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 811-05502
Comstock Funds, Inc.
(Exact name of registrant as specified in charter)
One Corporate Center
Rye, New York 10580-1422
(Address of principal executive offices) (Zip code)
John C. Ball
Gabelli Funds, LLC
One Corporate Center
Rye, New York 10580-1422
(Name and address of agent for service)
Registrant’s telephone number, including area code: 1-800-422-3554
Date of fiscal year end: April 30
Date of reporting period: July 1, 2022 – June 30, 2023
Form N-PX is to be used by a registered management investment company, other than a small business investment company registered on Form N-5 (17 CFR 239.24 and 274.5), to file reports with the Commission, not later than August 31 of each year, containing the registrant’s proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
PROXY VOTING RECORD
FOR PERIOD JULY 1, 2022 TO JUNE 30, 2023
| ProxyEdge | Report Date: 07/01/2023 |
| Meeting Date Range: 07/01/2022 - 06/30/2023 | 1 |
| The Comstock Capital Value Fund |
Investment Company Report
| NATUS MEDICAL INCORPORATED | ||||||||||||
| Security | 639050103 | Meeting Type | Special | |||||||||
| Ticker Symbol | NTUS | Meeting Date | 06-Jul-2022 | |||||||||
| ISIN | US6390501038 | Agenda | 935674285 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To approve and adopt the Agreement and Plan of Merger, made and entered into as of April 17, 2022 as amended from time to time (as so amended from time to time, the "Merger Agreement"), by and among Natus Medical Incorporated ("Natus"), Prince Parent Inc. ("Parent"), and Prince Mergerco Inc. ("Merger Sub"), pursuant to which, Merger Sub will be merged with and into Natus and Natus will continue as the surviving corporation of the merger and a wholly owned subsidiary of Parent (the "Merger"). | Management | For | For | ||||||||
| 2. | To approve the adjournment of the Company Stockholder Meeting from time to time, if necessary or appropriate, as determined in good faith by the Board of Directors, including to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Company Stockholder Meeting. | Management | For | For | ||||||||
| 3. | To approve, by non-binding, advisory vote, certain compensation that will or may become payable by Natus to its named executive officers in connection with the Merger. | Management | For | For | ||||||||
| MANDIANT INC. | ||||||||||||
| Security | 562662106 | Meeting Type | Annual | |||||||||
| Ticker Symbol | MNDT | Meeting Date | 07-Jul-2022 | |||||||||
| ISIN | US5626621065 | Agenda | 935658495 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1a. | Election of Class III Director: Kevin R. Mandia | Management | For | For | ||||||||
| 1b. | Election of Class III Director: Enrique Salem | Management | For | For | ||||||||
| 2. | To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2022. | Management | For | For | ||||||||
| 3. | Advisory vote to approve named executive officer compensation. | Management | For | For | ||||||||
| 4. | Advisory vote on the frequency of future advisory votes to approve named executive officer compensation. | Management | 1 Year | For | ||||||||
| TOWER SEMICONDUCTOR LTD. | ||||||||||||
| Security | M87915274 | Meeting Type | Annual | |||||||||
| Ticker Symbol | TSEM | Meeting Date | 21-Jul-2022 | |||||||||
| ISIN | IL0010823792 | Agenda | 935681153 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1a. | Election of Director to serve until the next annual meeting: Amir Elstein | Management | For | For | ||||||||
| 1b. | Election of Director to serve until the next annual meeting: Russell Ellwanger | Management | For | For | ||||||||
| 1c. | Election of Director to serve until the next annual meeting: Kalman Kaufman | Management | For | For | ||||||||
| 1d. | Election of Director to serve until the next annual meeting: Dana Gross | Management | For | For | ||||||||
| 1e. | Election of Director to serve until the next annual meeting: Ilan Flato | Management | For | For | ||||||||
| 1f. | Election of Director to serve until the next annual meeting: Yoav Chelouche | Management | For | For | ||||||||
| 1g. | Election of Director to serve until the next annual meeting: Iris Avner | Management | For | For | ||||||||
| 1h. | Election of Director to serve until the next annual meeting: Michal Vakrat Wolkin | Management | For | For | ||||||||
| 1i. | Election of Director to serve until the next annual meeting: Avi Hasson | Management | For | For | ||||||||
| 2. | TO APPOINT Mr. Amir Elstein as the Chairman of the Board of Directors to serve until the next annual meeting of shareholders and until his successor is duly appointed and approve the terms of his compensation in such capacity, as described in Proposal 2 of the Proxy Statement, subject to approval of his election as a director under Proposal 1. | Management | For | For | ||||||||
| 3. | TO APPROVE the increase in the annual base salary of Mr. Russell Ellwanger, the Company's Chief Executive Officer, as described in Proposal 3 of the Proxy Statement. | Management | For | For | ||||||||
| 3a. | Do you have a "Personal Interest" (as defined in the Proxy Statement) with respect to the subject matter of Proposal 3? Mark "for" = yes or "against" = no. | Management | Against | |||||||||
| 4. | TO APPROVE the award of equity-based compensation to Mr. Russell Ellwanger, the Company's Chief Executive Officer, as described in Proposal 4 of the Proxy Statement. | Management | For | For | ||||||||
| 4a. | Do you have a "Personal Interest" (as defined in the Proxy Statement) with respect to the subject matter of Proposal 4? Mark "for" = yes or "against" = no. | Management | Against | |||||||||
| 5. | TO APPROVE the equity grant to each member of the Company's Board of Directors (other than Amir Elstein and Russell Ellwanger), as described in Proposal 5 of the Proxy Statement, subject to his or her respective election as a director under Proposal 1. | Management | For | For | ||||||||
| 6. | TO APPROVE the appointment of Brightman Almagor Zohar & Co, Certified Public Accountants, a firm in the Deloitte Global Network, as the independent registered public accountants of the Company for the year ending December 31, 2022 and for the period commencing January 1, 2023 and until the next annual shareholders meeting, and to authorize the Audit Committee of the Board of Directors to determine the remuneration of such firm in accordance with the volume and nature of its services. | Management | For | For | ||||||||
| AMERICAN CAMPUS COMMUNITIES, INC. | ||||||||||||
| Security | 024835100 | Meeting Type | Special | |||||||||
| Ticker Symbol | ACC | Meeting Date | 04-Aug-2022 | |||||||||
| ISIN | US0248351001 | Agenda | 935681189 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To approve the merger of American Campus Communities, Inc. with and into Abacus Merger Sub I LLC (the "Merger") pursuant to the terms of the Agreement and Plan of Merger, dated as of April 18, 2022, as it may be amended from time to time, among Abacus Parent LLC, Abacus Merger Sub I LLC, Abacus Merger Sub II LLC, American Campus Communities, Inc. and American Campus Communities Operating Partnership LP as more particularly described in the Proxy Statement. | Management | For | For | ||||||||
| 2. | To approve, on a non-binding, advisory basis, the compensation that may be paid or become payable to our named executive officers that is based on or otherwise relates to the mergers as more particularly described in the Proxy Statement. | Management | For | For | ||||||||
| 3. | To approve any adjournment of the Virtual Special Meeting for the purpose of soliciting additional proxies if there are not sufficient votes at the Virtual Special Meeting to approve the Merger as more particularly described in the Proxy Statement. | Management | For | For | ||||||||
| SWITCH INC | ||||||||||||
| Security | 87105L104 | Meeting Type | Special | |||||||||
| Ticker Symbol | SWCH | Meeting Date | 04-Aug-2022 | |||||||||
| ISIN | US87105L1044 | Agenda | 935685327 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To vote on a proposal to approve the merger of Sunshine Parent Merger Sub Inc. with and into Switch, Inc. pursuant to the Agreement and Plan of Merger, dated as of May 11, 2022, and as it may be amended from time to time, among Switch, Switch, Ltd., Sunshine Merger Sub, Ltd., Sunshine Parent Merger Sub Inc. and Sunshine Bidco Inc. | Management | For | For | ||||||||
| 2. | To vote on a proposal to approve, on a non-binding, advisory basis, the compensation that may be paid or become payable to our named executive officers in connection with the Mergers | Management | For | For | ||||||||
| 3. | To vote on a proposal to approve any adjournment of the Special Meeting for the purpose of soliciting additional proxies if there are not sufficient votes at the Special Meeting to approve the Merger | Management | For | For | ||||||||
| PLANTRONICS, INC. | ||||||||||||
| Security | 727493108 | Meeting Type | Annual | |||||||||
| Ticker Symbol | POLY | Meeting Date | 22-Aug-2022 | |||||||||
| ISIN | US7274931085 | Agenda | 935693247 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1A. | Election of Director: Kathy Crusco | Management | For | For | ||||||||
| 1B. | Election of Director: Brian Dexheimer | Management | For | For | ||||||||
| 1C. | Election of Director: Robert Hagerty | Management | For | For | ||||||||
| 1D. | Election of Director: Gregg Hammann | Management | For | For | ||||||||
| 1E. | Election of Director: Guido Jouret | Management | For | For | ||||||||
| 1F. | Election of Director: Talvis Love | Management | For | For | ||||||||
| 1G. | Election of Director: Marshall Mohr | Management | For | For | ||||||||
| 1H. | Election of Director: Daniel Moloney | Management | For | For | ||||||||
| 1I. | Election of Director: David M. Shull | Management | For | For | ||||||||
| 1J. | Election of Director: Marv Tseu | Management | For | For | ||||||||
| 1K. | Election of Director: Yael Zheng | Management | For | For | ||||||||
| 2. | Ratify the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm of Plantronics, Inc. for fiscal year 2023. | Management | For | For | ||||||||
| 3. | Approve, on an advisory basis, the compensation of Plantronics Inc.'s named executive officers. | Management | For | For | ||||||||
| PFSWEB, INC. | ||||||||||||
| Security | 717098206 | Meeting Type | Annual | |||||||||
| Ticker Symbol | PFSW | Meeting Date | 23-Aug-2022 | |||||||||
| ISIN | US7170982067 | Agenda | 935688020 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1.1 | Election of Director: David I. Beatson | Management | For | For | ||||||||
| 1.2 | Election of Director: Monica Luechtefeld | Management | For | For | ||||||||
| 1.3 | Election of Director: Shinichi Nagakura | Management | For | For | ||||||||
| 1.4 | Election of Director: Benjamin Rosenzweig | Management | For | For | ||||||||
| 1.5 | Election of Director: Robert Frankfurt | Management | For | For | ||||||||
| 1.6 | Election of Director: Mercedes De Luca | Management | For | For | ||||||||
| 1.7 | Election of Director: Michael C. Willoughby | Management | For | For | ||||||||
| 2. | To approve, on a non-binding, advisory basis, the compensation of the Company's Named Executive Officers. | Management | For | For | ||||||||
| 3. | To approve an amendment to the Rights Agreement with Computershare Inc. as rights agent. | Management | Against | Against | ||||||||
| 4. | To approve BDO USA, LLP as the Company's independent auditors for the fiscal year ended December 31, 2022. | Management | For | For | ||||||||
| NIELSEN HOLDINGS PLC | ||||||||||||
| Security | G6518L108 | Meeting Type | Special | |||||||||
| Ticker Symbol | NLSN | Meeting Date | 01-Sep-2022 | |||||||||
| ISIN | GB00BWFY5505 | Agenda | 935689642 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To (a) authorize the members of the Board of Directors of Nielsen Holdings plc to take necessary actions for carrying scheme of arrangement into effect, (b) amend Nielsen's articles of association, (c) direct the Board to deliver order of the U.K. Court sanctioning Scheme under Section 899(1) of Companies Act to Registrar of Companies for England & Wales in accordance with provisions of Scheme & laws of England & Wales (d) direct the Board that it need not undertake a Company Adverse Recommendation Change in connection with an Intervening Event. | Management | For | For | ||||||||
| 2. | To approve, on an advisory (non-binding) basis, the compensation that may be paid or become payable to Nielsen's named executive officers that is based on or otherwise related to the Transaction Agreement and the transactions contemplated by the Transaction Agreement. | Management | For | For | ||||||||
| NIELSEN HOLDINGS PLC | ||||||||||||
| Security | G6518L111 | Meeting Type | Special | |||||||||
| Ticker Symbol | Meeting Date | 01-Sep-2022 | ||||||||||
| ISIN | Agenda | 935689654 - Management | ||||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To approve a Scheme to be made between Nielsen and the Scheme Shareholders (as defined in the Scheme). | Management | For | For | ||||||||
| USA TRUCK, INC. | ||||||||||||
| Security | 902925106 | Meeting Type | Special | |||||||||
| Ticker Symbol | USAK | Meeting Date | 12-Sep-2022 | |||||||||
| ISIN | US9029251066 | Agenda | 935697093 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated as of June 23, 2022, (as it may be further amended, modified or supplemented from time to time, the "merger agreement"), by and among USA Truck, Inc., Schenker, Inc., and Tango Merger, Inc. | Management | For | For | ||||||||
| 2. | To approve, on a non-binding, advisory basis, the compensation that may be paid or become payable to USA Truck Inc.'s named executive officers that is based on or otherwise relates to the merger. | Management | For | For | ||||||||
| 3. | To approve a proposal to adjourn the special meeting to a later date or time if necessary or appropriate, including to solicit additional proxies in favor of the proposal to adopt the merger agreement if there are insufficient votes at the time of the special meeting to adopt the merger agreement. | Management | For | For | ||||||||
| TWITTER, INC. | ||||||||||||
| Security | 90184L102 | Meeting Type | Special | |||||||||
| Ticker Symbol | TWTR | Meeting Date | 13-Sep-2022 | |||||||||
| ISIN | US90184L1026 | Agenda | 935694174 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger (as it may be amended from time to time, the "Merger Agreement") dated as of April 25, 2022, by and among X Holdings I, Inc., X Holdings II, Inc., Twitter, Inc., and, solely for the purposes of certain provisions of the Merger Agreement, Elon R. Musk. | Management | For | For | ||||||||
| 2. | To approve, on a non-binding, advisory basis, the compensation that will or may become payable by Twitter to its named executive officers in connection with the merger. | Management | For | For | ||||||||
| 3. | To approve any proposal to adjourn the Special Meeting, from time to time, to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. | Management | For | For | ||||||||
| ZENDESK, INC. | ||||||||||||
| Security | 98936J101 | Meeting Type | Special | |||||||||
| Ticker Symbol | ZEN | Meeting Date | 19-Sep-2022 | |||||||||
| ISIN | US98936J1016 | Agenda | 935700307 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated as of June 24, 2022, by and among Zendesk, Inc., Zoro BidCo, Inc. and Zoro Merger Sub, Inc., as it may be amended from time to time (the "Merger Agreement"). | Management | For | For | ||||||||
| 2. | To approve, on an advisory (nonbinding) basis, the compensation that may be paid or become payable to named executive officers of Zendesk, Inc. that is based on or otherwise relates to the Merger Agreement and the transactions contemplated by the Merger Agreement. | Management | For | For | ||||||||
| 3. | To approve any adjournment of the special meeting of stockholders of Zendesk, Inc. (the "Special Meeting"), if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. | Management | For | For | ||||||||
| BLACK KNIGHT, INC. | ||||||||||||
| Security | 09215C105 | Meeting Type | Special | |||||||||
| Ticker Symbol | BKI | Meeting Date | 21-Sep-2022 | |||||||||
| ISIN | US09215C1053 | Agenda | 935702882 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | Proposal to approve and adopt the Agreement and Plan of Merger, dated as of May 4, 2022, among Intercontinental Exchange, Inc., Sand Merger Sub Corporation and Black Knight (as amended from time to time) (the "merger proposal"). | Management | For | For | ||||||||
| 2. | Proposal to approve, on a non-binding, advisory basis, the compensation that may be paid or become payable to Black Knight's named executive officers that is based on or otherwise relates to the merger (the "compensation proposal"). | Management | For | For | ||||||||
| 3. | Proposal to adjourn or postpone the special meeting, if necessary or appropriate, to solicit additional proxies if, immediately prior to such adjournment or postponement, there are not sufficient votes to approve the merger proposal or to ensure that any supplement or amendment to the accompanying proxy statement/prospectus is timely provided to holders of Black Knight common stock (the "adjournment proposal"). | Management | For | For | ||||||||
| 1LIFE HEALTHCARE, INC. | ||||||||||||
| Security | 68269G107 | Meeting Type | Special | |||||||||
| Ticker Symbol | ONEM | Meeting Date | 22-Sep-2022 | |||||||||
| ISIN | US68269G1076 | Agenda | 935704432 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated July 20, 2022 (such agreement, as it may be amended, modified or supplemented from time to time, the "Merger Agreement"), by and among 1Life Healthcare, Inc. ("1Life"), a Delaware corporation, Amazon.com, Inc. ("Amazon"), a Delaware corporation, and Negroni Merger Sub, Inc. ("Merger Sub"), a Delaware corporation. Upon the terms and subject to the conditions of the Merger Agreement, Amazon will acquire 1Life via a merger of Merger Sub with and into 1Life, with 1Life continuing as the surviving corporation. | Management | For | For | ||||||||
| 2. | To approve, on an advisory (non-binding) basis, the compensation that may be paid or become payable to 1Life's named executive officers that is based on or otherwise relates to the Merger Agreement and the transactions contemplated by the Merger Agreement. | Management | For | For | ||||||||
| 3. | To adjourn the special meeting of the 1Life stockholders (the "Special Meeting") to a later date or dates, if necessary or appropriate, including to solicit additional proxies to approve the proposal to adopt the Merger Agreement if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. | Management | For | For | ||||||||
| SIERRA WIRELESS, INC. | ||||||||||||
| Security | 826516106 | Meeting Type | Special | |||||||||
| Ticker Symbol | SWIR | Meeting Date | 27-Sep-2022 | |||||||||
| ISIN | CA8265161064 | Agenda | 935706195 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1 | To consider, if deemed advisable, to pass, with or without variation, a special resolution of Securityholders, the full text of which is attached as Appendix C to the management information circular of Sierra Wireless, Inc. (the "Company") dated August 26, 2022 (the "Circular"), to approve an arrangement under section 192 of the Canada Business Corporations Act involving the Company, the whole as more particularly described in the Circular and 13548597 Canada Inc. | Management | For | For | ||||||||
| BIOHAVEN PHARMACEUTICAL HLDG CO LTD | ||||||||||||
| Security | G11196105 | Meeting Type | Special | |||||||||
| Ticker Symbol | BHVN | Meeting Date | 29-Sep-2022 | |||||||||
| ISIN | VGG111961055 | Agenda | 935707298 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt (i) the Agreement and Plan of Merger, dated as of May 9, 2022 (the "Merger Agreement"), by and among Biohaven Pharmaceutical Holding Company Ltd. ("Biohaven"), Pfizer Inc. & Bulldog (BVI) Ltd., (ii) the form of Plan of Reverse Triangular Merger & form of Plan of Forward Triangular Merger (together, the "Plan of Merger") & (iii) Separation & Distribution Agreement, dated as of May 9, 2022 ("Distribution Agreement"), by and between Biohaven & Biohaven Research Ltd. ("SpinCo"), in each case, as they may be amended from time to time. | Management | For | For | ||||||||
| 2. | To approve, by non-binding, advisory vote, certain compensatory arrangements for Biohaven's named executive officers in connection with the acquisition by Pfizer of Biohaven and the distribution to Biohaven's shareholders of all of the issued and outstanding common shares of SpinCo. | Management | For | For | ||||||||
| 3. | To adjourn the Special Meeting, if necessary, desirable or appropriate, to solicit additional proxies if, at the time of the Special Meeting, there are an insufficient number of votes to adopt the Merger Agreement, the Plan of Merger and the Distribution Agreement. | Management | For | For | ||||||||
| HANGER, INC. | ||||||||||||
| Security | 41043F208 | Meeting Type | Special | |||||||||
| Ticker Symbol | HNGR | Meeting Date | 30-Sep-2022 | |||||||||
| ISIN | US41043F2083 | Agenda | 935705648 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt and approve the Agreement and Plan of Merger, dated July 21, 2022 (as it may be amended or restated from time to time, the "Merger Agreement"), by and among Hero Parent, Inc., Hero Merger Sub, Inc. and Hanger, Inc., and the transactions contemplated thereby, including the merger. | Management | For | For | ||||||||
| 2. | To approve the adjournment of the special meeting to a later date or dates if necessary to solicit additional proxies if there are insufficient votes to adopt and approve the Merger Agreement and the transactions contemplated thereby, including the merger, at the time of the special meeting. | Management | For | For | ||||||||
| 3. | To approve, on a non-binding, advisory basis, certain compensation that will or may become payable by Hanger to its named executive officers in connection with the merger. | Management | For | For | ||||||||
| GLOBAL BLOOD THERAPEUTICS, INC. | ||||||||||||
| Security | 37890U108 | Meeting Type | Special | |||||||||
| Ticker Symbol | GBT | Meeting Date | 30-Sep-2022 | |||||||||
| ISIN | US37890U1088 | Agenda | 935705662 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated as of August 7, 2022, by and among Pfizer Inc., Ribeye Acquisition Corp. and Global Blood Therapeutics, Inc., as it may be amended from time to time (the "Merger Agreement"). | Management | For | For | ||||||||
| 2. | To approve, on an advisory (nonbinding) basis, the compensation that may be paid or become payable to Global Blood Therapeutics, Inc.'s named executive officers that is based on or otherwise related to the Merger Agreement and the transactions contemplated by the Merger Agreement. | Management | For | For | ||||||||
| 3. | To adjourn the special meeting of stockholders of Global Blood Therapeutics, Inc. (the "Special Meeting"), if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. | Management | For | For | ||||||||
| TERMINIX GLOBAL HOLDINGS INC | ||||||||||||
| Security | 88087E100 | Meeting Type | Special | |||||||||
| Ticker Symbol | TMX | Meeting Date | 06-Oct-2022 | |||||||||
| ISIN | US88087E1001 | Agenda | 935711083 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger (the "merger agreement"), dated as of December 13, 2021, as amended by Amendment No. 1, dated as of March 14, 2022, by and among Terminix Global Holdings, Inc. ("Terminix"), Rentokil Initial plc, Rentokil Initial US Holdings, Inc., Leto Holdings I, Inc. and Leto Holdings II, LLC. | Management | For | For | ||||||||
| 2. | To approve, on a non-binding, advisory basis, the compensation that may be paid or become payable to Terminix's named executive officers that is based on, or otherwise related to, the transactions contemplated by the merger agreement. | Management | For | For | ||||||||
| MERIDIAN BIOSCIENCE, INC. | ||||||||||||
| Security | 589584101 | Meeting Type | Special | |||||||||
| Ticker Symbol | VIVO | Meeting Date | 10-Oct-2022 | |||||||||
| ISIN | US5895841014 | Agenda | 935710702 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | Adoption of the Agreement and Plan of Merger, (as may be amended from time to time, the "merger agreement"), by and among Meridian Bioscience, Inc. ("Meridian"), SD Biosensor, Inc., Columbus Holding Company ("Columbus Holding") and Madeira Acquisition Corp., a directly wholly owned subsidiary of Columbus Holding ("Merger Sub"). The merger agreement provides for acquisition of Meridian by Columbus Holding through a merger of Merger Sub with and into Meridian, with Meridian surviving merger as a wholly owned subsidiary of Columbus Holding. | Management | For | For | ||||||||
| 2. | Approval, on an advisory (non-binding) basis, of the compensation that may be paid or become payable to Meridian's named executive officers that is based on or otherwise relates to the merger agreement and the transactions contemplated by the merger agreement. | Management | For | For | ||||||||
| 3. | Approval of the adjournment of the special meeting to a later date or dates if necessary or appropriate to solicit additional proxies if there are insufficient votes to adopt the merger agreement at the time of the special meeting. | Management | For | For | ||||||||
| COVETRUS, INC. | ||||||||||||
| Security | 22304C100 | Meeting Type | Special | |||||||||
| Ticker Symbol | CVET | Meeting Date | 11-Oct-2022 | |||||||||
| ISIN | US22304C1009 | Agenda | 935711970 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated as of May 24, 2022 (as the same may be amended from time to time, the "Merger Agreement"), by and among Covetrus, Inc., a Delaware corporation, Corgi Bidco, Inc., a Delaware corporation ("Parent"), and Corgi Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent ("Merger Sub"), a copy of which is attached as Annex A to the accompanying proxy statement, pursuant to which Merger Sub will be merged with and into the Company. | Management | For | For | ||||||||
| 2. | To approve, by a non-binding advisory vote, the compensation that may be paid or become payable to the Company's named executive officers that is based on or otherwise relates to the Transactions, including the Merger. | Management | For | For | ||||||||
| 3. | To adjourn the special meeting to a later date or time if necessary or appropriate and for a minimum period of time reasonable under the circumstances, to ensure that any necessary supplement or amendment to the accompanying proxy statement is provided to Company stockholders a reasonable amount of time in advance of the special meeting or to solicit additional proxies in favor of the Merger Agreement Proposal if there are insufficient votes at the time of the special meeting to adopt the Merger Agreement. | Management | For | For | ||||||||
| AVALARA, INC. | ||||||||||||
| Security | 05338G106 | Meeting Type | Special | |||||||||
| Ticker Symbol | AVLR | Meeting Date | 14-Oct-2022 | |||||||||
| ISIN | US05338G1067 | Agenda | 935711502 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | Approval of the Agreement and Plan of Merger, dated as of August 8, 2022 (as it may be amended, modified, or supplemented from time to time), by and among Lava Intermediate, Inc. ("Parent"), Lava Merger Sub, Inc. ("Merger Sub") and Avalara, Inc. ("Avalara") (the "merger proposal"). | Management | For | For | ||||||||
| 2. | Approval, on a non-binding advisory basis, of certain compensation that will or may be paid by Avalara to its named executive officers that is based on or otherwise relates to the merger (the "named executive officer merger-related compensation advisory proposal"). | Management | For | For | ||||||||
| 3. | Approval of the adjournment of the special meeting to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are not sufficient votes at the time of the special meeting to approve the merger agreement proposal or to ensure that any supplement or amendment to the accompanying proxy statement is timely provided to Avalara shareholders (the "adjournment proposal"). | Management | For | For | ||||||||
| IROBOT CORPORATION | ||||||||||||
| Security | 462726100 | Meeting Type | Special | |||||||||
| Ticker Symbol | IRBT | Meeting Date | 17-Oct-2022 | |||||||||
| ISIN | US4627261005 | Agenda | 935710598 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To approve and adopt the Agreement and Plan of Merger, dated as of August 4, 2022 (as it may be amended from time to time, the "merger agreement"), by and among Amazon.com, Inc., a Delaware corporation, Martin Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Amazon. com ("Merger Sub"), and iRobot Corporation ("iRobot"), pursuant to which Merger Sub will be merged with and into iRobot (the "merger"), with iRobot surviving the merger. | Management | For | For | ||||||||
| 2. | To approve, on an advisory (non-binding) basis, certain compensation that may be paid or become payable to iRobot's named executive officers in connection with the merger. | Management | For | For | ||||||||
| 3. | To approve the adjournment from time to time of the special meeting, if necessary or appropriate, including to solicit additional proxies if there are insufficient votes at the time of the special meeting to approve the proposal to approve and adopt the merger agreement. | Management | For | For | ||||||||
| PING IDENTITY HOLDING CORP. | ||||||||||||
| Security | 72341T103 | Meeting Type | Special | |||||||||
| Ticker Symbol | PING | Meeting Date | 17-Oct-2022 | |||||||||
| ISIN | US72341T1034 | Agenda | 935713520 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated as of August 2, 2022 (as it may be amended, supplemented or otherwise modified from time to time, the "Merger Agreement"), by and among Ping Identity Holding Corp., a Delaware corporation ("Ping Identity"), Project Polaris Holdings, LP, a Delaware limited partnership ("Parent"), and Project Polaris Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent ("Merger Sub"). | Management | For | For | ||||||||
| 2. | To approve, on an advisory, non-binding basis, the compensation that may be paid or may become payable to Ping Identity's named executive officers in connection with the Merger. | Management | For | For | ||||||||
| 3. | To adjourn the Special Meeting of Ping Identity Stockholders (the "Special Meeting") to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. | Management | For | For | ||||||||
| CHEMOCENTRYX, INC. | ||||||||||||
| Security | 16383L106 | Meeting Type | Special | |||||||||
| Ticker Symbol | CCXI | Meeting Date | 18-Oct-2022 | |||||||||
| ISIN | US16383L1061 | Agenda | 935713532 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated as of August 3, 2022 (the "Merger Agreement"), by and among ChemoCentryx, Inc. ("ChemoCentryx"), Amgen Inc. ("Amgen") and Carnation Merger Sub, Inc., a wholly owned subsidiary of Amgen ("Merger Sub"), pursuant to which Merger Sub will be merged with and into ChemoCentryx (the "Merger") with ChemoCentryx surviving the Merger as a wholly owned subsidiary of Amgen. | Management | For | For | ||||||||
| 2. | To approve, on a non-binding, advisory basis, certain compensation that will or may be paid or become payable to ChemoCentryx's named executive officers that is based on or otherwise relates to the Merger. | Management | For | For | ||||||||
| 3. | To approve the adjournment of the Special Meeting to a later date or dates if necessary to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. | Management | For | For | ||||||||
| EVO PAYMENTS, INC. | ||||||||||||
| Security | 26927E104 | Meeting Type | Special | |||||||||
| Ticker Symbol | EVOP | Meeting Date | 26-Oct-2022 | |||||||||
| ISIN | US26927E1047 | Agenda | 935715550 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated as of August 1, 2022, by and among EVO Payments, Inc., Global Payments Inc. and Falcon Merger Sub Inc., as it may be amended from time to time (the "Merger Agreement"). | Management | For | For | ||||||||
| 2. | To approve, on a non-binding, advisory basis, certain compensation that will or may become payable to EVO Payments, Inc.'s named executive officers in connection with the Merger. | Management | For | For | ||||||||
| 3. | To approve the adjournment of the Special Meeting ("Special Meeting") of stockholders of EVO Payments, Inc., from time to time, if necessary or appropriate (as determined by the Board of Directors or the chairperson of the meeting), including to solicit additional proxies if there are insufficient votes at the time of the Special Meeting to establish a quorum or adopt the Merger Agreement. | Management | For | For | ||||||||
| PZENA INVESTMENT MANAGEMENT, INC. | ||||||||||||
| Security | 74731Q103 | Meeting Type | Special | |||||||||
| Ticker Symbol | PZN | Meeting Date | 27-Oct-2022 | |||||||||
| ISIN | US74731Q1031 | Agenda | 935717251 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated as of July 26, 2022, by and among Pzena Investment Management, LLC, a Delaware limited liability company ("PIM, LLC"), Panda Merger Sub, LLC, a Delaware limited liability company and a wholly owned subsidiary of PIM, LLC ("Merger Sub"), and Pzena Investment Management, Inc. (the "Company"), pursuant to which, among other things, the Company will merge with and into Merger Sub (the "Merger"), with Merger Sub surviving the Merger as a wholly owned subsidiary of PIM, LLC (such proposal, the "Merger Agreement Proposal"). | Management | For | For | ||||||||
| 2. | To approve one or more proposals to adjourn the special meeting to a later date or dates if necessary or appropriate, including adjournments to solicit additional proxies if there are insufficient votes at the time of the special meeting to approve the Merger Agreement Proposal. | Management | For | For | ||||||||
| 3. | To approve, by nonbinding, advisory vote, certain compensation arrangements for the Company's named executive officers in connection with the Merger. | Management | For | For | ||||||||
| RESOLUTE FOREST PRODUCTS INC. | ||||||||||||
| Security | 76117W109 | Meeting Type | Special | |||||||||
| Ticker Symbol | RFP | Meeting Date | 31-Oct-2022 | |||||||||
| ISIN | US76117W1099 | Agenda | 935715637 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1 | To adopt the Agreement and Plan of Merger, dated as of July 5, 2022 (as it may be further amended, modified or supplemented from time to time, the "merger agreement"), by and among the Company, Domtar Corporation, a Delaware corporation ("Parent" or "Domtar"), Terra Acquisition Sub Inc., a Delaware corporation and a wholly owned subsidiary of Domtar ("Merger Sub"), Karta Halten B.V., a private limited company organized under the laws of the Netherlands ("Karta Halten"), and Paper Excellence B.V., a private limited company organized under the laws of the Netherlands (together with Domtar and Karta Halten, the "Parent Parties"), pursuant to which Merger Sub will be merged with and into the Company (the "merger"), with the Company surviving as a wholly owned subsidiary of Domtar; and | Management | For | For | ||||||||
| 2 | To approve, by a non-binding advisory vote, the compensation that may be paid or become payable to the Company's named executive officers that is based on or otherwise relates to the merger. | Management | For | For | ||||||||
| SIGNIFY HEALTH, INC. | ||||||||||||
| Security | 82671G100 | Meeting Type | Special | |||||||||
| Ticker Symbol | SGFY | Meeting Date | 31-Oct-2022 | |||||||||
| ISIN | US82671G1004 | Agenda | 935718239 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated September 2, 2022 (the "Merger Agreement"), by and among Signify Health, Inc. ("Signify"), CVS Pharmacy, Inc. ("CVS"), and Noah Merger Sub, Inc. ("Merger Subsidiary"), pursuant to which, among other things, Merger Subsidiary will merge with and into Signify (the "Merger"), with Signify surviving the Merger as a wholly owned subsidiary of CVS. | Management | For | For | ||||||||
| 2. | To adjourn the Special Meeting to a later date or dates, if necessary or appropriate, including to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. | Management | For | For | ||||||||
| CYBEROPTICS CORPORATION | ||||||||||||
| Security | 232517102 | Meeting Type | Special | |||||||||
| Ticker Symbol | CYBE | Meeting Date | 02-Nov-2022 | |||||||||
| ISIN | US2325171021 | Agenda | 935717807 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated as of August 7, 2022, as it may be amended from time to time, among CyberOptics Corporation, Nordson Corporation and Meta Merger Company. | Management | For | For | ||||||||
| 2. | To approve, on a non-binding advisory basis, the compensation that will or may become payable by CyberOptics to CyberOptics' named executive officers in connection with the merger. | Management | For | For | ||||||||
| 3. | To approve any proposal to adjourn the special meeting, from time to time, to a later date or dates, if necessary or appropriate as determined in good faith by the CyberOptics Board of Directors, to solicit additional proxies if there are insufficient votes to adopt the merger agreement at the time of the Special Meeting. | Management | For | For | ||||||||
| HILL INTERNATIONAL, INC. | ||||||||||||
| Security | 431466101 | Meeting Type | Special | |||||||||
| Ticker Symbol | HIL | Meeting Date | 02-Nov-2022 | |||||||||
| ISIN | US4314661012 | Agenda | 935720145 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Amended and Restated Agreement and Plan of Merger, dated as of August 26, 2022, among Hill International, Inc., Global Infrastructure Solutions Inc. and Liberty Acquisition Sub Inc., as it may be amended, supplemented or otherwise modified from time to time (the "Merger Agreement"). | Management | For | For | ||||||||
| 2. | To approve, on a non-binding, advisory basis, the compensation that may be paid or become payable to Hill International, Inc.'s named executive officers that is based on or otherwise related to the merger contemplated by the Merger Agreement. | Management | For | For | ||||||||
| 3. | To approve the adjournment of the special meeting of stockholders of Hill International, Inc. (the "Special Meeting") to a later date or time, if necessary or appropriate, to solicit additional proxies in the event that there are not sufficient votes at the time of the Special Meeting to adopt the Merger Agreement. | Management | For | For | ||||||||
| COMPUTER SERVICES, INC. | ||||||||||||
| Security | 20539A105 | Meeting Type | Special | |||||||||
| Ticker Symbol | CSVI | Meeting Date | 09-Nov-2022 | |||||||||
| ISIN | US20539A1051 | Agenda | 935720602 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To consider and vote on the proposal to approve the Agreement and Plan of Merger, dated as of August 20, 2022, (the "Merger Agreement"), by and among Catalyst Top Parent, Inc., a Delaware corporation ("Parent"), Catalyst Merger Sub, Inc., a Kentucky corporation and a wholly-owned subsidiary of Parent ("Merger Sub"), and Computer Services, Inc. ("CSI"). Pursuant to the terms of the Merger Agreement, Merger Sub will merge with and into CSI and the separate corporate existence of Merger Sub will cease, with CSI continuing as the surviving corporation. | Management | For | For | ||||||||
| 2. | To consider and vote on any proposal to adjourn the Special Meeting to a later date or dates if necessary or appropriate to solicit additional proxies if there are insufficient votes to approve the Merger Agreement at the time of the Special Meeting. | Management | For | For | ||||||||
| CHANNELADVISOR CORPORATION | ||||||||||||
| Security | 159179100 | Meeting Type | Special | |||||||||
| Ticker Symbol | ECOM | Meeting Date | 11-Nov-2022 | |||||||||
| ISIN | US1591791009 | Agenda | 935721820 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated September 4, 2022, by and among ChannelAdvisor Corporation, a Delaware corporation, CommerceHub, Inc., a Delaware corporation, and CH Merger Sub, Inc., a Delaware corporation. | Management | For | For | ||||||||
| 2. | To approve, on an advisory (non-binding) basis, the compensation that may be paid or become payable to ChannelAdvisor's named executive officers that is based on or otherwise relates to the Merger Agreement and the transactions contemplated by the Merger Agreement. | Management | For | For | ||||||||
| 3. | To adjourn the special meeting of the ChannelAdvisor stockholders (the "Special Meeting") to a later date or dates, if necessary or appropriate, including to solicit additional proxies to approve the proposal to adopt the Merger Agreement if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. | Management | For | For | ||||||||
| COWEN INC. | ||||||||||||
| Security | 223622606 | Meeting Type | Special | |||||||||
| Ticker Symbol | COWN | Meeting Date | 15-Nov-2022 | |||||||||
| ISIN | US2236226062 | Agenda | 935721818 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated as of August 1, 2022, by and among Cowen Inc., The Toronto- Dominion Bank and Crimson Holdings Acquisition Co., as it may be amended from time to time (the "Merger Agreement"). | Management | For | For | ||||||||
| 2. | To approve, on an advisory (non-binding) basis, the compensation that may be paid or become payable to Cowen Inc.'s named executive officers that is based on or otherwise related to the Merger Agreement and the transactions contemplated by the Merger Agreement. | Management | For | For | ||||||||
| 3. | To adjourn the special meeting of stockholders of Cowen Inc. (the "Special Meeting"), if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. | Management | For | For | ||||||||
| AERIE PHARMACEUTICALS, INC. | ||||||||||||
| Security | 00771V108 | Meeting Type | Special | |||||||||
| Ticker Symbol | AERI | Meeting Date | 17-Nov-2022 | |||||||||
| ISIN | US00771V1089 | Agenda | 935721286 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated as of August 22, 2022 (such agreement, as it may be amended, modified, or supplemented from time to time, the "merger agreement"), by and among Aerie Pharmaceuticals, Inc. ("Aerie"), Alcon Research, LLC ("Alcon") and Lyon Merger Sub, Inc., a direct wholly owned subsidiary of Alcon ("Merger Sub"), pursuant to which, upon the terms and subject to the conditions of the merger agreement, Merger Sub will merge with and into Aerie (the "merger"), with Aerie continuing as the surviving corporation. | Management | For | For | ||||||||
| 2. | To approve on an advisory (non-binding) basis, the compensation that will or may be paid or become payable to Aerie's named executive officers that is based on or otherwise relates to the merger agreement and the transactions contemplated by the merger agreement (the "compensation proposal"). | Management | For | For | ||||||||
| 3. | To approve the adjournment of the special meeting to a later date or dates, if necessary or appropriate, including to solicit additional proxies to approve the merger agreement proposal if there are insufficient votes to adopt the merger agreement at the time of the special meeting (the "adjournment proposal"). | Management | For | For | ||||||||
| ATLAS AIR WORLDWIDE HOLDINGS, INC. | ||||||||||||
| Security | 049164205 | Meeting Type | Special | |||||||||
| Ticker Symbol | AAWW | Meeting Date | 29-Nov-2022 | |||||||||
| ISIN | US0491642056 | Agenda | 935724802 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated as of August 4, 2022, by and among Atlas Air Worldwide Holdings, Inc., a Delaware corporation (the "Company"), Rand Parent, LLC, a Delaware limited liability Company ("Parent"), and Rand Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent ("MergerCo"), pursuant to which and subject to the terms and conditions thereof, MergerCo will be merged with and into the Company (the "merger"), with the Company surviving the merger as a wholly-owned subsidiary of Parent. | Management | For | For | ||||||||
| 2. | To approve, by advisory (non binding) vote, the compensation that may be paid or become payable to the Company's named executive officers in connection with the consummation of the merger | Management | For | For | ||||||||
| 3. | To approve any adjournment of the special meeting for the purpose of soliciting additional proxies if there are insufficient votes at the special meeting to approve Proposal 1 | Management | For | For | ||||||||
| TURQUOISE HILL RESOURCES LTD. | ||||||||||||
| Security | 900435207 | Meeting Type | Special | |||||||||
| Ticker Symbol | TRQ | Meeting Date | 09-Dec-2022 | |||||||||
| ISIN | CA9004352071 | Agenda | 935717821 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1 | To consider and, if deemed advisable, to pass, with or without variation, a special resolution, the full text of which is outlined in Appendix A of the accompanying management proxy circular (the "Circular"), to approve an arrangement pursuant to section 195 of the Business Corporations Act (Yukon) involving the Corporation, Rio Tinto International Holdings Limited and Rio Tinto plc, the whole as described in the Circular. | Management | For | For | ||||||||
| STORE CAPITAL CORPORATION | ||||||||||||
| Security | 862121100 | Meeting Type | Special | |||||||||
| Ticker Symbol | STOR | Meeting Date | 09-Dec-2022 | |||||||||
| ISIN | US8621211007 | Agenda | 935732518 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To approve the merger of STORE Capital Corporation with and into Ivory REIT, LLC (the "merger"), with Ivory REIT, LLC surviving the merger, as contemplated by the Agreement and Plan of Merger, dated as of September 15, 2022, as may be amended from time to time (the "merger agreement"), among STORE Capital Corporation, Ivory REIT, LLC and Ivory Parent, LLC (the "merger proposal"). | Management | For | For | ||||||||
| 2. | To approve, on a non-binding, advisory basis, the compensation that may be paid or become payable to our named executive officers that is based on or otherwise relates to the merger. | Management | For | For | ||||||||
| 3. | To approve any adjournment of the special meeting for the purpose of soliciting additional proxies if there are not sufficient votes at the special meeting to approve the merger proposal. | Management | For | For | ||||||||
| BTRS HOLDINGS INC. | ||||||||||||
| Security | 11778X104 | Meeting Type | Special | |||||||||
| Ticker Symbol | BTRS | Meeting Date | 13-Dec-2022 | |||||||||
| ISIN | US11778X1046 | Agenda | 935736237 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | A proposal to adopt the Agreement and Plan of Merger, dated as of September 28, 2022, by and among BTRS Holdings Inc. ("Billtrust"), Bullseye FinCo, Inc. ("Parent") and Bullseye Merger Sub, Inc. ("Merger Sub"), as may be amended from time to time (the "merger agreement"), pursuant to which Merger Sub will be merged with and into Billtrust, with Billtrust surviving the merger as a wholly owned subsidiary of Parent (the "merger"). | Management | For | For | ||||||||
| 2. | A proposal to approve, on a non-binding, advisory basis, certain compensation that will or may be paid by Billtrust to its named executive officers that is based on or otherwise relates to the merger. | Management | For | For | ||||||||
| 3. | A proposal to approve an adjournment of the special meeting, including if necessary to solicit additional proxies in favor of the proposal to approve and adopt the merger agreement, if there are not sufficient votes at the time of such adjournment to approve and adopt the merger agreement. | Management | For | For | ||||||||
| ARCHAEA ENERGY INC. | ||||||||||||
| Security | 03940F103 | Meeting Type | Special | |||||||||
| Ticker Symbol | LFG | Meeting Date | 13-Dec-2022 | |||||||||
| ISIN | US03940F1030 | Agenda | 935738471 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated as of October 16, 2022 (as it may be amended, supplemented or otherwise modified from time to time, the "Merger Agreement"), by and among Archaea Energy Inc. ("Archaea"), LFG Acquisition Holdings LLC, ("Opco"), BP Products North America Inc., ("Parent"), Condor RTM Inc., ("Merger Sub"), and Condor RTM LLC ("Opco Merger Sub"). | Management | For | For | ||||||||
| 2. | To adjourn the Special Meeting of Archaea stockholders (the "Special Meeting") to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. | Management | For | For | ||||||||
| POSHMARK INC. | ||||||||||||
| Security | 73739W104 | Meeting Type | Special | |||||||||
| Ticker Symbol | POSH | Meeting Date | 27-Dec-2022 | |||||||||
| ISIN | US73739W1045 | Agenda | 935746074 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated as of October 3, 2022 ("Merger Agreement"), by and among Poshmark, Inc., ("Poshmark"), NAVER Corporation, a public corporation organized under the laws of the Republic of Korea ("Parent" or "NAVER"), and Proton Parent, Inc., ("Proton Parent"), and Proton Merger Sub, Inc., ("Merger Sub"). | Management | For | For | ||||||||
| 2. | To vote on a proposal to adjourn the Special Meeting to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting (the "Adjournment Proposal"). | Management | For | For | ||||||||
| AVEO PHARMACEUTICALS, INC. | ||||||||||||
| Security | 053588307 | Meeting Type | Special | |||||||||
| Ticker Symbol | AVEO | Meeting Date | 05-Jan-2023 | |||||||||
| ISIN | US0535883070 | Agenda | 935745109 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To consider and vote on a proposal to adopt the Agreement and Plan of Merger (as it may be amended from time to time, referred to as the "Merger Agreement"), dated as of October 18, 2022, among LG Chem, Ltd., (referred to as "LG Chem"), Acacia Acquisition Sub, Inc., an indirect wholly owned subsidiary of LG Chem (referred to as "Merger Sub"), and AVEO Pharmaceuticals, Inc. ("AVEO"), pursuant to which Merger Sub will be merged with and into AVEO, with AVEO surviving the merger as an indirect wholly owned subsidiary of LG Chem (referred to as the "Merger") | Management | For | For | ||||||||
| 2. | To consider and vote on a proposal to approve, on a non- binding, advisory basis, certain compensation that will or may be paid or become payable to AVEO's named executive officers that is based on or otherwise relates to the Merger. | Management | For | For | ||||||||
| 3. | To consider and vote on a proposal to approve the adjournment of the Special Meeting to a later date or dates if necessary to solicit additional proxies if there are insufficient votes to approve the proposal to adopt the Merger Agreement at the time of the Special Meeting. | Management | For | For | ||||||||
| USERTESTING, INC. | ||||||||||||
| Security | 91734E101 | Meeting Type | Special | |||||||||
| Ticker Symbol | USER | Meeting Date | 10-Jan-2023 | |||||||||
| ISIN | US91734E1010 | Agenda | 935748888 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated as of October 26, 2022 (the "Merger Agreement"), by and among UserTesting, Inc., a Delaware corporation (the "Company"), Thunder Holdings, LLC, a Delaware limited liability company ("Parent"), and Thunder Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which Merger Sub will merge with and into the Company (the "Merger"), with the Company to survive the Merger as a wholly owned subsidiary of Parent. | Management | For | For | ||||||||
| 2. | To approve any proposal to adjourn the Special Meeting to a later date or dates if necessary or appropriate to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. | Management | For | For | ||||||||
| FORGEROCK, INC. | ||||||||||||
| Security | 34631B101 | Meeting Type | Special | |||||||||
| Ticker Symbol | FORG | Meeting Date | 12-Jan-2023 | |||||||||
| ISIN | US34631B1017 | Agenda | 935749284 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger (as it may be amended from time to time), dated as of October 10, 2022, among Project Fortress Parent, LLC, Project Fortress Merger Sub, Inc. and ForgeRock, Inc. (the "merger agreement"). | Management | For | For | ||||||||
| 2. | To approve, on a non-binding, advisory basis, the compensation that will or may become payable by ForgeRock to its named executive officers in connection with the merger. | Management | For | For | ||||||||
| 3. | To approve any proposal to adjourn the special meeting to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the merger agreement at the time of the special meeting. | Management | For | For | ||||||||
| ALTRA INDUSTRIAL MOTION CORP. | ||||||||||||
| Security | 02208R106 | Meeting Type | Special | |||||||||
| Ticker Symbol | AIMC | Meeting Date | 17-Jan-2023 | |||||||||
| ISIN | US02208R1068 | Agenda | 935751126 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated as of October 26, 2022, by and among Regal Rexnord Corporation, Aspen Sub, Inc. and Altra Industrial Motion Corp., as it may be amended from time to time (the "Merger Agreement"). | Management | For | For | ||||||||
| 2. | To approve, on an advisory (nonbinding) basis, the compensation that may be paid or become payable to Altra Industrial Motion Corp.'s named executive officers that is based on or otherwise relates to the Merger Agreement and the transactions contemplated by the Merger Agreement. | Management | For | For | ||||||||
| 3. | To adjourn the special meeting of stockholders of Altra Industrial Motion Corp. (the "Special Meeting"), if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. | Management | For | For | ||||||||
| BENEFITFOCUS, INC. | ||||||||||||
| Security | 08180D106 | Meeting Type | Special | |||||||||
| Ticker Symbol | BNFT | Meeting Date | 20-Jan-2023 | |||||||||
| ISIN | US08180D1063 | Agenda | 935752445 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To consider and vote on a proposal to adopt the Agreement and Plan of Merger, dated as of November 1, 2022, as amended and restated by the Amended and Restated Agreement and Plan of Merger on December 19, 2022 (as may be further amended or modified from time to time in accordance with its terms, the "Merger Agreement"), by and among Benefitfocus, Inc. ("Benefitfocus"), Voya Financial, Inc. ("Voya") and Origami Squirrel Acquisition Corp ("Merger Sub"), pursuant to which ...(due to space limits,see proxy material for full proposal). | Management | For | For | ||||||||
| 2. | To consider and vote on a proposal to approve, on a non- binding, advisory basis, certain compensation that will or may be paid by Benefitfocus to certain of its named executive officers that is based on or otherwise relates to the Merger (the "Named Executive Officer Merger- Related Compensation Proposal"). | Management | For | For | ||||||||
| KNOWBE4, INC. | ||||||||||||
| Security | 49926T104 | Meeting Type | Special | |||||||||
| Ticker Symbol | KNBE | Meeting Date | 31-Jan-2023 | |||||||||
| ISIN | US49926T1043 | Agenda | 935753815 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger (as it may be amended from time to time, the "Merger Agreement") dated as of October 11, 2022, by and among KnowBe4, Inc. ("KnowBe4"), Oranje Holdco, LLC ("Parent") and Oranje Merger Sub, Inc. ("Merger Sub"), pursuant to which Merger Sub will merge with and into KnowBe4, with KnowBe4 surviving as a wholly owned subsidiary of Parent (the "Merger"). | Management | For | For | ||||||||
| 2. | To approve, on a non-binding, advisory basis, the compensation that will or may become payable by KnowBe4 to its named executive officers in connection with the Merger. | Management | For | For | ||||||||
| 3. | To approve any proposal to adjourn the special meeting of stockholders (the "Special Meeting"), from time to time, to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. | Management | For | For | ||||||||
| KNOWBE4, INC. | ||||||||||||
| Security | 49926T104 | Meeting Type | Special | |||||||||
| Ticker Symbol | KNBE | Meeting Date | 31-Jan-2023 | |||||||||
| ISIN | US49926T1043 | Agenda | 935753815 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger (as it may be amended from time to time, the "Merger Agreement") dated as of October 11, 2022, by and among KnowBe4, Inc. ("KnowBe4"), Oranje Holdco, LLC ("Parent") and Oranje Merger Sub, Inc. ("Merger Sub"), pursuant to which Merger Sub will merge with and into KnowBe4, with KnowBe4 surviving as a wholly owned subsidiary of Parent (the "Merger"). | Management | For | For | ||||||||
| 2. | To approve, on a non-binding, advisory basis, the compensation that will or may become payable by KnowBe4 to its named executive officers in connection with the Merger. | Management | For | For | ||||||||
| 3. | To approve any proposal to adjourn the special meeting of stockholders (the "Special Meeting"), from time to time, to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. | Management | For | For | ||||||||
| APOLLO ENDOSURGERY, INC. | ||||||||||||
| Security | 03767D108 | Meeting Type | Special | |||||||||
| Ticker Symbol | APEN | Meeting Date | 09-Feb-2023 | |||||||||
| ISIN | US03767D1081 | Agenda | 935758396 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated November 29, 2022 (such agreement, as it may be amended, modified or supplemented from time to time, the "Merger Agreement"), by and among Apollo Endosurgery, Inc. ("Apollo"), a Delaware corporation, Boston Scientific Corporation, a Delaware corporation, and Textile Merger Sub, Inc. a Delaware corporation. | Management | For | For | ||||||||
| 2. | To approve, on an advisory (non-binding) basis, the compensation that may be paid or become payable to Apollo's named executive officers that is based on or otherwise relates to the Merger Agreement and the transactions contemplated by the Merger Agreement. | Management | For | For | ||||||||
| 3. | To adjourn the special meeting of the Apollo stockholders (the "Special Meeting") to a later date or dates, if necessary or appropriate, including to solicit additional proxies to approve the proposal to adopt the Merger Agreement if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. | Management | For | For | ||||||||
| COUPA SOFTWARE INCORPORATED | ||||||||||||
| Security | 22266L106 | Meeting Type | Special | |||||||||
| Ticker Symbol | COUP | Meeting Date | 23-Feb-2023 | |||||||||
| ISIN | US22266L1061 | Agenda | 935763335 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated as of December 11, 2022 (the "merger agreement"), by and among Coupa Software Incorporated, Coupa Holdings. LLC (f/k/a Project CS Parent, LLC), and Project CS Merger Sub, Inc. | Management | For | For | ||||||||
| 2. | To approve, by advisory (non-binding) vote, the compensation that may be paid or become payable to the Company's named executive officers in connection with the consummation of the merger. | Management | For | For | ||||||||
| 3. | To approve any adjournment of the special meeting for the purpose of soliciting additional proxies if there are insufficient votes at the special meeting to adopt the merger agreement. | Management | For | For | ||||||||
| ATLAS CORP. | ||||||||||||
| Security | Y0436Q109 | Meeting Type | Annual | |||||||||
| Ticker Symbol | ATCO | Meeting Date | 24-Feb-2023 | |||||||||
| ISIN | MHY0436Q1098 | Agenda | 935757407 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt and approve the Agreement and Plan of Merger, dated October 31, 2022 (the "Merger Agreement"), as it may be amended from time to time, by and among Atlas Corp. (the "Company"), Poseidon Acquisition Corp. ("Poseidon") and Poseidon Merger Sub, Inc. ("Merger Sub"), and the transactions contemplated by the Merger Agreement, including the merger of Merger Sub with and into the Company, with the Company surviving as a Marshall Islands corporation and a wholly owned subsidiary of Poseidon. | Management | For | For | ||||||||
| 2a. | Election of Director: Bing Chen | Management | For | For | ||||||||
| 2b. | Election of Director: David Sokol | Management | For | For | ||||||||
| 2c. | Election of Director: Lawrence Simkins | Management | For | For | ||||||||
| 2d. | Election of Director: John C. Hsu | Management | For | For | ||||||||
| 2e. | Election of Director: Nicholas Pitts-Tucker | Management | For | For | ||||||||
| 2f. | Election of Director: Lawrence Chin | Management | For | For | ||||||||
| 2g. | Election of Director: Stephen Wallace | Management | For | For | ||||||||
| 2h. | Election of Director: Katie Wade | Management | For | For | ||||||||
| 3. | Ratification of the appointment of KPMG LLP, Chartered Professional Accountants, as the Company's independent auditors for the fiscal year ending December 31, 2022. | Management | For | For | ||||||||
| 4. | To approve the adjournment of the Annual Meeting from time to time at the discretion of the Special Committee (the "Special Committee") of the Board of Directors (the "Board") of the Company or the Board (acting solely in accordance with the recommendation of the Special Committee), if necessary or appropriate, including to solicit additional proxies if there are not sufficient votes to approve the proposal specified in Item 1 at the time of the Annual Meeting. | Management | For | For | ||||||||
| HORIZON THERAPEUTICS PLC | ||||||||||||
| Security | G46188101 | Meeting Type | Special | |||||||||
| Ticker Symbol | HZNP | Meeting Date | 24-Feb-2023 | |||||||||
| ISIN | IE00BQPVQZ61 | Agenda | 935761622 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | Ordinary Resolution to approve the Scheme of Arrangement and authorize the directors of Horizon to take all such actions as they consider necessary or appropriate for carrying the Scheme of Arrangement into effect. | Management | For | For | ||||||||
| 2. | Special Resolution to amend the articles of association of Horizon so that any Horizon Shares that are issued on or after the Voting Record Time to persons other than Acquirer Sub or its nominee(s) will either be subject to the terms of the Scheme of Arrangement or be immediately and automatically acquired by Acquirer Sub and/or its nominee(s) for the Scheme Consideration. | Management | For | For | ||||||||
| 3. | Ordinary Resolution to approve, on a non-binding, advisory basis, specified compensatory arrangements between Horizon and its named executive officers relating to the Transaction. | Management | For | For | ||||||||
| 4. | Ordinary Resolution to approve any motion by the Chairman to adjourn the EGM or any adjournments thereof, to solicit additional proxies in favor of the approval of the resolutions if there are insufficient votes at the time of the EGM to approve resolutions 1 and 2. | Management | For | For | ||||||||
| HORIZON THERAPEUTICS PLC | ||||||||||||
| Security | G46188111 | Meeting Type | Special | |||||||||
| Ticker Symbol | Meeting Date | 24-Feb-2023 | ||||||||||
| ISIN | Agenda | 935761634 - Management | ||||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | That the Scheme of Arrangement in its original form or with or subject to any modification(s), addition(s) or condition(s) approved or imposed by the Irish High Court be agreed to. | Management | For | For | ||||||||
| OPIANT PHARMACEUTICALS, INC. | ||||||||||||
| Security | 683750103 | Meeting Type | Special | |||||||||
| Ticker Symbol | OPNT | Meeting Date | 01-Mar-2023 | |||||||||
| ISIN | US6837501039 | Agenda | 935756481 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To approve the Merger Agreement and thereby approve the transactions contemplated by the Merger Agreement, including the Merger. | Management | For | For | ||||||||
| 2. | To approve, on a non-binding advisory basis, certain compensation that will or may become payable to the named executive officers of Opiant in connection with the Merger. | Management | For | For | ||||||||
| 3. | To adjourn the special meeting, if necessary or appropriate, to solicit additional proxies if there are insufficient votes at the time of the special meeting to adopt the Merger Agreement. | Management | For | For | ||||||||
| MYOVANT SCIENCES LTD. | ||||||||||||
| Security | G637AM102 | Meeting Type | Special | |||||||||
| Ticker Symbol | MYOV | Meeting Date | 01-Mar-2023 | |||||||||
| ISIN | BMG637AM1024 | Agenda | 935761444 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | A proposal to adopt and approve an Agreement and Plan of Merger, dated as of October 23, 2022 (as it may be amended from time to time in accordance with its terms, the "Merger Agreement"), and a related Statutory Merger Agreement (the "Statutory Merger Agreement"), by and among Myovant Sciences Ltd. ("Myovant"), Sumitovant Biopharma Ltd. ("Sumitovant"), Zeus Sciences Ltd. and, solely with respect to Article IX and Annex A of the Merger Agreement, Sumitomo Pharma Co., Ltd., and the transactions contemplated by Merger Agreement & Statutory Merger Agreement. | Management | For | For | ||||||||
| 2. | A non-binding, advisory proposal to approve specified compensation that may become payable to the named executive officers of Myovant in connection with the Merger. | Management | For | For | ||||||||
| 3. | A proposal to approve an adjournment of the special general meeting, if necessary or appropriate (as determined by Myovant after consultation in good faith with Sumitovant), to solicit additional proxies if there are insufficient votes at the time of the special general meeting to approve Proposal 1. | Management | For | For | ||||||||
| AEROJET ROCKETDYNE HOLDINGS, INC. | ||||||||||||
| Security | 007800105 | Meeting Type | Special | |||||||||
| Ticker Symbol | AJRD | Meeting Date | 16-Mar-2023 | |||||||||
| ISIN | US0078001056 | Agenda | 935767220 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To approve and adopt the Agreement and Plan of Merger, dated as of December 17, 2022 (as amended, modified or supplemented from time to time, the "Merger Agreement"), by and among Aerojet Rocketdyne, L3Harris and Merger Sub (the "Merger Proposal"). | Management | For | For | ||||||||
| 2. | To approve, on an advisory (non-binding) basis, certain compensation that may be paid or become payable to Aerojet Rocketdyne's named executive officers in connection with the Merger, the value of which is disclosed in the table in the section of the proxy statement entitled "The Merger - Interests of Aerojet Rocketdyne's Directors and Executive Officers in the Merger - Quantification of Payments" (the "Compensation Proposal"). | Management | For | For | ||||||||
| 3. | To approve the adjournment of the Special Meeting, if necessary or appropriate, including to solicit additional proxies if there are insufficient votes at the time of the Special Meeting to approve the Merger Proposal or in the absence of a quorum (the "Adjournment Proposal"). | Management | For | For | ||||||||
| AMRYT PHARMA PLC | ||||||||||||
| Security | 03217L106 | Meeting Type | Annual | |||||||||
| Ticker Symbol | AMYT | Meeting Date | 22-Mar-2023 | |||||||||
| ISIN | US03217L1061 | Agenda | 935768690 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| C1. | Voting "For" or "Against" the proposed scheme of arrangement (the "Scheme"). | Management | For | For | ||||||||
| G1. | THAT, for the purpose of giving effect to the scheme of arrangement dated February 16, 2023 between the Company and the holders of Scheme Shares (as defined in such scheme of arrangement), a print of which has been produced to this meeting and for the purposes of identification signed by the chairman of this meeting, in its original form or with or subject to any modification, addition, or condition as may be agreed from time to time (including, for the avoidance of doubt, after the date ...(Due to space limits, see proxy material for full proposal). | Management | For | For | ||||||||
| DUCK CREEK TECHNOLOGIES, INC. | ||||||||||||
| Security | 264120106 | Meeting Type | Special | |||||||||
| Ticker Symbol | DCT | Meeting Date | 28-Mar-2023 | |||||||||
| ISIN | US2641201064 | Agenda | 935775114 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | Proposal to adopt the Agreement and Plan of Merger, dated as of January 8, 2023, by and among Disco Parent, LLC ("Parent"), Disco Merger Sub, Inc., a direct, wholly owned subsidiary of Parent, and Duck Creek Technologies, Inc. ("Duck Creek"). | Management | For | For | ||||||||
| 2. | Non-binding, advisory proposal to approve compensation that will or may become payable by Duck Creek to its named executive officers in connection with the merger. | Management | For | For | ||||||||
| OAK STREET HEALTH, INC. | ||||||||||||
| Security | 67181A107 | Meeting Type | Annual | |||||||||
| Ticker Symbol | OSH | Meeting Date | 29-Mar-2023 | |||||||||
| ISIN | US67181A1079 | Agenda | 935783705 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1.1 | Election of Director: Dr. Regina Benjamin | Management | For | For | ||||||||
| 1.2 | Election of Director: Cheryl Dorsey | Management | For | For | ||||||||
| 1.3 | Election of Director: Julie Klapstein | Management | For | For | ||||||||
| 1.4 | Election of Director: Geoffrey Price | Management | For | For | ||||||||
| 2. | To ratify the appointment of Ernst & Young LLP as Oak Street Health, Inc.'s independent registered public accounting firm for the year ending December 31, 2023. | Management | For | For | ||||||||
| 3. | To approve, by an advisory vote, the compensation of Oak Street Health, Inc.'s named executive officers, as disclosed in the proxy statement. | Management | For | For | ||||||||
| TREAN INSURANCE GROUP, INC. | ||||||||||||
| Security | 89457R101 | Meeting Type | Special | |||||||||
| Ticker Symbol | TIG | Meeting Date | 18-Apr-2023 | |||||||||
| ISIN | US89457R1014 | Agenda | 935789478 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated as of December 15, 2022 (as it may be amended from time to time, the "Merger Agreement"), by and among Trean Insurance Group, Inc. ("Trean"), Treadstone Parent Inc. ("Parent"), and Treadstone Merger Sub Inc. ("Merger Sub"), and approve the merger of Merger Sub with and into Trean, with Trean surviving the merger as a wholly- owned subsidiary of Parent, and the other transactions contemplated by the Merger Agreement (the "Merger Agreement Proposal"). | Management | For | For | ||||||||
| 2. | To approve one or more adjournments of the Special Meeting from time to time, if necessary or appropriate, including to solicit additional proxies if there are insufficient votes at the time of the Special Meeting to approve the Merger Agreement Proposal or to seek a quorum if one is not initially obtained. | Management | For | For | ||||||||
| MAXAR TECHNOLOGIES INC. | ||||||||||||
| Security | 57778K105 | Meeting Type | Special | |||||||||
| Ticker Symbol | MAXR | Meeting Date | 19-Apr-2023 | |||||||||
| ISIN | US57778K1051 | Agenda | 935791170 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated as of December 15, 2022, by and among Maxar Technologies Inc., Galileo Parent, Inc., Galileo Bidco, Inc. and, solely for the purposes set forth therein, Galileo Topco, Inc., as it may be amended from time to time (the "Merger Agreement"). | Management | For | For | ||||||||
| 2. | To approve, on an advisory (nonbinding) basis, the compensation that may be paid or become payable to named executive officers of Maxar Technologies Inc. that is based on or otherwise relates to the Merger Agreement and the transactions contemplated by the Merger Agreement. | Management | For | For | ||||||||
| 3. | To approve any adjournment of the Special Meeting of Stockholders of Maxar Technologies Inc. (the "Special Meeting"), if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. | Management | For | For | ||||||||
| ARGO GROUP INTERNATIONAL HOLDINGS, LTD. | ||||||||||||
| Security | G0464B107 | Meeting Type | Special | |||||||||
| Ticker Symbol | ARGO | Meeting Date | 19-Apr-2023 | |||||||||
| ISIN | BMG0464B1072 | Agenda | 935795041 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | Proposal to approve the merger agreement, the statutory merger agreement required in accordance with Section 105 of the Bermuda Companies Act 1981, as amended, and the merger. | Management | For | For | ||||||||
| 2. | Proposal on an advisory (non-binding) basis, to approve the compensation that may be paid or become payable to Argo Group's named executive officers that is based on or otherwise relates to the merger, as described in the proxy statement. | Management | For | For | ||||||||
| 3. | Proposal to approve an adjournment of the special general meeting, if necessary or appropriate, to solicit additional proxies, in the event that there are insufficient votes to approve Proposal 1 at the special general meeting. | Management | For | For | ||||||||
| FIRST HORIZON CORPORATION | ||||||||||||
| Security | 320517105 | Meeting Type | Annual | |||||||||
| Ticker Symbol | FHN | Meeting Date | 25-Apr-2023 | |||||||||
| ISIN | US3205171057 | Agenda | 935778211 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1a. | Election of Director to serve until the 2024 Annual Meeting of Shareholders: Harry V. Barton, Jr. | Management | For | For | ||||||||
| 1b. | Election of Director to serve until the 2024 Annual Meeting of Shareholders: John N. Casbon | Management | For | For | ||||||||
| 1c. | Election of Director to serve until the 2024 Annual Meeting of Shareholders: John C. Compton | Management | For | For | ||||||||
| 1d. | Election of Director to serve until the 2024 Annual Meeting of Shareholders: Wendy P. Davidson | Management | For | For | ||||||||
| 1e. | Election of Director to serve until the 2024 Annual Meeting of Shareholders: William H. Fenstermaker | Management | For | For | ||||||||
| 1f. | Election of Director to serve until the 2024 Annual Meeting of Shareholders: D. Bryan Jordan | Management | For | For | ||||||||
| 1g. | Election of Director to serve until the 2024 Annual Meeting of Shareholders: J. Michael Kemp, Sr. | Management | For | For | ||||||||
| 1h. | Election of Director to serve until the 2024 Annual Meeting of Shareholders: Rick E. Maples | Management | For | For | ||||||||
| 1i. | Election of Director to serve until the 2024 Annual Meeting of Shareholders: Vicki R. Palmer | Management | For | For | ||||||||
| 1j. | Election of Director to serve until the 2024 Annual Meeting of Shareholders: Colin V. Reed | Management | For | For | ||||||||
| 1k. | Election of Director to serve until the 2024 Annual Meeting of Shareholders: E. Stewart Shea, III | Management | For | For | ||||||||
| 1l. | Election of Director to serve until the 2024 Annual Meeting of Shareholders: Cecelia D. Stewart | Management | For | For | ||||||||
| 1m. | Election of Director to serve until the 2024 Annual Meeting of Shareholders: Rosa Sugrañes | Management | For | For | ||||||||
| 1n. | Election of Director to serve until the 2024 Annual Meeting of Shareholders: R. Eugene Taylor | Management | For | For | ||||||||
| 2. | Ratification of appointment of KPMG LLP as auditors | Management | For | For | ||||||||
| 3. | Approval of an advisory resolution to approve executive compensation | Management | For | For | ||||||||
| 4. | Vote on an advisory resolution on the frequency (whether every year, every two years, or every three years) of future votes on an advisory resolution on executive compensation | Management | 1 Year | For | ||||||||
| CARDIOVASCULAR SYSTEMS, INC. | ||||||||||||
| Security | 141619106 | Meeting Type | Special | |||||||||
| Ticker Symbol | CSII | Meeting Date | 27-Apr-2023 | |||||||||
| ISIN | US1416191062 | Agenda | 935800880 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated February 8, 2023 (such agreement, as it may be amended, modified or supplemented from time to time, the "Merger Agreement"), by and among Cardiovascular Systems, Inc. ("CSI"), Abbott Laboratories ("Abbott"), and Cobra Acquisition Co. ("Merger Sub"). Upon the terms and subject to the conditions of the Merger Agreement, Abbott will acquire CSI via a merger of Merger Sub with and into CSI, with CSI continuing as the surviving corporation and a wholly owned subsidiary of Abbott (the "Merger"). | Management | For | For | ||||||||
| 2. | To approve, on an advisory (non-binding) basis, the compensation that may be paid or become payable to CSI's named executive officers that is based on or otherwise relates to the Merger Agreement, the Merger, and the other transactions contemplated by the Merger Agreement. | Management | For | For | ||||||||
| 3. | To adjourn the Special Meeting to a later date or dates, if necessary or appropriate, including to solicit additional proxies to approve the proposal to adopt the Merger Agreement if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. | Management | For | For | ||||||||
| NUVASIVE, INC. | ||||||||||||
| Security | 670704105 | Meeting Type | Special | |||||||||
| Ticker Symbol | NUVA | Meeting Date | 27-Apr-2023 | |||||||||
| ISIN | US6707041058 | Agenda | 935811352 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated February 8, 2023 (which agreement is referred to as the "Merger Agreement"), by and among Globus Medical, Inc., Zebra Merger Sub, Inc., and NuVasive, Inc. ("NuVasive"), as it may be amended from time to time (which proposal is referred to as the "NuVasive Merger Proposal"). | Management | For | For | ||||||||
| 2. | To approve, on a non-binding advisory basis, the compensation that may be paid or become payable to NuVasive named executive officers that is based on or otherwise relates to the transactions contemplated by the Merger Agreement. | Management | For | For | ||||||||
| 3. | To approve the adjournment of the NuVasive special meeting, if necessary or appropriate, to solicit additional proxies if there are insufficient votes at the time of the NuVasive special meeting to approve the NuVasive Merger Proposal. | Management | For | For | ||||||||
| OAK STREET HEALTH, INC. | ||||||||||||
| Security | 67181A107 | Meeting Type | Special | |||||||||
| Ticker Symbol | OSH | Meeting Date | 28-Apr-2023 | |||||||||
| ISIN | US67181A1079 | Agenda | 935811326 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated as of February 7, 2023 (as it may be amended from time to time, the "Merger Agreement"), by and among Oak Street Health, Inc., CVS Pharmacy, Inc., Halo Merger Sub Corp., a wholly owned subsidiary of CVS Pharmacy, Inc., and, solely for the limited purposes set forth therein, CVS Health Corporation, pursuant to which Halo Merger Sub Corp. will merge with and into Oak Street Health, Inc., with Oak Street Health, Inc. continuing as the surviving corporation and wholly owned subsidiary of CVS Pharmacy, Inc (the "Merger"). | Management | For | For | ||||||||
| 2. | To approve, on an advisory, non-binding basis, the compensation that may be paid or may become payable to the named executive officers of Oak Street Health in connection with the Merger. | Management | For | For | ||||||||
| 3. | To adjourn the Special Meeting to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. | Management | For | For | ||||||||
| BLACK KNIGHT, INC. | ||||||||||||
| Security | 09215C105 | Meeting Type | Special | |||||||||
| Ticker Symbol | BKI | Meeting Date | 28-Apr-2023 | |||||||||
| ISIN | US09215C1053 | Agenda | 935816631 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | Proposal to approve and adopt the Agreement and Plan of Merger, dated as of May 4, 2022, as amended by Amendment No. 1 thereto, dated as of March 7, 2023, among Intercontinental Exchange, Inc., Sand Merger Sub Corporation and Black Knight (as may be further amended from time to time) (the "merger proposal"). | Management | For | For | ||||||||
| 2. | Proposal to approve, on a non-binding, advisory basis, the compensation that may be paid or become payable to Black Knight's named executive officers that is based on or otherwise relates to the merger (the "compensation proposal"). | Management | For | For | ||||||||
| 3. | Proposal to adjourn or postpone the special meeting, if necessary or appropriate, to solicit additional proxies if, immediately prior to such adjournment or postponement, there are not sufficient votes to approve the merger proposal or to ensure that any supplement or amendment to the accompanying proxy statement/prospectus is timely provided to holders of Black Knight common stock (the "adjournment proposal"). | Management | For | For | ||||||||
| ROGERS CORPORATION | ||||||||||||
| Security | 775133101 | Meeting Type | Annual | |||||||||
| Ticker Symbol | ROG | Meeting Date | 04-May-2023 | |||||||||
| ISIN | US7751331015 | Agenda | 935790320 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | DIRECTOR | Management | ||||||||||
| 1 | Keith L. Barnes | For | For | |||||||||
| 2 | Larry L. Berger | For | For | |||||||||
| 3 | Megan Faust | For | For | |||||||||
| 4 | R. Colin Gouveia | For | For | |||||||||
| 5 | Armand F. Lauzon, Jr. | For | For | |||||||||
| 6 | Ganesh Moorthy | For | For | |||||||||
| 7 | Jeffrey J. Owens | For | For | |||||||||
| 8 | Anne K. Roby | For | For | |||||||||
| 9 | Peter C. Wallace | For | For | |||||||||
| 2. | To ratify the selection of PricewaterhouseCoopers LLP ("PwC") as our independent auditor for 2023. | Management | For | For | ||||||||
| 3. | To approve, on a non-binding advisory basis, the compensation paid to our named executive officers. | Management | For | For | ||||||||
| 4. | To approve, on a non-binding advisory basis, the frequency of future non-binding advisory votes on the compensation paid to our named executive officers. | Management | 1 Year | For | ||||||||
| NATIONAL INSTRUMENTS CORPORATION | ||||||||||||
| Security | 636518102 | Meeting Type | Annual | |||||||||
| Ticker Symbol | NATI | Meeting Date | 09-May-2023 | |||||||||
| ISIN | US6365181022 | Agenda | 935791930 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | DIRECTOR | Management | ||||||||||
| 1 | Michael E. McGrath | For | For | |||||||||
| 2 | Alexander M. Davern | For | For | |||||||||
| 2. | To approve, on an advisory (non-binding) basis, National Instruments Corporation's executive compensation program. | Management | For | For | ||||||||
| 3. | To approve, on an advisory (non-binding) basis, the frequency of stockholder votes on National Instruments Corporation's executive compensation program. | Management | 1 Year | For | ||||||||
| 4. | To ratify the appointment of Ernst & Young LLP as National Instruments Corporation's independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | ||||||||
| PNM RESOURCES, INC. | ||||||||||||
| Security | 69349H107 | Meeting Type | Annual | |||||||||
| Ticker Symbol | PNM | Meeting Date | 09-May-2023 | |||||||||
| ISIN | US69349H1077 | Agenda | 935799695 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1A. | Election of Director: Vicky A. Bailey | Management | For | For | ||||||||
| 1B. | Election of Director: Norman P. Becker | Management | For | For | ||||||||
| 1C. | Election of Director: Patricia K. Collawn | Management | For | For | ||||||||
| 1D. | Election of Director: E. Renae Conley | Management | For | For | ||||||||
| 1E. | Election of Director: Alan J. Fohrer | Management | For | For | ||||||||
| 1F. | Election of Director: Sidney M. Gutierrez | Management | For | For | ||||||||
| 1G. | Election of Director: James A. Hughes | Management | For | For | ||||||||
| 1H. | Election of Director: Maureen T. Mullarkey | Management | For | For | ||||||||
| 1I. | Election of Director: Donald K. Schwanz | Management | For | For | ||||||||
| 2. | Ratify the appointment of KPMG LLP as our independent registered public accounting firm for 2023. | Management | For | For | ||||||||
| 3. | Approve the 2023 Performance Equity Plan. | Management | For | For | ||||||||
| 4. | Approve, on an advisory basis, the compensation of our named executive officers as disclosed in the 2023 proxy statement. | Management | For | For | ||||||||
| 5. | To recommend, by non-binding vote, the frequency of executive compensation votes. | Management | 1 Year | For | ||||||||
| SPIRIT AIRLINES, INC. | ||||||||||||
| Security | 848577102 | Meeting Type | Annual | |||||||||
| Ticker Symbol | SAVE | Meeting Date | 10-May-2023 | |||||||||
| ISIN | US8485771021 | Agenda | 935792146 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | DIRECTOR | Management | ||||||||||
| 1 | Edward M. Christie III | For | For | |||||||||
| 2 | Mark B. Dunkerley | For | For | |||||||||
| 3 | Christine P. Richards | For | For | |||||||||
| 2. | To ratify the selection, by the Audit Committee of the Board of Directors, of Ernst & Young LLP as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2023. | Management | For | For | ||||||||
| 3. | To approve, on a non-binding, advisory basis, the compensation of our named executive officers as disclosed in the attached Proxy Statement pursuant to executive compensation disclosure rules under the Securities Exchange Act of 1934, as amended. | Management | For | For | ||||||||
| TRAVELCENTERS OF AMERICA INC | ||||||||||||
| Security | 89421B109 | Meeting Type | Special | |||||||||
| Ticker Symbol | TA | Meeting Date | 10-May-2023 | |||||||||
| ISIN | US89421B1098 | Agenda | 935818902 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To approve the merger (the "merger") contemplated by the Agreement and Plan of Merger, dated as of February 15, 2023, among the Company, BP Products North America Inc., a Maryland corporation ("BP") and Bluestar RTM Inc., a Maryland corporation and an indirect wholly- owned subsidiary of BP ("Merger Subsidiary"), pursuant to which Merger Subsidiary will be merged with and into the Company, with the Company surviving the merger. | Management | No Action | |||||||||
| 2. | To approve, on a non-binding, advisory basis, the compensation that may be paid or become payable to TravelCenters's named executive officers in connection with the merger, as described in the accompanying proxy statement. | Management | No Action | |||||||||
| 3. | To approve an adjournment of the special meeting, if necessary, to solicit additional proxies, in the event that there are insufficient votes to approve Proposal 1 at the special meeting. | Management | No Action | |||||||||
| SUMO LOGIC, INC. | ||||||||||||
| Security | 86646P103 | Meeting Type | Special | |||||||||
| Ticker Symbol | SUMO | Meeting Date | 10-May-2023 | |||||||||
| ISIN | US86646P1030 | Agenda | 935828927 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger (as it may be amended from time to time), dated as of February 9, 2023, between Serrano Parent, LLC, Serrano Merger Sub, Inc. and Sumo Logic (the "merger agreement") and approve the merger. | Management | For | For | ||||||||
| 2. | To approve, on a non-binding, advisory basis, the compensation that will or may become payable by Sumo Logic to its named executive officers in connection with the merger. | Management | For | For | ||||||||
| 3. | To approve any proposal to adjourn the Special Meeting to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the merger agreement at the time of the Special Meeting. | Management | For | For | ||||||||
| CHURCHILL CAPITAL CORP VI | ||||||||||||
| Security | 17143W101 | Meeting Type | Special | |||||||||
| Ticker Symbol | CCVI | Meeting Date | 11-May-2023 | |||||||||
| ISIN | US17143W1018 | Agenda | 935836948 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1) | The Extension Amendment Proposal - To amend the amended and restated certificate of incorporation of Churchill Capital Corp VI ("Churchill") to extend the date by which Churchill has to consummate a business combination (the "Extension"), as more fully set forth in Churchill's proxy statement (the "Extension Amendment Proposal"). | Management | For | For | ||||||||
| 2) | The Adjournment Proposal - To adjourn the special meeting of Churchill stockholders to a later date or dates, if necessary, to permit further solicitation and vote of proxies if, at the time of the special meeting, there are not sufficient votes to approve the Extension Amendment Proposal or if Churchill determines that additional time is necessary to effectuate the Extension. | Management | For | For | ||||||||
| INTEVAC, INC. | ||||||||||||
| Security | 461148108 | Meeting Type | Annual | |||||||||
| Ticker Symbol | IVAC | Meeting Date | 17-May-2023 | |||||||||
| ISIN | US4611481080 | Agenda | 935824652 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1.1 | Election of Director: David S. Dury | Management | For | For | ||||||||
| 1.2 | Election of Director: Nigel D. Hunton | Management | For | For | ||||||||
| 1.3 | Election of Director: Kevin D. Barber | Management | For | For | ||||||||
| 1.4 | Election of Director: Dorothy D. Hayes | Management | For | For | ||||||||
| 1.5 | Election of Director: Michele F. Klein | Management | For | For | ||||||||
| 2. | Proposal to approve the amended Intevac 2003 Employee Stock Purchase Plan to increase the maximum number of shares of Common Stock authorized for issuance thereunder by 300,000 shares. | Management | For | For | ||||||||
| 3. | Proposal to approve the amended Intevac 2020 Equity Incentive Plan to increase the maximum number of shares of Common Stock authorized for issuance thereunder by 850,000 shares. | Management | Against | Against | ||||||||
| 4. | Proposal to ratify the appointment of BPM LLP as independent public accountants of Intevac for the fiscal year ending December 30, 2023. | Management | For | For | ||||||||
| 5. | Proposal to approve, on a non-binding, advisory basis, the executive compensation of the Intevac's named executive officers. | Management | For | For | ||||||||
| 6. | Proposal to approve, on a non-binding, advisory basis, the frequency of future advisory votes on the compensation of the Intevac's named executive officers. | Management | 1 Year | For | ||||||||
| INDUS REALTY TRUST INC | ||||||||||||
| Security | 45580R103 | Meeting Type | Special | |||||||||
| Ticker Symbol | INDT | Meeting Date | 17-May-2023 | |||||||||
| ISIN | US45580R1032 | Agenda | 935834881 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To consider and vote on a proposal to approve the merger (the "merger") of IR Merger Sub II, Inc., a Maryland corporation ("Merger Sub") and wholly owned subsidiary of IR Parent, LLC, a Delaware limited liability company ("Parent"), with and into the Company, pursuant to the Agreement and Plan of Merger, dated as of February 22, 2023, as may be amended from time to time, by and among the Company, Parent and Merger Sub (the "merger proposal"). | Management | For | For | ||||||||
| 2. | To consider and vote on a proposal to approve, on a non- binding, advisory basis, the compensation that may be paid or become payable to our named executive officers in connection with the merger (the "advisory compensation proposal"). | Management | For | For | ||||||||
| 3. | To consider and vote on a proposal to approve any adjournment of the special meeting for the purpose of soliciting additional proxies if there are not sufficient votes at the special meeting to approve the merger proposal (the "adjournment proposal"). | Management | For | For | ||||||||
| FORGEROCK, INC. | ||||||||||||
| Security | 34631B101 | Meeting Type | Annual | |||||||||
| Ticker Symbol | FORG | Meeting Date | 24-May-2023 | |||||||||
| ISIN | US34631B1017 | Agenda | 935818344 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | DIRECTOR | Management | ||||||||||
| 1 | Bruce Golden | For | For | |||||||||
| 2 | Arun Mathew | For | For | |||||||||
| 3 | Alexander Ott | For | For | |||||||||
| 4 | Maria Walker | For | For | |||||||||
| 2. | The ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2023. | Management | For | For | ||||||||
| 3. | On an advisory basis, the frequency of future stockholder advisory votes on the compensation of our named executive officers. | Management | 1 Year | For | ||||||||
| QUALTRICS INTERNATIONAL INC. | ||||||||||||
| Security | 747601201 | Meeting Type | Annual | |||||||||
| Ticker Symbol | XM | Meeting Date | 24-May-2023 | |||||||||
| ISIN | US7476012015 | Agenda | 935820236 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1a. | Election of Director: Ritu Bhargava | Management | For | For | ||||||||
| 1b. | Election of Director: Egon Durban | Management | For | For | ||||||||
| 1c. | Election of Director: Sindhu Gangadharan | Management | For | For | ||||||||
| 1d. | Election of Director: Omar Johnson | Management | For | For | ||||||||
| 1e. | Election of Director: Christian Klein | Management | For | For | ||||||||
| 1f. | Election of Director: Robin Manherz | Management | For | For | ||||||||
| 1g. | Election of Director: Luka Mucic | Management | For | For | ||||||||
| 1h. | Election of Director: Scott Russell | Management | For | For | ||||||||
| 1i. | Election of Director: Zig Serafin | Management | For | For | ||||||||
| 1j. | Election of Director: Ryan Smith | Management | For | For | ||||||||
| 1k. | Election of Director: Kelly Steckelberg | Management | For | For | ||||||||
| 2. | Ratification of the appointment of BDO USA, LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | ||||||||
| IROBOT CORPORATION | ||||||||||||
| Security | 462726100 | Meeting Type | Annual | |||||||||
| Ticker Symbol | IRBT | Meeting Date | 26-May-2023 | |||||||||
| ISIN | US4627261005 | Agenda | 935817479 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1a. | Election of Class III Director to serve for a three-year term: Karen Golz | Management | For | For | ||||||||
| 1b. | Election of Class III Director to serve for a three-year term: Andrew Miller | Management | For | For | ||||||||
| 1c. | Election of Class III Director to serve for a three-year term: Michelle Stacy | Management | For | For | ||||||||
| 2. | Ratify the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the current fiscal year. | Management | For | For | ||||||||
| 3. | Approve, on a non-binding, advisory basis, the compensation of our named executive officers as disclosed in the Proxy Statement. | Management | For | For | ||||||||
| 4. | Approve, on a non-binding, advisory basis, the frequency of future non-binding, advisory votes on the compensation of our named executive officers. | Management | 1 Year | For | ||||||||
| SEAGEN INC. | ||||||||||||
| Security | 81181C104 | Meeting Type | Special | |||||||||
| Ticker Symbol | SGEN | Meeting Date | 30-May-2023 | |||||||||
| ISIN | US81181C1045 | Agenda | 935851320 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To consider and vote on the proposal to adopt the Agreement and Plan of Merger (as it may be amended or supplemented from time to time, the "merger agreement"), dated March 12, 2023, by and among Seagen Inc. ("Seagen"), Pfizer Inc. ("Pfizer") and Aris Merger Sub, Inc., a wholly-owned subsidiary of Pfizer ("Merger Sub"), and pursuant to which Merger Sub will be merged with and into Seagen, with Seagen surviving the merger as a wholly-owned subsidiary of Pfizer (the "merger" and such proposal the "merger agreement proposal"). | Management | For | For | ||||||||
| 2. | To consider and vote on the proposal to approve, on a non-binding, advisory basis, certain compensation arrangements for Seagen's named executive officers in connection with the merger (the "compensation proposal"). | Management | For | For | ||||||||
| SEAGEN INC. | ||||||||||||
| Security | 81181C104 | Meeting Type | Annual | |||||||||
| Ticker Symbol | SGEN | Meeting Date | 31-May-2023 | |||||||||
| ISIN | US81181C1045 | Agenda | 935821098 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1a. | Election of Class I Director: David W. Gryska | Management | For | For | ||||||||
| 1b. | Election of Class I Director: John A. Orwin | Management | For | For | ||||||||
| 1c. | Election of Class I Director: Alpna H. Seth, Ph.D. | Management | For | For | ||||||||
| 2. | Approve, on an advisory basis, the compensation of Seagen's named executive officers as disclosed in the accompanying proxy statement. | Management | For | For | ||||||||
| 3. | Indicate, on an advisory basis, the preferred frequency of shareholder advisory votes on the compensation of Seagen's named executive officers. | Management | 1 Year | For | ||||||||
| 4. | Approve the amendment and restatement of the Seagen Inc. Amended and Restated 2007 Equity Incentive Plan to, among other things, increase the aggregate number of shares of common stock authorized for issuance thereunder by 5,190,000 shares. | Management | Against | Against | ||||||||
| 5. | Ratify the appointment of PricewaterhouseCoopers LLP as Seagen's independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | ||||||||
| MOMENTIVE GLOBAL, INC. | ||||||||||||
| Security | 60878Y108 | Meeting Type | Special | |||||||||
| Ticker Symbol | MNTV | Meeting Date | 31-May-2023 | |||||||||
| ISIN | US60878Y1082 | Agenda | 935862777 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger (as it may be amended, supplemented or otherwise modified from time to time), dated March 13, 2023, between Mercury Bidco LLC, Mercury Merger Sub, Inc., and Momentive Global Inc. (the "merger agreement") and approve the merger. | Management | For | For | ||||||||
| 2. | To approve, on a non-binding, advisory basis, the compensation that will or may become payable by Momentive Global Inc. to its named executive officers in connection with the merger. | Management | For | For | ||||||||
| 3. | To approve any proposal to adjourn the special meeting to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the merger agreement at the time of the special meeting. | Management | For | For | ||||||||
| MILLICOM INTERNATIONAL CELLULAR S.A. | ||||||||||||
| Security | L6388F110 | Meeting Type | Annual | |||||||||
| Ticker Symbol | TIGO | Meeting Date | 31-May-2023 | |||||||||
| ISIN | LU0038705702 | Agenda | 935876497 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| A1 | To elect the chair of the AGM and to empower the chair of the AGM to appoint the other members of the bureau of the meeting. | Management | For | For | ||||||||
| A2 | To receive the management reports of the board of directors (the "Board") and the reports of the external auditor on the annual accounts and the consolidated accounts for the year ended December 31, 2022. | Management | For | For | ||||||||
| A3 | To approve the annual accounts and the consolidated accounts for the year ended December 31, 2022. | Management | For | For | ||||||||
| A4 | To allocate 5% of the results of the year ended December 31, 2022 to the legal reserves and the remaining balance to the unappropriated net profits to be carried forward. | Management | For | For | ||||||||
| A5 | To discharge all the Directors of Millicom for the performance of their mandates during the year ended December 31, 2022. | Management | For | For | ||||||||
| A6 | To set the number of Directors at 10. | Management | For | For | ||||||||
| A7 | To re-elect José Antonio Ríos García as a Director for a term ending at the annual general meeting to be held in 2024 (the "2024 AGM"). | Management | For | For | ||||||||
| A8 | To re-elect Bruce Churchill as a Director for a term ending at the 2024 AGM. | Management | For | For | ||||||||
| A9 | To re-elect Tomas Eliasson as a Director for a term ending at the 2024 AGM. | Management | For | For | ||||||||
| A10 | To re-elect Pernille Erenbjerg as a Director for a term ending at the 2024 AGM. | Management | For | For | ||||||||
| A11 | To re-elect Mauricio Ramos as a Director for a term ending at the 2024 AGM. | Management | For | For | ||||||||
| A12 | To elect María Teresa Arnal as a Director for a term ending at the 2024 AGM. | Management | For | For | ||||||||
| A13 | To elect Blanca Treviño de Vega as a Director for a term ending at the 2024 AGM. | Management | For | For | ||||||||
| A14 | To elect Thomas Reynaud as a Director for a term ending at the 2024 AGM. | Management | For | For | ||||||||
| A15 | To elect Nicolas Jaeger as a Director for a term ending at the 2024 AGM. | Management | For | For | ||||||||
| A16 | To elect Michael Golan as a Director for a term ending at the 2024 AGM. | Management | For | For | ||||||||
| A17 | To re-elect José Antonio Ríos García as chair of the Board for a term ending at the 2024 AGM. | Management | For | For | ||||||||
| A18 | To approve the Directors' remuneration for the period from the AGM to the 2024 AGM. | Management | For | For | ||||||||
| A19 | To re-elect Ernst & Young S.A., Luxembourg as the external auditor for a term ending on the date of the 2024 AGM and to approve the external auditor remuneration to be paid against an approved account. | Management | For | For | ||||||||
| A20 | To approve an instruction to the Nomination Committee. | Management | For | For | ||||||||
| A21 | To approve the Share Repurchase Plan. | Management | For | For | ||||||||
| A22 | To vote on the 2022 Remuneration Report. | Management | For | For | ||||||||
| A23 | To approve the Senior Management Remuneration Policy. | Management | For | For | ||||||||
| A24 | To approve the share-based incentive plans for Millicom employees. | Management | For | For | ||||||||
| E1 | To elect the chair of the EGM and to empower the chair of the EGM to appoint the other members of the bureau of the meeting. | Management | For | For | ||||||||
| E2 | To increase the authorized share capital of the Company from three hundred million United States Dollars (USD 300,000,000) divided into two hundred million (200,000,000) shares with a par value of one dollar fifty cents (USD 1.50) each, to three hundred and seventy five million United States Dollars (USD 375,000,000) divided into two hundred and fifty million (250,000,000) shares with a par value of one dollar fifty cents (USD 1.50) each, in accordance with Article 420-26. ...(due to space limits, see proxy material for full proposal). | Management | For | For | ||||||||
| E3 | To renew the authorization granted to the Board of Directors in Article 5 of Millicom's articles of association to issue new shares up to a share capital of USD 375,000,000 divided into 250,000,000 shares with a par value of USD 1.50 per share, until 31 May 2028, and to amend article 5, paragraph 4 of the Company's articles of association accordingly. | Management | For | For | ||||||||
| E4 | In relation to the authorized share capital increase and the renewal of the authorization to increase the issued share capital: (i) to receive the special report of the Board of Directors of Millicom issued in accordance with Article 420-26 (5) of the 1915 Law, inter alia; and (ii) to approve the granting to the Board of Directors of the power to remove or limit the preferential subscription right of the shareholders in case of issue of shares against payment in cash. ...(due to space limits, see proxy material for full proposal). | Management | Against | Against | ||||||||
| E5 | To fully restate the Company's articles of association to incorporate the amendments to the Company's articles of association approved in the foregoing resolutions. | Management | For | For | ||||||||
| CVENT HOLDING CORP | ||||||||||||
| Security | 126677103 | Meeting Type | Special | |||||||||
| Ticker Symbol | CVT | Meeting Date | 01-Jun-2023 | |||||||||
| ISIN | US1266771039 | Agenda | 935864240 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated as of March 14, 2023 (as it may be amended, supplemented or otherwise modified from time to time, the "Merger Agreement"), by and among Cvent, Capstone Borrower, Inc., a Delaware corporation ("Parent"), and Capstone Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"). Pursuant to the terms of the Merger Agreement, Merger Sub will merge with and into Cvent, with Cvent continuing as the surviving corporation and a wholly owned subsidiary of Parent (the "Merger"). | Management | For | For | ||||||||
| 2. | To approve, on an advisory, non-binding basis, the compensation that may be paid or may become payable to Cvent's named executive officers in connection with the Merger. | Management | For | For | ||||||||
| 3. | To adjourn the Special Meeting to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. | Management | For | For | ||||||||
| SERITAGE GROWTH PROPERTIES | ||||||||||||
| Security | 81752R100 | Meeting Type | Annual | |||||||||
| Ticker Symbol | SRG | Meeting Date | 06-Jun-2023 | |||||||||
| ISIN | US81752R1005 | Agenda | 935848513 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1.1 | Election of Director to serve until the 2024 annual meeting: John T. McClain | Management | For | For | ||||||||
| 1.2 | Election of Director to serve until the 2024 annual meeting: Adam Metz | Management | For | For | ||||||||
| 1.3 | Election of Director to serve until the 2024 annual meeting: Talya Nevo-Hacohen | Management | For | For | ||||||||
| 1.4 | Election of Director to serve until the 2024 annual meeting: Andrea L. Olshan | Management | For | For | ||||||||
| 1.5 | Election of Director to serve until the 2024 annual meeting: Mitchell Sabshon | Management | For | For | ||||||||
| 1.6 | Election of Director to serve until the 2024 annual meeting: Allison L. Thrush | Management | For | For | ||||||||
| 1.7 | Election of Director to serve until the 2024 annual meeting: Mark Wilsmann | Management | For | For | ||||||||
| 2. | The ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for fiscal year 2023. | Management | For | For | ||||||||
| 3. | An advisory, non-binding resolution to approve the Company's executive compensation program for our named executive officers, as described in the proxy statement. | Management | For | For | ||||||||
| 4. | The determination, on an advisory non-binding basis, of the frequency in which shareholders will participate in any advisory vote on executive compensation. | Management | 1 Year | For | ||||||||
| UNIVAR SOLUTIONS INC. | ||||||||||||
| Security | 91336L107 | Meeting Type | Special | |||||||||
| Ticker Symbol | UNVR | Meeting Date | 06-Jun-2023 | |||||||||
| ISIN | US91336L1070 | Agenda | 935864187 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | Proposal to adopt the Agreement and Plan of Merger, dated as of March 13, 2023, by and among Univar Solutions Inc., Windsor Parent, L.P. and Windsor Merger Sub, Inc. (the "Merger Agreement"). | Management | For | For | ||||||||
| 2. | Proposal to approve, on an advisory (nonbinding) basis, the compensation that may be paid or become payable to Univar Solutions Inc.'s named executive officers that is based on or otherwise related to the Merger Agreement and the transactions contemplated by the Merger Agreement. | Management | For | For | ||||||||
| 3. | Proposal to adjourn the special meeting of stockholders of Univar Solutions Inc. (the "Special Meeting") to a later date or dates if necessary or appropriate to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. | Management | For | For | ||||||||
| HESKA CORPORATION | ||||||||||||
| Security | 42805E306 | Meeting Type | Special | |||||||||
| Ticker Symbol | HSKA | Meeting Date | 07-Jun-2023 | |||||||||
| ISIN | US42805E3062 | Agenda | 935869050 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt and approve the Agreement and Plan of Merger with Antech Diagnostics, Inc., a California corporation, Helsinki Merger Sub LLC, a Delaware limited liability company, and, solely for purposes of Section 9.15 of the Merger Agreement, Mars, Incorporated, a Delaware corporation (the "Merger Proposal"). | Management | For | For | ||||||||
| 2. | To approve, on a non-binding, advisory basis, the compensation that may be paid or become payable to our named executive officers that is based on or otherwise relates to the merger. | Management | For | For | ||||||||
| 3. | To approve one or more adjournments of the Special Meeting, if necessary, to solicit additional proxies if a quorum is not present or there are not sufficient votes cast at the Special Meeting to approve the Merger Proposal. | Management | For | For | ||||||||
| DIVERSEY HOLDINGS LTD | ||||||||||||
| Security | G28923103 | Meeting Type | Special | |||||||||
| Ticker Symbol | DSEY | Meeting Date | 08-Jun-2023 | |||||||||
| ISIN | KYG289231030 | Agenda | 935873162 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | (a) The Agreement and Plan of Merger Olympus Water Holdings IV, L.P. ("Parent"), acting by its general partner, Olympus Water Holdings Limited, and Diamond Merger Limited, an exempted company incorporated under the laws of the Cayman Islands (b) the Plan of Merger, attached as an exhibit to the Merger Agreement and annexed hereto and approved by resolution of the directors of the Company (c)Company be authorized to merge with Merger Sub, so that the Company shall be the surviving company and all the undertaking, property and liabilities of the Merger. | Management | For | For | ||||||||
| 2. | RESOLVED, as an ordinary resolution, that the shareholders of Diversey Holdings, Ltd. hereby approve, on a non-binding, advisory basis, the compensation to be paid or become payable to its named executive officers that is based on or otherwise relates to the Merger as disclosed in the Company's proxy statement pursuant to Item 402(t) of Regulation S-K under the section entitled "Golden Parachute Compensation" and the corresponding table and the footnotes thereto." | Management | For | For | ||||||||
| NUVASIVE, INC. | ||||||||||||
| Security | 670704105 | Meeting Type | Annual | |||||||||
| Ticker Symbol | NUVA | Meeting Date | 09-Jun-2023 | |||||||||
| ISIN | US6707041058 | Agenda | 935867121 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1.1 | Election of Class I Director: J. Christopher Barry | Management | For | For | ||||||||
| 1.2 | Election of Class I Director: Leslie V. Norwalk, Esq. | Management | For | For | ||||||||
| 1.3 | Election of Class I Director: Amy Belt Raimundo | Management | For | For | ||||||||
| 2. | Ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | ||||||||
| 3. | Approval of a non-binding advisory resolution regarding the compensation of the Company's named executive officers for the fiscal year ended December 31, 2022. | Management | For | For | ||||||||
| 4. | Approval of a non-binding advisory vote on the frequency of the stockholders advisory vote on the compensation of the Company's named executive officers. | Management | 1 Year | For | ||||||||
| RADIUS GLOBAL INFRASTRUCTURE, INC. | ||||||||||||
| Security | 750481103 | Meeting Type | Special | |||||||||
| Ticker Symbol | RADI | Meeting Date | 15-Jun-2023 | |||||||||
| ISIN | US7504811032 | Agenda | 935873112 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To consider and vote on the proposal to adopt the Merger Agreement, dated as of March 1, 2023, by and among Radius Global Infrastructure, Inc. (the "Company"), APW OpCo LLC, Chord Parent, Inc., Chord Merger Sub I, Inc. and Chord Merger Sub II, LLC, as it may be amended from time to time (the "Merger Agreement"). | Management | For | For | ||||||||
| 2. | To consider and vote on the proposal to approve, on an advisory (nonbinding) basis, the compensation that will or may be paid or become payable to the Company's named executive officers that is based on or otherwise relates to the Merger Agreement and the transactions contemplated thereby. | Management | For | For | ||||||||
| 3. | To consider and vote on any proposal to adjourn the Special Meeting, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. | Management | For | For | ||||||||
| PROMETHEUS BIOSCIENCES, INC. | ||||||||||||
| Security | 74349U108 | Meeting Type | Special | |||||||||
| Ticker Symbol | RXDX | Meeting Date | 15-Jun-2023 | |||||||||
| ISIN | US74349U1088 | Agenda | 935874556 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger (as it may be amended from time to time, the "Merger Agreement"), dated as of April 15, 2023, by and among Merck & Co., Inc., a New Jersey corporation ("Merck"), Splash Merger Sub, Inc., a Delaware corporation and a direct wholly owned subsidiary of Merck ("Merger Sub"), and Prometheus Biosciences, Inc., a Delaware corporation ("Prometheus"), pursuant to which Merger Sub will be merged with and into Prometheus, with Prometheus surviving as a wholly owned subsidiary of Merck (the "Merger"). | Management | For | For | ||||||||
| 2. | To approve, on a non-binding, advisory basis, certain compensation that will or may be paid or become payable to Prometheus' named executive officers that is based on or otherwise relates to the Merger. | Management | For | For | ||||||||
| 3. | To approve the adjournment of the special meeting to a later date or dates if necessary to solicit additional proxies if there are insufficient votes in person or by proxy to approve the proposal to adopt the Merger Agreement at the time of the special meeting. | Management | For | For | ||||||||
| BELLUS HEALTH INC. | ||||||||||||
| Security | 07987C204 | Meeting Type | Special | |||||||||
| Ticker Symbol | BLU | Meeting Date | 16-Jun-2023 | |||||||||
| ISIN | CA07987C2040 | Agenda | 935879823 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1 | To consider and, if deemed advisable, to pass, with or without variation, a special resolution to approve a proposed plan of arrangement involving BELLUS Health Inc., 14934792 Canada Inc. and GSK plc, pursuant to section 192 of the Canada Business Corporations Act. The full text of the special resolution is set forth in Appendix B to the accompanying management information circular of BELLUS Health Inc. | Management | For | For | ||||||||
| ACTIVISION BLIZZARD, INC. | ||||||||||||
| Security | 00507V109 | Meeting Type | Annual | |||||||||
| Ticker Symbol | ATVI | Meeting Date | 21-Jun-2023 | |||||||||
| ISIN | US00507V1098 | Agenda | 935851762 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1a. | Election of Director: Reveta Bowers | Management | For | For | ||||||||
| 1b. | Election of Director: Kerry Carr | Management | For | For | ||||||||
| 1c. | Election of Director: Robert Corti | Management | For | For | ||||||||
| 1d. | Election of Director: Brian Kelly | Management | For | For | ||||||||
| 1e. | Election of Director: Robert Kotick | Management | For | For | ||||||||
| 1f. | Election of Director: Barry Meyer | Management | For | For | ||||||||
| 1g. | Election of Director: Robert Morgado | Management | For | For | ||||||||
| 1h. | Election of Director: Peter Nolan | Management | For | For | ||||||||
| 1i. | Election of Director: Dawn Ostroff | Management | For | For | ||||||||
| 2. | Advisory vote to approve our executive compensation. | Management | For | For | ||||||||
| 3. | Advisory vote on frequency of future advisory votes to approve our executive compensation. | Management | 1 Year | For | ||||||||
| 4. | Ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm. | Management | For | For | ||||||||
| 5. | Shareholder proposal regarding shareholder ratification of termination pay. | Shareholder | Against | For | ||||||||
| 6. | Shareholder proposal regarding adoption of a freedom of association and collective bargaining policy. | Shareholder | Abstain | Against | ||||||||
| 7. | Withdrawn by proponent | Shareholder | Abstain | Against | ||||||||
| RADIUS GLOBAL INFRASTRUCTURE, INC. | ||||||||||||
| Security | 750481103 | Meeting Type | Annual | |||||||||
| Ticker Symbol | RADI | Meeting Date | 22-Jun-2023 | |||||||||
| ISIN | US7504811032 | Agenda | 935854263 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1a. | Election of Director: Paul A. Gould | Management | For | For | ||||||||
| 1b. | Election of Director: Antoinette Cook Bush | Management | For | For | ||||||||
| 1c. | Election of Director: Thomas C. King | Management | For | For | ||||||||
| 1d. | Election of Director: Nick S. Advani | Management | For | For | ||||||||
| 1e. | Election of Director: Ashley Leeds | Management | For | For | ||||||||
| 2. | To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023. | Management | For | For | ||||||||
| 3. | To approve, on a non-binding advisory basis, the compensation of our named executive officers. | Management | For | For | ||||||||
| U.S. XPRESS ENTERPRISES, INC. | ||||||||||||
| Security | 90338N202 | Meeting Type | Special | |||||||||
| Ticker Symbol | USX | Meeting Date | 29-Jun-2023 | |||||||||
| ISIN | US90338N2027 | Agenda | 935881359 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To approve the Agreement and Plan of Merger, dated as of March 20, 2023, by and among U.S. Xpress Enterprises, Inc. ("U.S. Xpress"), Knight-Swift Transportation Holdings Inc. ("Knight- Swift") and Liberty Merger Sub Inc. ("Merger Subsidiary"), as it may be amended from time to time, and the merger of Merger Subsidiary with and into U.S. Xpress, with U.S. Xpress surviving the merger (the "Merger") as an indirect subsidiary of Knight- Swift. | Management | For | For | ||||||||
| 2. | To approve an amendment to U.S. Xpress' Third Amended and Restated Articles of Incorporation. | Management | For | For | ||||||||
| 3. | To separately approve the Merger, by the affirmative vote of the holders of a majority of the voting power of the outstanding shares of U.S. Xpress stock (voting together as a single class) held by the holders of U.S. Xpress stock other than the Rollover Stockholders and the other Excluded Stockholders, with each share of U.S. Xpress stock counted equally with one vote per share for this purpose. | Management | For | For | ||||||||
| 4. | To approve, by a non-binding, advisory vote, the compensation arrangements that will or may become payable to U.S. Xpress' named executive officers in connection with the Merger. | Management | For | For | ||||||||
| 5. | To approve the adjournment of the Special Meeting, from time to time, if necessary or appropriate (as determined by the Board of Directors or the chairperson of the meeting, in each case, acting at the direction of the Special Committee), including to solicit additional proxies to vote in favor of Proposals 1-3, in the event that there are insufficient votes at the time of the Special Meeting to establish a quorum or approve Proposals 1-3. | Management | For | For | ||||||||
| NATIONAL INSTRUMENTS CORPORATION | ||||||||||||
| Security | 636518102 | Meeting Type | Special | |||||||||
| Ticker Symbol | NATI | Meeting Date | 29-Jun-2023 | |||||||||
| ISIN | US6365181022 | Agenda | 935887147 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | To adopt the Agreement and Plan of Merger, dated as of April 12, 2023, by and among National Instruments Corporation, Emerson Electric Co., and Emersub CXIV (as it may be amended from time to time, the "Merger Agreement"). | Management | For | For | ||||||||
| 2. | To approve, on an advisory (nonbinding) basis, the compensation that may be paid or become payable to National Instruments Corporation's named executive officers that is based on or otherwise relates to the Merger Agreement and the transactions contemplated by the Merger Agreement. | Management | For | For | ||||||||
| 3. | To approve any adjournment of the special meeting of stockholders of National Instruments Corporation (the "Special Meeting"), if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting. | Management | For | For | ||||||||
| ABSOLUTE SOFTWARE CORPORATION | ||||||||||||
| Security | 00386B109 | Meeting Type | Special | |||||||||
| Ticker Symbol | ABST | Meeting Date | 29-Jun-2023 | |||||||||
| ISIN | CA00386B1094 | Agenda | 935888226 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1 | To consider and, if deemed advisable, pass, with or without variation, a special resolution of Securityholders substantially in the form attached as Appendix "C" to the accompanying management information circular, to approve an arrangement under section 288 of the Business Corporations Act (British Columbia), involving the Company and 1414364 B.C. Ltd., as more particularly described in the accompanying management information circular. | Management | For | For | ||||||||
| NEOGAMES S.A. | ||||||||||||
| Security | L6673X107 | Meeting Type | Annual | |||||||||
| Ticker Symbol | NGMS | Meeting Date | 29-Jun-2023 | |||||||||
| ISIN | LU2263803020 | Agenda | 935888810 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1. | Approve the stand-alone annual statutory accounts of the Company for the year ended December 31, 2022, the approved consolidated statutory financial accounts for the year ended December 31, 2022, the report prepared by the Board of Directors and the report of the approved statutory auditor (réviseur d'entreprises agréé). | Management | For | For | ||||||||
| 2. | Approve allocation of the Company's annual results for the financial year ended December 31, 2022. | Management | For | For | ||||||||
| 3. | Grant discharge of the liability of the members of the Board of Directors for, and in connection with, the financial year ended December 31, 2022. | Management | For | For | ||||||||
| 4a. | Elect Mr. Steve Capp as the member of board of director | Management | For | For | ||||||||
| 4b. | Elect Mr. Aharon Aran as the member of board of director | Management | For | For | ||||||||
| 4c. | Elect Mr. Mordechay (Moti) Malool (Malul) as the member of board of director | Management | For | For | ||||||||
| 4d. | Elect Mr. Barak Matalon as the member of board of director | Management | For | For | ||||||||
| 4e. | Elect Mr. Laurent Teitgen as the member of board of director | Management | For | For | ||||||||
| 4f. | Elect Mr. John E. Taylor, Jr. as the member of board of director and chair | Management | For | For | ||||||||
| 5. | Approve the appointment of Atwell as the Luxembourg statutory auditor (réviseur d'entreprises agréé) and of Ziv Haft, Certified Public Accountants, Isr., BDO Member Firm, as independent registered certified public accounting firm for the period ending at the general meeting approving the annual accounts for the financial year ending December 31, 2023. | Management | For | For | ||||||||
| 6. | Approve the directors' remuneration for the year ending December 31, 2023. | Management | For | For | ||||||||
| 7. | Authorize and empower Allen & Overy, société en commandite simple, registered on list V of the Luxembourg bar, to execute and deliver, on behalf of the Company and with full power of substitution, any documents necessary or useful in connection with the annual filing and registration required by the Luxembourg laws. | Management | For | For | ||||||||
| BELLUS HEALTH INC. | ||||||||||||
| Security | 07987C204 | Meeting Type | Annual and Special Meeting | |||||||||
| Ticker Symbol | BLU | Meeting Date | 30-Jun-2023 | |||||||||
| ISIN | CA07987C2040 | Agenda | 935889230 - Management | |||||||||
| Item | Proposal | Proposed by | Vote | For/Against Management | ||||||||
| 1A | Election of Director - Dr. Francesco Bellini, O.C. | Management | For | For | ||||||||
| 1B | Election of Director - Roberto Bellini | Management | For | For | ||||||||
| 1C | Election of Director - Dr. Youssef L. Bennani | Management | For | For | ||||||||
| 1D | Election of Director - Franklin M. Berger, CFA | Management | For | For | ||||||||
| 1E | Election of Director - Dr. Clarissa Desjardins | Management | For | For | ||||||||
| 1F | Election of Director - Pierre Larochelle | Management | For | For | ||||||||
| 1G | Election of Director - Dr. William Mezzanotte | Management | For | For | ||||||||
| 1H | Election of Director - Joseph Rus | Management | For | For | ||||||||
| 2 | Appointment of KPMG LLP as Auditors of the Company for the ensuing year and authorizing the Audit Committee to fix their remuneration. | Management | For | For | ||||||||
| 3 | Ratification and confirmation of a resolution approving the unallocated options under the Stock Option Plan. | Management | Against | Against | ||||||||
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 | Comstock Funds, Inc. |
| By (Signature and Title)* | /s/ John C. Ball |
| John C. Ball, President and Principal Executive Officer |
| Date | August 11, 2023 |
*Print the name and title of each signing officer under his or her signature.
