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: 811-05620
THE ZWEIG TOTAL RETURN FUND, INC.
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(exact name of registrant as specified in charter)
101 Munson Street, Greenfield, MA 01301
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(Address of principal executive offices)
William Renahan, Esq., Virtus Investment Partners, Inc.
100 Pearl Street, Hartford, CT 06103
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(Name and Address of agent for service)
Registrant's telephone number, including area code: 800-243-1574
Date of Fiscal Year End: 12/31
Date of Reporting Period: 07/01/2015 - 06/30/2016
******************************* FORM N-Px REPORT *******************************
ICA File Number: 811-05620
Reporting Period: 07/01/2015 - 06/30/2016
Zweig Total Return Fund Inc
========================= Zweig Total Return Fund, Inc =========================
ABBOTT LABORATORIES
Ticker: ABT Security ID: 002824100
Meeting Date: APR 29, 2016 Meeting Type: Annual
Record Date: MAR 02, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert J. Alpern For For Management
1.2 Elect Director Roxanne S. Austin For For Management
1.3 Elect Director Sally E. Blount For For Management
1.4 Elect Director W. James Farrell For For Management
1.5 Elect Director Edward M. Liddy For For Management
1.6 Elect Director Nancy McKinstry For For Management
1.7 Elect Director Phebe N. Novakovic For For Management
1.8 Elect Director William A. Osborn For For Management
1.9 Elect Director Samuel C. Scott, III For For Management
1.10 Elect Director Glenn F. Tilton For For Management
1.11 Elect Director Miles D. White 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
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ALASKA AIR GROUP, INC.
Ticker: ALK Security ID: 011659109
Meeting Date: MAY 12, 2016 Meeting Type: Annual
Record Date: MAR 18, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Patricia M. Bedient For For Management
1b Elect Director Marion C. Blakey For For Management
1c Elect Director Phyllis J. Campbell For For Management
1d Elect Director Dhiren R. Fonseca For For Management
1e Elect Director Jessie J. Knight, Jr. For For Management
1f Elect Director Dennis F. Madsen For For Management
1g Elect Director Helvi K. Sandvik For For Management
1h Elect Director Katherine J. Savitt For For Management
1i Elect Director J. Kenneth Thompson For For Management
1j Elect Director Bradley D. Tilden For For Management
1k Elect Director Eric K. Yeaman For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Approve Omnibus Stock Plan For For Management
4 Ratify KPMG LLP as Auditors For For Management
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ALCOA INC.
Ticker: AA Security ID: 013817101
Meeting Date: MAY 06, 2016 Meeting Type: Annual
Record Date: FEB 24, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Arthur D. Collins, Jr. For For Management
1.2 Elect Director Sean O. Mahoney For For Management
1.3 Elect Director Michael G. Morris For For Management
1.4 Elect Director E. Stanley O'Neal For For Management
1.5 Elect Director Carol L. Roberts 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 Amend Omnibus Stock Plan For For Management
5 Amend Executive Incentive Bonus Plan For For Management
6 Require Independent Board Chairman Against For Shareholder
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ALTRIA GROUP, INC.
Ticker: MO Security ID: 02209S103
Meeting Date: MAY 19, 2016 Meeting Type: Annual
Record Date: MAR 28, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Gerald L. Baliles For For Management
1.2 Elect Director Martin J. Barrington For For Management
1.3 Elect Director John T. Casteen, III For For Management
1.4 Elect Director Dinyar S. Devitre For For Management
1.5 Elect Director Thomas F. Farrell, II For For Management
1.6 Elect Director Thomas W. Jones For For Management
1.7 Elect Director Debra J. Kelly-Ennis For For Management
1.8 Elect Director W. Leo Kiely, III For For Management
1.9 Elect Director Kathryn B. McQuade For For Management
1.10 Elect Director George Munoz For For Management
1.11 Elect Director Nabil Y. Sakkab 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 Report on Health Impacts of Additives Against Against Shareholder
and Chemicals in Products
5 Participate in OECD Mediation for Against Against Shareholder
Human Rights Violations
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ANALOG DEVICES, INC.
Ticker: ADI Security ID: 032654105
Meeting Date: MAR 09, 2016 Meeting Type: Annual
Record Date: JAN 08, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Ray Stata For For Management
1b Elect Director Vincent T. Roche For For Management
1c Elect Director Richard M. Beyer For For Management
1d Elect Director James A. Champy For For Management
1e Elect Director Bruce R. Evans For For Management
1f Elect Director Edward H. Frank For For Management
1g Elect Director John C. Hodgson For For Management
1h Elect Director Neil Novich For For Management
1i Elect Director Kenton J. Sicchitano For For Management
1j Elect Director Lisa T. Su For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Ernst & Young LLP as Auditors For For Management
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APPLE INC.
Ticker: AAPL Security ID: 037833100
Meeting Date: FEB 26, 2016 Meeting Type: Annual
Record Date: DEC 28, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James Bell For For Management
1.2 Elect Director Tim Cook For For Management
1.3 Elect Director Al Gore For For Management
1.4 Elect Director Bob Iger For For Management
1.5 Elect Director Andrea Jung For For Management
1.6 Elect Director Art Levinson For For Management
1.7 Elect Director Ron Sugar For For Management
1.8 Elect Director Sue Wagner 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 Amend Omnibus Stock Plan For For Management
5 Create Feasibility Plan for Net-Zero Against Against Shareholder
GHG Emissions, Including for Major
Suppliers
6 Adopt Policy to Increase Diversity of Against Against Shareholder
Senior Management and Board of
Directors
7 Report on Guidelines for Country Against Against Shareholder
Selection
8 Adopt Proxy Access Right Against For Shareholder
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ARCHER-DANIELS-MIDLAND COMPANY
Ticker: ADM Security ID: 039483102
Meeting Date: MAY 05, 2016 Meeting Type: Annual
Record Date: MAR 10, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Alan L. Boeckmann For For Management
1.2 Elect Director Mollie Hale Carter For For Management
1.3 Elect Director Terrell K. Crews For For Management
1.4 Elect Director Pierre Dufour For For Management
1.5 Elect Director Donald E. Felsinger For For Management
1.6 Elect Director Juan R. Luciano For For Management
1.7 Elect Director Antonio Maciel Neto For For Management
1.8 Elect Director Patrick J. Moore For For Management
1.9 Elect Director Francisco Sanchez For For Management
1.10 Elect Director Debra A. Sandler For For Management
1.11 Elect Director Daniel Shih For For Management
1.12 Elect Director Kelvin R. Westbrook 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
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AT&T INC.
Ticker: T Security ID: 00206R102
Meeting Date: APR 29, 2016 Meeting Type: Annual
Record Date: MAR 01, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Randall L. Stephenson For For Management
1.2 Elect Director Samuel A. Di Piazza, Jr. For For Management
1.3 Elect Director Richard W. Fisher For For Management
1.4 Elect Director Scott T. Ford For For Management
1.5 Elect Director Glenn H. Hutchins For For Management
1.6 Elect Director William E. Kennard For For Management
1.7 Elect Director Michael B. McCallister For For Management
1.8 Elect Director Beth E. Mooney For For Management
1.9 Elect Director Joyce M. Roche For For Management
1.10 Elect Director Matthew K. Rose For For Management
1.11 Elect Director Cynthia B. Taylor For For Management
1.12 Elect Director Laura D'Andrea Tyson 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 Approve Omnibus Stock Plan For For Management
5 Report on Indirect Political Against For Shareholder
Contributions
6 Report on Lobbying Payments and Policy Against For Shareholder
7 Require Independent Board Chairman Against Against Shareholder
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BECTON, DICKINSON AND COMPANY
Ticker: BDX Security ID: 075887109
Meeting Date: JAN 26, 2016 Meeting Type: Annual
Record Date: DEC 04, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Basil L. Anderson For For Management
1.2 Elect Director Catherine M. Burzik For For Management
1.3 Elect Director Vincent A. Forlenza For For Management
1.4 Elect Director Claire M. Fraser For For Management
1.5 Elect Director Christopher Jones For For Management
1.6 Elect Director Marshall O. Larsen For For Management
1.7 Elect Director Gary A. Mecklenburg For For Management
1.8 Elect Director James F. Orr For For Management
1.9 Elect Director Willard J. Overlock, Jr. For For Management
1.10 Elect Director Claire Pomeroy For For Management
1.11 Elect Director Rebecca W. Rimel For For Management
1.12 Elect Director Bertram L. Scott 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 Amend Omnibus Stock Plan For For Management
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BIOGEN INC.
Ticker: BIIB Security ID: 09062X103
Meeting Date: JUN 08, 2016 Meeting Type: Annual
Record Date: APR 11, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Alexander J. Denner For For Management
1b Elect Director Caroline D. Dorsa For For Management
1c Elect Director Nancy L. Leaming For For Management
1d Elect Director Richard C. Mulligan For For Management
1e Elect Director Robert W. Pangia For For Management
1f Elect Director Stelios Papadopoulos For For Management
1g Elect Director Brian S. Posner For For Management
1h Elect Director Eric K. Rowinsky For For Management
1i Elect Director George A. Scangos For For Management
1j Elect Director Lynn Schenk For For Management
1k Elect Director Stephen A. Sherwin For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
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BLACKROCK, INC.
Ticker: BLK Security ID: 09247X101
Meeting Date: MAY 25, 2016 Meeting Type: Annual
Record Date: MAR 30, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Abdlatif Yousef Al-Hamad For Against Management
1b Elect Director Mathis Cabiallavetta For For Management
1c Elect Director Pamela Daley For For Management
1d Elect Director William S. Demchak For For Management
1e Elect Director Jessica P. Einhorn For For Management
1f Elect Director Laurence D. Fink For For Management
1g Elect Director Fabrizio Freda For For Management
1h Elect Director Murry S. Gerber For For Management
1i Elect Director James Grosfeld For For Management
1j Elect Director Robert S. Kapito For For Management
1k Elect Director David H. Komansky For For Management
1l Elect Director Deryck Maughan For For Management
1m Elect Director Cheryl D. Mills For For Management
1n Elect Director Gordon M. Nixon For For Management
1o Elect Director Thomas H. O'Brien For For Management
1p Elect Director Ivan G. Seidenberg For For Management
1q Elect Director Marco Antonio Slim Domit For For Management
1r Elect Director John S. Varley For For Management
1s Elect Director Susan L. Wagner 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 Provide Proxy Access Right For For Management
5 Report on Proxy Voting and Executive Against Against Shareholder
Compensation
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CANON INC.
Ticker: 7751 Security ID: 138006309
Meeting Date: MAR 30, 2016 Meeting Type: Annual
Record Date: DEC 30, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Allocation of Income, with a For For Management
Final Dividend of JPY 75
2.1 Elect Director Mitarai, Fujio For For Management
2.2 Elect Director Tanaka, Toshizo For For Management
2.3 Elect Director Matsumoto, Shigeyuki For For Management
2.4 Elect Director Maeda, Masaya For For Management
2.5 Elect Director Saida, Kunitaro For For Management
2.6 Elect Director Kato, Haruhiko For For Management
3 Approve Annual Bonus For For Management
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CHEVRON CORPORATION
Ticker: CVX Security ID: 166764100
Meeting Date: MAY 25, 2016 Meeting Type: Annual
Record Date: MAR 30, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Alexander B. Cummings, None None Management
Jr. - Resigned
1b Elect Director Linnet F. Deily For For Management
1c Elect Director Robert E. Denham For For Management
1d Elect Director Alice P. Gast For For Management
1e Elect Director Enrique Hernandez, Jr. For For Management
1f Elect Director Jon M. Huntsman, Jr. For For Management
1g Elect Director Charles W. Moorman, IV For For Management
1h Elect Director John G. Stumpf For For Management
1i Elect Director Ronald D. Sugar For For Management
1j Elect Director Inge G. Thulin For For Management
1k Elect Director John S. Watson For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
4 Approve Non-Employee Director Omnibus For For Management
Stock Plan
5 Report on Lobbying Payments and Policy Against For Shareholder
6 Adopt Quantitative GHG Goals for Against Against Shareholder
Products and Operations
7 Annually Assess Portfolio Impacts of Against For Shareholder
Policies to Meet 2 Degree Scenario
8 Annually Report Reserve Replacements Against Against Shareholder
in BTUs
9 Increase Return of Capital to Against Against Shareholder
Shareholders in Light of Climate
Change Risks
10 Report on the Result of Efforts to Against For Shareholder
Minimize Hydraulic Fracturing Impacts
11 Require Director Nominee with Against For Shareholder
Environmental Experience
12 Amend Bylaws -- Call Special Meetings Against For Shareholder
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DANAHER CORPORATION
Ticker: DHR Security ID: 235851102
Meeting Date: MAY 10, 2016 Meeting Type: Annual
Record Date: MAR 14, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Donald J. Ehrlich For Against Management
1.2 Elect Director Linda Hefner Filler For For Management
1.3 Elect Director Thomas P. Joyce, Jr. For For Management
1.4 Elect Director Teri List-Stoll For Against Management
1.5 Elect Director Walter G. Lohr, Jr. For For Management
1.6 Elect Director Mitchell P. Rales For For Management
1.7 Elect Director Steven M. Rales For For Management
1.8 Elect Director John T. Schwieters For Against Management
1.9 Elect Director Alan G. Spoon For For Management
1.10 Elect Director Elias A. Zerhouni 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 Report on Political Contributions Against For Shareholder
5 Amend Bylaws - Call Special Meetings Against For Shareholder
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DUKE ENERGY CORPORATION
Ticker: DUK Security ID: 26441C204
Meeting Date: MAY 05, 2016 Meeting Type: Annual
Record Date: MAR 07, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Michael J. Angelakis For For Management
1.2 Elect Director Michael G. Browning For For Management
1.3 Elect Director Daniel R. DiMicco For For Management
1.4 Elect Director John H. Forsgren For For Management
1.5 Elect Director Lynn J. Good For For Management
1.6 Elect Director Ann Maynard Gray For For Management
1.7 Elect Director John T. Herron For For Management
1.8 Elect Director James B. Hyler, Jr. For For Management
1.9 Elect Director William E. Kennard For For Management
1.10 Elect Director E. Marie McKee For For Management
1.11 Elect Director Charles W. Moorman, IV For For Management
1.12 Elect Director Carlos A. Saladrigas 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 Reduce Supermajority Vote Requirement Against For Shareholder
5 Report on Lobbying Payments and Policy Against For Shareholder
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FACEBOOK, INC.
Ticker: FB Security ID: 30303M102
Meeting Date: JUN 20, 2016 Meeting Type: Annual
Record Date: APR 29, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Marc L. Andreessen For Withhold Management
1.2 Elect Director Erskine B. Bowles For Withhold Management
1.3 Elect Director Susan D. For Withhold Management
Desmond-Hellmann
1.4 Elect Director Reed Hastings For For Management
1.5 Elect Director Jan Koum For Withhold Management
1.6 Elect Director Sheryl K. Sandberg For Withhold Management
1.7 Elect Director Peter A. Thiel For For Management
1.8 Elect Director Mark Zuckerberg For Withhold Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Ratify the Grant of Restricted Stock For Against Management
Units to Non-Employee Directors
5 Ratify the Grant of Restricted Stock For Against Management
Units to Non-Employee Directors
6 Approve Annual Compensation Program For Against Management
for Non-employee Directors
7A Amend Certificate of Incorporation to For Against Management
Establish the Class C Capital Stock
and to Make Certain Clarifying Changes
7B Increase Authorized Common Stock For Against Management
7C Amend Certificate of Incorporation to For For Management
Provide Equal Treatment of Shares of
Class A Common Stock, Class B Common
Stock, and Class C Capital Stock
7D Amend Certificate of Incorporation to For For Management
Provide for Additional Events
8 Amend Omnibus Stock Plan For Against Management
9 Approve Recapitalization Plan for all Against For Shareholder
Stock to Have One-vote per Share
10 Report on Sustainability Against For Shareholder
11 Report on Lobbying Payments and Policy Against For Shareholder
12 Establish International Policy Board Against Against Shareholder
Committee
13 Report on Gender Pay Gap Against For Shareholder
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FEDEX CORPORATION
Ticker: FDX Security ID: 31428X106
Meeting Date: SEP 28, 2015 Meeting Type: Annual
Record Date: AUG 03, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James L. Barksdale For For Management
1.2 Elect Director John A. Edwardson For For Management
1.3 Elect Director Marvin R. Ellison For For Management
1.4 Elect Director Kimberly A. Jabal For For Management
1.5 Elect Director Shirley Ann Jackson For For Management
1.6 Elect Director Gary W. Loveman For For Management
1.7 Elect Director R. Brad Martin For For Management
1.8 Elect Director Joshua Cooper Ramo For For Management
1.9 Elect Director Susan C. Schwab For For Management
1.10 Elect Director Frederick W. Smith For For Management
1.11 Elect Director David P. Steiner For For Management
1.12 Elect Director Paul S. Walsh For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Ernst & Young LLP as Auditors For For Management
4 Require Independent Board Chairman Against For Shareholder
5 Adopt Policy Prohibiting Tax Payments Against For Shareholder
on Restricted Stock Awards
6 Clawback of Incentive Payments Against For Shareholder
7 Adopt Proxy Access Right Against For Shareholder
8 Report on Political Contributions Against For Shareholder
9 Report on Lobbying Payments and Policy Against For Shareholder
10 Report on Consistency Between Against Against Shareholder
Corporate Values and Political
Contributions
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FIVE BELOW, INC.
Ticker: FIVE Security ID: 33829M101
Meeting Date: JUN 21, 2016 Meeting Type: Annual
Record Date: APR 26, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1A Elect Director Catherine E. Buggeln For For Management
1B Elect Director Michael F. Devine, III For For Management
1C Elect Director Ronald L. Sargent For For Management
1D Elect Director Daniel J. Kaufman For For Management
1E Elect Director Richard L. Markee For For Management
2 Ratify KPMG LLP as Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
4 Approve Executive Incentive Bonus Plan For For Management
5 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
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GENERAL DYNAMICS CORPORATION
Ticker: GD Security ID: 369550108
Meeting Date: MAY 04, 2016 Meeting Type: Annual
Record Date: MAR 03, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Mary T. Barra For For Management
1.2 Elect Director Nicholas D. Chabraja For For Management
1.3 Elect Director James S. Crown For For Management
1.4 Elect Director Rudy F. deLeon For For Management
1.5 Elect Director William P. Fricks For For Management
1.6 Elect Director John M. Keane For For Management
1.7 Elect Director Lester L. Lyles For For Management
1.8 Elect Director Mark M. Malcolm For For Management
1.9 Elect Director James N. Mattis For For Management
1.10 Elect Director Phebe N. Novakovic For For Management
1.11 Elect Director William A. Osborn For For Management
1.12 Elect Director Laura J. Schumacher For For Management
2 Ratify KPMG LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Approve Executive Incentive Bonus Plan For For Management
5 Adopt and Issue General Payout Policy Against Against Shareholder
Regarding Share Repurchases
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GENERAL ELECTRIC COMPANY
Ticker: GE Security ID: 369604103
Meeting Date: APR 27, 2016 Meeting Type: Annual
Record Date: FEB 29, 2016
# Proposal Mgt Rec Vote Cast Sponsor
A1 Elect Director Sebastien M. Bazin For For Management
A2 Elect Director W. Geoffrey Beattie For For Management
A3 Elect Director John J. Brennan For For Management
A4 Elect Director Francisco D' Souza For For Management
A5 Elect Director Marijn E. Dekkers For For Management
A6 Elect Director Peter B. Henry For For Management
A7 Elect Director Susan J. Hockfield For For Management
A8 Elect Director Jeffrey R. Immelt For For Management
A9 Elect Director Andrea Jung For For Management
A10 Elect Director Robert W. Lane For For Management
A11 Elect Director Rochelle B. Lazarus For For Management
A12 Elect Director Lowell C. McAdam For For Management
A13 Elect Director James J. Mulva For For Management
A14 Elect Director James E. Rohr For For Management
A15 Elect Director Mary L. Schapiro For For Management
A16 Elect Director James S. Tisch For For Management
B1 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
B2 Ratify KPMG LLP as Auditors For For Management
C1 Report on Lobbying Payments and Policy Against For Shareholder
C2 Require Independent Board Chairman Against Against Shareholder
C3 Adopt Holy Land Principles Against Against Shareholder
C4 Restore or Provide for Cumulative Against Against Shareholder
Voting
C5 Performance-Based and/or Time-Based Against Against Shareholder
Equity Awards
C6 Report on Guidelines for Country Against Against Shareholder
Selection
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GENERAL MOTORS COMPANY
Ticker: GM Security ID: 37045V100
Meeting Date: JUN 07, 2016 Meeting Type: Annual
Record Date: APR 08, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Joseph J. Ashton For For Management
1b Elect Director Mary T. Barra For For Management
1c Elect Director Linda R. Gooden For For Management
1d Elect Director Joseph Jimenez For For Management
1e Elect Director Kathryn V. Marinello For For Management
1f Elect Director Jane L. Mendillo For For Management
1g Elect Director Michael G. Mullen For For Management
1h Elect Director James J. Mulva For For Management
1i Elect Director Patricia F. Russo For For Management
1j Elect Director Thomas M. Schoewe For For Management
1k Elect Director Theodore M. Solso For For Management
1l Elect Director Carol M. Stephenson For For Management
2 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
3 Ratify Deloitte & Touche LLP as For For Management
Auditors
4 Adopt Holy Land Principles Against Against Shareholder
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GILEAD SCIENCES, INC.
Ticker: GILD Security ID: 375558103
Meeting Date: MAY 11, 2016 Meeting Type: Annual
Record Date: MAR 16, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director John F. Cogan For For Management
1b Elect Director Kevin E. Lofton For For Management
1c Elect Director John W. Madigan For For Management
1d Elect Director John C. Martin For For Management
1e Elect Director John F. Milligan For For Management
1f Elect Director Nicholas G. Moore For For Management
1g Elect Director Richard J. Whitley For For Management
1h Elect Director Gayle E. Wilson For For Management
1i Elect Director Per Wold-Olsen For For Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Amend Executive Incentive Bonus Plan For For Management
4 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
5 Provide Right to Act by Written Consent Against For Shareholder
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GLAXOSMITHKLINE PLC
Ticker: GSK Security ID: 37733W105
Meeting Date: MAY 05, 2016 Meeting Type: Annual
Record Date: MAR 23, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Remuneration Report For Withhold Management
3 Elect Vindi Banga as Director For For Management
4 Elect Dr Jesse Goodman as Director For For Management
5 Re-elect Sir Philip Hampton as Director For For Management
6 Re-elect Sir Andrew Witty as Director For For Management
7 Re-elect Sir Roy Anderson as Director For For Management
8 Re-elect Stacey Cartwright as Director For For Management
9 Re-elect Simon Dingemans as Director For For Management
10 Re-elect Lynn Elsenhans as Director For For Management
11 Re-elect Judy Lewent as Director For For Management
12 Re-elect Urs Rohner as Director For For Management
13 Re-elect Dr Moncef Slaoui as Director For For Management
14 Reappoint PricewaterhouseCoopers LLP For For Management
as Auditors
15 Authorise the Audit & Risk Committee For For Management
to Fix Remuneration of Auditors
16 Authorise EU Political Donations and For For Management
Expenditure
17 Authorise Issue of Equity with For For Management
Pre-emptive Rights
18 Authorise Issue of Equity without For For Management
Pre-emptive Rights
19 Authorise Market Purchase of Ordinary For For Management
Shares
20 Approve the Exemption from Statement For For Management
of the Name of the Senior Statutory
Auditor in Published Copies of the
Auditors' Reports
21 Authorise the Company to Call General For For Management
Meeting with 14 Working Days' Notice
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HCA HOLDINGS, INC.
Ticker: HCA Security ID: 40412C101
Meeting Date: APR 28, 2016 Meeting Type: Annual
Record Date: MAR 04, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director R. Milton Johnson For For Management
1b Elect Director Robert J. Dennis For For Management
1c Elect Director Nancy-Ann DeParle For For Management
1d Elect Director Thomas F. Frist, III For For Management
1e Elect Director William R. Frist For For Management
1f Elect Director Charles O. Holliday, Jr. For For Management
1g Elect Director Ann H. Lamont For For Management
1h Elect Director Jay O. Light For For Management
1i Elect Director Geoffrey G. Meyers For For Management
1j Elect Director Michael W. Michelson For For Management
1k Elect Director Wayne J. Riley For For Management
1l Elect Director John W. Rowe For For Management
2 Amend Omnibus Stock Plan For Against Management
3 Ratify Ernst & Young LLP as Auditors For For Management
4 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
5 Require a Majority Vote for the Against Against Shareholder
Election of Directors
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JOHNSON & JOHNSON
Ticker: JNJ Security ID: 478160104
Meeting Date: APR 28, 2016 Meeting Type: Annual
Record Date: MAR 01, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Mary C. Beckerle For For Management
1b Elect Director D. Scott Davis For For Management
1c Elect Director Ian E. L. Davis For For Management
1d Elect Director Alex Gorsky For For Management
1e Elect Director Susan L. Lindquist For For Management
1f Elect Director Mark B. McClellan For For Management
1g Elect Director Anne M. Mulcahy For For Management
1h Elect Director William D. Perez For For Management
1i Elect Director Charles Prince For For Management
1j Elect Director A. Eugene Washington For For Management
1k Elect Director Ronald A. Williams For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
4 Adopt a Payout Policy Giving Against Against Shareholder
Preference to Share Buybacks Over
Dividends
5 Require Independent Board Chairman Against For Shareholder
6 Report on Lobbying Payments and Policy Against Against Shareholder
7 Report on Policies for Safe Disposal Against Against Shareholder
of Prescription Drugs by Users
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JPMORGAN CHASE & CO.
Ticker: JPM Security ID: 46625H100
Meeting Date: MAY 17, 2016 Meeting Type: Annual
Record Date: MAR 18, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Linda B. Bammann For For Management
1b Elect Director James A. Bell For For Management
1c Elect Director Crandall C. Bowles For For Management
1d Elect Director Stephen B. Burke For For Management
1e Elect Director James S. Crown For For Management
1f Elect Director James Dimon For For Management
1g Elect Director Timothy P. Flynn For For Management
1h Elect Director Laban P. Jackson, Jr. For For Management
1i Elect Director Michael A. Neal For For Management
1j Elect Director Lee R. Raymond For For Management
1k Elect Director William C. Weldon For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
4 Require Independent Board Chairman Against For Shareholder
5 Provide Vote Counting to Exclude Against Against Shareholder
Abstentions
6 Prohibit Accelerated Vesting of Awards Against For Shareholder
to Pursue Government Service
7 Appoint Committee to Explore the Against Against Shareholder
Feasibly to Divest Non-Core Banking
Segments
8 Clawback Amendment Against Against Shareholder
9 Adopt Executive Compensation Against Against Shareholder
Philosophy with Social Factors
--------------------------------------------------------------------------------
LINCOLN NATIONAL CORPORATION
Ticker: LNC Security ID: 534187109
Meeting Date: MAY 27, 2016 Meeting Type: Annual
Record Date: MAR 21, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William H. Cunningham For For Management
1.2 Elect Director George W. Henderson, III For For Management
1.3 Elect Director Eric G. Johnson For For Management
1.4 Elect Director M. Leanne Lachman For For Management
1.5 Elect Director William Porter Payne For For Management
1.6 Elect Director Patrick S. Pittard For For Management
1.7 Elect Director Isaiah Tidwell 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 Reduce Supermajority Vote Requirement Against For Shareholder
--------------------------------------------------------------------------------
MASTERCARD INCORPORATED
Ticker: MA Security ID: 57636Q104
Meeting Date: JUN 28, 2016 Meeting Type: Annual
Record Date: APR 29, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Richard Haythornthwaite For For Management
1b Elect Director Ajay Banga For For Management
1c Elect Director Silvio Barzi For For Management
1d Elect Director David R. Carlucci For For Management
1e Elect Director Steven J. Freiberg For For Management
1f Elect Director Julius Genachowski For For Management
1g Elect Director Merit E. Janow For For Management
1h Elect Director Nancy J. Karch For For Management
1i Elect Director Oki Matsumoto For Against Management
1j Elect Director Rima Qureshi For For Management
1k Elect Director Jose Octavio Reyes For For Management
Lagunes
1l Elect Director Jackson Tai For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
--------------------------------------------------------------------------------
MCDONALD'S CORPORATION
Ticker: MCD Security ID: 580135101
Meeting Date: MAY 26, 2016 Meeting Type: Annual
Record Date: MAR 28, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Lloyd Dean For For Management
1b Elect Director Stephen Easterbrook For For Management
1c Elect Director Robert Eckert For For Management
1d Elect Director Margaret Georgiadis For For Management
1e Elect Director Enrique Hernandez, Jr. For For Management
1f Elect Director Jeanne Jackson For For Management
1g Elect Director Richard Lenny For For Management
1h Elect Director Walter Massey For For Management
1i Elect Director John Mulligan For For Management
1j Elect Director Sheila Penrose For For Management
1k Elect Director John Rogers, Jr. For For Management
1l Elect Director Miles White For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Ernst & Young LLP as Auditors For For Management
4 Provide Vote Counting to Exclude Against Against Shareholder
Abstentions
5 Provide Right to Act by Written Consent Against For Shareholder
6 Adopt Holy Land Principles Against Against Shareholder
7 Adopt Policy to Ban Non-Therapeutic Against For Shareholder
Use of Antibiotics in Meat Supply Chain
8 Report on Consistency Between Against Against Shareholder
Corporate Values and Political
Contributions
9 Report on Consistency Between Against Against Shareholder
Corporate Values and Political
Activities
--------------------------------------------------------------------------------
MICHAEL KORS HOLDINGS LIMITED
Ticker: KORS Security ID: G60754101
Meeting Date: JUL 30, 2015 Meeting Type: Annual
Record Date: JUN 01, 2015
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director M. William Benedetto For For Management
1b Elect Director Stephen F. Reitman For For Management
1c Elect Director Jean Tomlin 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 Amend Omnibus Stock Plan For For Management
--------------------------------------------------------------------------------
MOHAWK INDUSTRIES, INC.
Ticker: MHK Security ID: 608190104
Meeting Date: MAY 19, 2016 Meeting Type: Annual
Record Date: MAR 28, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Joseph A. Onorato For For Management
1.2 Elect Director William H. Runge, III For For Management
1.3 Elect Director W. Christopher Wellborn For For Management
2 Ratify KPMG LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
PEPSICO, INC.
Ticker: PEP Security ID: 713448108
Meeting Date: MAY 04, 2016 Meeting Type: Annual
Record Date: FEB 26, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Shona L. Brown For For Management
1b Elect Director George W. Buckley For For Management
1c Elect Director Cesar Conde For For Management
1d Elect Director Ian M. Cook For For Management
1e Elect Director Dina Dublon For For Management
1f Elect Director Rona A. Fairhead For For Management
1g Elect Director Richard W. Fisher For For Management
1h Elect Director William R. Johnson For For Management
1i Elect Director Indra K. Nooyi For For Management
1j Elect Director David C. Page For For Management
1k Elect Director Robert C. Pohlad For For Management
1l Elect Director Lloyd G. Trotter For For Management
1m Elect Director Daniel Vasella For For Management
1n Elect Director Alberto Weisser For For Management
2 Ratify KPMG LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Amend Omnibus Stock Plan For For Management
5 Establish a Board Committee on Against Against Shareholder
Sustainability
6 Report on Plans to Minimize Against Against Shareholder
Pesticides' Impact on Pollinators
7 Adopt Holy Land Principles Against Against Shareholder
8 Adopt Quantitative Renewable Energy Against Against Shareholder
Goals
--------------------------------------------------------------------------------
PFIZER INC.
Ticker: PFE Security ID: 717081103
Meeting Date: APR 28, 2016 Meeting Type: Annual
Record Date: MAR 01, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Dennis A. Ausiello For For Management
1.2 Elect Director W. Don Cornwell For For Management
1.3 Elect Director Joseph J. Echevarria For For Management
1.4 Elect Director Frances D. Fergusson For For Management
1.5 Elect Director Helen H. Hobbs For For Management
1.6 Elect Director James M. Kilts For For Management
1.7 Elect Director Shantanu Narayen For For Management
1.8 Elect Director Suzanne Nora Johnson For For Management
1.9 Elect Director Ian C. Read For For Management
1.10 Elect Director Stephen W. Sanger For For Management
1.11 Elect Director James C. Smith For For Management
2 Ratify KPMG LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Report on Lobbying Payments and Policy Against For Shareholder
5 Give Shareholders Final Say on Against Against Shareholder
Election of Directors
6 Provide Right to Act by Written Consent Against For Shareholder
7 Prohibit Tax Gross-ups on Inversions Against Against Shareholder
--------------------------------------------------------------------------------
PRUDENTIAL FINANCIAL, INC.
Ticker: PRU Security ID: 744320102
Meeting Date: MAY 10, 2016 Meeting Type: Annual
Record Date: MAR 11, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Thomas J. Baltimore, Jr. For For Management
1.2 Elect Director Gilbert F. Casellas For For Management
1.3 Elect Director James G. Cullen For For Management
1.4 Elect Director Mark B. Grier For For Management
1.5 Elect Director Martina Hund-Mejean For For Management
1.6 Elect Director Karl J. Krapek For For Management
1.7 Elect Director Peter R. Lighte For For Management
1.8 Elect Director George Paz For For Management
1.9 Elect Director Sandra Pianalto For For Management
1.10 Elect Director Christine A. Poon For For Management
1.11 Elect Director Douglas A. Scovanner For For Management
1.12 Elect Director John R. Strangfeld For For Management
1.13 Elect Director Michael A. Todma 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 Approve Omnibus Stock Plan For For Management
5 Require Independent Board Chairman Against For Shareholder
--------------------------------------------------------------------------------
QUALCOMM INCORPORATED
Ticker: QCOM Security ID: 747525103
Meeting Date: MAR 08, 2016 Meeting Type: Annual
Record Date: JAN 11, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Barbara T. Alexander For For Management
1b Elect Director Raymond V. Dittamore For For Management
1c Elect Director Jeffrey W. Henderson For For Management
1d Elect Director Thomas W. Horton For For Management
1e Elect Director Paul E. Jacobs For For Management
1f Elect Director Harish Manwani For For Management
1g Elect Director Mark D. McLaughlin For For Management
1h Elect Director Steve Mollenkopf For For Management
1i Elect Director Clark T. 'Sandy' Randt, For For Management
Jr.
1j Elect Director Francisco Ros For For Management
1k Elect Director Jonathan J. Rubinstein For For Management
1l Elect Director Anthony J. Vinciquerra For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Approve Omnibus Stock Plan For For Management
4 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
5 Proxy Access Against For Shareholder
--------------------------------------------------------------------------------
ROYAL BANK OF CANADA
Ticker: RY Security ID: 780087102
Meeting Date: APR 06, 2016 Meeting Type: Annual/Special
Record Date: FEB 08, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director W. Geoffrey Beattie For For Management
1.2 Elect Director Jacynthe Cote For For Management
1.3 Elect Director Toos N. Daruvala For For Management
1.4 Elect Director David F. Denison For For Management
1.5 Elect Director Richard L. George For For Management
1.6 Elect Director Alice D. Laberge For For Management
1.7 Elect Director Michael H. McCain For For Management
1.8 Elect Director David I. McKay For For Management
1.9 Elect Director Heather Munroe-Blum For For Management
1.10 Elect Director Thomas A. Renyi For For Management
1.11 Elect Director Edward Sonshine For For Management
1.12 Elect Director Kathleen P. Taylor For For Management
1.13 Elect Director Bridget A. van Kralingen For For Management
1.14 Elect Director Thierry Vandal For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote on Executive For For Management
Compensation Approach
4 Confirm By-law Amendment to Increase For For Management
Maximum Aggregate Board Compensation
5 SP 1: Simplify Financial Reporting Against Against Shareholder
--------------------------------------------------------------------------------
SALESFORCE.COM, INC.
Ticker: CRM Security ID: 79466L302
Meeting Date: JUN 02, 2016 Meeting Type: Annual
Record Date: APR 07, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Marc Benioff For For Management
1b Elect Director Keith Block For For Management
1c Elect Director Craig Conway For For Management
1d Elect Director Alan Hassenfeld For For Management
1e Elect Director Neelie Kroes For For Management
1f Elect Director Colin Powell For For Management
1g Elect Director Sanford Robertson For For Management
1h Elect Director John V. Roos For For Management
1i Elect Director Lawrence Tomlinson For For Management
1j Elect Director Robin Washington For For Management
1k Elect Director Maynard Webb For For Management
1l Elect Director Susan Wojcicki For For Management
2 Provide Directors May Be Removed With For For Management
or Without Cause
3 Ratify Ernst & Young LLP as Auditors For For Management
4 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
5 Pro-rata Vesting of Equity Awards Against For Shareholder
6 Stock Retention/Holding Period Against For Shareholder
--------------------------------------------------------------------------------
SCHLUMBERGER LIMITED
Ticker: SLB Security ID: 806857108
Meeting Date: APR 06, 2016 Meeting Type: Annual
Record Date: FEB 17, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Peter L.S. Currie For For Management
1b Elect Director V. Maureen Kempston For For Management
Darkes
1c Elect Director Paal Kibsgaard For For Management
1d Elect Director Nikolay Kudryavtsev For For Management
1e Elect Director Michael E. Marks For For Management
1f Elect Director Indra K. Nooyi For For Management
1g Elect Director Lubna S. Olayan For For Management
1h Elect Director Leo Rafael Reif For For Management
1i Elect Director Tore I. Sandvold For For Management
1j Elect Director Henri Seydoux For For Management
2 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
3 Adopt and Approve Financials and For For Management
Dividends
4 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
5 Amend Articles For For Management
6 Fix Number of Directors at Twelve For For Management
7 Amend 2010 Omnibus Stock Incentive Plan For For Management
--------------------------------------------------------------------------------
SOUTHWEST AIRLINES CO.
Ticker: LUV Security ID: 844741108
Meeting Date: MAY 18, 2016 Meeting Type: Annual
Record Date: MAR 22, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director David W. Biegler For For Management
1b Elect Director J. Veronica Biggins For For Management
1c Elect Director Douglas H. Brooks For For Management
1d Elect Director William H. Cunningham For For Management
1e Elect Director John G. Denison For For Management
1f Elect Director Thomas W. Gilligan For For Management
1g Elect Director Gary C. Kelly For For Management
1h Elect Director Grace D. Lieblein For For Management
1i Elect Director Nancy B. Loeffler For For Management
1j Elect Director John T. Montford For For Management
1k Elect Director Ron Ricks For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Ernst & Young LLP as Auditors For For Management
4 Proxy Access Against For Shareholder
--------------------------------------------------------------------------------
TARGET CORPORATION
Ticker: TGT Security ID: 87612E106
Meeting Date: JUN 08, 2016 Meeting Type: Annual
Record Date: APR 11, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Roxanne S. Austin For For Management
1b Elect Director Douglas M. Baker, Jr. For For Management
1c Elect Director Brian C. Cornell For For Management
1d Elect Director Calvin Darden For For Management
1e Elect Director Henrique De Castro For For Management
1f Elect Director Robert L. Edwards For For Management
1g Elect Director Melanie L. Healey For For Management
1h Elect Director Donald R. Knauss For For Management
1i Elect Director Monica C. Lozano For For Management
1j Elect Director Mary E. Minnick For For Management
1k Elect Director Anne M. Mulcahy For For Management
1l Elect Director Derica W. Rice For For Management
1m Elect Director Kenneth L. Salazar For For Management
1n Elect Director John G. Stumpf 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 Report on Guidelines for Country Against Against Shareholder
Selection
--------------------------------------------------------------------------------
TEMPLETON DRAGON FUND, INC.
Ticker: TDF Security ID: 88018T101
Meeting Date: MAY 26, 2016 Meeting Type: Annual
Record Date: MAR 31, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Edith E. Holiday For For Management
1b Elect Director Larry D. Thompson For For Management
1c Elect Director Rupert H. Johnson, Jr. For For Management
1d Elect Director Gregory E. Johnson For For Management
2 Ratify PricewaterhouseCoopers LLPas For For Management
Auditors
--------------------------------------------------------------------------------
THE BOEING COMPANY
Ticker: BA Security ID: 097023105
Meeting Date: MAY 02, 2016 Meeting Type: Annual
Record Date: MAR 03, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director David L. Calhoun For For Management
1b Elect Director Arthur D. Collins, Jr. For For Management
1c Elect Director Kenneth M. Duberstein For For Management
1d Elect Director Edmund P. Giambastiani, For For Management
Jr.
1e Elect Director Lynn J. Good For For Management
1f Elect Director Lawrence W. Kellner For For Management
1g Elect Director Edward M. Liddy For For Management
1h Elect Director Dennis A. Muilenburg For For Management
1i Elect Director Susan C. Schwab For For Management
1j Elect Director Randall L. Stephenson For For Management
1k Elect Director Ronald A. Williams For For Management
1l Elect Director Mike S. Zafirovski 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 Lobbying Payments and Policy Against For Shareholder
5 Reduce Ownership Threshold for Against For Shareholder
Shareholders to Call Special Meeting
6 Require Independent Board Chairman Against Against Shareholder
7 Report on Weapon Sales to Israel Against Against Shareholder
--------------------------------------------------------------------------------
THE DOW CHEMICAL COMPANY
Ticker: DOW Security ID: 260543103
Meeting Date: MAY 12, 2016 Meeting Type: Annual
Record Date: MAR 14, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Ajay Banga For For Management
1b Elect Director Jacqueline K. Barton For For Management
1c Elect Director James A. Bell For For Management
1d Elect Director Richard K. Davis For For Management
1e Elect Director Jeff M. Fettig For For Management
1f Elect Director Andrew N. Liveris For For Management
1g Elect Director Mark Loughridge For For Management
1h Elect Director Raymond J. Milchovich For For Management
1i Elect Director Robert S. Miller For For Management
1j Elect Director Paul Polman For For Management
1k Elect Director Dennis H. Reilley For For Management
1l Elect Director James M. Ringler For For Management
1m Elect Director Ruth G. Shaw 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 Proxy Access Against For Shareholder
--------------------------------------------------------------------------------
THE GOLDMAN SACHS GROUP, INC.
Ticker: GS Security ID: 38141G104
Meeting Date: MAY 20, 2016 Meeting Type: Annual
Record Date: MAR 21, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Lloyd C. Blankfein For For Management
1b Elect Director M. Michele Burns For For Management
1c Elect Director Gary D. Cohn For For Management
1d Elect Director Mark Flaherty For For Management
1e Elect Director William W. George For For Management
1f Elect Director James A. Johnson For For Management
1g Elect Director Lakshmi N. Mittal For Against Management
1h Elect Director Adebayo O. Ogunlesi For For Management
1i Elect Director Peter Oppenheimer For For Management
1j Elect Director Debora L. Spar For For Management
1k Elect Director Mark E. Tucker For For Management
1l Elect Director David A. Viniar For For Management
1m Elect Director Mark O. Winkelman 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 Prohibit Accelerated Vesting of Awards Against Against Shareholder
to Pursue Government Service
5 Provide Vote Counting to Exclude Against Against Shareholder
Abstentions
6 Require Independent Board Chairman Against For Shareholder
--------------------------------------------------------------------------------
THE GOODYEAR TIRE & RUBBER COMPANY
Ticker: GT Security ID: 382550101
Meeting Date: APR 11, 2016 Meeting Type: Annual
Record Date: FEB 16, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director William J. Conaty For For Management
1b Elect Director James A. Firestone For For Management
1c Elect Director Werner Geissler For For Management
1d Elect Director Peter S. Hellman For For Management
1e Elect Director Laurette T. Koellner For For Management
1f Elect Director Richard J. Kramer For For Management
1g Elect Director W. Alan McCollough For For Management
1h Elect Director John E. McGlade For For Management
1i Elect Director Michael J. Morell For For Management
1j Elect Director Roderick A. Palmore For For Management
1k Elect Director Stephanie A. Streeter For For Management
1l Elect Director Thomas H. Weidemeyer For For Management
1m Elect Director Michael R. Wessel For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
4 Proxy Access Against For Shareholder
--------------------------------------------------------------------------------
THE HOME DEPOT, INC.
Ticker: HD Security ID: 437076102
Meeting Date: MAY 19, 2016 Meeting Type: Annual
Record Date: MAR 21, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Gerard J. Arpey For For Management
1b Elect Director Ari Bousbib For For Management
1c Elect Director Gregory D. Brenneman For For Management
1d Elect Director J. Frank Brown For For Management
1e Elect Director Albert P. Carey For For Management
1f Elect Director Armando Codina For For Management
1g Elect Director Helena B. Foulkes For For Management
1h Elect Director Linda R. Gooden For For Management
1i Elect Director Wayne M. Hewett For For Management
1j Elect Director Karen L. Katen For For Management
1k Elect Director Craig A. Menear For For Management
1l Elect Director Mark Vadon For For Management
2 Ratify KPMG LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Prepare Employment Diversity Report Against For Shareholder
and Report on Diversity Policies
5 Reduce Ownership Threshold for Against For Shareholder
Shareholders to Call Special Meeting
--------------------------------------------------------------------------------
THE KROGER CO.
Ticker: KR Security ID: 501044101
Meeting Date: JUN 23, 2016 Meeting Type: Annual
Record Date: APR 27, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Nora A. Aufreiter For For Management
1b Elect Director Robert D. Beyer For For Management
1c Elect Director Anne Gates For For Management
1d Elect Director Susan J. Kropf For For Management
1e Elect Director W. Rodney McMullen For For Management
1f Elect Director Jorge P. Montoya For For Management
1g Elect Director Clyde R. Moore For For Management
1h Elect Director Susan M. Phillips For For Management
1i Elect Director James A. Runde For For Management
1j Elect Director Ronald L. Sargent For For Management
1k Elect Director Bobby S. Shackouls For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
4 Report on Human Rights Risk Assessment Against For Shareholder
Process
5 Assess Environmental Impact of Against For Shareholder
Non-Recyclable Packaging
6 Assess Feasibility and Benefits of Against For Shareholder
Adopting Quantitative Renewable Energy
Goals
7 Adopt a Payout Policy Giving Against Against Shareholder
Preference to Share Buybacks Over
Dividends
--------------------------------------------------------------------------------
THE PROGRESSIVE CORPORATION
Ticker: PGR Security ID: 743315103
Meeting Date: MAY 13, 2016 Meeting Type: Annual
Record Date: MAR 16, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Stuart B. Burgdoerfer For For Management
1.2 Elect Director Charles A. Davis For For Management
1.3 Elect Director Roger N. Farah For For Management
1.4 Elect Director Lawton W. Fitt For For Management
1.5 Elect Director Jeffrey D. Kelly For For Management
1.6 Elect Director Patrick H. Nettles For For Management
1.7 Elect Director Glenn M. Renwick For For Management
1.8 Elect Director Bradley T. Sheares For For Management
1.9 Elect Director Barbara R. Snyder For For Management
2 Eliminate Supermajority Vote For For Management
Requirement
3 Remove Supermajority Vote Requirement For For Management
Applicable to Preferred Stock
4 Adopt the Jurisdiction of For Against Management
Incorporation as the Exclusive Forum
for Certain Disputes
5 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
6 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
--------------------------------------------------------------------------------
THE SOUTHERN COMPANY
Ticker: SO Security ID: 842587107
Meeting Date: MAY 25, 2016 Meeting Type: Annual
Record Date: MAR 28, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Juanita Powell Baranco For For Management
1b Elect Director Jon A. Boscia For For Management
1c Elect Director Henry A. 'Hal' Clark, For For Management
III
1d Elect Director Thomas A. Fanning For For Management
1e Elect Director David J. Grain For For Management
1f Elect Director Veronica M. Hagen For For Management
1g Elect Director Warren A. Hood, Jr. For For Management
1h Elect Director Linda P. Hudson For For Management
1i Elect Director Donald M. James For For Management
1j Elect Director John D. Johns For For Management
1k Elect Director Dale E. Klein For For Management
1l Elect Director William G. Smith, Jr. For For Management
1m Elect Director Steven R. Specker For For Management
1n Elect Director Larry D. Thompson For For Management
1o Elect Director E. Jenner Wood, III For For Management
2 Provide Proxy Access Right For For Management
3 Reduce Supermajority Vote Requirement For For Management
4 Eliminate Fair Price Provision For For Management
5 Permit Board to Amend Bylaws Without For For Management
Shareholder Consent
6 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
7 Amend Omnibus Stock Plan For For Management
8 Ratify Deloitte & Touche as Auditors For For Management
9 Report on Strategy for Aligning with 2 Against For Shareholder
Degree Scenario
10 Report on Financial Risks of Stranded Against For Shareholder
Carbon Assets
--------------------------------------------------------------------------------
TIME WARNER INC.
Ticker: TWX Security ID: 887317303
Meeting Date: JUN 17, 2016 Meeting Type: Annual
Record Date: APR 20, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James L. Barksdale For For Management
1.2 Elect Director William P. Barr For For Management
1.3 Elect Director Jeffrey L. Bewkes For For Management
1.4 Elect Director Stephen F. Bollenbach For For Management
1.5 Elect Director Robert C. Clark For For Management
1.6 Elect Director Mathias Dopfner For For Management
1.7 Elect Director Jessica P. Einhorn For For Management
1.8 Elect Director Carlos M. Gutierrez For For Management
1.9 Elect Director Fred Hassan For For Management
1.10 Elect Director Paul D. Wachter For For Management
1.11 Elect Director Deborah C. Wright 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
--------------------------------------------------------------------------------
TOTAL SA
Ticker: FP Security ID: 89151E109
Meeting Date: MAY 24, 2016 Meeting Type: Annual/Special
Record Date: APR 22, 2016
# 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 2.44 per Share
4 Approve Stock Dividend Program (Cash For For Management
or New Shares)
5 Authorize Repurchase of Up to 10 For For Management
Percent of Issued Share Capital
6 Reelect Gerard Lamarche as Director For Against Management
7 Elect Maria Van der Hoeven as Director For For Management
8 Elect Jean Lemierre as Director For For Management
9 Elect Renata Perycz as Representative For For Management
of Employee Shareholders to the Board
A Elect Charles Keller as Representative Against Against Management
of Employee Shareholders to the Board
B Elect Werner Guyot as Representative Against Against Management
of Employee Shareholders to the Board
10 Renew Appointment of Ernst and Young For For Management
Audit as Auditor
11 Renew Appointment of KPMG SA as Auditor For For Management
12 Renew Appointment of Auditex as For For Management
Alternate Auditor
13 Appoint Salustro Reydel SA as For For Management
Alternate Auditor
14 Approve Auditors' Special Report on For For Management
Related-Party Transactions Including a
New Transaction with Thierry Desmarest
15 Approve Agreements with Patrick For For Management
Pouyanne
16 Advisory Vote on Compensation of For For Management
Thierry Desmarest, Chairman until Dec.
18, 2015
17 Advisory Vote on Compensation of For For Management
Patrick Pouyanne, CEO until Dec. 18,
2015, CEO and Chairman since Dec. 19,
2015
18 Authorize Issuance of Equity or For For Management
Equity-Linked Securities with
Preemptive Rights and/or
Capitalization of Reserves for Bonus
Issue or Increase in Par Value up to
Aggregate Nominal Amount of EUR 2.5
Billion
19 Authorize Issuance of Equity or For For Management
Equity-Linked Securities without
Preemptive Rights up to Aggregate
Nominal Amount of EUR 600 Million
20 Approve Issuance of Equity or For For Management
Equity-Linked Securities for Private
Placements, up to Aggregate Nominal
Amount of EUR 600 Million
21 Authorize Board to Increase Capital in For For Management
the Event of Additional Demand Related
to Delegation Submitted to Shareholder
Vote Under Items 19 and 20
22 Authorize Capital Increase of up to 10 For For Management
Percent of Issued Capital for
Contributions in Kind
23 Authorize Capital Issuances for Use in For For Management
Employee Stock Purchase Plans
24 Authorize up to 0.8 Percent of Issued For Against Management
Capital for Use in Restricted Stock
Plans
25 Authorize up to 0.75 Percent of Issued For Against Management
Capital for Use in Stock Option Plans
--------------------------------------------------------------------------------
UBS GROUP AG
Ticker: UBSG Security ID: H42097107
Meeting Date: MAY 10, 2016 Meeting Type: Annual
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Accept Financial Statements and For For Management
Statutory Reports
1.2 Approve Remuneration Report For For Management
2.1 Approve Allocation of Income and For For Management
Dividends of 0.60 per Share from
Capital Contribution Reserves
2.2 Approve Supplementary Dividends of CHF For For Management
0.25 per Share from Capital
Contribution Reserves
3 Approve Discharge of Board and Senior For For Management
Management
4 Approve Variable Remuneration of For For Management
Executive Committee in the Amount of
CHF 71.25 Million
5 Approve Fixed Remuneration of For For Management
Executive Committee in the Amount of
CHF 28.5 Million
6.1.1 Reelect Axel Weber as Director and For For Management
Board Chairman
6.1.2 Reelect Michel Demare as Director For For Management
6.1.3 Reelect David Sidwell as Director For For Management
6.1.4 Reelect Reto Francioni as Director For For Management
6.1.5 Reelect Ann Godbehere as Director For For Management
6.1.6 Reelect William Parrett as Director For For Management
6.1.7 Reelect Isabelle Romy as Director For For Management
6.1.8 Reelect Beatrice Weder di Mauro as For For Management
Director
6.1.9 Reelect Joseph Yam as Director For For Management
6.2.1 Elect Robert Scully as Director For For Management
6.2.2 Elect Dieter Wemmer as Director For For Management
6.3.1 Appoint Ann Godbehere as Member of the For For Management
Compensation Committee
6.3.2 Appoint Michel Demare as Member of the For For Management
Compensation Committee
6.3.3 Appoint Reto Francioni as Member of For For Management
the Compensation Committee
6.3.4 Appoint William Parrett as Member of For For Management
the Compensation Committee
7 Approve Maximum Remuneration of For For Management
Directors in the Amount of CHF 14
Million
8.1 Designate ADB Altorfer Duss & For For Management
Beilstein AG as Independent Proxy
8.2 Ratify Ernst & Young AG as Auditors For For Management
9 Transact Other Business (Voting) For Against Management
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UNITED PARCEL SERVICE, INC.
Ticker: UPS Security ID: 911312106
Meeting Date: MAY 05, 2016 Meeting Type: Annual
Record Date: MAR 07, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director David P. Abney For For Management
1b Elect Director Rodney C. Adkins For For Management
1c Elect Director Michael J. Burns For For Management
1d Elect Director William R. Johnson For For Management
1e Elect Director Candace Kendle For For Management
1f Elect Director Ann M. Livermore For For Management
1g Elect Director Rudy H.P. Markham For For Management
1h Elect Director Clark 'Sandy' T. Randt, For For Management
Jr.
1i Elect Director John T. Stankey For For Management
1j Elect Director Carol B. Tome For For Management
1k Elect Director Kevin M. Warsh For For Management
2 Ratify Deloitte & Touche LLP as For For Management
Auditors
3 Report on Lobbying Payments and Policy Against For Shareholder
4 Approve Recapitalization Plan for all Against For Shareholder
Stock to Have One-vote per Share
5 Adopt Holy Land Principles Against Against Shareholder
--------------------------------------------------------------------------------
UNITEDHEALTH GROUP INCORPORATED
Ticker: UNH Security ID: 91324P102
Meeting Date: JUN 06, 2016 Meeting Type: Annual
Record Date: APR 08, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director William C. Ballard, Jr. For For Management
1b Elect Director Edson Bueno For For Management
1c Elect Director Richard T. Burke For For Management
1d Elect Director Robert J. Darretta For For Management
1e Elect Director Stephen J. Hemsley For For Management
1f Elect Director Michele J. Hooper For For Management
1g Elect Director Rodger A. Lawson For For Management
1h Elect Director Glenn M. Renwick For For Management
1i Elect Director Kenneth I. Shine For For Management
1j Elect Director Gail R. Wilensky 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
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VERIZON COMMUNICATIONS INC.
Ticker: VZ Security ID: 92343V104
Meeting Date: MAY 05, 2016 Meeting Type: Annual
Record Date: MAR 07, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Shellye L. Archambeau For For Management
1.2 Elect Director Mark T. Bertolini For For Management
1.3 Elect Director Richard L. Carrion For For Management
1.4 Elect Director Melanie L. Healey For For Management
1.5 Elect Director M. Frances Keeth For For Management
1.6 Elect Director Karl-Ludwig Kley For For Management
1.7 Elect Director Lowell C. McAdam For For Management
1.8 Elect Director Donald T. Nicolaisen For For Management
1.9 Elect Director Clarence Otis, Jr. For For Management
1.10 Elect Director Rodney E. Slater For For Management
1.11 Elect Director Kathryn A. Tesija For For Management
1.12 Elect Director Gregory D. Wasson For For Management
1.13 Elect Director Gregory G. Weaver 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 Adopt Quantitative Renewable Energy Against Against Shareholder
Goals
5 Report on Indirect Political Against For Shareholder
Contributions
6 Report on Lobbying Payments and Policy Against For Shareholder
7 Require Independent Board Chairman Against Against Shareholder
8 Submit Severance Agreement Against For Shareholder
(Change-in-Control) to Shareholder Vote
9 Stock Retention/Holding Period Against Against Shareholder
--------------------------------------------------------------------------------
WAL-MART STORES, INC.
Ticker: WMT Security ID: 931142103
Meeting Date: JUN 03, 2016 Meeting Type: Annual
Record Date: APR 08, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director James I. Cash, Jr. For For Management
1b Elect Director Pamela J. Craig For For Management
1c Elect Director Timothy P. Flynn For For Management
1d Elect Director Thomas W. Horton For For Management
1e Elect Director Marissa A. Mayer For For Management
1f Elect Director C. Douglas McMillon For For Management
1g Elect Director Gregory B. Penner For For Management
1h Elect Director Steven S. Reinemund For For Management
1i Elect Director Kevin Y. Systrom For For Management
1j Elect Director S. Robson Walton For For Management
1k Elect Director Steuart L. Walton For For Management
1l Elect Director Linda S. Wolf For For Management
2 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
3 Amend Qualified Employee Stock For For Management
Purchase Plan
4 Ratify Ernst & Young LLP as Auditors For For Management
5 Require Independent Board Chairman Against For Shareholder
6 Report on Incentive Compensation Plans Against For Shareholder
7 Report on Guidelines for Country Against Against Shareholder
Selection
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WELLS FARGO & COMPANY
Ticker: WFC Security ID: 949746101
Meeting Date: APR 26, 2016 Meeting Type: Annual
Record Date: MAR 01, 2016
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director John D. Baker, II For For Management
1b Elect Director Elaine L. Chao For For Management
1c Elect Director John S. Chen For For Management
1d Elect Director Lloyd H. Dean For For Management
1e Elect Director Elizabeth A. Duke For For Management
1f Elect Director Susan E. Engel For For Management
1g Elect Director Enrique Hernandez, Jr. For For Management
1h Elect Director Donald M. James For For Management
1i Elect Director Cynthia H. Milligan For For Management
1j Elect Director Federico F. Pena For For Management
1k Elect Director James H. Quigley For For Management
1l Elect Director Stephen W. Sanger For For Management
1m Elect Director John G. Stumpf For For Management
1n Elect Director Susan G. Swenson For For Management
1o Elect Director Suzanne M. Vautrinot 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 Require Independent Board Chairman Against Against Shareholder
5 Report on Lobbying Payments and Policy Against Against Shareholder
========== 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.
(Registrant) The Zweig Total Return Fund, Inc.
By: /s/ George R. Aylward
------------------------------------
George R. Aylward, President
Date: August 11, 2016