 -
Schnitzer Steel Industries, Inc. 806882106 US8068821060 - 01/30/2024 Advisory Vote on Say on Pay Frequency COMPENSATION
- ISSUER 829 0 One Year
829
FOR
S000079305 -
Schnitzer Steel Industries, Inc. 806882106 US8068821060 - 01/30/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 829 0 For
829
FOR
S000079305 -
Schnitzer Steel Industries, Inc. 806882106 US8068821060 - 01/30/2024 Approve Omnibus Stock Plan COMPENSATION
- ISSUER 829 0 Against
829
AGAINST
S000079305 Based on an evaluation of the estimated cost, plan features, and grant practices using the Equity Plan Scorecard (EPSC), a vote AGAINST this proposal is warranted due to the following key factors: * The plan cost is excessive; * The three-year average burn rate is excessive; * The disclosure of change-in-control ("CIC") vesting treatment is incomplete (or is otherwise considered discretio ry); * The plan permits liberal recycling of shares; and * The plan allows broad discretion to accelerate vesting.
Schnitzer Steel Industries, Inc. 806882106 US8068821060 - 01/30/2024 Change Company me OTHER
(N) Routine Business ISSUER 829 0 For
829
FOR
S000079305 -
Accenture plc G1151C101 IE00B4BNMY34 - 01/31/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 121 0 For
For
For
For
For
For
For
For
For
For
For
121
121
121
121
121
121
121
121
121
121
121
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the directors is warranted.
Accenture plc G1151C101 IE00B4BNMY34 - 01/31/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 121 0 For
121
FOR
S000079305 -
Accenture plc G1151C101 IE00B4BNMY34 - 01/31/2024 Amend Omnibus Stock Plan COMPENSATION
- ISSUER 121 0 For
121
FOR
S000079305 -
Accenture plc G1151C101 IE00B4BNMY34 - 01/31/2024 Amend Non-Qualified Employee Stock Purchase Plan COMPENSATION
- ISSUER 121 0 For
121
FOR
S000079305 -
Accenture plc G1151C101 IE00B4BNMY34 - 01/31/2024 Approve Auditors and Authorize Board to Fix Their Remuneration AUDIT-RELATED
- ISSUER 121 0 For
121
FOR
S000079305 -
Accenture plc G1151C101 IE00B4BNMY34 - 01/31/2024 Approve Issuance of Equity or Equity-Linked Securities with or without Preemptive Rights CAPITAL STRUCTURE
- ISSUER 121 0 For
121
FOR
S000079305 A vote FOR these proposals is warranted as the proposed amounts and durations are within recommended limits.
Accenture plc G1151C101 IE00B4BNMY34 - 01/31/2024 Approve Issuance of Equity or Equity-Linked Securities without Preemptive Rights CAPITAL STRUCTURE
- ISSUER 121 0 For
121
FOR
S000079305 A vote FOR these proposals is warranted as the proposed amounts and durations are within recommended limits.
Accenture plc G1151C101 IE00B4BNMY34 - 01/31/2024 Authorize Reissuance of Repurchased Shares CAPITAL STRUCTURE
- ISSUER 121 0 For
121
FOR
S000079305 -
Franklin Resources, Inc. 354613101 US3546131018 - 02/06/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 1260 0 For
For
For
For
For
Against
Against
For
Against
Against
Against
1260
1260
1260
1260
1260
1260
1260
1260
1260
1260
1260
FOR
FOR
FOR
FOR
FOR
AGAINST
AGAINST
FOR
AGAINST
AGAINST
AGAINST
S000079305 A vote AGAINST incumbent H committee members John Kim, Karen King, John Thiel, Seth Waugh, and Geoffrey Yang is warranted given significant concerns surrounding the magnitude and lack of disclosure relating to a bonus to one non-CEO NEO. A vote FOR the remaining director nominees is warranted.
Franklin Resources, Inc. 354613101 US3546131018 - 02/06/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 1260 0 For
1260
FOR
S000079305 -
Franklin Resources, Inc. 354613101 US3546131018 - 02/06/2024 Amend Omnibus Stock Plan COMPENSATION
- ISSUER 1260 0 Against
1260
AGAINST
S000079305 Based on an evaluation of the estimated cost, plan features, and grant practices using the Equity Plan Scorecard (EPSC), a vote AGAINST this proposal is warranted due to the following key factors: * The plan cost is excessive * The three-year average burn rate is excessive * The estimated duration of available and proposed shares exceeds six years; and * The disclosure of change-in-control ("CIC") vesting treatment is incomplete (or is otherwise considered discretio ry).
Twist Bioscience Corporation 90184D100 US90184D1000 - 02/06/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 593 0 Withhold
Withhold
593
593
AGAINST
AGAINST
S000079305 In the absence of Audit Committee members on the ballot, WITHHOLD vote are warranted for all incumbent director nominees for failing to address the material weaknesses in the company's inter l controls in consecutive years. WITHHOLD votes are warranted for Gover nce Committee member Robert (Rob) Chess given the board's failure to remove, or subject to a sunset requirement, the supermajority vote requirement to e ct certain changes to the governing documents and the classified board, each of which adversely impacts shareholder rights.
Twist Bioscience Corporation 90184D100 US90184D1000 - 02/06/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 593 0 For
593
FOR
S000079305 -
Twist Bioscience Corporation 90184D100 US90184D1000 - 02/06/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 593 0 For
593
FOR
S000079305 -
Clearfield, Inc. 18482P103 US18482P1030 - 02/22/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 1425 0 For
For
For
For
For
For
For
For
1425
1425
1425
1425
1425
1425
1425
1425
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Clearfield, Inc. 18482P103 US18482P1030 - 02/22/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 1425 0 For
1425
FOR
S000079305 -
Clearfield, Inc. 18482P103 US18482P1030 - 02/22/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 1425 0 For
1425
FOR
S000079305 -
Johnson Outdoors Inc. 479167108 US4791671088 - 02/28/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 310 0 Withhold
Withhold
For
310
310
310
AGAINST
AGAINST
FOR
S000079305 WITHHOLD votes are warranted for Gover nce Committee members John Fahey Jr. and Paul Alexander for maintaining a multi-class structure that is not subject to a reaso ble time-based sunset provision. A vote FOR the remaining director nominee, Jeffrey Stutz, is warranted.
Johnson Outdoors Inc. 479167108 US4791671088 - 02/28/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 310 0 For
310
FOR
S000079305 -
Johnson Outdoors Inc. 479167108 US4791671088 - 02/28/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 310 0 For
310
FOR
S000079305 -
Mueller Water Products, Inc. 624758108 US6247581084 - 02/28/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 2405 0 For
For
For
For
For
For
For
For
For
For
2405
2405
2405
2405
2405
2405
2405
2405
2405
2405
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Mueller Water Products, Inc. 624758108 US6247581084 - 02/28/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 2405 0 For
2405
FOR
S000079305 -
Mueller Water Products, Inc. 624758108 US6247581084 - 02/28/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 2405 0 For
2405
FOR
S000079305 -
H.B. Fuller Company 359694106 US3596941068 - 04/11/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 255 0 For
For
For
255
255
255
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
H.B. Fuller Company 359694106 US3596941068 - 04/11/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 255 0 For
255
FOR
S000079305 -
H.B. Fuller Company 359694106 US3596941068 - 04/11/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 255 0 For
255
FOR
S000079305 -
The Sherwin-Williams Company 824348106 US8243481061 - 04/17/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 65 0 For
For
For
For
For
For
For
For
For
For
For
65
65
65
65
65
65
65
65
65
65
65
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
The Sherwin-Williams Company 824348106 US8243481061 - 04/17/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 65 0 For
65
FOR
S000079305 -
The Sherwin-Williams Company 824348106 US8243481061 - 04/17/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 65 0 For
65
FOR
S000079305 -
The Sherwin-Williams Company 824348106 US8243481061 - 04/17/2024 Reduce Supermajority Vote Requirement CORPORATE GOVERNANCE
- SECURITY HOLDER 65 0 For
65
AGAINST
S000079305 A vote FOR this proposal is warranted given that elimi tion of the supermajority vote requirement would enhance shareholder rights.
AMN Healthcare Services, Inc. 001744101 US0017441017 - 04/19/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 198 0 For
For
For
For
For
For
For
For
198
198
198
198
198
198
198
198
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
AMN Healthcare Services, Inc. 001744101 US0017441017 - 04/19/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 198 0 For
198
FOR
S000079305 -
AMN Healthcare Services, Inc. 001744101 US0017441017 - 04/19/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 198 0 For
198
FOR
S000079305 -
AMN Healthcare Services, Inc. 001744101 US0017441017 - 04/19/2024 Issue Updated Indemnification, Liability and Exculpation Agreements for Directors OTHER
Director Related ISSUER 198 0 For
198
FOR
S000079305 -
Portland General Electric Company 736508847 US7365088472 - 04/19/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 359 0 For
For
For
For
For
For
For
For
For
359
359
359
359
359
359
359
359
359
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Portland General Electric Company 736508847 US7365088472 - 04/19/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 359 0 For
359
FOR
S000079305 -
Portland General Electric Company 736508847 US7365088472 - 04/19/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 359 0 For
359
FOR
S000079305 -
Portland General Electric Company 736508847 US7365088472 - 04/19/2024 Amend Qualified Employee Stock Purchase Plan COMPENSATION
- ISSUER 359 0 For
359
FOR
S000079305 -
American Electric Power Company, Inc. 025537101 US0255371017 - 04/23/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 186 0 For
For
For
For
For
For
For
For
For
For
For
For
186
186
186
186
186
186
186
186
186
186
186
186
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
American Electric Power Company, Inc. 025537101 US0255371017 - 04/23/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 186 0 For
186
FOR
S000079305 -
American Electric Power Company, Inc. 025537101 US0255371017 - 04/23/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 186 0 For
186
FOR
S000079305 -
American Electric Power Company, Inc. 025537101 US0255371017 - 04/23/2024 Approve Omnibus Stock Plan COMPENSATION
- ISSUER 186 0 For
186
FOR
S000079305 -
Equitrans Midstream Corporation 294600101 US2946001011 - 04/23/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 3438 0 For
For
For
For
For
For
For
For
3438
3438
3438
3438
3438
3438
3438
3438
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Equitrans Midstream Corporation 294600101 US2946001011 - 04/23/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 3438 0 Against
3438
AGAINST
S000079305 A vote AGAINST this proposal is warranted. The CEO's pay more than doubled in FY23, largely driven by a sizable discretio ry cash bonus. While the proxy notes the CEO's critical role during the MVP project setbacks, the magnitude of this bonus, which alone was more than the CEO's total H last year, and the lack of pre-set criteria remains concerning. Lastly, the committee also removed an expiration date on PSUs which had been previously awarded for similar project milestones. The removal of the expiration date effectively created another opportunity for NEOs to earn these performance awards, which is generally viewed as a poor practice.
Equitrans Midstream Corporation 294600101 US2946001011 - 04/23/2024 Approve Omnibus Stock Plan COMPENSATION
- ISSUER 3438 0 For
3438
FOR
S000079305 -
Equitrans Midstream Corporation 294600101 US2946001011 - 04/23/2024 Issue Updated Indemnification, Liability and Exculpation Agreements for Directors OTHER
Director Related ISSUER 3438 0 For
3438
FOR
S000079305 -
Equitrans Midstream Corporation 294600101 US2946001011 - 04/23/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 3438 0 For
3438
FOR
S000079305 -
Federal Sig l Corporation 313855108 US3138551086 - 04/23/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 379 0 For
For
For
For
For
For
For
For
379
379
379
379
379
379
379
379
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Federal Sig l Corporation 313855108 US3138551086 - 04/23/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 379 0 For
379
FOR
S000079305 -
Federal Sig l Corporation 313855108 US3138551086 - 04/23/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 379 0 For
379
FOR
S000079305 -
Levi Strauss & Co. 52736R102 US52736R1023 - 04/24/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 1064 0 Withhold
Withhold
Withhold
For
1064
1064
1064
1064
AGAINST
AGAINST
AGAINST
FOR
S000079305 WITHHOLD votes are warranted for Gover nce Committee members David Friedman, Yael Garten, and Jennifer (Jenny) Ming given the board's failure to remove, or subject to a sunset requirement, the classified board and dual-class capital structure, which adversely impact shareholder rights. A vote FOR Joshua Prime is warranted.
Levi Strauss & Co. 52736R102 US52736R1023 - 04/24/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 1064 0 Against
1064
AGAINST
S000079305 A vote AGAINST this proposal is warranted. A pay-for-performance misalignment exists for the year under review and sufficient mitigating factors cannot be identified. Although the company will be transitioning to an STI that is primarily based on fi ncial measures in FY24, a significant portion of FY23 annual incentives were based on a subjective assessment of individual performance with limited disclosure. In the long-term incentive program, concern is raised regarding relative TSR PSUs that target merely the median without a cap on payouts if absolute TSR is negative. Further, forwarding looking goals for the ROIC metric are not disclosed.
Levi Strauss & Co. 52736R102 US52736R1023 - 04/24/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 1064 0 For
1064
FOR
S000079305 -
Levi Strauss & Co. 52736R102 US52736R1023 - 04/24/2024 Miscellaneous -- J & M Counterproposal OTHER
E&S Blended SECURITY HOLDER 1064 0 Against
1064
FOR
S000079305 -
Mativ Holdings, Inc. 808541106 US8085411069 - 04/24/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 1085 0 For
For
1085
1085
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Mativ Holdings, Inc. 808541106 US8085411069 - 04/24/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 1085 0 For
1085
FOR
S000079305 -
Mativ Holdings, Inc. 808541106 US8085411069 - 04/24/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 1085 0 For
1085
FOR
S000079305 -
Mativ Holdings, Inc. 808541106 US8085411069 - 04/24/2024 Approve Omnibus Stock Plan COMPENSATION
- ISSUER 1085 0 For
1085
FOR
S000079305 -
The New York Times Company 650111107 US6501111073 - 04/24/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 259 0 For
For
For
For
259
259
259
259
FOR
FOR
FOR
FOR
S000079305 A vote FOR Gover nce Committee member Manuel Bronstein is warranted, with caution, for maintaining a multi-class capital structure that is not subject to a reaso ble time-based sunset provision. A vote FOR the remaining director nominees is warranted.
The New York Times Company 650111107 US6501111073 - 04/24/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 259 0 For
259
FOR
S000079305 -
Halozyme Therapeutics, Inc. 40637H109 US40637H1095 - 04/25/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 423 0 For
For
423
423
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Halozyme Therapeutics, Inc. 40637H109 US40637H1095 - 04/25/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 423 0 For
423
FOR
S000079305 -
Halozyme Therapeutics, Inc. 40637H109 US40637H1095 - 04/25/2024 Issue Updated Indemnification, Liability and Exculpation Agreements for Directors OTHER
Director Related ISSUER 423 0 For
423
FOR
S000079305 -
Halozyme Therapeutics, Inc. 40637H109 US40637H1095 - 04/25/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 423 0 For
423
FOR
S000079305 -
Lantheus Holdings, Inc. 516544103 US5165441032 - 04/25/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 26 0 For
For
Against
26
26
26
FOR
FOR
AGAINST
S000079305 A vote AGAINST Gover nce Committee member James (Jim) Thrall is warranted given the board's failure to remove, or subject to a sunset requirement, the classified board which adversely impacts shareholder rights. A vote FOR the remaining director nominees is warranted.
Lantheus Holdings, Inc. 516544103 US5165441032 - 04/25/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 26 0 For
26
FOR
S000079305 -
Lantheus Holdings, Inc. 516544103 US5165441032 - 04/25/2024 Amend Omnibus Stock Plan COMPENSATION
- ISSUER 26 0 For
26
FOR
S000079305 -
Lantheus Holdings, Inc. 516544103 US5165441032 - 04/25/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 26 0 For
26
FOR
S000079305 -
ArcBest Corporation 03937C105 US03937C1053 - 04/26/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 240 0 For
For
For
For
For
For
For
For
For
240
240
240
240
240
240
240
240
240
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
ArcBest Corporation 03937C105 US03937C1053 - 04/26/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 240 0 For
240
FOR
S000079305 -
ArcBest Corporation 03937C105 US03937C1053 - 04/26/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 240 0 For
240
FOR
S000079305 -
ArcBest Corporation 03937C105 US03937C1053 - 04/26/2024 Reduce Supermajority Vote Requirement OTHER
Takeover Related ISSUER 240 0 For
240
FOR
S000079305 -
Dayforce, Inc. 15677J108 US15677J1088 - 04/26/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 439 0 For
For
For
For
For
For
For
For
For
439
439
439
439
439
439
439
439
439
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Dayforce, Inc. 15677J108 US15677J1088 - 04/26/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 439 0 For
439
FOR
S000079305 -
Dayforce, Inc. 15677J108 US15677J1088 - 04/26/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 439 0 For
439
FOR
S000079305 -
RLJ Lodging Trust 74965L101 US74965L1017 - 04/26/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 1717 0 For
For
For
For
For
For
For
For
For
1717
1717
1717
1717
1717
1717
1717
1717
1717
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
RLJ Lodging Trust 74965L101 US74965L1017 - 04/26/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 1717 0 For
1717
FOR
S000079305 -
RLJ Lodging Trust 74965L101 US74965L1017 - 04/26/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 1717 0 For
1717
FOR
S000079305 -
RLJ Lodging Trust 74965L101 US74965L1017 - 04/26/2024 Advisory Vote on Say on Pay Frequency COMPENSATION
- ISSUER 1717 0 One Year
1717
FOR
S000079305 -
Citigroup Inc. 172967424 US1729674242 - 04/30/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 740 0 For
For
For
For
For
For
For
For
For
For
For
For
For
740
740
740
740
740
740
740
740
740
740
740
740
740
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Citigroup Inc. 172967424 US1729674242 - 04/30/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 740 0 For
740
FOR
S000079305 -
Citigroup Inc. 172967424 US1729674242 - 04/30/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 740 0 For
740
FOR
S000079305 -
Citigroup Inc. 172967424 US1729674242 - 04/30/2024 Amend Omnibus Stock Plan COMPENSATION
- ISSUER 740 0 Against
740
AGAINST
S000079305 Based on an evaluation of the estimated cost, plan features, and grant practices using the Equity Plan Scorecard (EPSC), a vote AGAINST this proposal is warranted due to the following key factors: * The plan cost is excessive; * The three-year average burn rate is excessive; * The disclosure of change-in-control ("CIC") vesting treatment is incomplete (or is otherwise considered discretio ry); and * The plan allows broad discretion to accelerate vesting.
Citigroup Inc. 172967424 US1729674242 - 04/30/2024 Require Independent Board Chairman OTHER
Director Related SECURITY HOLDER 740 0 Against
740
FOR
S000079305 -
Citigroup Inc. 172967424 US1729674242 - 04/30/2024 Improve Human Rights Standards or Policies OTHER SOCIAL ISSUES
- SECURITY HOLDER 740 0 For
740
AGAINST
S000079305 A vote FOR this proposal is warranted. The bank and its shareholders are likely to benefit from increased transparency regarding due diligence around Indigenous Peoples' rights in project-related fi ncing and clients' activities, for existing and future business.
Citigroup Inc. 172967424 US1729674242 - 04/30/2024 Amend Articles Board-Related OTHER
Company Articles SECURITY HOLDER 740 0
740
FOR
S000079305 -
Citigroup Inc. 172967424 US1729674242 - 04/30/2024 Miscellaneous -- J & M Counterproposal OTHER
E&S Blended SECURITY HOLDER 740 0 Against
740
FOR
S000079305 -
Citigroup Inc. 172967424 US1729674242 - 04/30/2024 Miscellaneous Proposal -- J & M OTHER
E&S Blended SECURITY HOLDER 740 0 Against
740
FOR
S000079305 -
Citigroup Inc. 172967424 US1729674242 - 04/30/2024 Animal Welfare OTHER SOCIAL ISSUES
- SECURITY HOLDER 740 0 Against
740
FOR
S000079305 -
Equity LifeStyle Properties, Inc. 29472R108 US29472R1086 - 04/30/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 316 0 For
For
For
For
For
For
For
For
For
316
316
316
316
316
316
316
316
316
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Equity LifeStyle Properties, Inc. 29472R108 US29472R1086 - 04/30/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 316 0 For
316
FOR
S000079305 -
Equity LifeStyle Properties, Inc. 29472R108 US29472R1086 - 04/30/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 316 0 For
316
FOR
S000079305 -
Equity LifeStyle Properties, Inc. 29472R108 US29472R1086 - 04/30/2024 Approve Omnibus Stock Plan COMPENSATION
- ISSUER 316 0 For
316
FOR
S000079305 -
General Dy mics Corporation 369550108 US3695501086 - 05/01/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 118 0 For
For
For
For
For
For
For
For
For
For
For
For
For
118
118
118
118
118
118
118
118
118
118
118
118
118
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
General Dy mics Corporation 369550108 US3695501086 - 05/01/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 118 0 For
118
FOR
S000079305 -
General Dy mics Corporation 369550108 US3695501086 - 05/01/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 118 0 For
118
FOR
S000079305 -
General Dy mics Corporation 369550108 US3695501086 - 05/01/2024 Submit Severance Agreement to Shareholder Vote COMPENSATION
- SECURITY HOLDER 118 0 Against
118
FOR
S000079305 -
Regency Centers Corporation 758849103 US7588491032 - 05/01/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 338 0 For
For
For
For
For
For
For
For
For
For
For
338
338
338
338
338
338
338
338
338
338
338
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Regency Centers Corporation 758849103 US7588491032 - 05/01/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 338 0 For
338
FOR
S000079305 -
Regency Centers Corporation 758849103 US7588491032 - 05/01/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 338 0 For
338
FOR
S000079305 -
Occidental Petroleum Corporation 674599105 US6745991058 - 05/02/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 627 0 For
For
For
For
For
For
For
For
For
For
627
627
627
627
627
627
627
627
627
627
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Occidental Petroleum Corporation 674599105 US6745991058 - 05/02/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 627 0 For
627
FOR
S000079305 -
Occidental Petroleum Corporation 674599105 US6745991058 - 05/02/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 627 0 For
627
FOR
S000079305 -
Occidental Petroleum Corporation 674599105 US6745991058 - 05/02/2024 Political Lobbying Disclosure OTHER SOCIAL ISSUES
- SECURITY HOLDER 627 0 For
627
AGAINST
S000079305 A vote FOR this resolution is warranted, as shareholders would benefit from increased disclosure to evaluate the company's lobbying efforts.
United Parcel Service, Inc. 911312106 US9113121068 - 05/02/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 214 0 For
For
For
For
For
For
Against
Against
Against
For
Against
Against
214
214
214
214
214
214
214
214
214
214
214
214
FOR
FOR
FOR
FOR
FOR
FOR
AGAINST
AGAINST
AGAINST
FOR
AGAINST
AGAINST
S000079305 A vote AGAINST gover nce committee members William Johnson, Kathleen Johnson, Franck Moison, Russell Stokes, and Kevin Warsh is warranted given the problematic capital structure that negatively impacts shareholder rights. A vote FOR the remaining director nominees is warranted.
United Parcel Service, Inc. 911312106 US9113121068 - 05/02/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 214 0 For
214
FOR
S000079305 -
United Parcel Service, Inc. 911312106 US9113121068 - 05/02/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 214 0 For
214
FOR
S000079305 -
United Parcel Service, Inc. 911312106 US9113121068 - 05/02/2024 Approve ReG Plan for all Stock to Have One-vote per Share OTHER
Routine Business SECURITY HOLDER 214 0 For
214
AGAINST
S000079305 A vote FOR this proposal is warranted, as it would provide all shareholders with equal voting rights on all matters.
United Parcel Service, Inc. 911312106 US9113121068 - 05/02/2024 Restrict Spending on Climate Change-Related A lysis or Actions ENVIRONMENT OR CLIMATE
- SECURITY HOLDER 214 0 Against
214
FOR
S000079305 -
United Parcel Service, Inc. 911312106 US9113121068 - 05/02/2024 Report on EEO OTHER SOCIAL ISSUES
- SECURITY HOLDER 214 0 For
214
AGAINST
S000079305 A vote FOR this resolution is warranted, as reporting quantitative and comparable diversity statistics would allow shareholders to better assess the effectiveness of the company's diversity initiatives and its ma gement of related risks.
The Hershey Company 427866108 US4278661081 - 05/06/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 90 0 For
For
Withhold
For
Withhold
For
Withhold
For
Withhold
Withhold
For
90
90
90
90
90
90
90
90
90
90
90
FOR
FOR
AGAINST
FOR
AGAINST
FOR
AGAINST
FOR
AGAINST
AGAINST
FOR
S000079305 WITHHOLD votes are warranted for gover nce committee members Anthony Palmer, Robert Dutkowsky, M. Diane Koken, Robert Malcolm, and Juan Perez due to the company's multi-class structure which is not subject to a reaso ble time-based sunset provision. A vote FOR the remaining director nominees is warranted.
The Hershey Company 427866108 US4278661081 - 05/06/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 90 0 For
90
FOR
S000079305 -
The Hershey Company 427866108 US4278661081 - 05/06/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 90 0 For
90
FOR
S000079305 -
The Hershey Company 427866108 US4278661081 - 05/06/2024 Miscellaneous Proposal - M OTHER SOCIAL ISSUES
- SECURITY HOLDER 90 0 Against
90
FOR
S000079305 -
The Hershey Company 427866108 US4278661081 - 05/06/2024 Recycling ENVIRONMENT OR CLIMATE
- SECURITY HOLDER 90 0 For
90
AGAINST
S000079305 A vote FOR this proposal is warranted, as additio l disclosure on the company's efforts to support a circular economy for packaging would allow shareholders to better assess the company's ma gement of related risk.
Tootsie Roll Industries, Inc. 890516107 US8905161076 - 05/06/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 554 0 Withhold
Withhold
Withhold
Withhold
Withhold
554
554
554
554
554
AGAINST
AGAINST
AGAINST
AGAINST
AGAINST
S000079305 WITHHOLD votes are warranted for non-independent director nominees Ellen Gordon and Virginia Gordon due to the company's lack of a formal nomi ting committee. WITHHOLD votes are warranted for board chair Ellen Gordon for lack of diversity on the board. WITHHOLD votes are warranted for incumbent director nominees Ellen Gordon, Virginia Gordon, La Jane Lewis-Brent, Barre Seibert, and Paula Wardynski, in the absence of a gover nce committee, for maintaining a multi-class structure that is not subject to a reaso ble time-based sunset provision. WITHHOLD votes are further warranted for Ellen Gordon and Virginia Gordon as their ownership of the supervoting shares provide them with voting power control of the company. In the absence of a say-on-pay proposal, WITHHOLD votes are warranted for H committee members La Jane Lewis-brent, Barre Seibert, and Paula Wardynski as the CEO's pay consists primarily of various problematic or outsized payments, including $1.9 million in the use of company aircraft and $1.1 million to replace benefits under deferred and retirement plans, which in the aggregate are considered a problematic pay practice.
Tootsie Roll Industries, Inc. 890516107 US8905161076 - 05/06/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 554 0 For
554
FOR
S000079305 -
Oil States Inter tio l, Inc. 678026105 US6780261052 - 05/07/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 6805 0 For
For
6805
6805
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Oil States Inter tio l, Inc. 678026105 US6780261052 - 05/07/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 6805 0 For
6805
FOR
S000079305 -
Oil States Inter tio l, Inc. 678026105 US6780261052 - 05/07/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 6805 0 For
6805
FOR
S000079305 -
Advanced Micro Devices, Inc. 007903107 US0079031078 - 05/08/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 173 0 For
For
For
For
For
For
For
For
For
173
173
173
173
173
173
173
173
173
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Advanced Micro Devices, Inc. 007903107 US0079031078 - 05/08/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 173 0 For
173
FOR
S000079305 -
Advanced Micro Devices, Inc. 007903107 US0079031078 - 05/08/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 173 0 For
173
FOR
S000079305 -
Advanced Micro Devices, Inc. 007903107 US0079031078 - 05/08/2024 Amend Articles/Bylaws/Charter - Call Special Meetings CORPORATE GOVERNANCE
- SECURITY HOLDER 173 0 For
173
AGAINST
S000079305 A vote FOR this proposal is warranted, as the proposed 10 percent ownership threshold for shareholders to call a special meeting would enhance shareholders ability to make use of the right. Additio lly, an affirmative vote on this proposal may sig l support for modifying certain restrictions the board implemented on special meeting timing and subject matter, which may otherwise hinder the effectiveness of the right.
Diamond Hill Investment Group, Inc. 25264R207 US25264R2076 - 05/09/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 279 0 For
For
For
For
For
For
279
279
279
279
279
279
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Diamond Hill Investment Group, Inc. 25264R207 US25264R2076 - 05/09/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 279 0 For
279
FOR
S000079305 -
Diamond Hill Investment Group, Inc. 25264R207 US25264R2076 - 05/09/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 279 0 For
279
FOR
S000079305 -
Duke Energy Corporation. 26441C204 US26441C2044 - 05/09/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 137 0 For
For
For
For
For
For
For
For
For
For
For
For
For
For
137
137
137
137
137
137
137
137
137
137
137
137
137
137
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Duke Energy Corporation. 26441C204 US26441C2044 - 05/09/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 137 0 For
137
FOR
S000079305 -
Duke Energy Corporation. 26441C204 US26441C2044 - 05/09/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 137 0 For
137
FOR
S000079305 -
Duke Energy Corporation. 26441C204 US26441C2044 - 05/09/2024 Reduce Supermajority Vote Requirement OTHER
Takeover Related ISSUER 137 0 For
137
FOR
S000079305 -
Duke Energy Corporation. 26441C204 US26441C2044 - 05/09/2024 Stock Retention/Holding Period COMPENSATION
- SECURITY HOLDER 137 0 For
137
AGAINST
S000079305 A vote FOR the proposal is warranted as the adoption of more stringent stock ownership requirements would more meaningfully align executives' interest with long-term shareholder value.
Duke Energy Corporation. 26441C204 US26441C2044 - 05/09/2024 Restrict Spending on Climate Change-Related A lysis or Actions ENVIRONMENT OR CLIMATE
- SECURITY HOLDER 137 0 Against
137
FOR
S000079305 -
WEX Inc. 96208T104 US96208T1043 - 05/09/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 143 0 For
For
For
For
For
For
For
For
For
For
For
143
143
143
143
143
143
143
143
143
143
143
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
WEX Inc. 96208T104 US96208T1043 - 05/09/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 143 0 For
143
FOR
S000079305 -
WEX Inc. 96208T104 US96208T1043 - 05/09/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 143 0 For
143
FOR
S000079305 -
WW Inter tio l, Inc. 98262P101 US98262P1012 - 05/09/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 5731 0 For
For
For
For
5731
5731
5731
5731
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
WW Inter tio l, Inc. 98262P101 US98262P1012 - 05/09/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 5731 0 For
5731
FOR
S000079305 -
WW Inter tio l, Inc. 98262P101 US98262P1012 - 05/09/2024 Adopt Majority Voting for Uncontested Election of Directors OTHER
Director Related ISSUER 5731 0 For
5731
FOR
S000079305 -
WW Inter tio l, Inc. 98262P101 US98262P1012 - 05/09/2024 Amend Articles/Bylaws/Charter -- Non-Routine OTHER
Company Articles ISSUER 5731 0 For
5731
FOR
S000079305 -
WW Inter tio l, Inc. 98262P101 US98262P1012 - 05/09/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 5731 0 Against
5731
AGAINST
S000079305 A vote AGAINST this proposal is warranted. Though certain positive features are identified for the STI and LTI programs, the quantitative pay-for-performance misalignment is not sufficiently mitigated at this time. The CEO's base salary is relatively high, which leads to a compounding effect on her target bonus opportunity and payout. Further, goal rigor concerns exist, as an STI target was set below the prior year's result and achieved above target, and relative TSR targets merely median performance without a cap on PSU payouts if absolute TSR is negative for the period.
The Progressive Corporation 743315103 US7433151039 - 05/10/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 216 0 For
For
For
For
For
For
For
For
For
For
For
For
216
216
216
216
216
216
216
216
216
216
216
216
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
The Progressive Corporation 743315103 US7433151039 - 05/10/2024 Approve Omnibus Stock Plan COMPENSATION
- ISSUER 216 0 For
216
FOR
S000079305 -
The Progressive Corporation 743315103 US7433151039 - 05/10/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 216 0 For
216
FOR
S000079305 -
The Progressive Corporation 743315103 US7433151039 - 05/10/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 216 0 For
216
FOR
S000079305 -
The Progressive Corporation 743315103 US7433151039 - 05/10/2024 Miscellaneous -- J & M Counterproposal OTHER
E&S Blended SECURITY HOLDER 216 0 Against
216
FOR
S000079305 -
Celanese Corporation 150870103 US1508701034 - 05/13/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 122 0 For
For
For
For
For
For
For
For
For
For
122
122
122
122
122
122
122
122
122
122
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Celanese Corporation 150870103 US1508701034 - 05/13/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 122 0 For
122
FOR
S000079305 -
Celanese Corporation 150870103 US1508701034 - 05/13/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 122 0 For
122
FOR
S000079305 -
Celanese Corporation 150870103 US1508701034 - 05/13/2024 Issue Updated Indemnification, Liability and Exculpation Agreements for Directors OTHER
Director Related ISSUER 122 0 For
122
FOR
S000079305 -
ALLETE, Inc. 018522300 US0185223007 - 05/14/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 221 0 For
For
For
For
For
For
For
For
For
For
221
221
221
221
221
221
221
221
221
221
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
ALLETE, Inc. 018522300 US0185223007 - 05/14/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 221 0 For
221
FOR
S000079305 -
ALLETE, Inc. 018522300 US0185223007 - 05/14/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 221 0 For
221
FOR
S000079305 -
Carrols Restaurant Group, Inc. 14574X104 US14574X1046 - 05/14/2024 Approve Merger Agreement OTHER
Strategic Transactions ISSUER 2279 0 For
2279
FOR
S000079305 -
Carrols Restaurant Group, Inc. 14574X104 US14574X1046 - 05/14/2024 Advisory Vote on Golden Parachutes COMPENSATION
- ISSUER 2279 0 For
2279
FOR
S000079305 -
Centene Corporation 15135B101 US15135B1017 - 05/14/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 191 0 For
For
For
For
For
For
For
For
For
For
191
191
191
191
191
191
191
191
191
191
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Centene Corporation 15135B101 US15135B1017 - 05/14/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 191 0 For
191
FOR
S000079305 -
Centene Corporation 15135B101 US15135B1017 - 05/14/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 191 0 For
191
FOR
S000079305 -
Centene Corporation 15135B101 US15135B1017 - 05/14/2024 GHG Emissions ENVIRONMENT OR CLIMATE
- SECURITY HOLDER 191 0 For
191
AGAINST
S000079305 A vote FOR this resolution is warranted. Additio l disclosure about the company's GHG emission reduction targets and climate transition plan would help shareholders better evaluate the company's strategy around the transition to a low-carbon economy and its ma gement of related risks and opportunities.
Cummins Inc. 231021106 US2310211063 - 05/14/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 122 0 For
For
For
For
For
For
For
For
For
For
For
122
122
122
122
122
122
122
122
122
122
122
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 Cautio ry votes FOR lead independent director Thomas Lynch are warranted in light of CMI's proposed regulatory settlement to resolve allegations that CMI violated the Clean Air Act, the fi ncial and reputatio l cost of which will be borne by shareholders, and that robust independent board oversight in a heightened regulatory environment will be critical for creating and sustaining long-term shareholder value. A vote FOR the director nominees is warranted.
Cummins Inc. 231021106 US2310211063 - 05/14/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 122 0 For
122
FOR
S000079305 -
Cummins Inc. 231021106 US2310211063 - 05/14/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 122 0 For
122
FOR
S000079305 -
Cummins Inc. 231021106 US2310211063 - 05/14/2024 Require Independent Board Chairman OTHER
Director Related SECURITY HOLDER 122 0 For
122
AGAINST
S000079305 A vote FOR this proposal is warranted. The material fi ncial charge resulting from the proposed settlement to resolve alleged violations under the Clean Air Act, the fi ncial and reputation costs of which are borne by shareholders, suggest that shareholders would benefit from the most robust form of independent board oversight, in the form of an independent board chair, at the next CEO transition.
Cummins Inc. 231021106 US2310211063 - 05/14/2024 Link Executive Pay to M Criteria OTHER
E&S Blended SECURITY HOLDER 122 0 Against
122
FOR
S000079305 -
Dutch Bros Inc. 26701L100 US26701L1008 - 05/14/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 679 0 Against
Against
For
Against
Against
Against
Against
679
679
679
679
679
679
679
AGAINST
AGAINST
FOR
AGAINST
AGAINST
AGAINST
AGAINST
S000079305 A vote AGAINST non-independent director nominees Travis Boersma, Christine Barone, Thomas Davis, and Kathryn George is warranted for failing to establish a board on which a majority of the directors are independent. A vote AGAINST Thomas Davis is further warranted for serving as a non-independent member of a key board committee. A vote AGAINST Gover nce Committee chair Ann Miller is warranted given the board's failure to remove, or subject to a sunset requirement, the supermajority vote requirement to e ct certain changes to the bylaws, which adversely impacts shareholder rights. A vote AGAINST Gover nce Committee members Stephen Gillett and Ann Miller is warranted due to the company's adoption of a multi-class capital structure with unequal voting rights, that is not subject to a time-based sunset provision. A vote AGAINST Travis Boersma is also warranted as his ownership of the supervoting shares provide him with voting power control of the company. A vote FOR remaining director nominee C. David Cone is warranted.
Dutch Bros Inc. 26701L100 US26701L1008 - 05/14/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 679 0 For
679
FOR
S000079305 -
Dutch Bros Inc. 26701L100 US26701L1008 - 05/14/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 679 0 For
679
FOR
S000079305 -
Essex Property Trust, Inc. 297178105 US2971781057 - 05/14/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 96 0 For
For
For
For
For
For
For
For
For
96
96
96
96
96
96
96
96
96
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Essex Property Trust, Inc. 297178105 US2971781057 - 05/14/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 96 0 For
96
FOR
S000079305 -
Essex Property Trust, Inc. 297178105 US2971781057 - 05/14/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 96 0 For
96
FOR
S000079305 -
MDU Resources Group, Inc. 552690109 US5526901096 - 05/14/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 1525 0 For
For
For
For
For
For
For
For
For
1525
1525
1525
1525
1525
1525
1525
1525
1525
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
MDU Resources Group, Inc. 552690109 US5526901096 - 05/14/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 1525 0 For
1525
FOR
S000079305 -
MDU Resources Group, Inc. 552690109 US5526901096 - 05/14/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 1525 0 For
1525
FOR
S000079305 -
Ventas, Inc. 92276F100 US92276F1003 - 05/14/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 468 0 For
For
For
For
For
For
For
For
For
For
For
For
468
468
468
468
468
468
468
468
468
468
468
468
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Ventas, Inc. 92276F100 US92276F1003 - 05/14/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 468 0 For
468
FOR
S000079305 -
Ventas, Inc. 92276F100 US92276F1003 - 05/14/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 468 0 For
468
FOR
S000079305 -
Denny's Corporation 24869P104 US24869P1049 - 05/15/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 2042 0 For
For
For
For
For
For
For
For
2042
2042
2042
2042
2042
2042
2042
2042
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Denny's Corporation 24869P104 US24869P1049 - 05/15/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 2042 0 For
2042
FOR
S000079305 -
Denny's Corporation 24869P104 US24869P1049 - 05/15/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 2042 0 For
2042
FOR
S000079305 -
Denny's Corporation 24869P104 US24869P1049 - 05/15/2024 GHG Emissions ENVIRONMENT OR CLIMATE
- SECURITY HOLDER 2042 0 For
2042
AGAINST
S000079305 A vote FOR this proposal is warranted, as disclosing GHG emissions and setting emission reduction targets would help the company better align with its peers and address risks related to climate change.
Denny's Corporation 24869P104 US24869P1049 - 05/15/2024 Animal Welfare OTHER SOCIAL ISSUES
- SECURITY HOLDER 2042 0 For
2042
AGAINST
S000079305 A vote FOR this resolution is warranted. In light of regulatory developments and the company's lack of firm targets, shareholders would benefit from more information on the company's progress related to reducing or elimi ting the use of gestation crates in its pork supply chain.
Elevance Health, Inc. 036752103 US0367521038 - 05/15/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 29 0 For
For
For
29
29
29
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Elevance Health, Inc. 036752103 US0367521038 - 05/15/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 29 0 For
29
FOR
S000079305 -
Elevance Health, Inc. 036752103 US0367521038 - 05/15/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 29 0 For
29
FOR
S000079305 -
Elevance Health, Inc. 036752103 US0367521038 - 05/15/2024 Political Contributions Disclosure OTHER SOCIAL ISSUES
- SECURITY HOLDER 29 0 Against
29
FOR
S000079305 -
Lumen Technologies, Inc. 550241103 US5502411037 - 05/15/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 8416 0 For
For
For
For
For
For
For
For
For
For
For
8416
8416
8416
8416
8416
8416
8416
8416
8416
8416
8416
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Lumen Technologies, Inc. 550241103 US5502411037 - 05/15/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 8416 0 For
8416
FOR
S000079305 -
Lumen Technologies, Inc. 550241103 US5502411037 - 05/15/2024 Approve Omnibus Stock Plan COMPENSATION
- ISSUER 8416 0 For
8416
FOR
S000079305 -
Lumen Technologies, Inc. 550241103 US5502411037 - 05/15/2024 Adopt, Renew or Amend NOL Rights Plan (NOL Pill) OTHER
Takeover Related ISSUER 8416 0 For
8416
FOR
S000079305 -
Lumen Technologies, Inc. 550241103 US5502411037 - 05/15/2024 Approve Reverse Stock Split CAPITAL STRUCTURE
- ISSUER 8416 0 For
8416
FOR
S000079305 -
Lumen Technologies, Inc. 550241103 US5502411037 - 05/15/2024 Reduce Authorized Common and/or Preferred Stock CAPITAL STRUCTURE
- ISSUER 8416 0 For
8416
FOR
S000079305 -
Lumen Technologies, Inc. 550241103 US5502411037 - 05/15/2024 Elimi te/Adjust Par Value of Common Stock CAPITAL STRUCTURE
- ISSUER 8416 0 For
8416
FOR
S000079305 -
Lumen Technologies, Inc. 550241103 US5502411037 - 05/15/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 8416 0 For
8416
FOR
S000079305 -
Northrop Grumman Corporation 666807102 US6668071029 - 05/15/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 70 0 For
For
For
For
For
For
For
For
For
For
For
For
For
70
70
70
70
70
70
70
70
70
70
70
70
70
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Northrop Grumman Corporation 666807102 US6668071029 - 05/15/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 70 0 For
70
FOR
S000079305 -
Northrop Grumman Corporation 666807102 US6668071029 - 05/15/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 70 0 For
70
FOR
S000079305 -
Northrop Grumman Corporation 666807102 US6668071029 - 05/15/2024 Issue Updated Indemnification, Liability and Exculpation Agreements for Directors OTHER
Director Related ISSUER 70 0 For
70
FOR
S000079305 -
Northrop Grumman Corporation 666807102 US6668071029 - 05/15/2024 Approve Omnibus Stock Plan COMPENSATION
- ISSUER 70 0 For
70
FOR
S000079305 -
Northrop Grumman Corporation 666807102 US6668071029 - 05/15/2024 Political Spending Congruency OTHER SOCIAL ISSUES
- SECURITY HOLDER 70 0 Against
70
FOR
S000079305 -
Northrop Grumman Corporation 666807102 US6668071029 - 05/15/2024 Require Independent Board Chairman OTHER
Director Related SECURITY HOLDER 70 0 Against
70
FOR
S000079305 -
Reliance, Inc. 759509102 US7595091023 - 05/15/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 57 0 For
For
For
For
For
For
For
For
57
57
57
57
57
57
57
57
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Reliance, Inc. 759509102 US7595091023 - 05/15/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 57 0 For
57
FOR
S000079305 -
Reliance, Inc. 759509102 US7595091023 - 05/15/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 57 0 For
57
FOR
S000079305 -
Reliance, Inc. 759509102 US7595091023 - 05/15/2024 Amend Omnibus Stock Plan COMPENSATION
- ISSUER 57 0 For
57
FOR
S000079305 -
Vertex Pharmaceuticals Incorporated 92532F100 US92532F1003 - 05/15/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 36 0 For
For
For
For
For
For
For
For
For
For
For
36
36
36
36
36
36
36
36
36
36
36
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Vertex Pharmaceuticals Incorporated 92532F100 US92532F1003 - 05/15/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 36 0 For
36
FOR
S000079305 -
Vertex Pharmaceuticals Incorporated 92532F100 US92532F1003 - 05/15/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 36 0 For
36
FOR
S000079305 -
Vertex Pharmaceuticals Incorporated 92532F100 US92532F1003 - 05/15/2024 Amend Articles/Bylaws/Charter - Call Special Meetings CORPORATE GOVERNANCE
- SECURITY HOLDER 36 0 For
36
AGAINST
S000079305 A vote FOR this proposal is warranted as a lower ownership threshold would provide for a more useful special meeting right for shareholders.
Vertex Pharmaceuticals Incorporated 92532F100 US92532F1003 - 05/15/2024 Gender Pay Gap OTHER SOCIAL ISSUES
- SECURITY HOLDER 36 0 For
36
AGAINST
S000079305 A vote FOR this resolution is warranted, as it would shareholders to better evaluate the effectiveness of the company's diversity, equity, and inclusion efforts.
Alnylam Pharmaceuticals, Inc. 02043Q107 US02043Q1076 - 05/16/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 93 0 For
For
For
For
93
93
93
93
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Alnylam Pharmaceuticals, Inc. 02043Q107 US02043Q1076 - 05/16/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 93 0 For
93
FOR
S000079305 -
Alnylam Pharmaceuticals, Inc. 02043Q107 US02043Q1076 - 05/16/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 93 0 For
93
FOR
S000079305 -
Cable One, Inc. 12685J105 US12685J1051 - 05/16/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 29 0 For
For
For
For
For
For
For
For
For
29
29
29
29
29
29
29
29
29
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Cable One, Inc. 12685J105 US12685J1051 - 05/16/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 29 0 For
29
FOR
S000079305 -
Cable One, Inc. 12685J105 US12685J1051 - 05/16/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 29 0 For
29
FOR
S000079305 -
Cushman & Wakefield Plc G2717B108 GB00BFZ4N465 - 05/16/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 2059 0 For
Against
For
2059
2059
2059
FOR
AGAINST
FOR
S000079305 A vote AGAINST Gover nce Committee member Angela Sun is warranted given the board's failure to remove, or subject to a sunset requirement, the classified board which adversely impacts shareholder rights. A vote FOR the remaining director nominees is warranted.
Cushman & Wakefield Plc G2717B108 GB00BFZ4N465 - 05/16/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 2059 0 For
For
2059
2059
FOR
FOR
S000079305 -
Cushman & Wakefield Plc G2717B108 GB00BFZ4N465 - 05/16/2024 Authorize Board to Fix Remuneration of Exter l Auditor(s) AUDIT-RELATED
- ISSUER 2059 0 For
2059
FOR
S000079305 -
Cushman & Wakefield Plc G2717B108 GB00BFZ4N465 - 05/16/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 2059 0 For
For
2059
2059
FOR
FOR
S000079305 -
Cushman & Wakefield Plc G2717B108 GB00BFZ4N465 - 05/16/2024 Approve Remuneration Policy COMPENSATION
- ISSUER 2059 0 For
2059
FOR
S000079305 -
Cushman & Wakefield Plc G2717B108 GB00BFZ4N465 - 05/16/2024 Amend Omnibus Stock Plan COMPENSATION
- ISSUER 2059 0 For
2059
FOR
S000079305 -
Cushman & Wakefield Plc G2717B108 GB00BFZ4N465 - 05/16/2024 Amend Non-Employee Director Omnibus Stock Plan COMPENSATION
- ISSUER 2059 0 For
2059
FOR
S000079305 -
CVS Health Corporation 126650100 US1266501006 - 05/16/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 199 0 For
For
For
For
For
For
For
For
For
For
For
For
199
199
199
199
199
199
199
199
199
199
199
199
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
CVS Health Corporation 126650100 US1266501006 - 05/16/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 199 0 For
199
FOR
S000079305 -
CVS Health Corporation 126650100 US1266501006 - 05/16/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 199 0 For
199
FOR
S000079305 -
CVS Health Corporation 126650100 US1266501006 - 05/16/2024 Amend Omnibus Stock Plan COMPENSATION
- ISSUER 199 0 For
199
FOR
S000079305 -
CVS Health Corporation 126650100 US1266501006 - 05/16/2024 Improve Human Rights Standards or Policies OTHER SOCIAL ISSUES
- SECURITY HOLDER 199 0 Against
199
FOR
S000079305 -
CVS Health Corporation 126650100 US1266501006 - 05/16/2024 Amend Articles Board-Related OTHER
Company Articles SECURITY HOLDER 199 0 Against
199
FOR
S000079305 -
CVS Health Corporation 126650100 US1266501006 - 05/16/2024 Submit Severance Agreement to Shareholder Vote COMPENSATION
- SECURITY HOLDER 199 0 Against
199
FOR
S000079305 -
CVS Health Corporation 126650100 US1266501006 - 05/16/2024 Company-Specific Board-Related OTHER
Director Related SECURITY HOLDER 199 0 Against
199
FOR
S000079305 -
Eagle Bancorp, Inc. 268948106 US2689481065 - 05/16/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 1755 0 For
For
For
For
For
For
For
For
For
1755
1755
1755
1755
1755
1755
1755
1755
1755
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Eagle Bancorp, Inc. 268948106 US2689481065 - 05/16/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 1755 0 For
1755
FOR
S000079305 -
Eagle Bancorp, Inc. 268948106 US2689481065 - 05/16/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 1755 0 For
1755
FOR
S000079305 -
Alliant Energy Corporation 018802108 US0188021085 - 05/17/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 259 0 For
For
For
For
For
For
259
259
259
259
259
259
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Alliant Energy Corporation 018802108 US0188021085 - 05/17/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 259 0 For
259
FOR
S000079305 -
Alliant Energy Corporation 018802108 US0188021085 - 05/17/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 259 0 For
259
FOR
S000079305 -
JetBlue Airways Corporation 477143101 US4771431016 - 05/17/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 4906 0 For
For
For
For
For
For
For
For
For
For
For
4906
4906
4906
4906
4906
4906
4906
4906
4906
4906
4906
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
JetBlue Airways Corporation 477143101 US4771431016 - 05/17/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 4906 0 Against
4906
AGAINST
S000079305 A vote AGAINST this proposal is warranted. While annual incentives were primarily based on quantitative goals, concerns are raised regarding the potential for significant committee discretion in the award structure and limited disclosure of certain metrics. NEOs also received sizable bonuses following pandemic-related government program restrictions on H levels that lapsed in FY23. Lastly, the majority of granted LTI awards were time-based in FY23 and a portion of the transaction awards were earned despite the termi tion of the merger agreement. PSU disclosure was also lacking, making it difficult for investors to assess the rigor of performance goals.
JetBlue Airways Corporation 477143101 US4771431016 - 05/17/2024 Issue Updated Indemnification, Liability and Exculpation Agreements for Directors OTHER
Director Related ISSUER 4906 0 For
4906
FOR
S000079305 -
JetBlue Airways Corporation 477143101 US4771431016 - 05/17/2024 Amend Qualified Employee Stock Purchase Plan COMPENSATION
- ISSUER 4906 0 For
4906
FOR
S000079305 -
JetBlue Airways Corporation 477143101 US4771431016 - 05/17/2024 Amend Omnibus Stock Plan COMPENSATION
- ISSUER 4906 0 Against
4906
AGAINST
S000079305 Based on an evaluation of the estimated cost, plan features, and grant practices using the Equity Plan Scorecard (EPSC), a vote AGAINST this proposal is warranted due to the following key factors: * The plan cost is excessive; * The estimated duration of available and proposed shares exceeds six years; * The disclosure of change-in-control ("CIC") vesting treatment is incomplete (or is otherwise considered discretio ry); and * The plan allows broad discretion to accelerate vesting.
JetBlue Airways Corporation 477143101 US4771431016 - 05/17/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 4906 0 For
4906
FOR
S000079305 -
nVent Electric plc G6700G107 IE00BDVJJQ56 - 05/17/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 489 0 For
For
For
For
For
For
For
For
For
489
489
489
489
489
489
489
489
489
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
nVent Electric plc G6700G107 IE00BDVJJQ56 - 05/17/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 489 0 For
489
FOR
S000079305 -
nVent Electric plc G6700G107 IE00BDVJJQ56 - 05/17/2024 Approve Auditors and Authorize Board to Fix Their Remuneration AUDIT-RELATED
- ISSUER 489 0 For
489
FOR
S000079305 -
nVent Electric plc G6700G107 IE00BDVJJQ56 - 05/17/2024 Approve Issuance of Equity or Equity-Linked Securities with or without Preemptive Rights CAPITAL STRUCTURE
- ISSUER 489 0 For
489
FOR
S000079305 A vote FOR this proposal is warranted as the share issuance request is limited to 20 percent of issued share capital.
nVent Electric plc G6700G107 IE00BDVJJQ56 - 05/17/2024 Approve Issuance of Equity or Equity-Linked Securities without Preemptive Rights CAPITAL STRUCTURE
- ISSUER 489 0 For
489
FOR
S000079305 A vote FOR this proposal is warranted as the share issuance request is limited to 20 percent of issued share capital.
nVent Electric plc G6700G107 IE00BDVJJQ56 - 05/17/2024 Authorize Reissuance of Repurchased Shares CAPITAL STRUCTURE
- ISSUER 489 0 For
489
FOR
S000079305 -
Amalgamated Fi ncial Corp. 022671101 US0226711010 - 05/21/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 1758 0 For
For
For
For
For
For
For
For
For
For
For
For
1758
1758
1758
1758
1758
1758
1758
1758
1758
1758
1758
1758
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR incoming Gover nce Committee chair Robert Romasco is warranted, with caution, given the board's failure to remove, or subject to a sunset requirement, the supermajority vote requirement to e ct certain changes to the governing documents which adversely impacts shareholder rights. A vote FOR the remaining director nominees is warranted.
Amalgamated Fi ncial Corp. 022671101 US0226711010 - 05/21/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 1758 0 For
1758
FOR
S000079305 -
Amalgamated Fi ncial Corp. 022671101 US0226711010 - 05/21/2024 Advisory Vote on Say on Pay Frequency COMPENSATION
- ISSUER 1758 0 One Year
1758
FOR
S000079305 -
Amalgamated Fi ncial Corp. 022671101 US0226711010 - 05/21/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 1758 0 For
1758
FOR
S000079305 -
CDW Corporation 12514G108 US12514G1085 - 05/21/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 127 0 For
For
For
For
For
For
For
For
For
For
For
127
127
127
127
127
127
127
127
127
127
127
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
CDW Corporation 12514G108 US12514G1085 - 05/21/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 127 0 For
127
FOR
S000079305 -
CDW Corporation 12514G108 US12514G1085 - 05/21/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 127 0 For
127
FOR
S000079305 -
CDW Corporation 12514G108 US12514G1085 - 05/21/2024 Political Contributions Disclosure OTHER SOCIAL ISSUES
- SECURITY HOLDER 127 0 Against
127
FOR
S000079305 -
Chart Industries, Inc. 16115Q308 US16115Q3083 - 05/21/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 255 0 For
For
For
For
For
For
For
For
For
For
255
255
255
255
255
255
255
255
255
255
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Chart Industries, Inc. 16115Q308 US16115Q3083 - 05/21/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 255 0 For
255
FOR
S000079305 -
Chart Industries, Inc. 16115Q308 US16115Q3083 - 05/21/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 255 0 For
255
FOR
S000079305 -
Chart Industries, Inc. 16115Q308 US16115Q3083 - 05/21/2024 Approve Omnibus Stock Plan COMPENSATION
- ISSUER 255 0 Against
255
AGAINST
S000079305 Based on an evaluation of the estimated cost, plan features, and grant practices using the Equity Plan Scorecard (EPSC), a vote AGAINST this proposal is warranted due to the following key factors: * The plan cost is excessive; * The estimated duration of available and proposed shares exceeds six years; * The disclosure of change-in-control ("CIC") vesting treatment is incomplete (or is otherwise considered discretio ry); and * The plan allows broad discretion to accelerate vesting.
Foot Locker, Inc. 344849104 US3448491049 - 05/21/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 547 0 For
For
For
For
For
For
For
For
For
547
547
547
547
547
547
547
547
547
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Foot Locker, Inc. 344849104 US3448491049 - 05/21/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 547 0 For
547
FOR
S000079305 -
Foot Locker, Inc. 344849104 US3448491049 - 05/21/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 547 0 For
547
FOR
S000079305 -
Middlesex Water Company 596680108 US5966801087 - 05/21/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 244 0 For
For
For
For
244
244
244
244
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Middlesex Water Company 596680108 US5966801087 - 05/21/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 244 0 Against
244
AGAINST
S000079305 A vote AGAINST this proposal is warranted given that the company recently entered into new employment and CIC agreements with the CEO that provide for excessive severance payouts and excise tax gross-ups.
Middlesex Water Company 596680108 US5966801087 - 05/21/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 244 0 For
244
FOR
S000079305 -
tio l Presto Industries, Inc. 637215104 US6372151042 - 05/21/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 406 0 Withhold
406
AGAINST
S000079305 WITHHOLD votes are warranted for Maryjo Cohen, as a non-independent director nominee, for failing to establish a board on which a majority of the directors are independent, and as chairman of the board, for failure to establish racial/ethnic diversity on the board.
tio l Presto Industries, Inc. 637215104 US6372151042 - 05/21/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 406 0 For
406
FOR
S000079305 -
tio l Presto Industries, Inc. 637215104 US6372151042 - 05/21/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 406 0 For
406
FOR
S000079305 -
Stericycle, Inc. 858912108 US8589121081 - 05/21/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 640 0 For
For
For
For
For
For
For
For
For
For
640
640
640
640
640
640
640
640
640
640
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Stericycle, Inc. 858912108 US8589121081 - 05/21/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 640 0 For
640
FOR
S000079305 -
Stericycle, Inc. 858912108 US8589121081 - 05/21/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 640 0 For
640
FOR
S000079305 -
Summit Materials, Inc. 86614U100 US86614U1007 - 05/21/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 436 0 For
For
For
For
For
For
For
For
For
For
For
436
436
436
436
436
436
436
436
436
436
436
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Summit Materials, Inc. 86614U100 US86614U1007 - 05/21/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 436 0 For
436
FOR
S000079305 -
Summit Materials, Inc. 86614U100 US86614U1007 - 05/21/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 436 0 For
436
FOR
S000079305 -
Hanmi Fi ncial Corporation 410495204 US4104952043 - 05/22/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 2760 0 For
For
For
For
For
For
For
For
For
For
2760
2760
2760
2760
2760
2760
2760
2760
2760
2760
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Hanmi Fi ncial Corporation 410495204 US4104952043 - 05/22/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 2760 0 For
2760
FOR
S000079305 -
Hanmi Fi ncial Corporation 410495204 US4104952043 - 05/22/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 2760 0 For
2760
FOR
S000079305 -
Horace Mann Educators Corporation 440327104 US4403271046 - 05/22/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 1127 0 For
For
For
For
For
For
For
For
For
1127
1127
1127
1127
1127
1127
1127
1127
1127
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Horace Mann Educators Corporation 440327104 US4403271046 - 05/22/2024 Amend Omnibus Stock Plan COMPENSATION
- ISSUER 1127 0 For
1127
FOR
S000079305 -
Horace Mann Educators Corporation 440327104 US4403271046 - 05/22/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 1127 0 Against
1127
AGAINST
S000079305 A vote AGAINST this proposal is warranted. While incentive programs were largely based on objective criteria, there are significant concerns regarding the historical annual increases to the CEO's STI and LTI target pay opportunities without supporting ratio le and on the backdrop of share price underperformance. Moreover, there are concerns around the rigor of STI and LTI goals.
Horace Mann Educators Corporation 440327104 US4403271046 - 05/22/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 1127 0 For
1127
FOR
S000079305 -
Kilroy Realty Corporation 49427F108 US49427F1084 - 05/22/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 566 0 For
For
For
For
For
For
For
For
566
566
566
566
566
566
566
566
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Kilroy Realty Corporation 49427F108 US49427F1084 - 05/22/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 566 0 Against
566
AGAINST
S000079305 The committee demonstrated adequate responsiveness to last year's low vote results. There are concerns regarding STI structure and disclosure, and the LTI structure raises additio l concerns. However, the quantitative pay-for-performance misalignment is mitigated for the year in review, in light of positive changes for 2024. Specifically, for 2024, the new CEO's H levels are significantly lower than Kilroy's levels for 2023, and the proxy discloses meaningful improvements to the STI program, though shareholders may expect additio l pay program refinements going forward. However, a vote AGAINST this proposal is warranted, due to the sizable cash payment John Kilroy became entitled to in connection with his retirement in early 2024. The now-former CEO received a sizable cash payment of over $16 million, which is akin to cash severance. Material cash payments made in connection with a retirement are not the market norm and are considered problematic.
Kilroy Realty Corporation 49427F108 US49427F1084 - 05/22/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 566 0 For
566
FOR
S000079305 -
LTC Properties, Inc. 502175102 US5021751020 - 05/22/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 620 0 For
For
For
For
For
For
620
620
620
620
620
620
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
LTC Properties, Inc. 502175102 US5021751020 - 05/22/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 620 0 For
620
FOR
S000079305 -
LTC Properties, Inc. 502175102 US5021751020 - 05/22/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 620 0 For
620
FOR
S000079305 -
Ross Stores, Inc. 778296103 US7782961038 - 05/22/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 127 0 For
For
For
For
For
For
For
For
For
For
For
127
127
127
127
127
127
127
127
127
127
127
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Ross Stores, Inc. 778296103 US7782961038 - 05/22/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 127 0 For
127
FOR
S000079305 -
Ross Stores, Inc. 778296103 US7782961038 - 05/22/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 127 0 For
127
FOR
S000079305 -
Ross Stores, Inc. 778296103 US7782961038 - 05/22/2024 GHG Emissions ENVIRONMENT OR CLIMATE
- SECURITY HOLDER 127 0 For
127
AGAINST
S000079305 A vote FOR this proposal is warranted. Disclosure of all material value chain GHG emissions would allow shareholders to better evaluate the company's progress toward its net zero ambition, better align it with peers, and help it prepare for potential regulatory requirements.
Sirius XM Holdings Inc. 82968B103 US82968B1035 - 05/22/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 3938 0 Withhold
For
Withhold
For
Withhold
For
Withhold
For
For
For
For
For
For
3938
3938
3938
3938
3938
3938
3938
3938
3938
3938
3938
3938
3938
AGAINST
FOR
AGAINST
FOR
AGAINST
FOR
AGAINST
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 WITHHOLD votes are warranted for Gregory (Greg) Maffei, David Blau, Robin Hickenlooper, and James Meyer for serving as non-independent members of certain key board committees. WITHHOLD votes are further warranted for Gregory (Greg) Maffei for serving on more than three public boards while serving as a CEO of an outside company. A vote FOR the remaining director nominees is warranted.
Sirius XM Holdings Inc. 82968B103 US82968B1035 - 05/22/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 3938 0 For
3938
FOR
S000079305 -
Zoetis Inc. 98978V103 US98978V1035 - 05/22/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 78 0 For
For
For
For
For
For
For
For
For
For
For
For
78
78
78
78
78
78
78
78
78
78
78
78
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR gover nce committee chair Louise Parent is warranted.
Zoetis Inc. 98978V103 US98978V1035 - 05/22/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 78 0 For
78
FOR
S000079305 -
Zoetis Inc. 98978V103 US98978V1035 - 05/22/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 78 0 For
78
FOR
S000079305 -
Zoetis Inc. 98978V103 US98978V1035 - 05/22/2024 Issue Updated Indemnification, Liability and Exculpation Agreements for Directors OTHER
Director Related ISSUER 78 0 For
78
FOR
S000079305 -
Zoetis Inc. 98978V103 US98978V1035 - 05/22/2024 Amend Articles Board-Related OTHER
Company Articles SECURITY HOLDER 78 0 Against
78
FOR
S000079305 -
Employers Holdings, Inc. 292218104 US2922181043 - 05/23/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 893 0 For
For
For
For
For
For
For
For
For
893
893
893
893
893
893
893
893
893
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Employers Holdings, Inc. 292218104 US2922181043 - 05/23/2024 Adopt the Jurisdiction of Incorporation as the Exclusive Forum for Certain Disputes OTHER
Takeover Related ISSUER 893 0 For
893
FOR
S000079305 -
Employers Holdings, Inc. 292218104 US2922181043 - 05/23/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 893 0 For
893
FOR
S000079305 -
Employers Holdings, Inc. 292218104 US2922181043 - 05/23/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 893 0 For
893
FOR
S000079305 -
Jackson Fi ncial Inc. 46817M107 US46817M1071 - 05/23/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 795 0 For
For
For
For
For
For
For
For
For
795
795
795
795
795
795
795
795
795
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Jackson Fi ncial Inc. 46817M107 US46817M1071 - 05/23/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 795 0 For
795
FOR
S000079305 -
Jackson Fi ncial Inc. 46817M107 US46817M1071 - 05/23/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 795 0 For
795
FOR
S000079305 -
Jackson Fi ncial Inc. 46817M107 US46817M1071 - 05/23/2024 Issue Updated Indemnification, Liability and Exculpation Agreements for Directors OTHER
Director Related ISSUER 795 0 For
795
FOR
S000079305 -
Lincoln tio l Corporation 534187109 US5341871094 - 05/23/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 1530 0 For
For
For
For
For
For
For
For
For
For
For
For
1530
1530
1530
1530
1530
1530
1530
1530
1530
1530
1530
1530
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Lincoln tio l Corporation 534187109 US5341871094 - 05/23/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 1530 0 For
1530
FOR
S000079305 -
Lincoln tio l Corporation 534187109 US5341871094 - 05/23/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 1530 0 For
1530
FOR
S000079305 -
Lincoln tio l Corporation 534187109 US5341871094 - 05/23/2024 Amend Omnibus Stock Plan COMPENSATION
- ISSUER 1530 0 Against
1530
AGAINST
S000079305 Based on an evaluation of the estimated cost, plan features, and grant practices using the Equity Plan Scorecard (EPSC), a vote AGAINST this proposal is warranted due to the following key factors: * The plan cost is excessive; and * The plan allows broad discretion to accelerate vesting
Lincoln tio l Corporation 534187109 US5341871094 - 05/23/2024 Require Independent Board Chairman OTHER
Director Related SECURITY HOLDER 1530 0 For
1530
AGAINST
S000079305 A vote FOR this proposal is warranted. The company's TSRs have underperformed peers over the short and long-term suggesting that the company and its shareholders could benefit from the highest form of board oversight of ma gement, in the form of an independent chair.
Taylor Morrison Home Corporation 87724P106 US87724P1066 - 05/23/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 364 0 For
For
For
For
For
For
For
For
364
364
364
364
364
364
364
364
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Taylor Morrison Home Corporation 87724P106 US87724P1066 - 05/23/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 364 0 For
364
FOR
S000079305 -
Taylor Morrison Home Corporation 87724P106 US87724P1066 - 05/23/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 364 0 For
364
FOR
S000079305 -
Maplebear Inc. 565394103 US5653941030 - 05/29/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 419 0 For
Withhold
419
419
FOR
AGAINST
S000079305 In the absence of Gover nce Committee members on ballot, WITHHOLD votes are warranted for incumbent director nominee Fidji Simo given the board's failure to remove, or subject to a sunset requirement, the supermajority vote requirement to e ct certain changes to the governing documents and the classified board, each of which adversely impacts shareholder rights. A vote FOR the remaining director nominee Victoria Dolan is warranted.
Maplebear Inc. 565394103 US5653941030 - 05/29/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 419 0 For
419
FOR
S000079305 -
Maplebear Inc. 565394103 US5653941030 - 05/29/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 419 0 For
419
FOR
S000079305 -
Maplebear Inc. 565394103 US5653941030 - 05/29/2024 Advisory Vote on Say on Pay Frequency COMPENSATION
- ISSUER 419 0 One Year
419
FOR
S000079305 -
Vir Biotechnology, Inc. 92764N102 US92764N1028 - 05/29/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 1621 0 For
For
For
Withhold
1621
1621
1621
1621
FOR
FOR
FOR
AGAINST
S000079305 WITHHOLD votes are warranted for Robert Nelsen for the following reasons: * Serving as a director on more than five public company boards; * Failing to attend at least 75 percent of his total board and committee meetings held during the fiscal year under review without disclosing the reason for the absences; and * As a Gover nce Committee member, due to the board's failure to remove, or subject to a sunset requirement, the supermajority vote requirement to e ct certain changes to the governing documents and the classified board, each of which adversely impacts shareholder rights. A vote FOR the remaining director nominees is warranted.
Vir Biotechnology, Inc. 92764N102 US92764N1028 - 05/29/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 1621 0 Against
1621
AGAINST
S000079305 Although investors would benefit from better goals disclosure in the STI plan, bonuses were primarily tied to clinical and strategic measures. Additio lly, LTI awards were primarily in the form of stock options, which are considered more strongly performance-based at clinical-stage biotechnology companies. However, while the majority CEO's hew hire equity grant was in the form of options, the magnitude of the grant was not supported by any compelling ratio le. As such, a vote AGAINST this proposal is warranted.
Vir Biotechnology, Inc. 92764N102 US92764N1028 - 05/29/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 1621 0 For
1621
FOR
S000079305 -
Williams-Sonoma, Inc. 969904101 US9699041011 - 05/29/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 69 0 For
For
For
For
For
For
For
69
69
69
69
69
69
69
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Williams-Sonoma, Inc. 969904101 US9699041011 - 05/29/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 69 0 For
69
FOR
S000079305 -
Williams-Sonoma, Inc. 969904101 US9699041011 - 05/29/2024 Issue Updated Indemnification, Liability and Exculpation Agreements for Directors OTHER
Director Related ISSUER 69 0 For
69
FOR
S000079305 -
Williams-Sonoma, Inc. 969904101 US9699041011 - 05/29/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 69 0 For
69
FOR
S000079305 -
Workiva Inc. 98139A105 US98139A1051 - 05/30/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 399 0 Withhold
For
399
399
AGAINST
FOR
S000079305 WITHHOLD votes are warranted for Gover nce Committee member Robert Herz given the board's failure to remove, or subject to a sunset requirement, the problematic capital structure, the supermajority vote requirement to e ct certain changes to the governing documents, and the classified board, each of which adversely impacts shareholder rights. A vote FOR David Mulcahy is warranted.
Workiva Inc. 98139A105 US98139A1051 - 05/30/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 399 0 For
399
FOR
S000079305 -
Workiva Inc. 98139A105 US98139A1051 - 05/30/2024 Amend Omnibus Stock Plan COMPENSATION
- ISSUER 399 0 Against
399
AGAINST
S000079305 Based on an evaluation of the estimated cost, plan features, and grant practices using the Equity Plan Scorecard (EPSC), a vote AGAINST this proposal is warranted due to the following key factors: * The plan cost is excessive; * The plan permits liberal recycling of shares; and * The plan allows broad discretion to accelerate vesting.
Workiva Inc. 98139A105 US98139A1051 - 05/30/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 399 0 For
399
FOR
S000079305 -
General Motors Company 37045V100 US37045V1008 - 06/04/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 455 0 For
For
For
For
For
For
For
For
For
For
For
For
455
455
455
455
455
455
455
455
455
455
455
455
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
General Motors Company 37045V100 US37045V1008 - 06/04/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 455 0 For
455
FOR
S000079305 -
General Motors Company 37045V100 US37045V1008 - 06/04/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 455 0 Against
455
AGAINST
S000079305 A vote AGAINST this proposal is warranted. A pay-for-performance misalignment exists, and sufficient mitigating factors have not been identified for the year in review. Although short-term incentives were primarily based on fi ncial metrics, target goals were set below the prior year's target and actual performance and the STI then paid out above target. Furthermore, while long-term incentives were primarily performance-based, forward-looking goals for two of three metrics were not disclosed and the number of shares underlying equity awards significantly increased again, creating a windfall opportunity.
General Motors Company 37045V100 US37045V1008 - 06/04/2024 Human Rights Risk Assessment OTHER SOCIAL ISSUES
- SECURITY HOLDER 455 0 Against
455
FOR
S000079305 -
General Motors Company 37045V100 US37045V1008 - 06/04/2024 Restrict Spending on Climate Change-Related A lysis or Actions ENVIRONMENT OR CLIMATE
- SECURITY HOLDER 455 0 Against
455
FOR
S000079305 -
General Motors Company 37045V100 US37045V1008 - 06/04/2024 Community -Environment Impact ENVIRONMENT OR CLIMATE
- SECURITY HOLDER 455 0 Against
455
FOR
S000079305 -
General Motors Company 37045V100 US37045V1008 - 06/04/2024 Report on Sustai bility OTHER
E&S Blended SECURITY HOLDER 455 0 Against
455
FOR
S000079305 -
PNM Resources, Inc. 69349H107 US69349H1077 - 06/04/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 378 0 For
For
For
For
For
For
For
For
For
For
378
378
378
378
378
378
378
378
378
378
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
PNM Resources, Inc. 69349H107 US69349H1077 - 06/04/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 378 0 For
378
FOR
S000079305 -
PNM Resources, Inc. 69349H107 US69349H1077 - 06/04/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 378 0 For
378
FOR
S000079305 -
PNM Resources, Inc. 69349H107 US69349H1077 - 06/04/2024 Increase Authorized Common Stock CAPITAL STRUCTURE
- ISSUER 378 0 For
378
FOR
S000079305 -
PNM Resources, Inc. 69349H107 US69349H1077 - 06/04/2024 Change Company me OTHER
(N) Routine Business ISSUER 378 0 For
378
FOR
S000079305 -
Bumble Inc. 12047B105 US12047B1052 - 06/05/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 1866 0 Withhold
For
Withhold
1866
1866
1866
AGAINST
FOR
AGAINST
S000079305 In the absence of Gover nce Committee members on ballot, WITHHOLD votes are warranted for incumbent director nominees Whitney Wolfe Herd and Elisa Steele given the board's failure to remove, or subject to a sunset requirement, the classified board and the pop-up supermajority vote requirement to e ct certain changes to the governing documents, which adversely impact shareholder rights. A vote FOR the remaining director nominee Lidiane Jones is warranted.
Bumble Inc. 12047B105 US12047B1052 - 06/05/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 1866 0 For
1866
FOR
S000079305 -
Bumble Inc. 12047B105 US12047B1052 - 06/05/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 1866 0 For
1866
FOR
S000079305 -
Fidelity tio l Information Services, Inc. 31620M106 US31620M1062 - 06/05/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 402 0 For
For
For
For
For
For
For
For
402
402
402
402
402
402
402
402
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Fidelity tio l Information Services, Inc. 31620M106 US31620M1062 - 06/05/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 402 0 For
402
FOR
S000079305 -
Fidelity tio l Information Services, Inc. 31620M106 US31620M1062 - 06/05/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 402 0 For
402
FOR
S000079305 -
FIGS, Inc. 30260D103 US30260D1037 - 06/05/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 3432 0 For
For
Withhold
3432
3432
3432
FOR
FOR
AGAINST
S000079305 WITHHOLD votes are warranted for J. Martin Willhite for the following reasons: * For serving as a non-independent member of certain key board committees; and * As a Gover nce Committee member, for the board's failure to remove, or subject to a reaso ble sunset requirement, the dual-class capital structure, the supermajority vote requirement to e ct certain changes to the governing documents, and the classified board, each of which adversely impacts shareholder rights. A vote FOR the remaining director nominees is warranted.
FIGS, Inc. 30260D103 US30260D1037 - 06/05/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 3432 0 For
3432
FOR
S000079305 -
FIGS, Inc. 30260D103 US30260D1037 - 06/05/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 3432 0 Against
3432
AGAINST
S000079305 A vote AGAINST this proposal is warranted, as the identified pay-for-performance misalignment is not mitigated at this time. Although it is recognized that the short-term incentive is largely tied to pre-set fi ncial metrics, there are concerns are raised regarding the structure of the LTI program. Specifically, the CEO's long-term equity awards are relatively large and are not tied to performance conditions.
Science Applications Inter tio l Corporation 808625107 US8086251076 - 06/05/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 208 0 For
For
For
For
For
For
For
For
For
For
For
208
208
208
208
208
208
208
208
208
208
208
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Science Applications Inter tio l Corporation 808625107 US8086251076 - 06/05/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 208 0 For
208
FOR
S000079305 -
Science Applications Inter tio l Corporation 808625107 US8086251076 - 06/05/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 208 0 For
208
FOR
S000079305 -
Seritage Growth Properties 81752R100 US81752R1005 - 06/05/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 2030 0 For
For
For
For
Against
Against
Against
2030
2030
2030
2030
2030
2030
2030
FOR
FOR
FOR
FOR
AGAINST
AGAINST
AGAINST
S000079305 A vote AGAINST gover nce committee members Mitchell Sabshon, Allison Thrush, and Mark Wilsmann is warranted for a material gover nce failure. The company's governing documents prohibit or restrict shareholders’ ability to amend the company bylaws. A vote AGAINST gover nce committee chair Mitchell Sabshon is further warranted given the board's failure to remove, or subject to a sunset requirement, the supermajority vote requirement to e ct certain changes to the governing documents which adversely impacts shareholder rights. A vote FOR the remaining director nominees is warranted.
Seritage Growth Properties 81752R100 US81752R1005 - 06/05/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 2030 0 For
2030
FOR
S000079305 -
Seritage Growth Properties 81752R100 US81752R1005 - 06/05/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 2030 0 Against
2030
AGAINST
S000079305 A vote AGAINST this proposal is warranted as significant concerns were identified with the executive H program. NEOs were guaranteed to receive their target bonus amount, received significant retention bonuses, are guaranteed salary, target bonus, and target equity increases going forward, and long-term incentives were entirely time-vesting.
Tango Therapeutics, Inc. 87583X109 US87583X1090 - 06/05/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 2079 0 Withhold
For
Withhold
2079
2079
2079
AGAINST
FOR
AGAINST
S000079305 WITHHOLD votes are warranted for incumbent director nominees Alexis Borisy and Barbara Weber given the board's failure to remove, or subject to a sunset requirement, the supermajority vote requirement to e ct certain changes to the governing documents and the classified board, each of which adversely impacts shareholder rights. A vote FOR John Ketchum is warranted.
Tango Therapeutics, Inc. 87583X109 US87583X1090 - 06/05/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 2079 0 For
2079
FOR
S000079305 -
Tango Therapeutics, Inc. 87583X109 US87583X1090 - 06/05/2024 Issue Updated Indemnification, Liability and Exculpation Agreements for Directors OTHER
Director Related ISSUER 2079 0 For
2079
FOR
S000079305 -
Eventbrite, Inc. 29975E109 US29975E1091 - 06/06/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 3558 0 For
For
Withhold
3558
3558
3558
FOR
FOR
AGAINST
S000079305 WITHHOLD votes are warranted for Gover nce Committee member omi Wheeless given the board's failure to remove, or subject to a sunset requirement, the multi-class capital structure, the classified board, and the supermajority vote requirement to e ct certain changes to the governing documents, each of which adversely impacts shareholder rights. A vote FOR the remaining director nominees is warranted.
Eventbrite, Inc. 29975E109 US29975E1091 - 06/06/2024 Issue Updated Indemnification, Liability and Exculpation Agreements for Directors OTHER
Director Related ISSUER 3558 0 Against
3558
AGAINST
S000079305 A vote AGAINST this proposal is warranted, as the company is de facto controlled and decisions regarding the company's response to shareholder litigation would be made by a board with limited accountability to public shareholders.
Eventbrite, Inc. 29975E109 US29975E1091 - 06/06/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 3558 0 For
3558
FOR
S000079305 -
Eventbrite, Inc. 29975E109 US29975E1091 - 06/06/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 3558 0 For
3558
FOR
S000079305 -
Exponent, Inc. 30214U102 US30214U1025 - 06/06/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 326 0 For
For
For
For
For
For
326
326
326
326
326
326
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Exponent, Inc. 30214U102 US30214U1025 - 06/06/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 326 0 For
326
FOR
S000079305 -
Exponent, Inc. 30214U102 US30214U1025 - 06/06/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 326 0 For
326
FOR
S000079305 -
Exponent, Inc. 30214U102 US30214U1025 - 06/06/2024 Amend Omnibus Stock Plan COMPENSATION
- ISSUER 326 0 For
326
FOR
S000079305 -
Torrid Holdings Inc. 89142B107 US89142B1070 - 06/06/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 4625 0 Withhold
For
4625
4625
AGAINST
FOR
S000079305 WITHHOLD votes are warranted for non-independent director nominee Dary Kopelioff for failing to establish a board on which a majority of the directors are independent and serving as a non-independent member of certain key board committees. WITHHOLD votes are further warranted for Gover nce Committee member Dary Kopelioff given the board's failure to remove, or subject to a sunset requirement, the classified board structure and a pop-up supermajority vote requirement to e ct certain changes to the governing documents, each of which adversely impacts shareholder rights. A vote FOR Valeria Nikolov is warranted.
Torrid Holdings Inc. 89142B107 US89142B1070 - 06/06/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 4625 0 For
4625
FOR
S000079305 -
Torrid Holdings Inc. 89142B107 US89142B1070 - 06/06/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 4625 0 For
4625
FOR
S000079305 -
Arista Networks, Inc. 040413106 US0404131064 - 06/07/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 96 0 Withhold
For
Withhold
96
96
96
AGAINST
FOR
AGAINST
S000079305 WITHHOLD votes are warranted for incumbent director nominees Jayshree Ullal and Kelly Battles given the board's failure to remove, or subject to a sunset requirement, the supermajority vote requirement to e ct certain changes to the governing documents and the classified board, each of which adversely impact shareholder rights. A vote FOR the new director nominee Kenneth (Ken) Duda is warranted.
Arista Networks, Inc. 040413106 US0404131064 - 06/07/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 96 0 For
96
FOR
S000079305 -
Arista Networks, Inc. 040413106 US0404131064 - 06/07/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 96 0 For
96
FOR
S000079305 -
Arista Networks, Inc. 040413106 US0404131064 - 06/07/2024 Amend Omnibus Stock Plan COMPENSATION
- ISSUER 96 0 For
96
FOR
S000079305 -
Upwork Inc. 91688F104 US91688F1049 - 06/07/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 2126 0 Against
Against
Against
2126
2126
2126
AGAINST
AGAINST
AGAINST
S000079305 In the absence of any Gover nce Committee members on the ballot, a vote AGAINST incumbent directors Hayden Brown, Gregory Gretsch, and Anilu Vazquez-Ubarri is warranted given the board's failure to remove, or subject to a sunset requirement, the supermajority vote requirement to e ct certain changes to the governing documents and the classified board, each of which adversely impacts shareholder rights.
Upwork Inc. 91688F104 US91688F1049 - 06/07/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 2126 0 For
2126
FOR
S000079305 -
Upwork Inc. 91688F104 US91688F1049 - 06/07/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 2126 0 For
2126
FOR
S000079305 -
HubSpot, Inc. 443573100 US4435731009 - 06/11/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 43 0 For
For
Against
43
43
43
FOR
FOR
AGAINST
S000079305 A vote AGAINST Gover nce Committee member Jill Ward is warranted given the board's failure to remove, or subject to a sunset requirement, the supermajority vote requirement to e ct certain changes to the governing documents and the classified board, each of which adversely impacts shareholder rights. A vote FOR the remaining director nominees is warranted.
HubSpot, Inc. 443573100 US4435731009 - 06/11/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 43 0 For
43
FOR
S000079305 -
HubSpot, Inc. 443573100 US4435731009 - 06/11/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 43 0 For
43
FOR
S000079305 -
HubSpot, Inc. 443573100 US4435731009 - 06/11/2024 Approve Omnibus Stock Plan COMPENSATION
- ISSUER 43 0 For
43
FOR
S000079305 -
HubSpot, Inc. 443573100 US4435731009 - 06/11/2024 Issue Updated Indemnification, Liability and Exculpation Agreements for Directors OTHER
Director Related ISSUER 43 0 For
43
FOR
S000079305 -
sdaq, Inc. 631103108 US6311031081 - 06/11/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 561 0 For
For
For
For
For
For
For
For
For
For
For
For
561
561
561
561
561
561
561
561
561
561
561
561
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
sdaq, Inc. 631103108 US6311031081 - 06/11/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 561 0 For
561
FOR
S000079305 -
sdaq, Inc. 631103108 US6311031081 - 06/11/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 561 0 For
561
FOR
S000079305 -
sdaq, Inc. 631103108 US6311031081 - 06/11/2024 Amend Articles/Bylaws/Charter - Call Special Meetings CORPORATE GOVERNANCE
- SECURITY HOLDER 561 0 For
561
AGAINST
S000079305 A vote FOR this proposal is warranted as a lower ownership threshold to call a special meeting would improve shareholder rights.
Abercrombie & Fitch Co. 002896207 US0028962076 - 06/12/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 143 0 For
For
For
For
For
For
For
For
For
143
143
143
143
143
143
143
143
143
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Abercrombie & Fitch Co. 002896207 US0028962076 - 06/12/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 143 0 For
143
FOR
S000079305 -
Abercrombie & Fitch Co. 002896207 US0028962076 - 06/12/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 143 0 For
143
FOR
S000079305 -
Best Buy Co., Inc. 086516101 US0865161014 - 06/12/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 244 0 For
For
For
For
For
For
For
For
For
For
For
244
244
244
244
244
244
244
244
244
244
244
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Best Buy Co., Inc. 086516101 US0865161014 - 06/12/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 244 0 For
244
FOR
S000079305 -
Best Buy Co., Inc. 086516101 US0865161014 - 06/12/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 244 0 For
244
FOR
S000079305 -
Best Buy Co., Inc. 086516101 US0865161014 - 06/12/2024 Submit Severance Agreement to Shareholder Vote COMPENSATION
- SECURITY HOLDER 244 0 Against
244
FOR
S000079305 -
Blueprint Medicines Corporation 09627Y109 US09627Y1091 - 06/12/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 173 0 For
Withhold
Withhold
173
173
173
FOR
AGAINST
AGAINST
S000079305 WITHHOLD votes are warranted for Gover nce Committee members Lynn Seely and Habib Dable given the board's failure to remove, or subject to a sunset requirement, the supermajority vote requirement to e ct certain changes to the governing documents and the classified board, each of which adversely impacts shareholder rights. A vote FOR the remaining director nominee, Daniella Beckman, is warranted.
Blueprint Medicines Corporation 09627Y109 US09627Y1091 - 06/12/2024 Advisory Vote on Say on Pay Frequency COMPENSATION
- ISSUER 173 0 One Year
173
FOR
S000079305 -
Blueprint Medicines Corporation 09627Y109 US09627Y1091 - 06/12/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 173 0 For
173
FOR
S000079305 -
Blueprint Medicines Corporation 09627Y109 US09627Y1091 - 06/12/2024 Approve Omnibus Stock Plan COMPENSATION
- ISSUER 173 0 Against
173
AGAINST
S000079305 Based on an evaluation of the estimated cost, plan features, and grant practices using the Equity Plan Scorecard (EPSC), a vote AGAINST this proposal is warranted due to the following key factors: * The equity program is estimated to be excessively dilutive (overriding factor); * The plan cost is excessive; * The disclosure of change-in-control ("CIC") vesting treatment is incomplete (or is otherwise considered discretio ry); * The plan permits liberal recycling of shares; and * The plan allows broad discretion to accelerate vesting
Blueprint Medicines Corporation 09627Y109 US09627Y1091 - 06/12/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 173 0 For
173
FOR
S000079305 -
Dick's Sporting Goods, Inc. 253393102 US2533931026 - 06/12/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 87 0 For
For
Withhold
For
Withhold
Withhold
For
For
For
Withhold
For
Withhold
87
87
87
87
87
87
87
87
87
87
87
87
FOR
FOR
AGAINST
FOR
AGAINST
AGAINST
FOR
FOR
FOR
AGAINST
FOR
AGAINST
S000079305 WITHHOLD votes are warranted for Gover nce Committee nominees William Colombo, Anne Fink, Larry Fitzgerald Jr., Lawrence Schorr and Larry Stone for maintaining a dual-class structure with disparate voting rights that is not subject to a reaso ble time-based sunset provision. A vote FOR the remaining director nominees is warranted.
Dick's Sporting Goods, Inc. 253393102 US2533931026 - 06/12/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 87 0 For
87
FOR
S000079305 -
Dick's Sporting Goods, Inc. 253393102 US2533931026 - 06/12/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 87 0 For
87
FOR
S000079305 -
Dick's Sporting Goods, Inc. 253393102 US2533931026 - 06/12/2024 Report on EEO OTHER SOCIAL ISSUES
- SECURITY HOLDER 87 0 For
87
AGAINST
S000079305 A vote FOR this resolution is warranted, as additio l diversity-related disclosure would allow shareholders to better assess the effectiveness of the company's diversity initiatives and its ma gement of related risks.
Dick's Sporting Goods, Inc. 253393102 US2533931026 - 06/12/2024 Amend Articles/Bylaws/Charter -- Non-Routine OTHER
Company Articles SECURITY HOLDER 87 0 Against
87
FOR
S000079305 -
Inter tio l Seaways, Inc. Y41053102 MHY410531021 - 06/12/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 871 0 For
For
For
For
For
For
For
For
For
For
871
871
871
871
871
871
871
871
871
871
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Inter tio l Seaways, Inc. Y41053102 MHY410531021 - 06/12/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 871 0 For
871
FOR
S000079305 -
Inter tio l Seaways, Inc. Y41053102 MHY410531021 - 06/12/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 871 0 For
871
FOR
S000079305 -
Olaplex Holdings, Inc. 679369108 US6793691089 - 06/12/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 7999 0 Withhold
Withhold
Withhold
7999
7999
7999
AGAINST
AGAINST
AGAINST
S000079305 WITHHOLD votes are warranted for non-independent director nominees Amanda Baldwin and Tricia Glynn for failing to establish a board on which a majority of the directors are independent. WITHHOLD votes are further warranted for Tricia Glynn for serving as a non-independent member of a key board committee. WITHHOLD votes are warranted for Gover nce Committee member Christine Dagousset given the board's failure to remove, or subject to a sunset requirement, the pop-up supermajority vote requirement to e ct certain changes to the governing documents and the classified board structure, each of which adversely impacts shareholder rights.
Olaplex Holdings, Inc. 679369108 US6793691089 - 06/12/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 7999 0 Against
7999
AGAINST
S000079305 A vote AGAINST this proposal is warranted as the pay-for-performance misalignment is not mitigated at this time. The new CEO received outsized new hire awards which were entirely time-vesting. While it is not uncommon for newly hired executives to receive larger sign-on awards, the size of the new CEO's awards was excessive. In addition, annual equity awards were time-vesting and it is unclear whether the CEO's future equity grants will include performance-based awards.
Olaplex Holdings, Inc. 679369108 US6793691089 - 06/12/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 7999 0 For
7999
FOR
S000079305 -
Olaplex Holdings, Inc. 679369108 US6793691089 - 06/12/2024 Issue Updated Indemnification, Liability and Exculpation Agreements for Directors OTHER
Director Related ISSUER 7999 0 Against
7999
AGAINST
S000079305 A vote AGAINST this proposal is warranted, as the company is controlled, and decisions regarding the company's response to shareholder litigation would be made by a board that lacks accountability.
AdvanSix Inc. 00773T101 US00773T1016 - 06/13/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 638 0 For
For
For
For
For
For
For
For
638
638
638
638
638
638
638
638
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
AdvanSix Inc. 00773T101 US00773T1016 - 06/13/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 638 0 For
638
FOR
S000079305 -
AdvanSix Inc. 00773T101 US00773T1016 - 06/13/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 638 0 For
638
FOR
S000079305 -
Caribou Biosciences, Inc. 142038108 US1420381089 - 06/13/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 2959 0 For
Withhold
Withhold
2959
2959
2959
FOR
AGAINST
AGAINST
S000079305 WITHHOLD votes are warranted for Gover nce Committee members Dara Richardson-Heron and talie Sacks given the board's failure to remove, or subject to a sunset requirement, the supermajority vote requirement to e ct certain changes to the governing documents and the classified board, each of which adversely impacts shareholder rights. A vote FOR the remaining director nominee, Rachel Haurwitz, is warranted.
Caribou Biosciences, Inc. 142038108 US1420381089 - 06/13/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 2959 0 For
2959
FOR
S000079305 -
PagerDuty, Inc. 69553P100 US69553P1003 - 06/13/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 1170 0 For
Withhold
Withhold
1170
1170
1170
FOR
AGAINST
AGAINST
S000079305 WITHHOLD votes are warranted for incumbent director nominees Rathi Murthy and Alex Solomon given the board's failure to remove, or subject to a sunset requirement, the supermajority vote requirement to e ct certain changes to the governing documents and the classified board, each of which adversely impacts shareholder rights. A vote FOR director nominee Teresa Carlson is warranted.
PagerDuty, Inc. 69553P100 US69553P1003 - 06/13/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 1170 0 For
1170
FOR
S000079305 -
PagerDuty, Inc. 69553P100 US69553P1003 - 06/13/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 1170 0 For
1170
FOR
S000079305 -
Intra-Cellular Therapies, Inc. 46116X101 US46116X1019 - 06/14/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 249 0 For
249
FOR
S000079305 -
Intra-Cellular Therapies, Inc. 46116X101 US46116X1019 - 06/14/2024 Amend Omnibus Stock Plan COMPENSATION
- ISSUER 249 0 For
249
FOR
S000079305 -
Intra-Cellular Therapies, Inc. 46116X101 US46116X1019 - 06/14/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 249 0 For
249
FOR
S000079305 -
Intra-Cellular Therapies, Inc. 46116X101 US46116X1019 - 06/14/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 249 0 For
249
FOR
S000079305 -
Lyell Immunopharma, Inc. 55083R104 US55083R1041 - 06/14/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 7616 0 Withhold
Withhold
7616
7616
AGAINST
AGAINST
S000079305 WITHHOLD votes are warranted for Gover nce Committee member Elizabeth bel given the board's failure to remove, or subject to a sunset requirement, the supermajority vote requirement to e ct certain changes to the governing documents and the classified board, each of which adversely impacts shareholder rights. In the absence of H Committee members on the ballot, WITHHOLD votes are warranted for director nominees Lynn Seely and Elizabeth bel. The board recently repriced certain outstanding underwater stock options held by certain NEOs without prior shareholder approval.
Lyell Immunopharma, Inc. 55083R104 US55083R1041 - 06/14/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 7616 0 For
7616
FOR
S000079305 -
Lyell Immunopharma, Inc. 55083R104 US55083R1041 - 06/14/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 7616 0 Against
7616
AGAINST
S000079305 A vote AGAINST this proposal is warranted as the identified pay-for-performance is not sufficiently mitigated. The LTI awards to non-CEO NEOs lack performance criteria. In addition, the board repriced underwater options, which included options held by certain NEOs, in the past year without prior shareholder approval.
Opendoor Technologies Inc. 683712103 US6837121036 - 06/14/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 5920 0 For
Withhold
Withhold
5920
5920
5920
FOR
AGAINST
AGAINST
S000079305 WITHHOLD votes are warranted for incumbent director nominees Cipora Herman and Glenn Solomon given the board's failure to remove, or subject to a sunset requirement, the supermajority vote requirement to e ct certain changes to the governing documents and the classified board, each of which adversely impacts shareholder rights. A vote FOR the remaining director nominee, Da Hamilton, is warranted.
Opendoor Technologies Inc. 683712103 US6837121036 - 06/14/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 5920 0 For
5920
FOR
S000079305 -
Opendoor Technologies Inc. 683712103 US6837121036 - 06/14/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 5920 0 For
5920
FOR
S000079305 -
Brookdale Senior Living Inc. 112463104 US1124631045 - 06/18/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 2391 0 For
For
For
For
For
For
For
For
2391
2391
2391
2391
2391
2391
2391
2391
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Brookdale Senior Living Inc. 112463104 US1124631045 - 06/18/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 2391 0 For
2391
FOR
S000079305 -
Brookdale Senior Living Inc. 112463104 US1124631045 - 06/18/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 2391 0 For
2391
FOR
S000079305 -
Brookdale Senior Living Inc. 112463104 US1124631045 - 06/18/2024 Approve Omnibus Stock Plan COMPENSATION
- ISSUER 2391 0 For
2391
FOR
S000079305 -
Sunrun, Inc. 86771W105 US86771W1053 - 06/18/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 2065 0 For
For
For
2065
2065
2065
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Sunrun, Inc. 86771W105 US86771W1053 - 06/18/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 2065 0 Against
2065
AGAINST
S000079305 The H committee demonstrated adequate responsiveness to last year's relatively low say-on-pay vote result. However, mitigating factors for the pay-for-performance misalignment have not been identified for the year in review. NEOs were granted large one-time equity awards that carry relatively high maximum vesting opportunities. As such, a vote AGAINST this proposal is warranted.
Sunrun, Inc. 86771W105 US86771W1053 - 06/18/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 2065 0 For
2065
FOR
S000079305 -
LanzaTech Global, Inc. 51655R101 US51655R1014 - 06/25/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 9345 0 Withhold
For
9345
9345
AGAINST
FOR
S000079305 WITHHOLD votes are warranted for Gover nce Committee member Nigel Gormly given the board's failure to remove, or subject to a sunset requirement, the classified board and the supermajority vote requirement to e ct certain changes to the charter, each of which adversely impacts shareholder rights. A vote FOR director nominee Jennifer Holmgren is warranted.
LanzaTech Global, Inc. 51655R101 US51655R1014 - 06/25/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 9345 0 For
9345
FOR
S000079305 -
LanzaTech Global, Inc. 51655R101 US51655R1014 - 06/25/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 9345 0 For
9345
FOR
S000079305 -
LanzaTech Global, Inc. 51655R101 US51655R1014 - 06/25/2024 Advisory Vote on Say on Pay Frequency COMPENSATION
- ISSUER 9345 0 One Year
9345
FOR
S000079305 -
SecureWorks Corp. 81374A105 US81374A1051 - 06/25/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 4726 0 Withhold
Withhold
4726
4726
AGAINST
AGAINST
S000079305 WITHHOLD votes are warranted for non-independent director nominee Kyle Paster for failing to establish a board on which a majority of the directors are independent. WITHHOLD votes are warranted for Pamela (Pam) Daley given the board's failure to remove, or subject to a sunset requirement, the classified board and the dual-class capital structure, each of which adversely impacts shareholder rights.
SecureWorks Corp. 81374A105 US81374A1051 - 06/25/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 4726 0 For
4726
FOR
S000079305 -
SecureWorks Corp. 81374A105 US81374A1051 - 06/25/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 4726 0 For
4726
FOR
S000079305 -
SecureWorks Corp. 81374A105 US81374A1051 - 06/25/2024 Amend Omnibus Stock Plan COMPENSATION
- ISSUER 4726 0 Against
4726
AGAINST
S000079305 Based on an evaluation of the estimated cost, plan features, and grant practices using the Equity Plan Scorecard (EPSC), a vote AGAINST this proposal is warranted due to the following key factors: * The plan cost is excessive; and * The plan allows broad discretion to accelerate vesting.
SI-BONE, Inc. 825704109 US8257041090 - 06/25/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 1088 0 Withhold
For
1088
1088
AGAINST
FOR
S000079305 WITHHOLD votes are warranted for Gover nce Committee member Mika Nishimura given the board's failure to remove, or subject to a sunset requirement, the supermajority vote requirement to e ct certain changes to the governing documents and the classified board, each of which adversely impacts shareholder rights. A vote FOR new director nominee Thomas (Tom) West is warranted.
SI-BONE, Inc. 825704109 US8257041090 - 06/25/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 1088 0 For
1088
FOR
S000079305 -
SI-BONE, Inc. 825704109 US8257041090 - 06/25/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 1088 0 For
1088
FOR
S000079305 -
SI-BONE, Inc. 825704109 US8257041090 - 06/25/2024 Issue Updated Indemnification, Liability and Exculpation Agreements for Directors OTHER
Director Related ISSUER 1088 0 For
1088
FOR
S000079305 -
United Therapeutics Corporation 91307C102 US91307C1027 - 06/26/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 72 0 For
For
For
For
For
For
For
For
For
For
For
For
72
72
72
72
72
72
72
72
72
72
72
72
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
United Therapeutics Corporation 91307C102 US91307C1027 - 06/26/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 72 0 For
72
FOR
S000079305 -
United Therapeutics Corporation 91307C102 US91307C1027 - 06/26/2024 Amend Omnibus Stock Plan COMPENSATION
- ISSUER 72 0 For
72
FOR
S000079305 -
United Therapeutics Corporation 91307C102 US91307C1027 - 06/26/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 72 0 For
72
FOR
S000079305 -
Bath & Body Works, Inc. 070830104 US0708301041 - 06/27/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 449 0 For
For
For
For
For
For
For
For
For
For
449
449
449
449
449
449
449
449
449
449
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Bath & Body Works, Inc. 070830104 US0708301041 - 06/27/2024 Ratify Auditors AUDIT-RELATED
- ISSUER 449 0 For
449
FOR
S000079305 -
Bath & Body Works, Inc. 070830104 US0708301041 - 06/27/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 449 0 For
449
FOR
S000079305 -
Signet Jewelers Limited G81276100 BMG812761002 - 06/28/2024 Elect Director DIRECTOR ELECTIONS
- ISSUER 163 0 For
For
For
For
For
For
For
For
For
For
For
For
163
163
163
163
163
163
163
163
163
163
163
163
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
FOR
S000079305 A vote FOR the director nominees is warranted.
Signet Jewelers Limited G81276100 BMG812761002 - 06/28/2024 Approve Auditors and Authorize Board to Fix Their Remuneration AUDIT-RELATED
- ISSUER 163 0 For
163
FOR
S000079305 -
Signet Jewelers Limited G81276100 BMG812761002 - 06/28/2024 Advisory Vote to Ratify med Executive Officers' H COMPENSATION
- ISSUER 163 0 For
163
FOR
S000079305 -
Signet Jewelers Limited G81276100 BMG812761002 - 06/28/2024 Amend Omnibus Stock Plan COMPENSATION
- ISSUER 163 0 For
163
FOR
S000079305 -
ONEOK, INC. FXFXX NA - 06/04/2024 DIRECTOR CORPORATE GOVERNANCE
- ISSUER 169390 0 1
169390
FOR
S000059371 -
MAGELLAN MIDSTREAM PARTNERS, L.P. 559080106 US5590801065 - 06/04/2024 DIRECTOR EXTRAORDINARY TRANSACTIONS
- - 169390 0 Against
169390

S000059371 -
MAGELLAN MIDSTREAM PARTNERS, L.P. 559080106 US5590801065 - 06/04/2024 To approve, on a non-binding advisory basis, the compensation that may be paid or become payable to the named executive officers of Magellan GP, LLC, the general partner of Magellan, that is based on or otherwise relates to the merger contemplated by the Merger Agreement. SECTION 14A SAY-ON-PAY VOTES
- - 169390 0 Against
169390

S000059371 -
FIRST AMERICAN FUNDS, INC. 31846V336 US31846V3362 - 06/04/2024 To approve the Plan of Reorganization, adopted by the FAF Board, which provides for the reorganization (each, a "Reorganization," and collectively, the "Reorganizations") of each Acquired Fund with and into a corresponding series of First American Funds Trust (the "FAF Trust"), a Massachusetts business trust (each series, an "Acquiring Fund," and collectively, the "Acquiring Funds") (the "Reorganization Proposal"). OTHER
Approve Reorganization Plan - 7169257 0 1
7169257

S000059371 -
EQUITRANS MIDSTREAM CORPORATION 294600101 US2946001011 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 4332350 0 1
4332350

S000059371 -
EQUITRANS MIDSTREAM CORPORATION 294600101 US2946001011 - 06/04/2024 Election of Director for a one-year term expiring at the 2025 annual meeting: Sarah M. Barpoulis DIRECTOR ELECTIONS
- - 4332350 0 1
4332350

S000059371 -
EQUITRANS MIDSTREAM CORPORATION 294600101 US2946001011 - 06/04/2024 Election of Director for a one-year term expiring at the 2025 annual meeting: Kenneth M. Burke DIRECTOR ELECTIONS
- - 4332350 0 1
4332350

S000059371 -
EQUITRANS MIDSTREAM CORPORATION 294600101 US2946001011 - 06/04/2024 Election of Director for a one-year term expiring at the 2025 annual meeting: Diana M. Charletta DIRECTOR ELECTIONS
- - 4332350 0 1
4332350

S000059371 -
EQUITRANS MIDSTREAM CORPORATION 294600101 US2946001011 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 4332350 0 1
4332350

S000059371 -
EQUITRANS MIDSTREAM CORPORATION 294600101 US2946001011 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 4332350 0 1
4332350

S000059371 -
EQUITRANS MIDSTREAM CORPORATION 294600101 US2946001011 - 06/04/2024 Election of Director for a one-year term expiring at the 2025 annual meeting: Norman J. Szydlowski DIRECTOR ELECTIONS
- - 4332350 0 1
4332350

S000059371 -
EQUITRANS MIDSTREAM CORPORATION 294600101 US2946001011 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 4332350 0 1
4332350

S000059371 -
EQUITRANS MIDSTREAM CORPORATION 294600101 US2946001011 - 06/04/2024 Approval, on an advisory basis, of the compensation of the Company's named executive officers for 2023 (Say-on-Pay). SECTION 14A SAY-ON-PAY VOTES
- - 4332350 0 1
4332350

S000059371 -
EQUITRANS MIDSTREAM CORPORATION 294600101 US2946001011 - 06/04/2024 DIRECTOR CAPITAL STRUCTURE
- - 4332350 0 1
4332350

S000059371 -
EQUITRANS MIDSTREAM CORPORATION 294600101 US2946001011 - 06/04/2024 Approval of an amendment to the Company's Bylaws to reflect new Pennsylvania law provisions regarding officer exculpation. CORPORATE GOVERNANCE
- - 4332350 0 1
4332350

S000059371 -
EQUITRANS MIDSTREAM CORPORATION 294600101 US2946001011 - 06/04/2024 Ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for 2024. AUDIT-RELATED
- - 4332350 0 1
4332350

S000059371 -
MARATHON PETROLEUM CORPORATION 56585A102 US56585A1025 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 169390 0 1
169390

S000059371 -
MARATHON PETROLEUM CORPORATION 56585A102 US56585A1025 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 169390 0 1
169390

S000059371 -
MARATHON PETROLEUM CORPORATION 56585A102 US56585A1025 - 06/04/2024 Election of Class I Director for a three-year term: Michael J. Hennigan DIRECTOR ELECTIONS
- - 169390 0 1
169390

S000059371 -
MARATHON PETROLEUM CORPORATION 56585A102 US56585A1025 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 169390 0 1
169390

S000059371 -
MARATHON PETROLEUM CORPORATION 56585A102 US56585A1025 - 06/04/2024 Ratification of the appointment of PricewaterhouseCoopers LLP as the company's independent auditor for 2024. AUDIT-RELATED
- - 169390 0 1
169390

S000059371 -
MARATHON PETROLEUM CORPORATION 56585A102 US56585A1025 - 06/04/2024 Approval, on an advisory basis, of the company's named executive officer compensation. SECTION 14A SAY-ON-PAY VOTES
- - 169390 0 1
169390

S000059371 -
MARATHON PETROLEUM CORPORATION 56585A102 US56585A1025 - 06/04/2024 Recommendation, on an advisory basis, on the frequency of future advisory votes to approve named executive officer compensation. SECTION 14A SAY-ON-PAY VOTES
- - 169390 0 1
169390

S000059371 -
MARATHON PETROLEUM CORPORATION 56585A102 US56585A1025 - 06/04/2024 Approval of an amendment to the company's Restated Certificate of Incorporation to provide for officer exculpation. OTHER
Approve Charter Amendment - 169390 0 For
169390

S000059371 -
MARATHON PETROLEUM CORPORATION 56585A102 US56585A1025 - 06/04/2024 Approval of an amendment to the company's Restated Certificate of Incorporation to declassify the Board of Directors. SHAREHOLDER RIGHTS AND DEFENSES
- - 169390 0 For
169390

S000059371 -
MARATHON PETROLEUM CORPORATION 56585A102 US56585A1025 - 06/04/2024 Approval of an amendment to the company's Restated Certificate of Incorporation to eliminate supermajority provisions. OTHER
Approve Charter Amendment - 169390 0 For
169390

S000059371 -
MARATHON PETROLEUM CORPORATION 56585A102 US56585A1025 - 06/04/2024 DIRECTOR CORPORATE GOVERNANCE
- - 169390 0 Against
169390

S000059371 -
THE WILLIAMS COMPANIES, INC. 969457100 US9694571004 - 06/04/2024 Election of Director for a One-Year Term: Alan S. Armstrong DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
THE WILLIAMS COMPANIES, INC. 969457100 US9694571004 - 06/04/2024 Election of Director for a One-Year Term: Stephen W. Bergstrom DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
THE WILLIAMS COMPANIES, INC. 969457100 US9694571004 - 06/04/2024 Election of Director for a One-Year Term: Michael A. Creel DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
THE WILLIAMS COMPANIES, INC. 969457100 US9694571004 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
THE WILLIAMS COMPANIES, INC. 969457100 US9694571004 - 06/04/2024 Election of Director for a One-Year Term: Carri A. Lockhart DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
THE WILLIAMS COMPANIES, INC. 969457100 US9694571004 - 06/04/2024 Election of Director for a One-Year Term: Richard E. Muncrief DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
THE WILLIAMS COMPANIES, INC. 969457100 US9694571004 - 06/04/2024 Election of Director for a One-Year Term: Peter A. Ragauss DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
THE WILLIAMS COMPANIES, INC. 969457100 US9694571004 - 06/04/2024 Election of Director for a One-Year Term: Rose M. Robeson DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
THE WILLIAMS COMPANIES, INC. 969457100 US9694571004 - 06/04/2024 Election of Director for a One-Year Term: Scott D. Sheffield DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
THE WILLIAMS COMPANIES, INC. 969457100 US9694571004 - 06/04/2024 Election of Director for a One-Year Term: Murray D. Smith DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
THE WILLIAMS COMPANIES, INC. 969457100 US9694571004 - 06/04/2024 Election of Director for a One-Year Term: William H. Spence DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
THE WILLIAMS COMPANIES, INC. 969457100 US9694571004 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
THE WILLIAMS COMPANIES, INC. 969457100 US9694571004 - 06/04/2024 Approve, on an Advisory Basis, the Compensation of our Named Executive Officers. SECTION 14A SAY-ON-PAY VOTES
- - 169390 0 For
169390

S000059371 -
THE WILLIAMS COMPANIES, INC. 969457100 US9694571004 - 06/04/2024 Ratify the Selection of Ernst & Young LLP as the Company's Independent Registered Public Accounting Firm for the Fiscal Year ending December 31, 2024. AUDIT-RELATED
- - 169390 0 For
169390

S000059371 -
THE WILLIAMS COMPANIES, INC. 969457100 US9694571004 - 06/04/2024 Approve the Adoption of the Amended and Restated Certificate of Incorporation of The Williams Companies, Inc. to Limit the Liability of Certain Officers as Permitted by Law. OTHER
- - 169390 0 For
169390

S000059371 -
THE WILLIAMS COMPANIES, INC. 969457100 US9694571004 - 06/04/2024 Vote on a Stockholder Proposal Requesting the Company Issue a Report Assessing Policy Options Related to Venting and Flaring, if Properly Presented at the Annual Meeting. CORPORATE GOVERNANCE
- - 169390 0 Against
169390

S000059371 -
ONEOK, INC. 15135U109 CA15135U1093 - 06/04/2024 Appoint PricewaterhouseCoopers LLP, Chartered Professional Accountants, as auditor of the Corporation. AUDIT-RELATED
- - 2562445 0 For
2562445

S000059371 -
ONEOK, INC. 15135U109 CA15135U1093 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 2562445 0 For
2562445

S000059371 -
ONEOK, INC. 15135U109 CA15135U1093 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 2562445 0 For
2562445

S000059371 -
ONEOK, INC. 15135U109 CA15135U1093 - 06/04/2024 Election of Director - Michael J. Crothers DIRECTOR ELECTIONS
- - 2562445 0 For
2562445

S000059371 -
ONEOK, INC. 15135U109 CA15135U1093 - 06/04/2024 Election of Director - James D. Girgulis DIRECTOR ELECTIONS
- - 2562445 0 For
2562445

S000059371 -
ONEOK, INC. 15135U109 CA15135U1093 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 2562445 0 For
2562445

S000059371 -
ONEOK, INC. 15135U109 CA15135U1093 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 2562445 0 For
2562445

S000059371 -
ONEOK, INC. 15135U109 CA15135U1093 - 06/04/2024 Election of Director - Melanie A. Little DIRECTOR ELECTIONS
- - 2562445 0 For
2562445

S000059371 -
ONEOK, INC. 15135U109 CA15135U1093 - 06/04/2024 Election of Director - Richard J. Marcogliese DIRECTOR ELECTIONS
- - 2562445 0 For
2562445

S000059371 -
ONEOK, INC. 15135U109 CA15135U1093 - 06/04/2024 Election of Director - Jonathan M. McKenzie DIRECTOR ELECTIONS
- - 2562445 0 For
2562445

S000059371 -
ONEOK, INC. 15135U109 CA15135U1093 - 06/04/2024 Election of Director - Claude Mongeau DIRECTOR ELECTIONS
- - 2562445 0 For
2562445

S000059371 -
ONEOK, INC. 15135U109 CA15135U1093 - 06/04/2024 Election of Director - Alexander J. Pourbaix DIRECTOR ELECTIONS
- - 2562445 0 For
2562445

S000059371 -
ONEOK, INC. 15135U109 CA15135U1093 - 06/04/2024 Election of Director - Frank J. Sixt DIRECTOR ELECTIONS
- - 2562445 0 For
2562445

S000059371 -
ONEOK, INC. 15135U109 CA15135U1093 - 06/04/2024 Election of Director - Rhonda I. Zygocki DIRECTOR ELECTIONS
- - 2562445 0 For
2562445

S000059371 -
ONEOK, INC. 15135U109 CA15135U1093 - 06/04/2024 Accept the Corporation's approach to executive compensation. SECTION 14A SAY-ON-PAY VOTES
- - 2562445 0 For
2562445

S000059371 -
ONEOK, INC. 15135U109 CA15135U1093 - 06/04/2024 Amend and reconfirm the Corporation's Security Holder Rights Plan. SHAREHOLDER RIGHTS AND DEFENSES
- - 2562445 0 For
2562445

S000059371 -
ONEOK, INC. 867224107 CA8672241079 - 06/04/2024 The election of the following nominee as a director of Suncor Energy Inc. until the close of the next annual meeting of Security Holders - Ian R. Ashby DIRECTOR ELECTIONS
- - 1303608 0 For
1303608

S000059371 -
ONEOK, INC. 867224107 CA8672241079 - 06/04/2024 The election of the following nominee as a director of Suncor Energy Inc. until the close of the next annual meeting of Security Holders - Patricia M. Bedient DIRECTOR ELECTIONS
- - 1303608 0 For
1303608

S000059371 -
ONEOK, INC. 867224107 CA8672241079 - 06/04/2024 The election of the following nominee as a director of Suncor Energy Inc. until the close of the next annual meeting of Security Holders - Russell K. Girling DIRECTOR ELECTIONS
- - 1303608 0 For
1303608

S000059371 -
ONEOK, INC. 867224107 CA8672241079 - 06/04/2024 The election of the following nominee as a director of Suncor Energy Inc. until the close of the next annual meeting of Security Holders - Jean Paul Gladu DIRECTOR ELECTIONS
- - 1303608 0 For
1303608

S000059371 -
ONEOK, INC. 867224107 CA8672241079 - 06/04/2024 The election of the following nominee as a director of Suncor Energy Inc. until the close of the next annual meeting of Security Holders - Richard M. Kruger DIRECTOR ELECTIONS
- - 1303608 0 For
1303608

S000059371 -
ONEOK, INC. 867224107 CA8672241079 - 06/04/2024 The election of the following nominee as a director of Suncor Energy Inc. until the close of the next annual meeting of Security Holders - Brian P. MacDonald DIRECTOR ELECTIONS
- - 1303608 0 For
1303608

S000059371 -
ONEOK, INC. 867224107 CA8672241079 - 06/04/2024 The election of the following nominee as a director of Suncor Energy Inc. until the close of the next annual meeting of Security Holders - Lorraine Mitchelmore DIRECTOR ELECTIONS
- - 1303608 0 For
1303608

S000059371 -
ONEOK, INC. 867224107 CA8672241079 - 06/04/2024 The election of the following nominee as a director of Suncor Energy Inc. until the close of the next annual meeting of Security Holders - Jane L. Peverett DIRECTOR ELECTIONS
- - 1303608 0 For
1303608

S000059371 -
ONEOK, INC. 867224107 CA8672241079 - 06/04/2024 The election of the following nominee as a director of Suncor Energy Inc. until the close of the next annual meeting of Security Holders - Daniel Romasko DIRECTOR ELECTIONS
- - 1303608 0 For
1303608

S000059371 -
ONEOK, INC. 867224107 CA8672241079 - 06/04/2024 The election of the following nominee as a director of Suncor Energy Inc. until the close of the next annual meeting of Security Holders - Christopher R. Seasons DIRECTOR ELECTIONS
- - 1303608 0 For
1303608

S000059371 -
ONEOK, INC. 867224107 CA8672241079 - 06/04/2024 The election of the following nominee as a director of Suncor Energy Inc. until the close of the next annual meeting of Security Holders - M. Jacqueline Sheppard DIRECTOR ELECTIONS
- - 1303608 0 For
1303608

S000059371 -
ONEOK, INC. 867224107 CA8672241079 - 06/04/2024 Appointment of KPMG LLP as auditor of Suncor Energy Inc. until the close of the next annual meeting. AUDIT-RELATED
- - 1303608 0 For
1303608

S000059371 -
ONEOK, INC. 867224107 CA8672241079 - 06/04/2024 To consider and, if deemed fit, approve an advisory resolution on Suncor's approach to executive compensation disclosed in the Management Proxy Circular of Suncor Energy Inc. dated February 21, 2024 (the "Circular"). SECTION 14A SAY-ON-PAY VOTES
- - 1303608 0 For
1303608

S000059371 -
ONEOK, INC. 867224107 CA8672241079 - 06/04/2024 To consider a Security Holder proposal for Suncor to end its pledge to be Net Zero by 2050, as set forth on page A-1 of Schedule A of the Circular. CORPORATE GOVERNANCE
- - 1303608 0 Against
1303608

S000059371 -
ONEOK, INC. 867224107 CA8672241079 - 06/04/2024 To consider a Security Holder proposal for Suncor to disclose audited results assessing a range of climate transition scenarios, as set forth on page A-3 of Schedule A of the Circular. CORPORATE GOVERNANCE
- - 1303608 0 Against
1303608

S000059371 -
KINDER MORGAN, INC. 49456B101 US49456B1017 - 06/04/2024 Election of Director for a one year term expiring in 2025: Richard D. Kinder DIRECTOR ELECTIONS
- - 1766964 0 For
1766964

S000059371 -
KINDER MORGAN, INC. 49456B101 US49456B1017 - 06/04/2024 Election of Director for a one year term expiring in 2025: Kimberly A. Dang DIRECTOR ELECTIONS
- - 1766964 0 For
1766964

S000059371 -
KINDER MORGAN, INC. 49456B101 US49456B1017 - 06/04/2024 Election of Director for a one year term expiring in 2025: Amy W. Chronis DIRECTOR ELECTIONS
- - 1766964 0 For
1766964

S000059371 -
KINDER MORGAN, INC. 49456B101 US49456B1017 - 06/04/2024 Election of Director for a one year term expiring in 2025: Ted A. Gardner DIRECTOR ELECTIONS
- - 1766964 0 For
1766964

S000059371 -
KINDER MORGAN, INC. 49456B101 US49456B1017 - 06/04/2024 Election of Director for a one year term expiring in 2025: Anthony W. Hall, Jr. DIRECTOR ELECTIONS
- - 1766964 0 For
1766964

S000059371 -
KINDER MORGAN, INC. 49456B101 US49456B1017 - 06/04/2024 Election of Director for a one year term expiring in 2025: Steven J. Kean DIRECTOR ELECTIONS
- - 1766964 0 For
1766964

S000059371 -
KINDER MORGAN, INC. 49456B101 US49456B1017 - 06/04/2024 Election of Director for a one year term expiring in 2025: Deborah A. Macdonald DIRECTOR ELECTIONS
- - 1766964 0 For
1766964

S000059371 -
KINDER MORGAN, INC. 49456B101 US49456B1017 - 06/04/2024 Election of Director for a one year term expiring in 2025: Michael C. Morgan DIRECTOR ELECTIONS
- - 1766964 0 For
1766964

S000059371 -
KINDER MORGAN, INC. 49456B101 US49456B1017 - 06/04/2024 Election of Director for a one year term expiring in 2025: Arthur C. Reichstetter DIRECTOR ELECTIONS
- - 1766964 0 For
1766964

S000059371 -
KINDER MORGAN, INC. 49456B101 US49456B1017 - 06/04/2024 Election of Director for a one year term expiring in 2025: C. Park Shaper DIRECTOR ELECTIONS
- - 1766964 0 For
1766964

S000059371 -
KINDER MORGAN, INC. 49456B101 US49456B1017 - 06/04/2024 Election of Director for a one year term expiring in 2025: William A. Smith DIRECTOR ELECTIONS
- - 1766964 0 For
1766964

S000059371 -
KINDER MORGAN, INC. 49456B101 US49456B1017 - 06/04/2024 Election of Director for a one year term expiring in 2025: Joel V. Staff DIRECTOR ELECTIONS
- - 1766964 0 For
1766964

S000059371 -
KINDER MORGAN, INC. 49456B101 US49456B1017 - 06/04/2024 Election of Director for a one year term expiring in 2025: Robert F. Vagt DIRECTOR ELECTIONS
- - 1766964 0 For
1766964

S000059371 -
KINDER MORGAN, INC. 49456B101 US49456B1017 - 06/04/2024 Ratification of the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for 2024 AUDIT-RELATED
- - 1766964 0 For
1766964

S000059371 -
KINDER MORGAN, INC. 49456B101 US49456B1017 - 06/04/2024 Approval, on an advisory basis, of the compensation of our named executive officers, as disclosed in the Proxy Statement SECTION 14A SAY-ON-PAY VOTES
- - 1766964 0 For
1766964

S000059371 -
KINDER MORGAN, INC. 49456B101 US49456B1017 - 06/04/2024 Advisory vote on the frequency with which we will hold future advisory votes on the compensation of our named executive officers SECTION 14A SAY-ON-PAY VOTES
- - 1766964 0 1
1766964

S000059371 -
KINDER MORGAN, INC. 49456B101 US49456B1017 - 06/04/2024 Stockholder proposal relating to establishing a greenhouse gas emission reduction target ENVIRONMENT OR CLIMATE
- - 1766964 0 Against
1766964

S000059371 -
ONEOK, INC. 29250N105 CA29250N1050 - 06/04/2024 A: Election of Director: Mayank M. Ashar DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 29250N105 CA29250N1050 - 06/04/2024 Election of Director: Gaurdie E. Banister DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 29250N105 CA29250N1050 - 06/04/2024 Election of Director: Pamela L. Carter DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 29250N105 CA29250N1050 - 06/04/2024 Election of Director: Susan M. Cunningham DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 29250N105 CA29250N1050 - 06/04/2024 Election of Director: Gregory L. Ebel DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 29250N105 CA29250N1050 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 29250N105 CA29250N1050 - 06/04/2024 Election of Director: Theresa B.Y. Jang DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 29250N105 CA29250N1050 - 06/04/2024 Election of Director: Teresa S. Madden DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 29250N105 CA29250N1050 - 06/04/2024 Election of Director: Manjit Minhas DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 29250N105 CA29250N1050 - 06/04/2024 Election of Director: Stephen S. Poloz DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 29250N105 CA29250N1050 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 29250N105 CA29250N1050 - 06/04/2024 Election of Director: Steven W. Williams DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 29250N105 CA29250N1050 - 06/04/2024 Appoint the auditors Appoint PricewaterhouseCoopers LLP as auditors of Enbridge and authorize the directors to fix their remuneration AUDIT-RELATED
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 29250N105 CA29250N1050 - 06/04/2024 Advisory vote on executive compensation Accept Enbridge's approach to executive compensation, as disclosed in the Management Information Circular SECTION 14A SAY-ON-PAY VOTES
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 29250N105 CA29250N1050 - 06/04/2024 Security Holder Proposals Vote on the Security Holder proposals, as set out in Appendix A of the Management Information Circular The Board of Directors recommends voting "AGAINST" Security Holder proposals No. 1 and No. 2 Security Holder Proposal No. 1 CORPORATE GOVERNANCE
- - 169390 0 Against
169390

S000059371 -
ONEOK, INC. 29250N105 CA29250N1050 - 06/04/2024 DIRECTOR CORPORATE GOVERNANCE
- - 169390 0 Against
169390

S000059371 -
PEMBINA PIPELINE CORPORATION 706327103 CA7063271034 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 1314549 0 For
1314549

S000059371 -
PEMBINA PIPELINE CORPORATION 706327103 CA7063271034 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 1314549 0 For
1314549

S000059371 -
PEMBINA PIPELINE CORPORATION 706327103 CA7063271034 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 1314549 0 For
1314549

S000059371 -
PEMBINA PIPELINE CORPORATION 706327103 CA7063271034 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 1314549 0 For
1314549

S000059371 -
PEMBINA PIPELINE CORPORATION 706327103 CA7063271034 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 1314549 0 For
1314549

S000059371 -
PEMBINA PIPELINE CORPORATION 706327103 CA7063271034 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 1314549 0 For
1314549

S000059371 -
PEMBINA PIPELINE CORPORATION 706327103 CA7063271034 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 1314549 0 For
1314549

S000059371 -
PEMBINA PIPELINE CORPORATION 706327103 CA7063271034 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 1314549 0 For
1314549

S000059371 -
PEMBINA PIPELINE CORPORATION 706327103 CA7063271034 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 1314549 0 For
1314549

S000059371 -
PEMBINA PIPELINE CORPORATION 706327103 CA7063271034 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 1314549 0 For
1314549

S000059371 -
PEMBINA PIPELINE CORPORATION 706327103 CA7063271034 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 1314549 0 For
1314549

S000059371 -
PEMBINA PIPELINE CORPORATION 706327103 CA7063271034 - 06/04/2024 To appoint KPMG LLP, Chartered Professional Accountants, as the auditors of the Corporation for the ensuing financial year at a remuneration to be fixed by the Board of Directors of the Corporation. AUDIT-RELATED
- - 1314549 0 For
1314549

S000059371 -
PEMBINA PIPELINE CORPORATION 706327103 CA7063271034 - 06/04/2024 To accept the Corporation's approach to executive compensation as disclosed in the Management Information Circular. SECTION 14A SAY-ON-PAY VOTES
- - 1314549 0 For
1314549

S000059371 -
ONEOK, INC. 718546104 US7185461040 - 06/04/2024 Election of Class III Director to Hold Office until the 2027 Annual Meeting: Julie L. Bushman DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 718546104 US7185461040 - 06/04/2024 Election of Class III Director to Hold Office until the 2027 Annual Meeting: Lisa A. Davis DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 718546104 US7185461040 - 06/04/2024 Election of Class III Director to Hold Office until the 2027 Annual Meeting: Mark E. Lashier DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 718546104 US7185461040 - 06/04/2024 Election of Class III Director to Hold Office until the 2027 Annual Meeting: Douglas T. Terreson DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 718546104 US7185461040 - 06/04/2024 Advisory vote to approve our executive compensation. SECTION 14A SAY-ON-PAY VOTES
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 718546104 US7185461040 - 06/04/2024 Ratification of the Appointment of Ernst & Young LLP as the Company's independent registered public accounting firm. AUDIT-RELATED
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 718546104 US7185461040 - 06/04/2024 Security Holder proposal requesting report analyzing the impact of the "System Change Scenario" on the Chemicals business. CORPORATE GOVERNANCE
- - 169390 0 Against
169390

S000059371 -
VALERO ENERGY CORPORATION 91913Y100 US91913Y1001 - 06/04/2024 Election of Director to serve until the 2025 Annual Meeting of Stockholders: Fred M. Diaz DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
VALERO ENERGY CORPORATION 91913Y100 US91913Y1001 - 06/04/2024 Election of Director to serve until the 2025 Annual Meeting of Stockholders: H. Paulett Eberhart DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
VALERO ENERGY CORPORATION 91913Y100 US91913Y1001 - 06/04/2024 Election of Director to serve until the 2025 Annual Meeting of Stockholders: Marie A. Ffolkes DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
VALERO ENERGY CORPORATION 91913Y100 US91913Y1001 - 06/04/2024 Election of Director to serve until the 2025 Annual Meeting of Stockholders: Joseph W. Gorder DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
VALERO ENERGY CORPORATION 91913Y100 US91913Y1001 - 06/04/2024 Election of Director to serve until the 2025 Annual Meeting of Stockholders: Kimberly S. Greene DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
VALERO ENERGY CORPORATION 91913Y100 US91913Y1001 - 06/04/2024 Election of Director to serve until the 2025 Annual Meeting of Stockholders: Deborah P. Majoras DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
VALERO ENERGY CORPORATION 91913Y100 US91913Y1001 - 06/04/2024 Election of Director to serve until the 2025 Annual Meeting of Stockholders: Eric D. Mullins DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
VALERO ENERGY CORPORATION 91913Y100 US91913Y1001 - 06/04/2024 Election of Director to serve until the 2025 Annual Meeting of Stockholders: Robert A. Profusek DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
VALERO ENERGY CORPORATION 91913Y100 US91913Y1001 - 06/04/2024 Election of Director to serve until the 2025 Annual Meeting of Stockholders: R. Lane Riggs DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
VALERO ENERGY CORPORATION 91913Y100 US91913Y1001 - 06/04/2024 Election of Director to serve until the 2025 Annual Meeting of Stockholders: Randall J. Weisenburger DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
VALERO ENERGY CORPORATION 91913Y100 US91913Y1001 - 06/04/2024 Election of Director to serve until the 2025 Annual Meeting of Stockholders: Rayford Wilkins, Jr. DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
VALERO ENERGY CORPORATION 91913Y100 US91913Y1001 - 06/04/2024 Advisory vote to approve the 2023 compensation of named executive officers. SECTION 14A SAY-ON-PAY VOTES
- - 169390 0 For
169390

S000059371 -
VALERO ENERGY CORPORATION 91913Y100 US91913Y1001 - 06/04/2024 Ratify the appointment of KPMG LLP as Valero's independent registered public accounting firm for 2024. AUDIT-RELATED
- - 169390 0 For
169390

S000059371 -
TARGA RESOURCES CORP. 87612G101 US87612G1013 - 06/04/2024 Election of Class II Director to serve until the 2027 annual meeting of stockholders: Beth A. Bowman DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
TARGA RESOURCES CORP. 87612G101 US87612G1013 - 06/04/2024 Election of Class II Director to serve until the 2027 annual meeting of stockholders: Lindsey M. Cooksen DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
TARGA RESOURCES CORP. 87612G101 US87612G1013 - 06/04/2024 Election of Class II Director to serve until the 2027 annual meeting of stockholders: Joe Bob Perkins DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
TARGA RESOURCES CORP. 87612G101 US87612G1013 - 06/04/2024 To ratify the selection of PricewaterhouseCoopers LLP as the Company's independent auditors for 2024. AUDIT-RELATED
- - 169390 0 For
169390

S000059371 -
TARGA RESOURCES CORP. 87612G101 US87612G1013 - 06/04/2024 To approve, on an advisory basis, the compensation of the Company's named executive officers for the fiscal year ended December 31, 2023. SECTION 14A SAY-ON-PAY VOTES
- - 169390 0 For
169390

S000059371 -
PLAINS GP HOLDINGS, L.P. 72651A207 US72651A2078 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 2623833 0 For
2623833

S000059371 -
PLAINS GP HOLDINGS, L.P. 72651A207 US72651A2078 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 2623833 0 For
2623833

S000059371 -
PLAINS GP HOLDINGS, L.P. 72651A207 US72651A2078 - 06/04/2024 DIRECTOR DIRECTOR ELECTIONS
- - 2623833 0 For
2623833

S000059371 -
PLAINS GP HOLDINGS, L.P. 72651A207 US72651A2078 - 06/04/2024 Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for 2024. AUDIT-RELATED
- - 2623833 0 For
2623833

S000059371 -
PLAINS GP HOLDINGS, L.P. 72651A207 US72651A2078 - 06/04/2024 The approval, on a non-binding advisory basis, of our 2023 named executive officer compensation. SECTION 14A SAY-ON-PAY VOTES
- - 2623833 0 For
2623833

S000059371 -
PLAINS GP HOLDINGS, L.P. 72651A207 US72651A2078 - 06/04/2024 Non-binding advisory vote on the frequency with which future advisory votes to approve our named executive officer compensation should be held. SECTION 14A SAY-ON-PAY VOTES
- - 2623833 0 1
2623833

S000059371 -
ONEOK, INC. 682680103 US6826801036 - 06/04/2024 Election of Director: Brian L. Derksen DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 682680103 US6826801036 - 06/04/2024 Election of Director: Julie H. Edwards DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 682680103 US6826801036 - 06/04/2024 Election of Director: Lori A. Gobillot DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 682680103 US6826801036 - 06/04/2024 Election of Director: Mark W. Helderman DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 682680103 US6826801036 - 06/04/2024 Election of Director: Randall J. Larson DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 682680103 US6826801036 - 06/04/2024 Election of Director: Pattye L. Moore DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 682680103 US6826801036 - 06/04/2024 Election of Director: Pierce H. Norton II DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 682680103 US6826801036 - 06/04/2024 Election of Director: Eduardo A. Rodriguez DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 682680103 US6826801036 - 06/04/2024 Election of Director: Gerald B. Smith DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 682680103 US6826801036 - 06/04/2024 Election of Director: Wayne T. Smith DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 682680103 US6826801036 - 06/04/2024 Ratification of the selection of PricewaterhouseCoopers LLP as the independent registered public accounting firm of ONEOK, Inc. for the year ending December 31, 2024. AUDIT-RELATED
- - 169390 0 For
169390

S000059371 -
ONEOK, INC. 682680103 US6826801036 - 06/04/2024 An advisory vote to approve ONEOK, Inc.'s executive compensation. SECTION 14A SAY-ON-PAY VOTES
- - 169390 0 For
169390

S000059371 -
CHENIERE ENERGY, INC. 16411R208 US16411R2085 - 06/04/2024 Election of Director: G. Andrea Botta DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
CHENIERE ENERGY, INC. 16411R208 US16411R2085 - 06/04/2024 Election of Director: Jack A. Fusco DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
CHENIERE ENERGY, INC. 16411R208 US16411R2085 - 06/04/2024 Election of Director: Patricia K. Collawn DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
CHENIERE ENERGY, INC. 16411R208 US16411R2085 - 06/04/2024 Election of Director: Brian E. Edwards DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
CHENIERE ENERGY, INC. 16411R208 US16411R2085 - 06/04/2024 Election of Director: Denise Gray DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
CHENIERE ENERGY, INC. 16411R208 US16411R2085 - 06/04/2024 Election of Director: Lorraine Mitchelmore DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
CHENIERE ENERGY, INC. 16411R208 US16411R2085 - 06/04/2024 Election of Director: Scott Peak DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
CHENIERE ENERGY, INC. 16411R208 US16411R2085 - 06/04/2024 Election of Director: Donald F. Robillard, Jr DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
CHENIERE ENERGY, INC. 16411R208 US16411R2085 - 06/04/2024 Election of Director: Neal A. Shear DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
CHENIERE ENERGY, INC. 16411R208 US16411R2085 - 06/04/2024 Approve, on an advisory and non-binding basis, the compensation of the Company's named executive officers for 2023. SECTION 14A SAY-ON-PAY VOTES
- - 169390 0 For
169390

S000059371 -
CHENIERE ENERGY, INC. 16411R208 US16411R2085 - 06/04/2024 Ratification of the appointment of KPMG LLP as the Company's independent registered public accounting firm for 2024. AUDIT-RELATED
- - 169390 0 For
169390

S000059371 -
CHENIERE ENERGY, INC. 16411R208 US16411R2085 - 06/04/2024 Approve the Cheniere Energy, Inc. Amended and Restated 2020 Incentive Plan. CAPITAL STRUCTURE
- - 169390 0 For
169390

S000059371 -
CHENIERE ENERGY, INC. 16411R208 US16411R2085 - 06/04/2024 Approve the amendment to the Company's Certificate of Incorporation to limit the personal liability of officers as permitted by law. CORPORATE GOVERNANCE
- - 169390 0 For
169390

S000059371 -
VIPER ENERGY, INC. 927959106 US9279591062 - 06/04/2024 Election of Director: Laurie H. Argo DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
VIPER ENERGY, INC. 927959106 US9279591062 - 06/04/2024 Election of Director: Spencer D. Armour DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
VIPER ENERGY, INC. 927959106 US9279591062 - 06/04/2024 Election of Director: Frank C. Hu DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
VIPER ENERGY, INC. 927959106 US9279591062 - 06/04/2024 Election of Director: W. Wesley Perry DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
VIPER ENERGY, INC. 927959106 US9279591062 - 06/04/2024 Election of Director: James L. Rubin DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
VIPER ENERGY, INC. 927959106 US9279591062 - 06/04/2024 Election of Director: Travis D. Stice DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
VIPER ENERGY, INC. 927959106 US9279591062 - 06/04/2024 Election of Director: M. Kaes Van't Hof DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
VIPER ENERGY, INC. 927959106 US9279591062 - 06/04/2024 Election of Director: Steven E. West DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
VIPER ENERGY, INC. 927959106 US9279591062 - 06/04/2024 The approval, on an advisory basis, of the compensation of the Company's named executive officers. SECTION 14A SAY-ON-PAY VOTES
- - 169390 0 For
169390

S000059371 -
VIPER ENERGY, INC. 927959106 US9279591062 - 06/04/2024 The approval, on an advisory basis, of the frequency of holding an advisory vote on the compensation of the Company's named executive officers. SECTION 14A SAY-ON-PAY VOTES
- - 169390 0 1
169390

S000059371 -
VIPER ENERGY, INC. 927959106 US9279591062 - 06/04/2024 The approval of the Company's 2024 Amended and Restated Long Term Incentive Plan. CAPITAL STRUCTURE
- - 169390 0 For
169390

S000059371 -
VIPER ENERGY, INC. 927959106 US9279591062 - 06/04/2024 The ratification of Grant Thornton LLP as the Company's independent auditors for fiscal year ending December 31, 2024. AUDIT-RELATED
- - 169390 0 For
169390

S000059371 -
TC ENERGY CORPORATION 87807B107 CA87807B1076 - 06/04/2024 A Election of Director: Cheryl F. Campbell DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
TC ENERGY CORPORATION 87807B107 CA87807B1076 - 06/04/2024 Election of Director: Michael R. Culbert DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
TC ENERGY CORPORATION 87807B107 CA87807B1076 - 06/04/2024 Election of Director: William D. Johnson DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
TC ENERGY CORPORATION 87807B107 CA87807B1076 - 06/04/2024 Election of Director: Susan C. Jones DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
TC ENERGY CORPORATION 87807B107 CA87807B1076 - 06/04/2024 Election of Director: John E. Lowe DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
TC ENERGY CORPORATION 87807B107 CA87807B1076 - 06/04/2024 Election of Director: David MacNaughton DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
TC ENERGY CORPORATION 87807B107 CA87807B1076 - 06/04/2024 Election of Director: Fran?ois L. Poirier DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
TC ENERGY CORPORATION 87807B107 CA87807B1076 - 06/04/2024 Election of Director: Una Power DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
TC ENERGY CORPORATION 87807B107 CA87807B1076 - 06/04/2024 Election of Director: Mary Pat Salomone DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
TC ENERGY CORPORATION 87807B107 CA87807B1076 - 06/04/2024 Election of Director: Indira Samarasekera DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
TC ENERGY CORPORATION 87807B107 CA87807B1076 - 06/04/2024 Election of Director: Siim A. Vanaselja DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
TC ENERGY CORPORATION 87807B107 CA87807B1076 - 06/04/2024 Election of Director: Thierry Vandal DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
TC ENERGY CORPORATION 87807B107 CA87807B1076 - 06/04/2024 Election of Director: Dheeraj "D" Verma DIRECTOR ELECTIONS
- - 169390 0 For
169390

S000059371 -
TC ENERGY CORPORATION 87807B107 CA87807B1076 - 06/04/2024 Resolution to appoint KPMG LLP, Chartered Professional Accountants as auditor and authorize the directors to fix their remuneration. AUDIT-RELATED
- - 169390 0 For
169390

S000059371 -
TC ENERGY CORPORATION 87807B107 CA87807B1076 - 06/04/2024 Special resolution to approve an arrangement under section 192 of the Canada Business Corporations Act, pursuant to which, among other things, TC Energy Security Holders will receive one new common share of TC Energy and 0.2 of a common share in a new public company called "South Bow Corporation" in exchange for each common share of TC Energy held, as set forth in Schedule A of the Management information circular. OTHER
Miscellaneous Corporate Actions - 169390 0 For
169390

S000059371 -
TC ENERGY CORPORATION 87807B107 CA87807B1076 - 06/04/2024 Resolution to approve a Security Holder rights plan for South Bow Corporation, as set forth in Schedule B of the Management information circular. SHAREHOLDER RIGHTS AND DEFENSES
- - 169390 0 For
169390

S000059371 -
TC ENERGY CORPORATION 87807B107 CA87807B1076 - 06/04/2024 Resolution to accept TC Energy's approach to executive compensation, as set forth in the Management information circular. SECTION 14A SAY-ON-PAY VOTES
- - 169390 0 For
169390

S000059371 -
TC ENERGY CORPORATION 87807B107 CA87807B1076 - 06/04/2024 Resolution to approve the Security Holder proposal, as set forth in Schedule M of the Management information circular. CORPORATE GOVERNANCE
- - 169390 0 Against
169390

S000059371 -

[Repeat as Necessary]