SEC Form N-PX filed by Lazard Global Total Return and Income Fund

12/18/23 12:08:14 PM ET

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N-PX 1 c107483_npx.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM N-PX ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number: 811-21511 --------------- LAZARD GLOBAL TOTAL RETURN AND INCOME FUND, INC. -------------------------------------------------------------------------------- (Exact name of registrant as specified in charter) c/o Lazard Asset Management LLC 30 Rockefeller Plaza New York, New York 10112 -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip code) Mark R. Anderson, Esq. 30 Rockefeller Plaza New York, New York 10112 -------------------------------------------------------------------------------- (Name and address of agent for service) Registrant's telephone number, including area code: (800) 823-6300 Date of fiscal year end: 12/31 Date of reporting period: July 1, 2022-June 30, 2023 ================================================================================ ******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-21511 Reporting Period: 07/01/2022 - 06/30/2023 Lazard Global Total Return & Income Fund, Inc. =============== Lazard Global Total Return and Income Fund, Inc. =============== ABB LTD. Ticker: ABBN Security ID: H0010V101 Meeting Date: SEP 07, 2022 Meeting Type: Extraordinary Shareholders Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Spin-Off of Accelleron For Did Not Vote Management Industries AG 2 Transact Other Business (Voting) For Did Not Vote Management -------------------------------------------------------------------------------- ABB LTD. Ticker: ABBN Security ID: H0010V101 Meeting Date: MAR 23, 2023 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For Did Not Vote Management Statutory Reports 2 Approve Remuneration Report For Did Not Vote Management (Non-Binding) 3 Approve Discharge of Board and Senior For Did Not Vote Management Management 4 Approve Allocation of Income and For Did Not Vote Management Dividends of CHF 0.84 per Share 5.1 Amend Articles Re: Shares and Share For Did Not Vote Management Register 5.2 Amend Articles Re: Restriction on For Did Not Vote Management Registration 5.3 Amend Articles Re: General Meeting For Did Not Vote Management 5.4 Approve Virtual-Only Shareholder For Did Not Vote Management Meetings 5.5 Amend Articles Re: Board of Directors For Did Not Vote Management and Compensation 6 Approve Creation of Capital Band For Did Not Vote Management within the Upper Limit of CHF 259.3 Million and the Lower Limit of CHF 212. 2 Million with or without Exclusion of Preemptive Rights 7.1 Approve Remuneration of Directors in For Did Not Vote Management the Amount of CHF 4.4 Million 7.2 Approve Remuneration of Executive For Did Not Vote Management Committee in the Amount of CHF 43.9 Million 8.1 Reelect Gunnar Brock as Director For Did Not Vote Management 8.2 Reelect David Constable as Director For Did Not Vote Management 8.3 Reelect Frederico Curado as Director For Did Not Vote Management 8.4 Reelect Lars Foerberg as Director For Did Not Vote Management 8.5 Elect Denise Johnson as Director For Did Not Vote Management 8.6 Reelect Jennifer Xin-Zhe Li as Director For Did Not Vote Management 8.7 Reelect Geraldine Matchett as Director For Did Not Vote Management 8.8 Reelect David Meline as Director For Did Not Vote Management 8.9 Reelect Jacob Wallenberg as Director For Did Not Vote Management 8.10 Reelect Peter Voser as Director and For Did Not Vote Management Board Chair 9.1 Reappoint David Constable as Member of For Did Not Vote Management the Compensation Committee 9.2 Reappoint Frederico Curado as Member For Did Not Vote Management of the Compensation Committee 9.3 Reappoint Jennifer Xin-Zhe Li as For Did Not Vote Management Member of the Compensation Committee 10 Designate Zehnder Bolliger & Partner For Did Not Vote Management as Independent Proxy 11 Ratify KPMG AG as Auditors For Did Not Vote Management 12 Transact Other Business (Voting) For Did Not Vote Management -------------------------------------------------------------------------------- ACCENTURE PLC Ticker: ACN Security ID: G1151C101 Meeting Date: FEB 01, 2023 Meeting Type: Annual Record Date: DEC 06, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Jaime Ardila For For Management 1b Elect Director Nancy McKinstry For For Management 1c Elect Director Beth E. Mooney For For Management 1d Elect Director Gilles C. Pelisson For For Management 1e Elect Director Paula A. Price For For Management 1f Elect Director Venkata (Murthy) For For Management Renduchintala 1g Elect Director Arun Sarin For For Management 1h Elect Director Julie Sweet For For Management 1i Elect Director Tracey T. Travis For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Approve KPMG LLP as Auditors and For For Management Authorize Board to Fix Their Remuneration 5 Renew the Board's Authority to Issue For For Management Shares Under Irish Law 6 Authorize Board to Opt-Out of For For Management Statutory Pre-Emption Rights 7 Determine Price Range for Reissuance For For Management of Treasury Shares -------------------------------------------------------------------------------- AIA GROUP LIMITED Ticker: 1299 Security ID: Y002A1105 Meeting Date: MAY 18, 2023 Meeting Type: Annual Record Date: MAY 12, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Final Dividend For For Management 3 Elect Edmund Sze-Wing Tse as Director For For Management 4 Elect Jack Chak-Kwong So as Director For For Management 5 Elect Lawrence Juen-Yee Lau as Director For For Management 6 Approve PricewaterhouseCoopers as For For Management Auditor and Authorize Board to Fix Their Remuneration 7A Approve Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights 7B Authorize Repurchase of Issued Share For For Management Capital 8 Approve Increase in Rate of Directors' For For Management Fees 9 Amend Share Option Scheme For For Management 10 Amend Restricted Share Unit Scheme For For Management 11 Amend Employee Share Purchase Plan For For Management 12 Amend Agency Share Purchase Plan For For Management -------------------------------------------------------------------------------- ALIBABA GROUP HOLDING LIMITED Ticker: 9988 Security ID: 01609W102 Meeting Date: SEP 30, 2022 Meeting Type: Annual Record Date: AUG 03, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Daniel Yong Zhang For For Management 1.2 Elect Director Jerry Yang For For Management 1.3 Elect Director Wan Ling Martello For For Management 1.4 Elect Director Weijian Shan For For Management 1.5 Elect Director Irene Yun-Lien Lee For For Management 1.6 Elect Director Albert Kong Ping Ng For For Management 2 Ratify PricewaterhouseCoopers as For For Management Auditors -------------------------------------------------------------------------------- ALPHABET INC. Ticker: GOOGL Security ID: 02079K305 Meeting Date: JUN 02, 2023 Meeting Type: Annual Record Date: APR 04, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Larry Page For For Management 1b Elect Director Sergey Brin For For Management 1c Elect Director Sundar Pichai For For Management 1d Elect Director John L. Hennessy For Against Management 1e Elect Director Frances H. Arnold For Against Management 1f Elect Director R. Martin "Marty" Chavez For For Management 1g Elect Director L. John Doerr For For Management 1h Elect Director Roger W. Ferguson, Jr. For For Management 1i Elect Director Ann Mather For Against Management 1j Elect Director K. Ram Shriram For For Management 1k Elect Director Robin L. Washington For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Amend Omnibus Stock Plan For Against Management 4 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 5 Advisory Vote on Say on Pay Frequency Three One Year Management Years 6 Report on Lobbying Payments and Policy Against For Shareholder 7 Publish Congruency Report on Against Against Shareholder Partnerships with Globalist Organizations and Company Fiduciary Duties 8 Report on Framework to Assess Company Against For Shareholder Lobbying Alignment with Climate Goals 9 Report on Risks Related to Fulfilling Against Against Shareholder Information Requests for Enforcing Laws Criminalizing Abortion Access 10 Report on Risks of Doing Business in Against For Shareholder Countries with Significant Human Rights Concerns 11 Publish Independent Human Rights Against For Shareholder Impact Assessment of Targeted Advertising Technology 12 Disclose More Quantitative and Against For Shareholder Qualitative Information on Algorithmic Systems 13 Report on Alignment of YouTube Against For Shareholder Policies With Online Safety Regulations 14 Report on Content Governance and Against Against Shareholder Censorship 15 Commission Independent Assessment of Against Against Shareholder Effectiveness of Audit and Compliance Committee 16 Amend Bylaws to Require Shareholder Against Against Shareholder Approval of Certain Provisions Related to Director Nominations by Shareholders 17 Adopt Share Retention Policy For Against Against Shareholder Senior Executives 18 Approve Recapitalization Plan for all Against For Shareholder Stock to Have One-vote per Share -------------------------------------------------------------------------------- AMAZON.COM, INC. Ticker: AMZN Security ID: 023135106 Meeting Date: MAY 24, 2023 Meeting Type: Annual Record Date: MAR 30, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Jeffrey P. Bezos For For Management 1b Elect Director Andrew R. Jassy For For Management 1c Elect Director Keith B. Alexander For For Management 1d Elect Director Edith W. Cooper For For Management 1e Elect Director Jamie S. Gorelick For For Management 1f Elect Director Daniel P. Huttenlocher For For Management 1g Elect Director Judith A. McGrath For Against Management 1h Elect Director Indra K. Nooyi For For Management 1i Elect Director Jonathan J. Rubinstein For For Management 1j Elect Director Patricia Q. Stonesifer For For Management 1k Elect Director Wendell P. Weeks For For Management 2 Ratify Ratification of Ernst & Young For For Management LLP as Auditors 3 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 4 Advisory Vote on Say on Pay Frequency One Year One Year Management 5 Amend Omnibus Stock Plan For For Management 6 Report on Climate Risk in Retirement Against Against Shareholder Plan Options 7 Report on Customer Due Diligence Against For Shareholder 8 Revise Transparency Report to Provide Against Against Shareholder Greater Disclosure on Government Requests 9 Report on Government Take Down Requests Against Against Shareholder 10 Report on Impact of Climate Change Against For Shareholder Strategy Consistent With Just Transition Guidelines 11 Publish a Tax Transparency Report Against Against Shareholder 12 Report on Climate Lobbying Against For Shareholder 13 Report on Median and Adjusted Against Against Shareholder Gender/Racial Pay Gaps 14 Report on Cost/Benefit Analysis of Against Against Shareholder Diversity, Equity and Inclusion Programs 15 Amend Bylaws to Require Shareholder Against Against Shareholder Approval of Certain Provisions Related to Director Nominations by Shareholders 16 Commission Third Party Assessment on Against For Shareholder Company's Commitment to Freedom of Association and Collective Bargaining 17 Consider Pay Disparity Between Against Against Shareholder Executives and Other Employees 18 Report on Animal Welfare Standards Against Against Shareholder 19 Establish a Public Policy Committee Against Against Shareholder 20 Adopt a Policy to Include Against For Shareholder Non-Management Employees as Prospective Director Candidates 21 Commission a Third Party Audit on Against For Shareholder Working Conditions 22 Report on Efforts to Reduce Plastic Use Against For Shareholder 23 Commission Third Party Study and Against For Shareholder Report on Risks Associated with Use of Rekognition -------------------------------------------------------------------------------- AMPHENOL CORPORATION Ticker: APH Security ID: 032095101 Meeting Date: MAY 18, 2023 Meeting Type: Annual Record Date: MAR 20, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Nancy A. Altobello For For Management 1.2 Elect Director David P. Falck For For Management 1.3 Elect Director Edward G. Jepsen For For Management 1.4 Elect Director Rita S. Lane For For Management 1.5 Elect Director Robert A. Livingston For For Management 1.6 Elect Director Martin H. Loeffler For For Management 1.7 Elect Director R. Adam Norwitt For For Management 1.8 Elect Director Prahlad Singh For For Management 1.9 Elect Director Anne Clarke Wolff For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Advisory Vote on Say on Pay Frequency One Year One Year Management 5 Report on Political Contributions and Against For Shareholder Expenditures -------------------------------------------------------------------------------- AON PLC Ticker: AON Security ID: G0403H108 Meeting Date: JUN 16, 2023 Meeting Type: Annual Record Date: APR 14, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lester B. Knight For For Management 1.2 Elect Director Gregory C. Case For For Management 1.3 Elect Director Jin-Yong Cai For For Management 1.4 Elect Director Jeffrey C. Campbell For For Management 1.5 Elect Director Fulvio Conti For For Management 1.6 Elect Director Cheryl A. Francis For For Management 1.7 Elect Director Adriana Karaboutis For For Management 1.8 Elect Director Richard C. Notebaert For For Management 1.9 Elect Director Gloria Santona For For Management 1.10 Elect Director Sarah E. Smith For For Management 1.11 Elect Director Byron O. Spruell For For Management 1.12 Elect Director Carolyn Y. Woo For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Ratify Ernst & Young LLP as Auditors For For Management 5 Ratify Ernst & Young Chartered For For Management Accountants as Statutory Auditor 6 Authorise the Audit Committee to Fix For For Management Remuneration of Auditors 7 Amend Omnibus Plan For For Management -------------------------------------------------------------------------------- ASM INTERNATIONAL NV Ticker: ASM Security ID: N07045201 Meeting Date: MAY 15, 2023 Meeting Type: Annual Record Date: APR 17, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting None None Management 2 Receive Report of Management Board None None Management (Non-Voting) 3 Approve Remuneration Report For For Management 4 Adopt Financial Statements and For For Management Statutory Reports 5 Approve Dividends For For Management 6 Approve Discharge of Management Board For For Management 7 Approve Discharge of Supervisory Board For For Management 8 Adopt Remuneration Policy for For For Management Management Board 9 Ratify KPMG Accountants N.V. as For For Management Auditors 10a Grant Board Authority to Issue Shares For For Management Up to 10 Percent of Issued Capital 10b Authorize Board to Exclude Preemptive For For Management Rights from Share Issuances 11 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 12 Other Business (Non-Voting) None None Management 13 Close Meeting None None Management -------------------------------------------------------------------------------- ASSA ABLOY AB Ticker: ASSA.B Security ID: W0817X204 Meeting Date: APR 26, 2023 Meeting Type: Annual Record Date: APR 18, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting None None Management 2 Elect Chairman of Meeting For For Management 3 Prepare and Approve List of None None Management Shareholders 4 Approve Agenda of Meeting For For Management 5 Designate Inspector(s) of Minutes of For For Management Meeting 6 Acknowledge Proper Convening of Meeting For For Management 7 Receive President's Report None None Management 8.a Receive Financial Statements and None None Management Statutory Reports 8.b Receive Auditor's Report on None None Management Application of Guidelines for Remuneration for Executive Management 8.c Receive Board's Report None None Management 9.a Accept Financial Statements and For For Management Statutory Reports 9.b Approve Allocation of Income and For For Management Dividends of SEK 4.80 Per Share 9.c Approve Discharge of Board and For For Management President 10 Determine Number of Members (8) and For For Management Deputy Members (0) of Board 11.a Approve Remuneration of Directors in For For Management the Amount of SEK 3 Million for Chair, SEK 1.12 Million for Vice Chair and SEK 890,000 for Other Directors; Approve Remuneration for Committee Work 11.b Approve Remuneration of Auditors For For Management 12 Reelect Carl Douglas (Vice Chair), For Against Management Erik Ekudden, Johan Hjertonsson (Chair), Sofia Schorling Hogberg, Lena Olving, Joakim Weidemanis and Susanne Pahlen Aklundh as Directors; Elect Victoria Van Camp as New Director 13 Ratify Ernst & Young as Auditors For For Management 14 Authorize Chairman of Board and For For Management Representatives of Five of Company's Largest Shareholders to Serve on Nominating Committee 15 Approve Remuneration Report For For Management 16 Authorize Class B Share Repurchase For For Management Program and Reissuance of Repurchased Shares 17 Approve Performance Share Matching For For Management Plan LTI 2023 18 Close Meeting None None Management -------------------------------------------------------------------------------- AVERY DENNISON CORPORATION Ticker: AVY Security ID: 053611109 Meeting Date: APR 27, 2023 Meeting Type: Annual Record Date: FEB 27, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Bradley A. Alford For For Management 1b Elect Director Anthony K. Anderson For For Management 1c Elect Director Mitchell R. Butier For For Management 1d Elect Director Ken C. Hicks For For Management 1e Elect Director Andres A. Lopez For For Management 1f Elect Director Francesca Reverberi For For Management 1g Elect Director Patrick T. Siewert For For Management 1h Elect Director Julia A. Stewart For For Management 1i Elect Director Martha N. Sullivan For For Management 1j Elect Director William R. Wagner For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- BANK OF AMERICA CORPORATION Ticker: BAC Security ID: 060505104 Meeting Date: APR 25, 2023 Meeting Type: Annual Record Date: MAR 01, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Sharon L. Allen For For Management 1b Elect Director Jose (Joe) E. Almeida For For Management 1c Elect Director Frank P. Bramble, Sr. For For Management 1d Elect Director Pierre J.P. de Weck For For Management 1e Elect Director Arnold W. Donald For For Management 1f Elect Director Linda P. Hudson For For Management 1g Elect Director Monica C. Lozano For For Management 1h Elect Director Brian T. Moynihan For For Management 1i Elect Director Lionel L. Nowell, III For For Management 1j Elect Director Denise L. Ramos For For Management 1k Elect Director Clayton S. Rose For For Management 1l Elect Director Michael D. White For For Management 1m Elect Director Thomas D. Woods For For Management 1n Elect Director Maria T. Zuber For For Management 2 Advisory Vote to Ratify Named For Abstain Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 5 Amend Omnibus Stock Plan For For Management 6 Require Independent Board Chair Against Abstain Shareholder 7 Submit Severance Agreement Against Against Shareholder (Change-in-Control) to Shareholder Vote 8 Disclose 2030 Absolute GHG Reduction Against Against Shareholder Targets Associated with Lending and Underwriting 9 Report on Climate Transition Plan Against For Shareholder Describing Efforts to Align Financing Activities with GHG Targets 10 Adopt Time-Bound Policy to Phase Out Against Against Shareholder Underwriting and Lending for New Fossil Fuel Development 11 Commission Third Party Racial Equity Against For Shareholder Audit -------------------------------------------------------------------------------- BAYCURRENT CONSULTING, INC. Ticker: 6532 Security ID: J0433F103 Meeting Date: MAY 26, 2023 Meeting Type: Annual Record Date: FEB 28, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Allocation of Income, with a For For Management Final Dividend of JPY 23 2 Amend Articles to Adopt Board For For Management Structure with Audit Committee - Amend Provisions on Number of Directors - Authorize Directors to Execute Day to Day Operations without Full Board Approval - Authorize Board to Determine Income Allocation 3.1 Elect Director Abe, Yoshiyuki For For Management 3.2 Elect Director Ikehira, Kentaro For For Management 3.3 Elect Director Nakamura, Kosuke For For Management 3.4 Elect Director Shoji, Toshimune For For Management 3.5 Elect Director Sato, Shintaro For For Management 4.1 Elect Director and Audit Committee For For Management Member Okuyama, Yoshitaka 4.2 Elect Director and Audit Committee For For Management Member Kasuya, Yuichiro 4.3 Elect Director and Audit Committee For For Management Member Fujimoto, Tetsuya 4.4 Elect Director and Audit Committee For For Management Member Midorikawa, Yoshie 5 Approve Compensation Ceiling for For For Management Directors Who Are Not Audit Committee Members 6 Approve Restricted Stock Plan For For Management 7 Approve Compensation Ceiling for For For Management Directors Who Are Audit Committee Members -------------------------------------------------------------------------------- BOOZ ALLEN HAMILTON HOLDING CORPORATION Ticker: BAH Security ID: 099502106 Meeting Date: JUL 27, 2022 Meeting Type: Annual Record Date: JUN 06, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Horacio D. Rozanski For For Management 1b Elect Director Mark E. Gaumond For For Management 1c Elect Director Gretchen W. McClain For For Management 1d Elect Director Melody C. Barnes For For Management 1e Elect Director Ellen Jewett For For Management 1f Elect Director Arthur E. Johnson For For Management 1g Elect Director Charles O. Rossotti For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Provide Right to Call Special Meeting For For Management 5 Provide Right to Call a Special Against Against Shareholder Meeting at a 10 Percent Ownership Threshold -------------------------------------------------------------------------------- BRP INC. Ticker: DOO Security ID: 05577W200 Meeting Date: JUN 01, 2023 Meeting Type: Annual Record Date: APR 19, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Elaine Beaudoin For For Management 1.2 Elect Director Pierre Beaudoin For Against Management 1.3 Elect Director Joshua Bekenstein For Against Management 1.4 Elect Director Jose Boisjoli For For Management 1.5 Elect Director Charles Bombardier For For Management 1.6 Elect Director Ernesto M. Hernandez For For Management 1.7 Elect Director Katherine Kountze For For Management 1.8 Elect Director Estelle Metayer For For Management 1.9 Elect Director Nicholas Nomicos For For Management 1.10 Elect Director Edward Philip For For Management 1.11 Elect Director Michael Ross For For Management 1.12 Elect Director Barbara Samardzich For For Management 2 Ratify Deloitte LLP as Auditor For For Management 3 Advisory Vote on Executive For For Management Compensation Approach -------------------------------------------------------------------------------- CANADIAN NATIONAL RAILWAY COMPANY Ticker: CNR Security ID: 136375102 Meeting Date: APR 25, 2023 Meeting Type: Annual Record Date: MAR 03, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1A Elect Director Shauneen Bruder For For Management 1B Elect Director Jo-ann dePass Olsovsky For For Management 1C Elect Director David Freeman For For Management 1D Elect Director Denise Gray For For Management 1E Elect Director Justin M. Howell For For Management 1F Elect Director Susan C. Jones For For Management 1G Elect Director Robert Knight For For Management 1H Elect Director Michel Letellier For For Management 1I Elect Director Margaret A. McKenzie For For Management 1J Elect Director Al Monaco For For Management 1K Elect Director Tracy Robinson For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote on Executive For For Management Compensation Approach 4 Management Advisory Vote on Climate For For Management Change -------------------------------------------------------------------------------- CARLSBERG A/S Ticker: CARL.B Security ID: K36628137 Meeting Date: MAR 13, 2023 Meeting Type: Annual Record Date: MAR 06, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Report of Board None None Management 2 Accept Financial Statements and For For Management Statutory Reports; Approve Discharge of Management and Board 3 Approve Allocation of Income and For For Management Dividends of DKK 27 Per Share 4 Approve Remuneration Report (Advisory For For Management Vote) 5.A Amend Remuneration Policy For For Management 5.B Approve Remuneration of Directors in For For Management the Amount of DKK 2.05 Million for Chairman, DKK 910,000 for Vice Chair and DKK 455,000 for Other Directors; Approve Remuneration for Committee Work 5.C Approve DKK 90 Million Reduction in For For Management Share Capital via Share Cancellation 5.D Report on Efforts and Risks Related to Against Against Shareholder Human Rights 6.a Reelect Henrik Poulsen as New Director For For Management 6.b Reelect Majken Schultz as New Director For For Management 6.c Reelect Mikael Aro as Director For For Management 6.d Reelect Magdi Batato as Director For For Management 6.e Reelect Lilian Fossum Biner as Director For For Management 6.f Reelect Richard Burrows as Director For For Management 6.g Reelect Punita Lal as Director For For Management 6.h Reelect Soren-Peter Fuchs Olesen as For For Management Director 7 Ratify PricewaterhouseCoopers as For For Management Auditors 8 Authorize Editorial Changes to Adopted For For Management Resolutions in Connection with Registration with Danish Authorities -------------------------------------------------------------------------------- COCA-COLA EUROPACIFIC PARTNERS PLC Ticker: CCEP Security ID: G25839104 Meeting Date: MAY 24, 2023 Meeting Type: Annual Record Date: MAY 22, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Policy For For Management 3 Approve Remuneration Report For For Management 4 Elect Mary Harris as Director For For Management 5 Elect Nicolas Mirzayantz as Director For For Management 6 Elect Nancy Quan as Director For For Management 7 Re-elect Manolo Arroyo as Director For Against Management 8 Re-elect John Bryant as Director For For Management 9 Re-elect Jose Ignacio Comenge as For Against Management Director 10 Re-elect Damian Gammell as Director For For Management 11 Re-elect Nathalie Gaveau as Director For For Management 12 Re-elect Alvaro Gomez-Trenor Aguilar For For Management as Director 13 Re-elect Thomas Johnson as Director For For Management 14 Re-elect Dagmar Kollmann as Director For For Management 15 Re-elect Alfonso Libano Daurella as For For Management Director 16 Re-elect Mark Price as Director For For Management 17 Re-elect Mario Rotllant Sola as For For Management Director 18 Re-elect Dessi Temperley as Director For For Management 19 Re-elect Garry Watts as Director For For Management 20 Reappoint Ernst & Young LLP as Auditors For For Management 21 Authorise Board to Fix Remuneration of For For Management Auditors 22 Authorise UK Political Donations and For For Management Expenditure 23 Authorise Issue of Equity For For Management 24 Approve Waiver of Rule 9 of the For For Management Takeover Code 25 Approve Long Term Incentive Plan For For Management 26 Authorise Issue of Equity without For For Management Pre-emptive Rights 27 Authorise Issue of Equity without For For Management Pre-emptive Rights in Connection with an Acquisition or Other Capital Investment 28 Authorise Market Purchase of Ordinary For For Management Shares 29 Authorise Off-Market Purchase of For For Management Ordinary Shares 30 Authorise the Company to Call General For For Management Meeting with Two Weeks' Notice -------------------------------------------------------------------------------- COMPUTERSHARE LIMITED Ticker: CPU Security ID: Q2721E105 Meeting Date: NOV 10, 2022 Meeting Type: Annual Record Date: NOV 08, 2022 # Proposal Mgt Rec Vote Cast Sponsor 2 Elect Tiffany Fuller as Director For For Management 3 Approve Remuneration Report For For Management 4 Approve Grant of Performance Rights to For For Management Stuart Irving 5 Approve Replacement of Constitution For For Management -------------------------------------------------------------------------------- DEERE & COMPANY Ticker: DE Security ID: 244199105 Meeting Date: FEB 22, 2023 Meeting Type: Annual Record Date: DEC 27, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Leanne G. Caret For For Management 1b Elect Director Tamra A. Erwin For For Management 1c Elect Director Alan C. Heuberger For For Management 1d Elect Director Charles O. Holliday, Jr. For For Management 1e Elect Director Michael O. Johanns For For Management 1f Elect Director Clayton M. Jones For For Management 1g Elect Director John C. May For For Management 1h Elect Director Gregory R. Page For For Management 1i Elect Director Sherry M. Smith For For Management 1j Elect Director Dmitri L. Stockton For For Management 1k Elect Director Sheila G. Talton For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Ratify Deloitte & Touche LLP as For For Management Auditors 5 Submit Severance Agreement Against For Shareholder (Change-in-Control) to Shareholder Vote -------------------------------------------------------------------------------- DIAGEO PLC Ticker: DGE Security ID: G42089113 Meeting Date: OCT 06, 2022 Meeting Type: Annual Record Date: OCT 04, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend For For Management 4 Elect Karen Blackett as Director For For Management 5 Re-elect Melissa Bethell as Director For For Management 6 Re-elect Lavanya Chandrashekar as For For Management Director 7 Re-elect Valerie Chapoulaud-Floquet as For For Management Director 8 Re-elect Javier Ferran as Director For For Management 9 Re-elect Susan Kilsby as Director For For Management 10 Re-elect Sir John Manzoni as Director For For Management 11 Re-elect Lady Mendelsohn as Director For For Management 12 Re-elect Ivan Menezes as Director For For Management 13 Re-elect Alan Stewart as Director For For Management 14 Re-elect Ireena Vittal as Director For For Management 15 Reappoint PricewaterhouseCoopers LLP For For Management as Auditors 16 Authorise the Audit Committee to Fix For For Management Remuneration of Auditors 17 Authorise UK Political Donations and For For Management Expenditure 18 Amend Irish Share Ownership Plan For For Management 19 Authorise Issue of Equity For For Management 20 Authorise Issue of Equity without For For Management Pre-emptive Rights 21 Authorise Market Purchase of Ordinary For For Management Shares 22 Authorise the Company to Call General For For Management Meeting with Two Weeks' Notice -------------------------------------------------------------------------------- DOLLAR GENERAL CORPORATION Ticker: DG Security ID: 256677105 Meeting Date: MAY 31, 2023 Meeting Type: Annual Record Date: MAR 22, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Warren F. Bryant For For Management 1b Elect Director Michael M. Calbert For For Management 1c Elect Director Ana M. Chadwick For For Management 1d Elect Director Patricia D. Fili-Krushel For For Management 1e Elect Director Timothy I. McGuire For For Management 1f Elect Director Jeffery C. Owen For For Management 1g Elect Director Debra A. Sandler For For Management 1h Elect Director Ralph E. Santana For For Management 1i Elect Director Todd J. Vasos For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Ratify Ernst & Young LLP as Auditors For For Management 5 Report on 2025 Cage-Free Egg Goal Against For Shareholder 6 Amend Right to Call Special Meeting Against Against Shareholder 7 Oversee and Report a Workplace Health Against For Shareholder and Safety Audit -------------------------------------------------------------------------------- DOLLARAMA INC. Ticker: DOL Security ID: 25675T107 Meeting Date: JUN 07, 2023 Meeting Type: Annual Record Date: APR 13, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1A Elect Director Joshua Bekenstein For For Management 1B Elect Director Gregory David For For Management 1C Elect Director Elisa D. Garcia C. For For Management 1D Elect Director Stephen Gunn For For Management 1E Elect Director Kristin Mugford For For Management 1F Elect Director Nicholas Nomicos For For Management 1G Elect Director Neil Rossy For For Management 1H Elect Director Samira Sakhia For For Management 1I Elect Director Thecla Sweeney For For Management 1J Elect Director Huw Thomas For For Management 2 Approve PricewaterhouseCoopers LLP as For For Management Auditors and Authorize Board to Fix Their Remuneration 3 Advisory Vote on Executive For For Management Compensation Approach 4 SP 1: Report on Emissions and Gender Against For Shareholder Target and its Overall Significance on the Company's ESG Strategy 5 SP 2: Report on Third-Party Employment Against Against Shareholder Agencies 6 SP 3: Adopt Net Zero Targets in Against For Shareholder Alignment with the Paris Agreement -------------------------------------------------------------------------------- HEXAGON AB Ticker: HEXA.B Security ID: W4R431112 Meeting Date: MAY 02, 2023 Meeting Type: Annual Record Date: APR 21, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting None None Management 2 Elect Chairman of Meeting For For Management 3 Prepare and Approve List of For For Management Shareholders 4 Approve Agenda of Meeting For For Management 5 Designate Inspector(s) of Minutes of None None Management Meeting 6 Acknowledge Proper Convening of Meeting For For Management 7 Receive President's Report None None Management 8.a Receive Financial Statements and None None Management Statutory Reports 8.b Receive Auditor's Report on None None Management Application of Guidelines for Remuneration for Executive Management 8.c Receive the Board's Dividend Proposal None None Management 9.a Accept Financial Statements and For For Management Statutory Reports 9.b Approve Allocation of Income and For For Management Dividends of EUR 0.12 Per Share 9.c1 Approve Discharge of Gun Nilsson For For Management 9.c2 Approve Discharge of Marta Schorling For For Management Andreen 9.c3 Approve Discharge of John Brandon For For Management 9.c4 Approve Discharge of Sofia Schorling For For Management Hogberg 9.c5 Approve Discharge of Ulrika Francke For For Management 9.c6 Approve Discharge of Henrik Henriksson For For Management 9.c7 Approve Discharge of Patrick Soderlund For For Management 9.c8 Approve Discharge of Brett Watson For For Management 9.c9 Approve Discharge of Erik Huggers For For Management 9.c10 Approve Discharge of CEO Ola Rollen For For Management 10 Determine Number of Members (7) and For For Management Deputy Members (0) of Board 11.1 Approve Remuneration of Directors in For For Management the Amount of SEK 2.2 Million for Chair and SEK 690,000 for Other Directors 11.2 Approve Remuneration of Auditors For For Management 12.1 Reelect Marta Schorling Andreen as For Against Management Director 12.2 Reelect John Brandon as Director For For Management 12.3 Reelect Sofia Schorling Hogberg as For Against Management Director 12.4 Reelect Ola Rollen as Director For For Management 12.5 Reelect Gun Nilsson as Director For Against Management 12.6 Reelect Brett Watson as Director For For Management 12.7 Reelect Erik Huggers as Director For For Management 12.8 Elect Ola Rollen as Board Chair For For Management 12.9 Ratify PricewaterhouseCoopers AB as For For Management Auditors 13 Reelect Mikael Ekdahl (Chair), Jan For For Management Dworsky and Liselott Ledin as Members of Nominating Committee; Elect Brett Watson as New Member of Nominating Committee 14 Approve Remuneration Report For For Management 15 Approve Performance Share Program For For Management 2023/2026 for Key Employees 16 Authorize Share Repurchase Program and For For Management Reissuance of Repurchased Shares 17 Approve Issuance of up to 10 Percent For For Management of Issued Shares without Preemptive Rights 18 Close Meeting None None Management -------------------------------------------------------------------------------- INDUSTRIA DE DISENO TEXTIL SA Ticker: ITX Security ID: E6282J125 Meeting Date: JUL 12, 2022 Meeting Type: Annual Record Date: JUL 07, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Standalone Financial For For Management Statements and Discharge of Board 2 Approve Consolidated Financial For For Management Statements 3 Approve Non-Financial Information For For Management Statement 4 Approve Allocation of Income and For For Management Dividends 5.a Ratify Appointment of and Elect Marta For For Management Ortega Perez as Director 5.b Ratify Appointment of and Elect Oscar For For Management Garcia Maceiras as Director 5.c Reelect Pilar Lopez Alvarez as Director For For Management 5.d Reelect Rodrigo Echenique Gordillo as For For Management Director 6 Appoint Ernst & Young as Auditor For For Management 7 Approve Novation of the Former For For Management Executive Chairman's Post-Contractual Non-Compete Agreement 8 Amend Remuneration Policy For For Management 9 Advisory Vote on Remuneration Report For For Management 10 Authorize Board to Ratify and Execute For For Management Approved Resolutions 11 Receive Amendments to Board of None None Management Directors Regulations -------------------------------------------------------------------------------- INTERCONTINENTAL EXCHANGE, INC. Ticker: ICE Security ID: 45866F104 Meeting Date: MAY 19, 2023 Meeting Type: Annual Record Date: MAR 21, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Sharon Y. Bowen For For Management 1b Elect Director Shantella E. Cooper For For Management 1c Elect Director Duriya M. Farooqui For For Management 1d Elect Director The Right Hon. the Lord For For Management Hague of Richmond 1e Elect Director Mark F. Mulhern For For Management 1f Elect Director Thomas E. Noonan For For Management 1g Elect Director Caroline L. Silver For For Management 1h Elect Director Jeffrey C. Sprecher For For Management 1i Elect Director Judith A. Sprieser For For Management 1j Elect Director Martha A. Tirinnanzi For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Ratify Ernst & Young LLP as Auditors For For Management 5 Amend Right to Call Special Meeting Against Against Shareholder -------------------------------------------------------------------------------- IQVIA HOLDINGS INC. Ticker: IQV Security ID: 46266C105 Meeting Date: APR 18, 2023 Meeting Type: Annual Record Date: FEB 17, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Carol J. Burt For For Management 1b Elect Director Colleen A. Goggins For For Management 1c Elect Director Sheila A. Stamps For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Provide Right to Call a Special For For Management Meeting at a 25 Percent Ownership Threshold 4 Provide Right to Call a Special Against For Shareholder Meeting at a 10 Percent Ownership Threshold 5 Require Independent Board Chair Against Against Shareholder 6 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- JOHNSON & JOHNSON Ticker: JNJ Security ID: 478160104 Meeting Date: APR 27, 2023 Meeting Type: Annual Record Date: FEB 28, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Darius Adamczyk For For Management 1b Elect Director Mary C. Beckerle For For Management 1c Elect Director D. Scott Davis For For Management 1d Elect Director Jennifer A. Doudna For For Management 1e Elect Director Joaquin Duato For For Management 1f Elect Director Marillyn A. Hewson For For Management 1g Elect Director Paula A. Johnson For For Management 1h Elect Director Hubert Joly For For Management 1i Elect Director Mark B. McClellan For For Management 1j Elect Director Anne M. Mulcahy For For Management 1k Elect Director Mark A. Weinberger For For Management 1l Elect Director Nadja Y. West For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 5 Adopt Mandatory Arbitration Bylaw - None None Shareholder Withdrawn 6 Report on Government Financial Support Against Against Shareholder and Equitable Access to Covid-19 Products 7 Adopt Policy to Include Legal and Against For Shareholder Compliance Costs in Incentive Compensation Metrics 8 Report on Impact of Extended Patent Against Against Shareholder Exclusivities on Product Access -------------------------------------------------------------------------------- KADOKAWA CORP. Ticker: 9468 Security ID: J2887C131 Meeting Date: JUN 22, 2023 Meeting Type: Annual Record Date: MAR 31, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Articles to Abolish Board For For Management Structure with Audit Committee - Adopt Board Structure with Three Committees - Clarify Director Authority on Shareholder Meetings - Amend Provisions on Number of Directors - Clarify Director Authority on Board Meetings 2.1 Elect Director Natsuno, Takeshi For Against Management 2.2 Elect Director Yamashita, Naohisa For For Management 2.3 Elect Director Murakawa, Shinobu For For Management 2.4 Elect Director Kase, Noriko For For Management 2.5 Elect Director Kawakami, Nobuo For For Management 2.6 Elect Director Cindy Chou For For Management 2.7 Elect Director Unora, Hiro For Against Management 2.8 Elect Director Ruth Marie Jarman For For Management 2.9 Elect Director Sugiyama, Tadaaki For For Management 2.10 Elect Director Sasamoto, Yu For For Management 2.11 Elect Director Shiba, Akihiko For For Management 2.12 Elect Director Uzawa, Ayumi For For Management 2.13 Elect Director David Macdonald For For Management -------------------------------------------------------------------------------- LEGRAND SA Ticker: LR Security ID: F56196185 Meeting Date: MAY 31, 2023 Meeting Type: Annual/Special Record Date: MAY 29, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Allocation of Income and For For Management Dividends of EUR 1.90 per Share 4 Appoint Mazars as Auditor For For Management 5 Approve Compensation Report of For For Management Corporate Officers 6 Approve Compensation of Angeles For For Management Garcia-Poveda, Chairwoman of the Board 7 Approve Compensation of Benoit For For Management Coquart, CEO 8 Approve Remuneration Policy of For For Management Chairwoman of the Board 9 Approve Remuneration Policy of CEO For For Management 10 Approve Remuneration Policy of For For Management Directors 11 Reelect Isabelle Boccon-Gibod as For For Management Director 12 Reelect Benoit Coquart as Director For For Management 13 Reelect Angeles Garcia-Poveda as For For Management Director 14 Reelect Michel Landel as Director For For Management 15 Elect Valerie Chort as Director For For Management 16 Elect Clare Scherrer as Director For For Management 17 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 18 Authorize Decrease in Share Capital For For Management via Cancellation of Repurchased Shares 19 Authorize Filing of Required For For Management Documents/Other Formalities -------------------------------------------------------------------------------- LVMH MOET HENNESSY LOUIS VUITTON SE Ticker: MC Security ID: F58485115 Meeting Date: APR 20, 2023 Meeting Type: Annual/Special Record Date: APR 18, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Allocation of Income and For For Management Dividends of EUR 12.00 per Share 4 Approve Auditors' Special Report on For Against Management Related-Party Transactions 5 Reelect Delphine Arnault as Director For For Management 6 Reelect Antonio Belloni as Director For For Management 7 Reelect Marie-Josee Kravis as Director For Against Management 8 Reelect Marie-Laure Sauty de Chalon as For For Management Director 9 Reelect Natacha Valla as Director For For Management 10 Elect Laurent Mignon as Director For For Management 11 Renew Appointment of Lord Powell of For Against Management Bayswater as Censor 12 Appoint Diego Della Valle as Censor For Against Management 13 Approve Compensation Report of For Against Management Corporate Officers 14 Approve Compensation of Bernard For Against Management Arnault, Chairman and CEO 15 Approve Compensation of Antonio For Against Management Belloni, Vice-CEO 16 Approve Remuneration Policy of For For Management Directors 17 Approve Remuneration Policy of For Against Management Chairman and CEO 18 Approve Remuneration Policy of Vice-CEO For Against Management 19 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 20 Authorize Decrease in Share Capital For For Management via Cancellation of Repurchased Shares 21 Authorize Capitalization of Reserves For For Management of Up to EUR 20 Million for Bonus Issue or Increase in Par Value 22 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 20 Million 23 Authorize Issuance of Equity or For Against Management Equity-Linked Securities without Preemptive Rights With Binding Priority Right up to Aggregate Nominal Amount of EUR 20 Million 24 Approve Issuance of Equity or For Against Management Equity-Linked Securities for Qualified Investors, up to Aggregate Nominal Amount of EUR 20 Million 25 Authorize Board to Increase Capital in For Against Management the Event of Additional Demand Related to Delegation Submitted to Shareholder Vote Above 26 Authorize Capital Increase of Up to For Against Management EUR 20 Million for Future Exchange Offers 27 Authorize Capital Increase of up to 10 For For Management Percent of Issued Capital for Contributions in Kind 28 Authorize up to 1 Percent of Issued For Against Management Capital for Use in Stock Option Plans Reserved for Employees and Corporate Officers 29 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans 30 Set Total Limit for Capital Increase For For Management to Result from All Issuance Requests at EUR 20 Million -------------------------------------------------------------------------------- MCDONALD'S CORPORATION Ticker: MCD Security ID: 580135101 Meeting Date: MAY 25, 2023 Meeting Type: Annual Record Date: MAR 27, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Anthony Capuano For For Management 1b Elect Director Kareem Daniel For For Management 1c Elect Director Lloyd Dean For For Management 1d Elect Director Catherine Engelbert For For Management 1e Elect Director Margaret Georgiadis For For Management 1f Elect Director Enrique Hernandez, Jr. For For Management 1g Elect Director Christopher Kempczinski For For Management 1h Elect Director Richard Lenny For For Management 1i Elect Director John Mulligan For For Management 1j Elect Director Jennifer Taubert For For Management 1k Elect Director Paul Walsh For For Management 1l Elect Director Amy Weaver For For Management 1m Elect Director Miles White For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Ratify Ernst & Young LLP as Auditors For For Management 5 Adopt Policy to Phase Out Use of Against Against Shareholder Medically-Important Antibiotics in Beef and Pork Supply Chain 6 Comply with World Health Organization Against Against Shareholder Guidelines on Antimicrobial Use Throughout Supply Chains 7 Report on Risks Related to Operations Against Against Shareholder in China 8 Report on Civil Rights and Against Against Shareholder Non-Discrimination Audit 9 Report on Lobbying Payments and Policy Against For Shareholder 10 Issue Transparency Report on Global Against Against Shareholder Public Policy and Political Influence 11 Report on Animal Welfare Against For Shareholder -------------------------------------------------------------------------------- MERCK KGAA Ticker: MRK Security ID: D5357W103 Meeting Date: APR 28, 2023 Meeting Type: Annual Record Date: APR 06, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Financial Statements and None None Management Statutory Reports for Fiscal Year 2022 (Non-Voting) 2 Accept Financial Statements and For For Management Statutory Reports for Fiscal Year 2022 3 Approve Allocation of Income and For For Management Dividends of EUR 2.20 per Share 4 Approve Discharge of Management Board For For Management for Fiscal Year 2022 5 Approve Discharge of Supervisory Board For For Management for Fiscal Year 2022 6 Approve Remuneration Report For For Management 7 Approve Issuance of Warrants/Bonds For For Management with Warrants Attached/Convertible Bonds without Preemptive Rights up to Aggregate Nominal Amount of EUR 2.5 Billion; Approve Creation of EUR 16.8 Million Pool of Capital to Guarantee Conversion Rights 8.1 Approve Virtual-Only Shareholder For For Management Meetings Until 2025 8.2 Amend Articles Re: Participation of For For Management Supervisory Board Members in the Virtual Annual General Meeting by Means of Audio and Video Transmission -------------------------------------------------------------------------------- MICROSOFT CORPORATION Ticker: MSFT Security ID: 594918104 Meeting Date: DEC 13, 2022 Meeting Type: Annual Record Date: OCT 12, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Reid G. Hoffman For For Management 1.2 Elect Director Hugh F. Johnston For For Management 1.3 Elect Director Teri L. List For For Management 1.4 Elect Director Satya Nadella For For Management 1.5 Elect Director Sandra E. Peterson For For Management 1.6 Elect Director Penny S. Pritzker For For Management 1.7 Elect Director Carlos A. Rodriguez For For Management 1.8 Elect Director Charles W. Scharf For For Management 1.9 Elect Director John W. Stanton For For Management 1.10 Elect Director John W. Thompson For For Management 1.11 Elect Director Emma N. Walmsley For For Management 1.12 Elect Director Padmasree Warrior For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors 4 Report on Cost/Benefit Analysis of Against Against Shareholder Diversity and Inclusion 5 Report on Hiring of Persons with Against Against Shareholder Arrest or Incarceration Records 6 Assess and Report on the Company's Against Against Shareholder Retirement Funds' Management of Systemic Climate Risk 7 Report on Government Use of Microsoft Against Against Shareholder Technology 8 Report on Development of Products for Against Against Shareholder Military 9 Report on Tax Transparency Against Against Shareholder -------------------------------------------------------------------------------- MOTOROLA SOLUTIONS, INC. Ticker: MSI Security ID: 620076307 Meeting Date: MAY 16, 2023 Meeting Type: Annual Record Date: MAR 17, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Gregory Q. Brown For For Management 1b Elect Director Kenneth D. Denman For Against Management 1c Elect Director Egon P. Durban For Against Management 1d Elect Director Ayanna M. Howard For For Management 1e Elect Director Clayton M. Jones For For Management 1f Elect Director Judy C. Lewent For For Management 1g Elect Director Gregory K. Mondre For For Management 1h Elect Director Joseph M. Tucci For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Advisory Vote on Say on Pay Frequency One Year One Year Management -------------------------------------------------------------------------------- NATIONAL BANK OF CANADA Ticker: NA Security ID: 633067103 Meeting Date: APR 21, 2023 Meeting Type: Annual Record Date: FEB 22, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Maryse Bertrand For For Management 1.2 Elect Director Pierre Blouin For For Management 1.3 Elect Director Pierre Boivin For For Management 1.4 Elect Director Yvon Charest For For Management 1.5 Elect Director Patricia Curadeau-Grou For For Management 1.6 Elect Director Laurent Ferreira For For Management 1.7 Elect Director Annick Guerard For For Management 1.8 Elect Director Karen Kinsley For For Management 1.9 Elect Director Lynn Loewen For For Management 1.10 Elect Director Rebecca McKillican For For Management 1.11 Elect Director Robert Pare For For Management 1.12 Elect Director Pierre Pomerleau For For Management 1.13 Elect Director Lino A. Saputo For For Management 1.14 Elect Director Macky Tall For For Management 2 Advisory Vote on Executive For For Management Compensation Approach 3 Ratify Deloitte LLP as Auditors For For Management 4 SP 1: Advisory Vote on Environmental Against Against Shareholder Policies -------------------------------------------------------------------------------- NIKE, INC. Ticker: NKE Security ID: 654106103 Meeting Date: SEP 09, 2022 Meeting Type: Annual Record Date: JUL 08, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Alan B. Graf, Jr. For For Management 1b Elect Director Peter B. Henry For For Management 1c Elect Director Michelle A. Peluso For For Management 2 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Amend Qualified Employee Stock For For Management Purchase Plan 5 Adopt a Policy on China Sourcing Against Against Shareholder -------------------------------------------------------------------------------- NINTENDO CO., LTD. Ticker: 7974 Security ID: J51699106 Meeting Date: JUN 23, 2023 Meeting Type: Annual Record Date: MAR 31, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Allocation of Income, With a For For Management Final Dividend of JPY 123 2.1 Elect Director Furukawa, Shuntaro For For Management 2.2 Elect Director Miyamoto, Shigeru For For Management 2.3 Elect Director Takahashi, Shinya For For Management 2.4 Elect Director Shibata, Satoru For For Management 2.5 Elect Director Shiota, Ko For For Management 2.6 Elect Director Chris Meledandri For For Management -------------------------------------------------------------------------------- NXP SEMICONDUCTORS N.V. Ticker: NXPI Security ID: N6596X109 Meeting Date: MAY 24, 2023 Meeting Type: Annual Record Date: APR 26, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Adopt Financial Statements and For For Management Statutory Reports 2 Approve Discharge of Board Members For For Management 3a Reelect Kurt Sievers as Executive For For Management Director 3b Reelect Annette Clayton as For Against Management Non-Executive Director 3c Reelect Anthony Foxx as Non-Executive For For Management Director 3d Reelect Chunyuan Gu as Non-Executive For For Management Director 3e Reelect Lena Olving as Non-Executive For For Management Director 3f Reelect Julie Southern as For For Management Non-Executive Director 3g Reelect Jasmin Staiblin as For For Management Non-Executive Director 3h Reelect Gregory Summe as Non-Executive For For Management Director 3i Reelect Karl-Henrik Sundstrom as For For Management Non-Executive Director 3j Reelect Moshe Gavrielov as For For Management Non-Executive Director 4 Grant Board Authority to Issue Shares For For Management Up To 10 Percent of Issued Capital 5 Authorize Board to Exclude Preemptive For For Management Rights from Share Issuances 6 Authorize Share Repurchase Program For For Management 7 Approve Cancellation of Ordinary Shares For For Management 8 Ratify Ernst & Young Accountants LLP For For Management as Auditors 9 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- OLYMPUS CORP. Ticker: 7733 Security ID: J61240107 Meeting Date: JUN 27, 2023 Meeting Type: Annual Record Date: MAR 31, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Articles to Allow Virtual Only For Against Management Shareholder Meetings 2.1 Elect Director Fujita, Sumitaka For For Management 2.2 Elect Director Masuda, Yasumasa For For Management 2.3 Elect Director David Robert Hale For For Management 2.4 Elect Director Jimmy C. Beasley For For Management 2.5 Elect Director Ichikawa, Sachiko For For Management 2.6 Elect Director Shingai, Yasushi For For Management 2.7 Elect Director Kan, Kohei For For Management 2.8 Elect Director Gary John Pruden For For Management 2.9 Elect Director Kosaka, Tatsuro For For Management 2.10 Elect Director Luann Marie Pendy For For Management 2.11 Elect Director Takeuchi, Yasuo For For Management 2.12 Elect Director Stefan Kaufmann For For Management 2.13 Elect Director Okubo, Toshihiko For For Management -------------------------------------------------------------------------------- PARTNERS GROUP HOLDING AG Ticker: PGHN Security ID: H6120A101 Meeting Date: MAY 24, 2023 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For Did Not Vote Management Statutory Reports 2 Approve Allocation of Income and For Did Not Vote Management Dividends of CHF 37.00 per Share 3 Approve Discharge of Board and Senior For Did Not Vote Management Management 4.1 Amend Corporate Purpose For Did Not Vote Management 4.2 Approve Virtual-Only or Hybrid For Did Not Vote Management Shareholder Meetings 4.3 Amend Articles of Association For Did Not Vote Management 4.4 Amend Articles Re: Restriction on For Did Not Vote Management Share Transferability 5 Approve Remuneration Report For Did Not Vote Management 6.1 Approve Fixed Remuneration of For Did Not Vote Management Directors in the Amount of CHF 3.5 Million 6.2 Approve Variable Long-Term For Did Not Vote Management Remuneration of Executive Directors in the Amount of CHF 6.8 Million 6.3 Approve Technical Non-Financial For Did Not Vote Management Remuneration of Directors in the Amount of CHF 13.3 Million 6.4 Approve Remuneration Budget of For Did Not Vote Management Executive Committee in the Amount of CHF 13 Million 6.5 Approve Variable Long-Term For Did Not Vote Management Remuneration of Executive Committee in the Amount of CHF 23.9 Million 6.6 Approve Technical Non-Financial For Did Not Vote Management Remuneration of Executive Committee in the Amount of CHF 90,000 7.1.1 Reelect Steffen Meister as Director For Did Not Vote Management and Board Chair 7.1.2 Reelect Marcel Erni as Director For Did Not Vote Management 7.1.3 Reelect Alfred Gantner as Director For Did Not Vote Management 7.1.4 Reelect Anne Lester as Director For Did Not Vote Management 7.1.5 Elect Gaelle Olivier as Director For Did Not Vote Management 7.1.6 Reelect Martin Strobel as Director For Did Not Vote Management 7.1.7 Reelect Urs Wietlisbach as Director For Did Not Vote Management 7.1.8 Reelect Flora Zhao as Director For Did Not Vote Management 7.2.1 Reappoint Flora Zhao as Member of the For Did Not Vote Management Nomination and Compensation Committee 7.2.2 Reappoint Anne Lester as Member of the For Did Not Vote Management Nomination and Compensation Committee 7.2.3 Reappoint Martin Strobel as Member of For Did Not Vote Management the Nomination and Compensation Committee 7.3 Designate Hotz & Goldmann as For Did Not Vote Management Independent Proxy 7.4 Ratify KPMG AG as Auditors For Did Not Vote Management 8 Transact Other Business (Voting) For Did Not Vote Management -------------------------------------------------------------------------------- PERNOD RICARD SA Ticker: RI Security ID: F72027109 Meeting Date: NOV 10, 2022 Meeting Type: Annual Record Date: NOV 08, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Allocation of Income and For For Management Dividends of EUR 4.12 per Share 4 Reelect Patricia Barbizet as Director For For Management 5 Reelect Ian Gallienne as Director For For Management 6 Renew Appointment of KPMG SA as Auditor For For Management 7 Acknowledge End of Mandate of Salustro For For Management Reydel as Alternate Auditor and Decision Not to Replace and Renew 8 Approve Compensation of Alexandre For Against Management Ricard, Chairman and CEO 9 Approve Remuneration Policy of For Against Management Alexandre Ricard, Chairman and CEO 10 Approve Compensation Report of For For Management Corporate Officers 11 Approve Remuneration Policy of For For Management Corporate Officers 12 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 13 Approve Auditors' Special Report on For For Management Related-Party Transactions 14 Authorize Filing of Required For For Management Documents/Other Formalities -------------------------------------------------------------------------------- PTC INC. Ticker: PTC Security ID: 69370C100 Meeting Date: FEB 16, 2023 Meeting Type: Annual Record Date: DEC 09, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Mark Benjamin For For Management 1.2 Elect Director Janice Chaffin For For Management 1.3 Elect Director Amar Hanspal For For Management 1.4 Elect Director James Heppelmann For For Management 1.5 Elect Director Michal Katz For For Management 1.6 Elect Director Paul Lacy For For Management 1.7 Elect Director Corinna Lathan For For Management 1.8 Elect Director Blake Moret For For Management 1.9 Elect Director Robert Schechter For For Management 2 Amend Omnibus Stock Plan For For Management 3 Amend Qualified Employee Stock For For Management Purchase Plan 4 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 5 Advisory Vote on Say on Pay Frequency One Year One Year Management 6 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- RELX PLC Ticker: REL Security ID: G7493L105 Meeting Date: APR 20, 2023 Meeting Type: Annual Record Date: APR 18, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Policy For For Management 3 Approve Remuneration Report For For Management 4 Approve Final Dividend For For Management 5 Reappoint Ernst & Young LLP as Auditors For For Management 6 Authorise the Audit Committee to Fix For For Management Remuneration of Auditors 7 Elect Alistair Cox as Director For For Management 8 Re-elect Paul Walker as Director For For Management 9 Re-elect June Felix as Director For For Management 10 Re-elect Erik Engstrom as Director For For Management 11 Re-elect Charlotte Hogg as Director For For Management 12 Re-elect Marike van Lier Lels as For For Management Director 13 Re-elect Nick Luff as Director For For Management 14 Re-elect Robert MacLeod as Director For For Management 15 Re-elect Andrew Sukawaty as Director For For Management 16 Re-elect Suzanne Wood as Director For For Management 17 Approve Long-Term Incentive Plan For For Management 18 Approve Executive Share Ownership For For Management Scheme 19 Approve Sharesave Plan For For Management 20 Approve Employee Share Purchase Plan For For Management 21 Authorise Issue of Equity For For Management 22 Authorise Issue of Equity without For For Management Pre-emptive Rights 23 Authorise Issue of Equity without For For Management Pre-emptive Rights in Connection with an Acquisition or Other Capital Investment 24 Authorise Market Purchase of Ordinary For For Management Shares 25 Authorise the Company to Call General For For Management Meeting with Two Weeks' Notice -------------------------------------------------------------------------------- ROCKWELL AUTOMATION, INC. Ticker: ROK Security ID: 773903109 Meeting Date: FEB 07, 2023 Meeting Type: Annual Record Date: DEC 12, 2022 # Proposal Mgt Rec Vote Cast Sponsor A1 Elect Director William P. Gipson For For Management A2 Elect Director Pam Murphy For For Management A3 Elect Director Donald R. Parfet For For Management A4 Elect Director Robert W. Soderbery For For Management B Advisory Vote to Ratify Named For For Management Executive Officers' Compensation C Advisory Vote on Say on Pay Frequency One Year One Year Management D Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- S&P GLOBAL INC. Ticker: SPGI Security ID: 78409V104 Meeting Date: MAY 03, 2023 Meeting Type: Annual Record Date: MAR 13, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Marco Alvera For For Management 1.2 Elect Director Jacques Esculier For For Management 1.3 Elect Director Gay Huey Evans For For Management 1.4 Elect Director William D. Green For For Management 1.5 Elect Director Stephanie C. Hill For For Management 1.6 Elect Director Rebecca Jacoby For For Management 1.7 Elect Director Robert P. Kelly For For Management 1.8 Elect Director Ian Paul Livingston For For Management 1.9 Elect Director Deborah D. McWhinney For For Management 1.10 Elect Director Maria R. Morris For For Management 1.11 Elect Director Douglas L. Peterson For For Management 1.12 Elect Director Richard E. Thornburgh For For Management 1.13 Elect Director Gregory Washington For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- SHIMANO, INC. Ticker: 7309 Security ID: J72262108 Meeting Date: MAR 29, 2023 Meeting Type: Annual Record Date: DEC 31, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Allocation of Income, with a For Against Management Final Dividend of JPY 142.5 2 Amend Articles to Disclose Shareholder For For Management Meeting Materials on Internet 3.1 Elect Director Chia Chin Seng For Against Management 3.2 Elect Director Ichijo, Kazuo For Against Management 3.3 Elect Director Katsumaru, Mitsuhiro For Against Management 3.4 Elect Director Sakakibara, Sadayuki For Against Management 3.5 Elect Director Wada, Hiromi For Against Management 4 Approve Restricted Stock Plan For For Management -------------------------------------------------------------------------------- TAIWAN SEMICONDUCTOR MANUFACTURING CO., LTD. Ticker: 2330 Security ID: 874039100 Meeting Date: JUN 06, 2023 Meeting Type: Annual Record Date: APR 06, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Business Operations Report and For For Management Financial Statements 2 Approve Issuance of Restricted Stocks For For Management 3 Amend Procedures for Endorsement and For Against Management Guarantees 4 Amend the Name of Audit Committee in For For Management the Policies (I)Procedures for Acquisition or Disposal of Assets (II)Procedures for Financial Derivatives Transactions (III)Procedures for Lending Funds to Other Parties (IV)Procedures for Endorsement and Guarantee -------------------------------------------------------------------------------- TENCENT HOLDINGS LIMITED Ticker: 700 Security ID: G87572163 Meeting Date: MAY 17, 2023 Meeting Type: Annual Record Date: MAY 11, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Final Dividend For For Management 3a Elect Jacobus Petrus (Koos) Bekker as For For Management Director 3b Elect Zhang Xiulan as Director For For Management 3c Authorize Board to Fix Remuneration of For For Management Directors 4 Approve PricewaterhouseCoopers as For For Management Auditor and Authorize Board to Fix Their Remuneration 5 Approve Issuance of Equity or For Against Management Equity-Linked Securities without Preemptive Rights 6 Authorize Repurchase of Issued Share For For Management Capital -------------------------------------------------------------------------------- TENCENT HOLDINGS LIMITED Ticker: 700 Security ID: G87572163 Meeting Date: MAY 17, 2023 Meeting Type: Extraordinary Shareholders Record Date: MAY 11, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a Adopt 2023 Share Option Scheme For Against Management 1b Approve Transfer of Share Options For Against Management 1c Approve Termination of the Existing For Against Management Share Option Scheme 2 Approve Scheme Mandate Limit (Share For Against Management Option) under the 2023 Share Option Scheme 3 Approve Service Provider Sublimit For Against Management (Share Option) under the 2023 Share Option Scheme 4a Adopt 2023 Share Award Scheme For Against Management 4b Approve Transfer of Share Awards For Against Management 4c Approve Termination of the Existing For Against Management Share Award Schemes 5 Approve Scheme Mandate Limit (Share For Against Management Award) under the 2023 Share Award Scheme 6 Approve Scheme Mandate Limit (New For Against Management Shares Share Award) under the 2023 Share Award Scheme 7 Approve Service Provider Sublimit (New For Against Management Shares Share Award) under the 2023 Share Award Scheme -------------------------------------------------------------------------------- TEXAS INSTRUMENTS INCORPORATED Ticker: TXN Security ID: 882508104 Meeting Date: APR 27, 2023 Meeting Type: Annual Record Date: MAR 01, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Mark A. Blinn For For Management 1b Elect Director Todd M. Bluedorn For For Management 1c Elect Director Janet F. Clark For For Management 1d Elect Director Carrie S. Cox For Against Management 1e Elect Director Martin S. Craighead For For Management 1f Elect Director Curtis C. Farmer For For Management 1g Elect Director Jean M. Hobby For For Management 1h Elect Director Haviv Ilan For For Management 1i Elect Director Ronald Kirk For For Management 1j Elect Director Pamela H. Patsley For For Management 1k Elect Director Robert E. Sanchez For For Management 1l Elect Director Richard K. Templeton For For Management 2 Amend Qualified Employee Stock For For Management Purchase Plan 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 5 Ratify Ernst & Young LLP as Auditors For For Management 6 Reduce Ownership Threshold for Against For Shareholder Shareholders to Call Special Meeting 7 Report on Due Diligence Efforts to Against For Shareholder Trace End-User Misuse of Company Products -------------------------------------------------------------------------------- THALES SA Ticker: HO Security ID: F9156M108 Meeting Date: MAY 10, 2023 Meeting Type: Annual/Special Record Date: MAY 05, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Consolidated Financial For For Management Statements and Statutory Reports 2 Approve Financial Statements and For For Management Statutory Reports 3 Approve Allocation of Income and For For Management Dividends of EUR 2.94 per Share 4 Approve Compensation of Patrice Caine, For For Management Chairman and CEO 5 Approve Compensation Report of For For Management Corporate Officers 6 Approve Remuneration Policy of For For Management Chairman and CEO 7 Approve Remuneration Policy of For For Management Directors 8 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 9 Authorize up to 0.96 Percent of Issued For For Management Capital for Use in Restricted Stock Plans 10 Authorize up to 0.04 Percent of Issued For For Management Capital for Use in Restricted Stock Plans Reserved for Chairman and CEO 11 Authorize Decrease in Share Capital For For Management via Cancellation of Repurchased Shares 12 Authorize Filing of Required For For Management Documents/Other Formalities 13 Elect Marianna Nitsch as Director For For Management -------------------------------------------------------------------------------- THE CHARLES SCHWAB CORPORATION Ticker: SCHW Security ID: 808513105 Meeting Date: MAY 18, 2023 Meeting Type: Annual Record Date: MAR 20, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Marianne C. Brown For For Management 1b Elect Director Frank C. Herringer For For Management 1c Elect Director Gerri K. For For Management Martin-Flickinger 1d Elect Director Todd M. Ricketts For For Management 1e Elect Director Carolyn Schwab-Pomerantz For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Advisory Vote on Say on Pay Frequency One Year One Year Management 5 Report on Gender/Racial Pay Gap Against For Shareholder 6 Report on Risks Related to Against Against Shareholder Discrimination Against Individuals Including Political Views -------------------------------------------------------------------------------- THE COCA-COLA COMPANY Ticker: KO Security ID: 191216100 Meeting Date: APR 25, 2023 Meeting Type: Annual Record Date: FEB 24, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Herb Allen For For Management 1.2 Elect Director Marc Bolland For Against Management 1.3 Elect Director Ana Botin For For Management 1.4 Elect Director Christopher C. Davis For Against Management 1.5 Elect Director Barry Diller For Against Management 1.6 Elect Director Carolyn Everson For For Management 1.7 Elect Director Helene D. Gayle For For Management 1.8 Elect Director Alexis M. Herman For For Management 1.9 Elect Director Maria Elena Lagomasino For For Management 1.10 Elect Director Amity Millhiser For For Management 1.11 Elect Director James Quincey For For Management 1.12 Elect Director Caroline J. Tsay For For Management 1.13 Elect Director David B. Weinberg For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Ratify Ernst & Young LLP as Auditors For For Management 5 Report on Third-Party Civil Rights Against Against Shareholder Audit 6 Issue Transparency Report on Global Against Against Shareholder Public Policy and Political Influence 7 Report on Congruency of Political Against Against Shareholder Spending with Company Values and Priorities 8 Require Independent Board Chair Against Against Shareholder 9 Report on Risk Due to Restrictions on Against Against Shareholder Reproductive Rights -------------------------------------------------------------------------------- THE PROCTER & GAMBLE COMPANY Ticker: PG Security ID: 742718109 Meeting Date: OCT 11, 2022 Meeting Type: Annual Record Date: AUG 12, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director B. Marc Allen For For Management 1b Elect Director Angela F. Braly For For Management 1c Elect Director Amy L. Chang For For Management 1d Elect Director Joseph Jimenez For For Management 1e Elect Director Christopher Kempczinski For For Management 1f Elect Director Debra L. Lee For For Management 1g Elect Director Terry J. Lundgren For For Management 1h Elect Director Christine M. McCarthy For For Management 1i Elect Director Jon R. Moeller For For Management 1j Elect Director Rajesh Subramaniam For For Management 1k Elect Director Patricia A. Woertz For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- THE SWATCH GROUP AG Ticker: UHR Security ID: H83949141 Meeting Date: MAY 10, 2023 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For Did Not Vote Management Statutory Reports 2 Approve Discharge of Board and Senior For Did Not Vote Management Management 3 Approve Allocation of Income and For Did Not Vote Management Dividends of CHF 1.20 per Registered Share and CHF 6.00 per Bearer Share 4.1.1 Approve Fixed Remuneration of For Did Not Vote Management Non-Executive Directors in the Amount of CHF 1 Million 4.1.2 Approve Fixed Remuneration of For Did Not Vote Management Executive Directors in the Amount of CHF 2.6 Million 4.2 Approve Fixed Remuneration of For Did Not Vote Management Executive Committee in the Amount of CHF 5.7 Million 4.3 Approve Variable Remuneration of For Did Not Vote Management Executive Directors in the Amount of CHF 7 Million 4.4 Approve Variable Remuneration of For Did Not Vote Management Executive Committee in the Amount of CHF 14.5 Million 5.1 Reelect Nayla Hayek as Director For Did Not Vote Management 5.2 Reelect Ernst Tanner as Director For Did Not Vote Management 5.3 Reelect Daniela Aeschlimann as Director For Did Not Vote Management 5.4 Reelect Georges Hayek as Director For Did Not Vote Management 5.5 Reelect Claude Nicollier as Director For Did Not Vote Management 5.6 Reelect Jean-Pierre Roth as Director For Did Not Vote Management 5.7 Reelect Nayla Hayek as Board Chair For Did Not Vote Management 6.1 Reappoint Nayla Hayek as Member of the For Did Not Vote Management Compensation Committee 6.2 Reappoint Ernst Tanner as Member of For Did Not Vote Management the Compensation Committee 6.3 Reappoint Daniela Aeschlimann as For Did Not Vote Management Member of the Compensation Committee 6.4 Reappoint Georges Hayek as Member of For Did Not Vote Management the Compensation Committee 6.5 Reappoint Claude Nicollier as Member For Did Not Vote Management of the Compensation Committee 6.6 Reappoint Jean-Pierre Roth as Member For Did Not Vote Management of the Compensation Committee 7 Designate Bernhard Lehmann as For Did Not Vote Management Independent Proxy 8 Ratify PricewaterhouseCoopers AG as For Did Not Vote Management Auditors 9 Transact Other Business (Voting) For Did Not Vote Management -------------------------------------------------------------------------------- THERMO FISHER SCIENTIFIC INC. Ticker: TMO Security ID: 883556102 Meeting Date: MAY 24, 2023 Meeting Type: Annual Record Date: MAR 27, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Marc N. Casper For For Management 1b Elect Director Nelson J. Chai For For Management 1c Elect Director Ruby R. Chandy For For Management 1d Elect Director C. Martin Harris For For Management 1e Elect Director Tyler Jacks For For Management 1f Elect Director R. Alexandra Keith For For Management 1g Elect Director James C. Mullen For For Management 1h Elect Director Lars R. Sorensen For For Management 1i Elect Director Debora L. Spar For For Management 1j Elect Director Scott M. Sperling For For Management 1k Elect Director Dion J. Weisler For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 5 Amend Omnibus Stock Plan For For Management 6 Approve Qualified Employee Stock For For Management Purchase Plan -------------------------------------------------------------------------------- TOPBUILD CORP. Ticker: BLD Security ID: 89055F103 Meeting Date: MAY 01, 2023 Meeting Type: Annual Record Date: MAR 02, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Alec C. Covington For For Management 1b Elect Director Ernesto Bautista, III For For Management 1c Elect Director Robert M. Buck For For Management 1d Elect Director Joseph S. Cantie For For Management 1e Elect Director Tina M. Donikowski For For Management 1f Elect Director Deirdre C. Drake For For Management 1g Elect Director Mark A. Petrarca For For Management 1h Elect Director Nancy M. Taylor For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- TOROMONT INDUSTRIES LTD. Ticker: TIH Security ID: 891102105 Meeting Date: APR 28, 2023 Meeting Type: Annual Record Date: MAR 15, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Peter J. Blake For For Management 1.2 Elect Director Benjamin D. Cherniavsky For For Management 1.3 Elect Director Jeffrey S. Chisholm For For Management 1.4 Elect Director Cathryn E. Cranston For For Management 1.5 Elect Director Sharon L. Hodgson For For Management 1.6 Elect Director Scott J. Medhurst For For Management 1.7 Elect Director Frederick J. Mifflin For For Management 1.8 Elect Director Katherine A. Rethy For For Management 1.9 Elect Director Richard G. Roy For For Management 2 Approve Ernst & Young LLP as Auditors For For Management and Authorize Board to Fix Their Remuneration 3 Advisory Vote on Executive For For Management Compensation Approach -------------------------------------------------------------------------------- UNILEVER PLC Ticker: ULVR Security ID: G92087165 Meeting Date: MAY 03, 2023 Meeting Type: Annual Record Date: MAY 01, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For Against Management 3 Re-elect Nils Andersen as Director For For Management 4 Re-elect Judith Hartmann as Director For For Management 5 Re-elect Adrian Hennah as Director For For Management 6 Re-elect Alan Jope as Director For For Management 7 Re-elect Andrea Jung as Director For For Management 8 Re-elect Susan Kilsby as Director For For Management 9 Re-elect Ruby Lu as Director For For Management 10 Re-elect Strive Masiyiwa as Director For For Management 11 Re-elect Youngme Moon as Director For For Management 12 Re-elect Graeme Pitkethly as Director For For Management 13 Re-elect Feike Sijbesma as Director For For Management 14 Elect Nelson Peltz as Director For For Management 15 Elect Hein Schumacher as Director For For Management 16 Reappoint KPMG LLP as Auditors For For Management 17 Authorise Board to Fix Remuneration of For For Management Auditors 18 Authorise UK Political Donations and For For Management Expenditure 19 Authorise Issue of Equity For For Management 20 Authorise Issue of Equity without For For Management Pre-emptive Rights 21 Authorise Issue of Equity without For For Management Pre-emptive Rights in Connection with an Acquisition or Other Capital Investment 22 Authorise Market Purchase of Ordinary For For Management Shares 23 Authorise the Company to Call General For For Management Meeting with Two Weeks' Notice -------------------------------------------------------------------------------- UNITEDHEALTH GROUP INCORPORATED Ticker: UNH Security ID: 91324P102 Meeting Date: JUN 05, 2023 Meeting Type: Annual Record Date: APR 10, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Timothy Flynn For For Management 1b Elect Director Paul Garcia For For Management 1c Elect Director Kristen Gil For For Management 1d Elect Director Stephen Hemsley For For Management 1e Elect Director Michele Hooper For For Management 1f Elect Director F. William McNabb, III For For Management 1g Elect Director Valerie Montgomery Rice For For Management 1h Elect Director John Noseworthy For For Management 1i Elect Director Andrew Witty For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Ratify Deloitte & Touche LLP as For For Management Auditors 5 Report on Third-Party Racial Equity Against For Shareholder Audit 6 Report on Congruency of Political Against For Shareholder Spending with Company Values and Priorities 7 Submit Severance Agreement Against For Shareholder (Change-in-Control) to Shareholder Vote -------------------------------------------------------------------------------- VISA INC. Ticker: V Security ID: 92826C839 Meeting Date: JAN 24, 2023 Meeting Type: Annual Record Date: NOV 25, 2022 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Lloyd A. Carney For For Management 1b Elect Director Kermit R. Crawford For For Management 1c Elect Director Francisco Javier For For Management Fernandez-Carbajal 1d Elect Director Alfred F. Kelly, Jr. For For Management 1e Elect Director Ramon Laguarta For For Management 1f Elect Director Teri L. List For For Management 1g Elect Director John F. Lundgren For For Management 1h Elect Director Denise M. Morrison For For Management 1i Elect Director Linda J. Rendle For For Management 1j Elect Director Maynard G. Webb, Jr. For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Ratify KPMG LLP as Auditors For For Management 5 Require Independent Board Chair Against Against Shareholder -------------------------------------------------------------------------------- WARNER MUSIC GROUP CORP. Ticker: WMG Security ID: 934550203 Meeting Date: FEB 28, 2023 Meeting Type: Annual Record Date: JAN 06, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Robert Kyncl For For Management 1b Elect Director Lincoln Benet For Against Management 1c Elect Director Alex Blavatnik For Against Management 1d Elect Director Len Blavatnik For For Management 1e Elect Director Mathias Dopfner For Against Management 1f Elect Director Nancy Dubuc For For Management 1g Elect Director Noreena Hertz For Against Management 1h Elect Director Ynon Kreiz For Against Management 1i Elect Director Ceci Kurzman For Against Management 1j Elect Director Michael Lynton For For Management 1k Elect Director Donald A. Wagner For Against Management 2 Ratify KPMG LLP as Auditors For For Management -------------------------------------------------------------------------------- WELLS FARGO & COMPANY Ticker: WFC Security ID: 949746101 Meeting Date: APR 25, 2023 Meeting Type: Annual Record Date: FEB 24, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Steven D. Black For For Management 1b Elect Director Mark A. Chancy For For Management 1c Elect Director Celeste A. Clark For For Management 1d Elect Director Theodore F. Craver, Jr. For For Management 1e Elect Director Richard K. Davis For For Management 1f Elect Director Wayne M. Hewett For For Management 1g Elect Director CeCelia (CeCe) G. Morken For For Management 1h Elect Director Maria R. Morris For For Management 1i Elect Director Felicia F. Norwood For For Management 1j Elect Director Richard B. Payne, Jr. For For Management 1k Elect Director Ronald L. Sargent For For Management 1l Elect Director Charles W. Scharf For For Management 1m Elect Director Suzanne M. Vautrinot For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Ratify KPMG LLP as Auditors For For Management 5 Adopt Simple Majority Vote Against For Shareholder 6 Report on Political Expenditures Against For Shareholder Congruence 7 Report on Climate Lobbying Against For Shareholder 8 Report on Climate Transition Plan Against For Shareholder Describing Efforts to Align Financing Activities with GHG Targets 9 Adopt Time-Bound Policy to Phase Out Against Against Shareholder Underwriting and Lending for New Fossil Fuel Development 10 Report on Prevention of Workplace Against For Shareholder Harassment and Discrimination 11 Adopt Policy on Freedom of Association Against For Shareholder and Collective Bargaining -------------------------------------------------------------------------------- WOLTERS KLUWER NV Ticker: WKL Security ID: N9643A197 Meeting Date: MAY 10, 2023 Meeting Type: Annual Record Date: APR 12, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting None None Management 2.a Receive Report of Executive Board None None Management (Non-Voting) 2.b Receive Report of Supervisory Board None None Management (Non-Voting) 2.c Approve Remuneration Report For For Management 3.a Adopt Financial Statements and For For Management Statutory Reports 3.b Receive Explanation on Company's None None Management Dividend Policy 3.c Approve Dividends For For Management 4.a Approve Discharge of Executive Board For For Management 4.b Approve Discharge of Supervisory Board For For Management 5 Reelect Chris Vogelzang to Supervisory For For Management Board 6.a Grant Board Authority to Issue Shares For For Management Up to 10 Percent of Issued Capital 6.b Authorize Board to Exclude Preemptive For For Management Rights from Share Issuances 7 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 8 Approve Cancellation of Shares For For Management 9 Approve KPMG Accountants N.V as For For Management Auditors 10 Other Business (Non-Voting) None None Management 11 Close Meeting None None Management -------------------------------------------------------------------------------- ZOETIS INC. Ticker: ZTS Security ID: 98978V103 Meeting Date: MAY 18, 2023 Meeting Type: Annual Record Date: MAR 24, 2023 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Paul M. Bisaro For For Management 1b Elect Director Vanessa Broadhurst For For Management 1c Elect Director Frank A. D'Amelio For For Management 1d Elect Director Michael B. McCallister For For Management 1e Elect Director Gregory Norden For For Management 1f Elect Director Louise M. Parent For For Management 1g Elect Director Kristin C. Peck For For Management 1h Elect Director Robert W. Scully For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify KPMG LLP as Auditors For For Management 4 Provide Right to Call Special Meeting For For Management 5 Provide Right to Call a Special Against For Shareholder Meeting at a 10 Percent Ownership Threshold ========== END NPX REPORT SIGNATURES Pursuant to the requirements of the Investment Company Act of 1940, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized. LAZARD GLOBAL TOTAL RETURN AND INCOME FUND, INC. By: /s/ Nathan A. Paul --------------------------- Nathan A. Paul Chief Executive Officer Date: December 18, 2023 Pursuant to the requirements of the Investment Company Act of 1940, this Report has been signed below by the principal executive officer on behalf of the Registrant on the date indicated. By: /s/ Nathan A. Paul --------------------------- Nathan A. Paul Chief Executive Officer Date: December 18, 2023

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