LyondellBasell Industries N.V

Vote Summary Report

Reporting Period: 07/01/2019 to 06/30/2020

Location(s): All Locations

Institution Account(s): Educator's Financial Group - US Equity Fund

LyondellBasell Industries N.V.

Meeting Date: 09/12/2019

Record Date: 08/15/2019

Country: Netherlands

Meeting Type: Special

Primary Security ID: N53745100

Ticker: LYB

Meeting ID: 1354966

Primary CUSIP: N53745100 Primary ISIN: NL0009434992 Primary SEDOL: B3SPXZ3 Proxy Level: N/A

Shares Voted: 1 Votable Shares: 1 Shares Instructed: 1Earliest Cutoff Date: 09/10/2019

Voting Policy: ISSTotal Ballots: 1 Additional Policy:

*Shares on Loan: 0

Proposal Number ProponentProposal Text Mgmt Rec

Votable Proposal

VotingPolicy RecISS Rec

Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS

Additional Policy Rec

Mgmt ForForForForYesAuthorize Repurchase of Up to 10 Percent of Issued Share Capital

1 No No No

Mgmt ForForForForYesApprove the Cancellation of Shares 2 No No No

Shares VotedVotable SharesInstitutional Account Detail (IA Name, IA Number)

Ballot Details

Custodian Account Number

Instructor Name

Date Instructed

ApproverName

Date ApprovedBallot Status

111344006 1 1Educator's Financial Group - US Equity Fund, BU1899

Auto-Instructed Auto-Approved 08/23/201908/23/2019Confirmed

Total Shares: 1 1

Parker-Hannifin Corporation



Country: USA

Meeting Type: Annual

Primary Security ID: 701094104

Ticker: PH

Meeting ID: 1366642

Primary CUSIP: 701094104 Primary ISIN: US7010941042 Primary SEDOL: 2671501 Proxy Level: 3

Shares Voted: 23,365 Votable Shares: 23,365 Shares Instructed: 23,365Earliest Cutoff Date: 10/22/2019


*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1.1 Elect Director Lee C. Banks Mgmt Yes For For For For No No No

Voting Policy Rationale: A vote FOR the director nominees is warranted.

Mgmt ForForForForYesElect Director Robert G. Bohn 1.2 No No No


Mgmt ForForForForYesElect Director Linda S. Harty 1.3 No No No


Mgmt ForForForForYesElect Director Kevin A. Lobo 1.4 No No No


*Shares on loan data is only provided for a select group of custodians. Please contact your ISS Client Service Team with any questions.

Page 1 of 43

Vote Summary Report




Parker-Hannifin Corporation


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


Mgmt ForForForForYesElect Director Candy M. Obourn 1.5 No No No


Mgmt ForForForForYesElect Director Joseph Scaminace 1.6 No No No


Mgmt ForForForForYesElect Director Ake Svensson 1.7 No No No


Mgmt ForForForForYesElect Director Laura K. Thompson 1.8 No No No


Mgmt ForForForForYesElect Director James R. Verrier 1.9 No No No


Mgmt ForForForForYesElect Director James L. Wainscott 1.10 No No No


Mgmt ForForForForYesElect Director Thomas L. Williams 1.11 No No No


Mgmt ForForForForYesRatify Deloitte & Touche LLP as Auditors 2 No No No

Mgmt ForForForForYesAdvisory Vote to Ratify Named Executive Officers' Compensation

3 No No No

Mgmt ForForForForYesAmend Omnibus Stock Plan 4 No No No

SH AgainstAgainstAgainstAgainstYesRequire Independent Board Chairman 5 No No No


Ballot Details


Instructor Name

Date Instructed

ApproverName


111344006 23,365 23,365Educator's Financial Group - US Equity Fund, BU1899

amorgan amorgan 10/04/201910/04/2019Confirmed

Total Shares: 23,365 23,365

KLA Corporation



Country: USA



Ticker: KLAC

Meeting ID: 1366464



Page 2 of 43

Vote Summary Report




KLA Corporation



*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1.1 Elect Director Edward Barnholt Mgmt Yes For For For For No No No


Mgmt ForForForForYesElect Director Robert Calderoni 1.2 No No No


Mgmt ForForForForYesElect Director Jeneanne Hanley 1.3 No No No


Mgmt ForForForForYesElect Director Emiko Higashi 1.4 No No No


Mgmt ForForForForYesElect Director Kevin Kennedy 1.5 No No No


Mgmt ForForForForYesElect Director Gary Moore 1.6 No No No


Mgmt ForForForForYesElect Director Kiran Patel 1.7 No No No


Mgmt ForForForForYesElect Director Victor Peng 1.8 No No No


Mgmt ForForForForYesElect Director Robert Rango 1.9 No No No


Mgmt ForForForForYesElect Director Richard Wallace 1.10 No No No


Mgmt ForForForForYesRatify PricewaterhouseCoopers LLP as Auditors

2 No No No


3 No No No


Ballot Details


Instructor Name

Date Instructed

ApproverName






Page 3 of 43

Vote Summary Report




KLA Corporation

Oracle Corporation



Country: USA


Primary Security ID: 68389X105

Ticker: ORCL

Meeting ID: 1367652

Primary CUSIP: 68389X105 Primary ISIN: US68389X1054 Primary SEDOL: 2661568 Proxy Level: 3



*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1.1 Elect Director Jeffrey S. Berg Mgmt Yes For Withhold Withhold Withhold Yes No No

Voter Rationale: We agree with ISS that the remuneration packages for senior management require better oversight, so we are withholding our vote for these 6 directors.

Voting Policy Rationale: WITHHOLD votes are warranted from incumbent Governance Committee members Bruce R. Chizen, Leon Panetta and Jeffrey Berg for the substantial pledging activity and significant concerns regarding risk oversight. WITHHOLD votes are also warranted from incumbent Compensation Committee members George Conrades, Charles (Wick) Moorman IV, Leon Panetta, and Naomi Seligman for insufficient responsiveness to low support for last year's say-on-pay proposal. Votes FOR the remaining director nominees are warranted.

Mgmt ForForForForYesElect Director Michael J. Boskin 1.2 No No No


Mgmt ForForForForYesElect Director Safra A. Catz 1.3 No No No


Mgmt WithholdWithholdWithholdForYesElect Director Bruce R. Chizen 1.4 Yes No No



Mgmt WithholdWithholdWithholdForYesElect Director George H. Conrades 1.5 Yes No No




Page 4 of 43

Vote Summary Report




Oracle Corporation


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


Mgmt ForForForForYesElect Director Lawrence J. Ellison 1.6 No No No


Mgmt ForForForForYesElect Director Rona A. Fairhead 1.7 No No No


Mgmt NoElect Director Hector Garcia-Molina *Withdrawn Resolution*

1.8

Mgmt ForForForForYesElect Director Jeffrey O. Henley 1.9 No No No


Mgmt NoElect Director Mark V. Hurd - Deceased 1.10


Mgmt ForForForForYesElect Director Renee J. James 1.11 No No No


Mgmt WithholdWithholdWithholdForYesElect Director Charles W. Moorman, IV 1.12 Yes No No




Page 5 of 43

Vote Summary Report




Oracle Corporation


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


Mgmt WithholdWithholdWithholdForYesElect Director Leon E. Panetta 1.13 Yes No No



Mgmt ForForForForYesElect Director William G. Parrett 1.14 No No No


Mgmt WithholdWithholdWithholdForYesElect Director Naomi O. Seligman 1.15 Yes No No



Mgmt AgainstAgainstAgainstForYesAdvisory Vote to Ratify Named Executive Officers' Compensation

2 Yes No No

Voter Rationale: We agree with ISS that the remuneration packages for senior management require better oversight, so we are voting against management.

Voting Policy Rationale: A vote AGAINST this proposal is warranted. The compensation committee did not demonstrate adequate responsiveness to last year's low support for the say-on-pay proposal; the company's responsiveness disclosure largely mirrors the past two years' proxy disclosures. After last year's exceedingly large front-loaded grants to top executives, the board has not made any new changes following the low vote support. Further, the lower reported pay following large front-loaded grants intended to cover future years of equity compensation is not considered a meaningful action taken by the board to address shareholders' concerns. Additionally concerning, the company awarded an NEO large equity awards in FY2019, which include supplemental awards that lack performance conditions.

Mgmt ForForForForYesRatify Ernst & Young LLP as Auditors 3 No No No

SH ForForForAgainstYesReport on Gender Pay Gap 4 Yes No No

Voter Rationale: We are voting against management because better disclosure on gender pay is socially responsible.

Voting Policy Rationale: A vote FOR this proposal is warranted, as shareholders would benefit from additional information allowing them to measure the progress of the company's diversity and inclusion initiatives.


Page 6 of 43

Vote Summary Report




Oracle Corporation


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


SH ForForForAgainstYesRequire Independent Board Chairman 5 Yes No No

Voter Rationale: We are voting against the board recommendation because we think it is important to have an independent board chair for proper alignment with shareholder interests.

Voting Policy Rationale: A vote FOR this proposal is warranted as shareholders may benefit from a board led by an independent chair who challenges and provides better oversight of management. The company exhibits ongoing executive compensation concerns, non-responsiveness to shareholders regarding compensation concerns, significant share pledging by the chair, and short-and long-term underperformance against peers, which cumulatively indicate ineffective independent board oversight. Further, the lead director role is not considered robust and may not be able to effectively counterbalance the three executive leaders. Accordingly, this non-binding proposal offers an opportunity to clarify board leadership.


Ballot Details


Instructor Name

Date Instructed

ApproverName





Campbell Soup Company



Country: USA



Ticker: CPB

Meeting ID: 1369437




*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1.1 Elect Director Fabiola R. Arredondo Mgmt Yes For For For For No No No


Mgmt ForForForForYesElect Director Howard M. Averill 1.2 No No No


Mgmt ForForForForYesElect Director John P. (JP) Bilbrey 1.3 No No No


Mgmt ForForForForYesElect Director Mark A. Clouse 1.4 No No No


Mgmt ForForForForYesElect Director Bennett Dorrance 1.5 No No No



Page 7 of 43

Vote Summary Report




Campbell Soup Company


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


Mgmt ForForForForYesElect Director Maria Teresa (Tessa) Hilado 1.6 No No No


Mgmt ForForForForYesElect Director Sarah Hofstetter 1.7 No No No


Mgmt ForForForForYesElect Director Marc B. Lautenbach 1.8 No No No


Mgmt ForForForForYesElect Director Mary Alice Dorrance Malone 1.9 No No No


Mgmt ForForForForYesElect Director Keith R. McLoughlin 1.10 No No No


Mgmt ForForForForYesElect Director Kurt T. Schmidt 1.11 No No No


Mgmt ForForForForYesElect Director Archbold D. van Beuren 1.12 No No No



2 No No No


3 No No No


Ballot Details


Instructor Name

Date Instructed

ApproverName




Total Shares: 1 1

AutoZone, Inc.



Country: USA



Ticker: AZO

Meeting ID: 1374114



Page 8 of 43

Vote Summary Report




AutoZone, Inc.



*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1.1 Elect Director Douglas H. Brooks Mgmt Yes For For For For No No No


Mgmt ForForForForYesElect Director Linda A. Goodspeed 1.2 No No No


Mgmt ForForForForYesElect Director Earl G. Graves, Jr. 1.3 No No No


Mgmt ForForForForYesElect Director Enderson Guimaraes 1.4 No No No


Mgmt ForForForForYesElect Director Michael M. Calbert 1.5 No No No


Mgmt ForForForForYesElect Director D. Bryan Jordan 1.6 No No No


Mgmt ForForForForYesElect Director Gale V. King 1.7 No No No


Mgmt ForForForForYesElect Director George R. Mrkonic, Jr. 1.8 No No No


Mgmt ForForForForYesElect Director William C. Rhodes, III 1.9 No No No


Mgmt ForForForForYesElect Director Jill A. Soltau 1.10 No No No




3 No No No


Ballot Details


Instructor Name

Date Instructed

ApproverName




Total Shares: 886 886


Page 9 of 43

Vote Summary Report




AutoZone, Inc.

NortonLifeLock Inc.



Country: USA



Ticker: NLOK

Meeting ID: 1376324

Primary CUSIP: 668771108 Primary ISIN: US6687711084 Primary SEDOL: BJN4XN5 Proxy Level: 3



*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1a Elect Director Sue Barsamian Mgmt Yes For For For For No No No


Mgmt ForForForForYesElect Director Frank E. Dangeard 1b No No No


Mgmt ForForForForYesElect Director Nora M. Denzel 1c No No No


Mgmt ForForForForYesElect Director Peter A. Feld 1d No No No


Mgmt ForForForForYesElect Director Kenneth Y. Hao 1e No No No


Mgmt ForForForForYesElect Director David W. Humphrey 1f No No No


Mgmt ForForForForYesElect Director Vincent Pilette 1g No No No


Mgmt ForForForForYesElect Director V. Paul Unruh 1h No No No


Mgmt ForForForForYesRatify KPMG LLP as Auditors 2 No No No


Page 10 of 43

Vote Summary Report




NortonLifeLock Inc.


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


Mgmt ForAgainstAgainstForYesAdvisory Vote to Ratify Named Executive Officers' Compensation

3 No Yes Yes

Voter Rationale: Given the substantial changes in corporate structure under the short leadership of interim CEO Rick Hill, we understand the rationale for the amended employment agreements with interim-CEO Rick Hill and his replacement, Vincent Pilette, previous CFO. Specifically, there has been no history of repricing underwater options. Also, the company is potentially still an attractive acquisition target at a time during which critical transformation steps are being taken (specifically the removal of significant stranded costs post the Symantec asset sale to Broadcom). Special retention arrangements are warranted during this period.

Voting Policy Rationale: A vote AGAINST this proposal is warranted as certain concerns were raised regarding compensation matters that occurred after the company's fiscal year-end. Namely, the company amended previously entered-into employment agreements that allowed for the acceleration of recently granted equity awards. Moreover, the amended agreement with former interim CEO Hill, who served at the company for a short period of time, allows for the vesting of an additional sizeable equity award upon the pending completion of two stock price targets.

SH ForForForAgainstYesRequire Independent Board Chairman 4 Yes No No

Voter Rationale: We are not concerned by the current proposed board structure and believe that Starboards representation is well aligned with us, but as a matter of principal, we believe that it is important to have an independent board chair.

Voting Policy Rationale: A vote FOR this proposal is warranted given that there are concerns about the robustness of the role of the lead director who would be appointed in the event the board chair is not independent. Furthermore, in the absence of a designated successor to the outgoing chair, this proposal is providing a timely opportunity to again elect an independent board chair, continuing the highest form of independent board leadership.


Ballot Details


Instructor Name

Date Instructed

ApproverName




Total Shares: 167,752 167,752

Amdocs Limited



Country: Guernsey


Primary Security ID: G02602103

Ticker: DOX

Meeting ID: 1387681

Primary CUSIP: G02602103 Primary ISIN: GB0022569080 Primary SEDOL: 2256908 Proxy Level: N/A



*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1.1 Elect Director Robert A. Minicucci Mgmt Yes For For For For No No No


Mgmt ForForForForYesElect Director Adrian Gardner 1.2 No No No



Page 11 of 43

Vote Summary Report




Amdocs Limited


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


Mgmt ForForForForYesElect Director James S. Kahan 1.3 No No No


Mgmt ForForForForYesElect Director Rafael de la Vega 1.4 No No No


Mgmt ForForForForYesElect Director Giora Yaron 1.5 No No No


Mgmt ForForForForYesElect Director Eli Gelman 1.6 No No No


Mgmt ForForForForYesElect Director Richard T.C. LeFave 1.7 No No No


Mgmt ForForForForYesElect Director John A. MacDonald 1.8 No No No


Mgmt ForForForForYesElect Director Shuky Sheffer 1.9 No No No


Mgmt ForForForForYesElect Director Yvette Kanouff 1.10 No No No



Mgmt ForForForForYesApprove an Increase in the Quarterly Cash Dividend Rate

3 No No No

Mgmt ForForForForYesAccept Financial Statements and Statutory Reports

4 No No No

Mgmt ForForForForYesApprove Ernst & Young LLP as Auditors and Authorize Board to Fix Their Remuneration

5 No No No


Ballot Details


Instructor Name

Date Instructed

ApproverName






Page 12 of 43

Vote Summary Report




Ingersoll-Rand plc



Country: Ireland


Primary Security ID: G47791101

Ticker: IR

Meeting ID: 1387948

Primary CUSIP: G47791101 Primary ISIN: IE00B6330302 Primary SEDOL: B633030 Proxy Level: N/A



*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1 Change Company Name to Trane Technologies plc

Mgmt Yes For For For For No No No


Ballot Details


Instructor Name

Date Instructed

ApproverName





Gardner Denver Holdings, Inc.



Country: USA


Primary Security ID: 36555P107

Ticker: GDI

Meeting ID: 1390322

Primary CUSIP: 36555P107 Primary ISIN: US36555P1075 Primary SEDOL: BZ4DG90 Proxy Level: 5



*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1 Issue Shares in Connection with Merger Mgmt Yes For For For For No No No

Mgmt AgainstAgainstAgainstForYesAmend Omnibus Stock Plan 2 Yes No No

Voter Rationale: Beutel Goodman agrees with the ISS rationale, "Based on evaluation of the estimatedcost, plan features, and grant practices using the Equity Plan Scorecard (EPSC), a vote AGAINST this proposal is warranted due to the following key factors:* The plancost is excessive;* The estimated duration of available and proposed shares exceeds six years;* The disclosure of change-in-control ("CIC") vesting treatment is incomplete (or otherwise is considered to be discretionary); and* The plan allows broad discretion to accelerate vesting.".

Voting Policy Rationale: Based on evaluation of the estimated cost, plan features, and grant practices using the Equity Plan Scorecard (EPSC), a vote AGAINST this proposal is warranted due to the following key factors:* The plan cost is excessive;* The estimated duration of available and proposed shares exceeds six years; and* The plan allows broad discretion to accelerate vesting.

Mgmt ForForForForYesAdjourn Meeting 3 No No No


Ballot Details


Instructor Name

Date Instructed

ApproverName



Page 13 of 43

Vote Summary Report




Gardner Denver Holdings, Inc.


Ballot Details


Instructor Name

Date Instructed

ApproverName




Total Shares: 1 1

AmerisourceBergen Corporation



Country: USA


Primary Security ID: 03073E105

Ticker: ABC

Meeting ID: 1391315

Primary CUSIP: 03073E105 Primary ISIN: US03073E1055 Primary SEDOL: 2795393 Proxy Level: 3



*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1.1 Elect Director Ornella Barra Mgmt Yes For For For For No No No


Mgmt ForForForForYesElect Director Steven H. Collis 1.2 No No No


Mgmt ForForForForYesElect Director D. Mark Durcan 1.3 No No No


Mgmt ForForForForYesElect Director Richard W. Gochnauer 1.4 No No No


Mgmt ForForForForYesElect Director Lon R. Greenberg 1.5 No No No


Mgmt ForForForForYesElect Director Jane E. Henney 1.6 No No No


Mgmt ForForForForYesElect Director Kathleen W. Hyle 1.7 No No No


Mgmt ForForForForYesElect Director Michael J. Long 1.8 No No No


Mgmt ForForForForYesElect Director Henry W. McGee 1.9 No No No



Page 14 of 43

Vote Summary Report




AmerisourceBergen Corporation


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


Mgmt ForForForForYesElect Director Dennis M. Nally 1.10 No No No




3 No No No

SH ForForForAgainstYesProvide Right to Act by Written Consent 4 Yes No No

Voter Rationale: This proposal would enhance shareholder rights to ensure that the ongoing actions of the Board are in the best interest of all shareholders.

Voting Policy Rationale: A vote FOR this proposal is warranted given that the ability to act by written consent would enhance shareholder rights.

SH ForForForAgainstYesAdopt Policy on Bonus Banking 5 Yes No No

Voter Rationale: This proposal would better align management with all shareholders as they conduct themselves in a manner that reduces long term organizational risk while ensuring that short term strategic activity is still focused on long term value creation for the company and its shareholders.

Voting Policy Rationale: A vote FOR this proposal is warranted, as the proposal's request is not fully addressed by mechanisms in place and the proposal does not appear to be overly prescriptive. Although pay and performance were aligned for the year in review and the company maintains stock ownership guidelines and a clawback policy, the current ownership guidelines are not considered to be robust and the company does not maintain any holding requirements after the guideline is met. The proposal's banking feature may provide additional safeguards for investors and is not overly prescriptive, giving the board sufficient flexibility in implementation.


Ballot Details


Instructor Name

Date Instructed

ApproverName





Kellogg Company



Country: USA



Ticker: K

Meeting ID: 1405372




*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1a Elect Director Stephanie Burns Mgmt Yes For For For For No No No



Page 15 of 43

Vote Summary Report




Kellogg Company


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


Mgmt ForForForForYesElect Director Steve Cahillane 1b No No No


Mgmt ForForForForYesElect Director Richard Dreiling 1c No No No


Mgmt ForForForForYesElect Director La June Montgomery Tabron 1d No No No



2 No No No


3 No No No

Mgmt ForForForForYesAmend Qualified Employee Stock Purchase Plan

4 No No No

Mgmt ForForForForYesDeclassify the Board of Directors 5 No No No

SH ForForForAgainstYesAdopt Simple Majority Vote 6 Yes No No

Voter Rationale: We agree with ISS which states, "A vote FOR this proposal is warranted given that elimination of the supermajority vote requirement enhances shareholder rights."

Voting Policy Rationale: A vote FOR this proposal is warranted given that elimination of the supermajority vote requirement enhances shareholder rights.


Ballot Details


Instructor Name

Date Instructed

ApproverName



lmanuba lmanuba 04/06/202004/06/2020Confirmed


Wells Fargo & Company



Country: USA



Ticker: WFC

Meeting ID: 1408368




*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1a Elect Director Steven D. Black Mgmt Yes For For For For No No No



Page 16 of 43

Vote Summary Report






Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


Mgmt ForForForForYesElect Director Celeste A. Clark 1b No No No


Mgmt ForForForForYesElect Director Theodore F. Craver, Jr. 1c No No No


Mgmt ForForForForYesElect Director Wayne M. Hewett 1d No No No


Mgmt ForForForForYesElect Director Donald M. James 1e No No No


Mgmt ForForForForYesElect Director Maria R. Morris 1f No No No


Mgmt ForForForForYesElect Director Charles H. Noski 1g No No No


Mgmt ForForForForYesElect Director Richard B. Payne, Jr. 1h No No No


Mgmt ForForForForYesElect Director Juan A. Pujadas 1i No No No


Mgmt ForForForForYesElect Director Ronald L. Sargent 1j No No No


Mgmt ForForForForYesElect Director Charles W. Scharf 1k No No No


Mgmt ForForForForYesElect Director Suzanne M. Vautrinot 1l No No No



2 No No No


SH AgainstAgainstAgainstAgainstYesRequire Shareholder Approval of Bylaw Amendments Adopted by the Board of Directors

4 No No No


Page 17 of 43

Vote Summary Report






Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


SH ForForForAgainstYesReport on Incentive-Based Compensation and Risks of Material Losses

5 Yes No No

Voter Rationale: We agree with ISS which states, "A vote FOR the proposal is warranted, as shareholders would benefit from additional disclosure about employee incentive compensation programs that could lead to material losses due to excessive risk taking, given that broad-based employee incentive structures played a significant role in recent high-profile controversy and reputational harm at the company.".

Voting Policy Rationale: A vote FOR the proposal is warranted, as shareholders would benefit from additional disclosure about employee incentive compensation programs that could lead to material losses due to excessive risk taking, given that broad-based employee incentive structures played a significant role in recent high-profile controversy and reputational harm at the company.

SH AgainstAgainstAgainstAgainstYesReport on Global Median Gender Pay Gap 6 No No No


Ballot Details


Instructor Name

Date Instructed

ApproverName





Ameriprise Financial, Inc.



Country: USA


Primary Security ID: 03076C106

Ticker: AMP

Meeting ID: 1410112

Primary CUSIP: 03076C106 Primary ISIN: US03076C1062 Primary SEDOL: B0J7D57 Proxy Level: 3



*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1a Elect Director James M. Cracchiolo Mgmt Yes For For For For No No No


Mgmt ForForForForYesElect Director Dianne Neal Blixt 1b No No No


Mgmt ForForForForYesElect Director Amy DiGeso 1c No No No


Mgmt ForForForForYesElect Director Lon R. Greenberg 1d No No No



Page 18 of 43

Vote Summary Report




Ameriprise Financial, Inc.


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


Mgmt ForForForForYesElect Director Jeffrey Noddle 1e No No No


Mgmt ForForForForYesElect Director Robert F. Sharpe, Jr. 1f No No No


Mgmt ForForForForYesElect Director Brian T. Shea 1g No No No


Mgmt ForForForForYesElect Director W. Edward Walter, III 1h No No No


Mgmt ForForForForYesElect Director Christopher J. Williams 1i No No No



2 No No No


3 No No No


Ballot Details


Instructor Name

Date Instructed

ApproverName





Kimberly-Clark Corporation



Country: USA



Ticker: KMB

Meeting ID: 1404106




*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1.1 Elect Director Abelardo E. Bru Mgmt Yes For For For For No No No


Mgmt ForForForForYesElect Director Robert W. Decherd 1.2 No No No



Page 19 of 43

Vote Summary Report






Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


Mgmt ForForForForYesElect Director Michael D. Hsu 1.3 No No No


Mgmt ForForForForYesElect Director Mae C. Jemison 1.4 No No No


Mgmt ForForForForYesElect Director S. Todd Maclin 1.5 No No No


Mgmt ForForForForYesElect Director Sherilyn S. McCoy 1.6 No No No


Mgmt ForForForForYesElect Director Christa S. Quarles 1.7 No No No


Mgmt ForForForForYesElect Director Ian C. Read 1.8 No No No


Mgmt ForForForForYesElect Director Dunia A. Shive 1.9 No No No


Mgmt ForForForForYesElect Director Mark T. Smucker 1.10 No No No


Mgmt ForForForForYesElect Director Michael D. White 1.11 No No No




3 No No No

SH AgainstForForAgainstYesProvide Right to Act by Written Consent 4 No Yes Yes

Voter Rationale: Current governance practices and guidelines are sufficient to address any major issues and/or to require intra-year meetings.

Voting Policy Rationale: Given the significant hurdle for shareholders to use the existing special meeting right, a written consent right would provide shareholders with an additional means of acting in between annual meetings. Therefore, a vote FOR this proposal is warranted.


Ballot Details


Instructor Name

Date Instructed

ApproverName






Page 20 of 43

Vote Summary Report





American Express Company



Country: USA



Ticker: AXP

Meeting ID: 1411272




*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1a Elect Director Charlene Barshefsky Mgmt Yes For For For For No No No


Mgmt ForForForForYesElect Director John J. Brennan 1b No No No


Mgmt ForForForForYesElect Director Peter Chernin 1c No No No


Mgmt ForForForForYesElect Director Ralph de la Vega 1d No No No


Mgmt ForForForForYesElect Director Anne Lauvergeon 1e No No No


Mgmt ForForForForYesElect Director Michael O. Leavitt 1f No No No


Mgmt ForForForForYesElect Director Theodore J. Leonsis 1g No No No


Mgmt ForForForForYesElect Director Karen L. Parkhill 1h No No No


Mgmt ForForForForYesElect Director Lynn A. Pike 1i No No No


Mgmt ForForForForYesElect Director Stephen J. Squeri 1j No No No


Mgmt ForForForForYesElect Director Daniel L. Vasella 1k No No No



Page 21 of 43

Vote Summary Report




American Express Company


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


Mgmt ForForForForYesElect Director Ronald A. Williams 1l No No No


Mgmt ForForForForYesElect Director Christopher D. Young 1m No No No



2 No No No


3 No No No



Voter Rationale: The written consent is too low a bar for a small group of potentially short-term focused investors to call a meeting and try to engage in corporate actions that can be suboptimal and potentially destroy long-term shareholder value creation. The current bar of 25% of shareholder holdings required to call a special meeting is low enough to ensure that shareholders like us can call a meeting should a significant number of long-term shareholders have concerns about the direction of the company.


SH AgainstAgainstAgainstAgainstYesReport on Gender/Racial Pay Gap 6 No No No


Ballot Details


Instructor Name

Date Instructed

ApproverName





Verizon Communications Inc.



Country: USA


Primary Security ID: 92343V104

Ticker: VZ

Meeting ID: 1410798

Primary CUSIP: 92343V104 Primary ISIN: US92343V1044 Primary SEDOL: 2090571 Proxy Level: 4



*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1.1 Elect Director Shellye L. Archambeau Mgmt Yes For For For For No No No



Page 22 of 43

Vote Summary Report






Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


Mgmt ForForForForYesElect Director Mark T. Bertolini 1.2 No No No


Mgmt ForForForForYesElect Director Vittorio Colao 1.3 No No No


Mgmt ForForForForYesElect Director Melanie L. Healey 1.4 No No No


Mgmt ForForForForYesElect Director Clarence Otis, Jr. 1.5 No No No


Mgmt ForForForForYesElect Director Daniel H. Schulman 1.6 No No No


Mgmt ForForForForYesElect Director Rodney E. Slater 1.7 No No No


Mgmt ForForForForYesElect Director Hans E. Vestberg 1.8 No No No


Mgmt ForForForForYesElect Director Gregory G. Weaver 1.9 No No No



2 No No No


SH ForForForAgainstYesEliminate Above-Market Earnings in Executive Retirement Plans

4 Yes No No

Voter Rationale: The practice of providing above-market earnings on non-qualified accounts are not performance-based and do not align management incentives with long term shareholder interests.

Voting Policy Rationale: A vote FOR this proposal is warranted. The proposal is narrowly tailored to eliminate a benefit that is not a best practice. Although no participant received above-market earnings for FY2019, the practice does not appear to have been eliminated from the program. Lastly, above-market earnings are not a performance-based element of compensation and provide a benefit to executives which is not available to the broader employee population.

SH AgainstForForAgainstYesReduce Ownership Threshold for Shareholders to Call Special Meeting

5 No Yes Yes

Voter Rationale: Current governance practices and guidelines are sufficient to address any major issues and/or to require intra-year meetings.

Voting Policy Rationale: A vote FOR this proposal is warranted as lowering the ownership threshold for shareholders to call a special meeting from 25 percent to 10 percent would enhance shareholders' rights.


Page 23 of 43

Vote Summary Report






Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


SH AgainstForForAgainstYesReport on Lobbying Payments and Policy 6 No Yes Yes

Voter Rationale: Current lobbying related management oversight and practices are reasonably in line with shareholder interests.

Voting Policy Rationale: A vote FOR this resolution is warranted, as additional reporting on the company's lobbying-related practices, such as its trade association payments and oversight mechanisms, would benefit shareholders in assessing its management of related risks.

SH AgainstForForAgainstYesAssess Feasibility of Data Privacy as a Performance Measure for Senior Executive Compensation

7 No Yes Yes

Voter Rationale: “User privacy” considerations cannot be meaningfully analyzed and presented in a quantitative executive compensation performance metric and therefore should not be the subject of said proposed feasibility report.

Voting Policy Rationale: A vote FOR this proposal is warranted due to the scope of the proposal, and the fact that the company faces growing regulatory pressure and regulatory scrutiny in this area. Shareholders would benefit from additional information about how company executives are incentivized to increase consumer privacy protections.

SH ForForForAgainstYesSubmit Severance Agreement (Change-in-Control) to Shareholder Vote

8 Yes No No

Voter Rationale: The proposal that future severance agreements are consistent with current severance agreements aligns the Board’s interests with the shareholders’ interests as it relates to the ratification of new severance agreements.

Voting Policy Rationale: A vote FOR this item is warranted given that the proposal applies only to future severance arrangements, the current agreements will not be affected, and the proposal offers flexibility as to when the board may seek shareholder approval of a new or renewed severance arrangement, such as at the next annual meeting.


Ballot Details


Instructor Name

Date Instructed

ApproverName





Cummins Inc.



Country: USA



Ticker: CMI

Meeting ID: 1413820




*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1 Elect Director N. Thomas Linebarger Mgmt Yes For For For For No No No



Page 24 of 43

Vote Summary Report




Cummins Inc.


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


Mgmt ForForForForYesElect Director Robert J. Bernhard 2 No No No


Mgmt ForForForForYesElect Director Franklin R. Chang Diaz 3 No No No


Mgmt ForForForForYesElect Director Bruno V. Di Leo Allen 4 No No No


Mgmt ForForForForYesElect Director Stephen B. Dobbs 5 No No No


Mgmt ForForForForYesElect Director Robert K. Herdman 6 No No No


Mgmt ForForForForYesElect Director Alexis M. Herman 7 No No No


Mgmt ForForForForYesElect Director Thomas J. Lynch 8 No No No


Mgmt ForForForForYesElect Director William I. Miller 9 No No No


Mgmt ForForForForYesElect Director Georgia R. Nelson 10 No No No


Mgmt ForForForForYesElect Director Karen H. Quintos 11 No No No



12 No No No

Mgmt ForForForForYesRatify PricewaterhouseCoopers LLP as Auditor 13 No No No


14 No No No


Ballot Details


Instructor Name

Date Instructed

ApproverName






Page 25 of 43

Vote Summary Report




Cummins Inc.

Amgen Inc.



Country: USA



Ticker: AMGN

Meeting ID: 1418094




*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1a Elect Director Wanda M. Austin Mgmt Yes For For For For No No No


Mgmt ForForForForYesElect Director Robert A. Bradway 1b No No No


Mgmt ForForForForYesElect Director Brian J. Druker 1c No No No


Mgmt ForForForForYesElect Director Robert A. Eckert 1d No No No


Mgmt ForForForForYesElect Director Greg C. Garland 1e No No No


Mgmt ForForForForYesElect Director Fred Hassan 1f No No No


Mgmt ForForForForYesElect Director Charles M. Holley, Jr. 1g No No No


Mgmt ForForForForYesElect Director Tyler Jacks 1h No No No


Mgmt ForForForForYesElect Director Ellen J. Kullman 1i No No No


Mgmt ForForForForYesElect Director Ronald D. Sugar 1j No No No


Mgmt ForForForForYesElect Director R. Sanders Williams 1k No No No



Page 26 of 43

Vote Summary Report




Amgen Inc.


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS



2 No No No


SH AgainstAgainstAgainstAgainstYesRequire Independent Board Chairman 4 No No No


Ballot Details


Instructor Name

Date Instructed

ApproverName





JPMorgan Chase & Co.



Country: USA


Primary Security ID: 46625H100

Ticker: JPM

Meeting ID: 1417029

Primary CUSIP: 46625H100 Primary ISIN: US46625H1005 Primary SEDOL: 2190385 Proxy Level: 3



*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1a Elect Director Linda B. Bammann Mgmt Yes For For For For No No No

Voting Policy Rationale: A vote FOR director nominee Lee Raymond is warranted, with caution, to convey that new independent oversight is necessary as the process to find Raymond's successor unfolds.A vote FOR the remaining director nominees is warranted.

Mgmt ForForForForYesElect Director Stephen B. Burke 1b No No No


Mgmt ForForForForYesElect Director Todd A. Combs 1c No No No


Mgmt ForForForForYesElect Director James S. Crown 1d No No No



Page 27 of 43

Vote Summary Report






Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


Mgmt ForForForForYesElect Director James Dimon 1e No No No


Mgmt ForForForForYesElect Director Timothy P. Flynn 1f No No No


Mgmt ForForForForYesElect Director Mellody Hobson 1g No No No


Mgmt ForForForForYesElect Director Michael A. Neal 1h No No No


Mgmt ForForForForYesElect Director Lee R. Raymond 1i No No No


Mgmt ForForForForYesElect Director Virginia M. Rometty 1j No No No



2 No No No

Mgmt ForForForForYesRatify PricewaterhouseCoopers LLP as Auditor 3 No No No

SH AgainstForForAgainstYesRequire Independent Board Chair 4 No Yes Yes

Voter Rationale: While this is an ideal structure, the existing structure has created shareholder value given the quality of the Chair and the Board

Voting Policy Rationale: A vote FOR this proposal is warranted as shareholders would benefit from more independent oversight in the form of an independent chair. The timing of this proposal is compelling given the looming succession concerns, which gives shareholders an opportunity to convey a preference that new independent oversight is necessary.

SH AgainstAgainstAgainstAgainstYesReport on Reputational Risk Related to Canadian Oil Sands, Oil Sands Pipeline Companies and Arctic Oil and Gas Exploration and Production.

5 No No No

SH AgainstForForAgainstYesReport on Climate Change 6 No Yes Yes

Voter Rationale: On reviewing the company’s disclosures, their approach to climate change, and in discussions with management, I am satisfied with the company’s approach and disclosure as they take a measured and long-term view to addressing issue.

Voting Policy Rationale: A vote FOR this proposal is warranted, as shareholders would benefit from additional information on the company’s plans regarding aligning its GHG emissions with the Paris Agreement climate goals.


Page 28 of 43

Vote Summary Report






Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


SH AgainstAgainstAgainstAgainstYesAmend Shareholder Written Consent Provisions

7 No No No

SH AgainstAgainstAgainstAgainstYesReport on Charitable Contributions 8 No No No

SH AgainstAgainstAgainstAgainstYesReport on Gender/Racial Pay Gap 9 No No No


Ballot Details


Instructor Name

Date Instructed

ApproverName



mfebbraio mfebbraio 05/12/202005/12/2020Confirmed


BlackRock, Inc.



Country: USA


Primary Security ID: 09247X101

Ticker: BLK

Meeting ID: 1419637

Primary CUSIP: 09247X101 Primary ISIN: US09247X1019 Primary SEDOL: 2494504 Proxy Level: 3



*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1a Elect Director Bader M. Alsaad Mgmt Yes For For For For No No No


Mgmt ForForForForYesElect Director Mathis Cabiallavetta 1b No No No


Mgmt ForForForForYesElect Director Pamela Daley 1c No No No


Mgmt ForForForForYesElect Director William S. Demchak 1d No No No


Mgmt ForForForForYesElect Director Jessica P. Einhorn 1e No No No


Mgmt ForForForForYesElect Director Laurence D. Fink 1f No No No



Page 29 of 43

Vote Summary Report




BlackRock, Inc.


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


Mgmt ForForForForYesElect Director William E. Ford 1g No No No


Mgmt ForForForForYesElect Director Fabrizio Freda 1h No No No


Mgmt ForForForForYesElect Director Murry S. Gerber 1i No No No


Mgmt ForForForForYesElect Director Margaret L. Johnson 1j No No No


Mgmt ForForForForYesElect Director Robert S. Kapito 1k No No No


Mgmt ForForForForYesElect Director Cheryl D. Mills 1l No No No


Mgmt ForForForForYesElect Director Gordon M. Nixon 1m No No No


Mgmt ForForForForYesElect Director Charles H. Robbins 1n No No No


Mgmt ForForForForYesElect Director Marco Antonio Slim Domit 1o No No No


Mgmt ForForForForYesElect Director Susan L. Wagner 1p No No No


Mgmt ForForForForYesElect Director Mark Wilson 1q No No No



2 No No No

Mgmt ForForForForYesRatify Deloitte LLP as Auditors 3 No No No

SH AgainstAgainstAgainstAgainstYesReport on the Statement on the Purpose of a Corporation

4 No No No


Ballot Details


Instructor Name

Date Instructed

ApproverName





Page 30 of 43

Vote Summary Report




BlackRock, Inc.Total Shares: 2,570 2,570

Harley-Davidson, Inc.



Country: USA



Ticker: HOG

Meeting ID: 1419268




*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1.1 Elect Director Troy Alstead Mgmt Yes For For For For No No No


Mgmt ForForForForYesElect Director R. John Anderson 1.2 No No No


Mgmt ForForForForYesElect Director Michael J. Cave 1.3 No No No


Mgmt ForForForForYesElect Director Allan Golston 1.4 No No No


Mgmt ForForForForYesElect Director Sara L. Levinson 1.5 No No No


Mgmt ForForForForYesElect Director N. Thomas Linebarger 1.6 No No No


Mgmt ForForForForYesElect Director Brian R. Niccol 1.7 No No No


Mgmt ForForForForYesElect Director Maryrose T. Sylvester 1.8 No No No


Mgmt ForForForForYesElect Director Jochen Zeitz 1.9 No No No



Page 31 of 43

Vote Summary Report




Harley-Davidson, Inc.


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


Mgmt ForAgainstAgainstForYesAdvisory Vote to Ratify Named Executive Officers' Compensation

2 No Yes Yes

Voter Rationale: We are voting with management and against ISS. Harley-Davidson has a well designed compensation structure that aligns their pay with our interests as shareholders. They also have an active board that is not afraid to make critical leadership decisions if they are not convinced that the company is moving in the right direction. We support that through this vote

Voting Policy Rationale: A vote AGAINST this proposal is warranted. Below-target incentive payouts align with recent underperformance and both programs are based on objective measures; however, concerns are raised regarding goal rigor and transparency. Annual incentive targets were set below actual performance last year without rationale and target opportunities were not adjusted. Further, forward-looking performance equity targets are no longer disclosed. There are also transparency concerns raised regarding severance paid during the year in review. Both the Chief Legal Officer and the President of the Harley-Davidson Brand received severance pay upon departures which were not clearly described as qualifying terminations under the executive severance plan. While one of the NEOs' payments was consistent with prior disclosure under that program, the other's severance payment differed from what would have been expected under the plan, without a clear explanation. Severance is generally intended as a protection against involuntary job loss and is viewed as inappropriate for terminations that are voluntary in nature. Finally, while the CEO's termination was involuntary and his severance is viewed as reasonable, the interim CEO's pay level approaches median CEO pay in the peer group. The proxy does not explain the rationale for the relatively high pay level for an interim position.

Mgmt ForForForForYesProvide Proxy Access Right 3 No No No

Mgmt ForForForForYesApprove Omnibus Stock Plan 4 No No No

Mgmt ForForForForYesRatify Ernst & Young LLP as Auditor 5 No No No


Ballot Details


Instructor Name

Date Instructed

ApproverName




Total Shares: 28 28

Flowserve Corporation



Country: USA


Primary Security ID: 34354P105

Ticker: FLS

Meeting ID: 1419646

Primary CUSIP: 34354P105 Primary ISIN: US34354P1057 Primary SEDOL: 2288406 Proxy Level: 3



*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1a Elect Director R. Scott Rowe Mgmt Yes For For For For No No No



Page 32 of 43

Vote Summary Report




Flowserve Corporation


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


Mgmt ForForForForYesElect Director Sujeet Chand 1b No No No


Mgmt ForForForForYesElect Director Ruby R. Chandy 1c No No No


Mgmt ForForForForYesElect Director Gayla J. Delly 1d No No No


Mgmt ForForForForYesElect Director Roger L. Fix 1e No No No


Mgmt ForForForForYesElect Director John R. Friedery 1f No No No


Mgmt ForForForForYesElect Director John L. Garrison 1g No No No


Mgmt ForForForForYesElect Director Michael C. McMurray 1h No No No


Mgmt ForForForForYesElect Director David E. Roberts 1i No No No



2 No No No


3 No No No

Mgmt ForForForForYesAmend Certificate of Incorporation to Allow Shareholder Action by Less than Unanimous Written Consent

4 No No No


5 No No No


Ballot Details


Instructor Name

Date Instructed

ApproverName






Page 33 of 43

Vote Summary Report




Merck & Co., Inc.



Country: USA


Primary Security ID: 58933Y105

Ticker: MRK

Meeting ID: 1417371

Primary CUSIP: 58933Y105 Primary ISIN: US58933Y1055 Primary SEDOL: 2778844 Proxy Level: 3



*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1a Elect Director Leslie A. Brun Mgmt Yes For For For For No No No


Mgmt ForForForForYesElect Director Thomas R. Cech 1b No No No


Mgmt ForForForForYesElect Director Mary Ellen Coe 1c No No No


Mgmt ForForForForYesElect Director Pamela J. Craig 1d No No No


Mgmt ForForForForYesElect Director Kenneth C. Frazier 1e No No No


Mgmt ForForForForYesElect Director Thomas H. Glocer 1f No No No


Mgmt ForForForForYesElect Director Risa J. Lavizzo-Mourey 1g No No No


Mgmt ForForForForYesElect Director Paul B. Rothman 1h No No No


Mgmt ForForForForYesElect Director Patricia F. Russo 1i No No No


Mgmt ForForForForYesElect Director Christine E. Seidman 1j No No No


Mgmt ForForForForYesElect Director Inge G. Thulin 1k No No No


Mgmt ForForForForYesElect Director Kathy J. Warden 1l No No No



Page 34 of 43

Vote Summary Report




Merck & Co., Inc.


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


Mgmt ForForForForYesElect Director Peter C. Wendell 1m No No No



2 No No No


3 No No No


Voter Rationale: Current governance practices and guidelines are sufficient to address any major issues and/or to require intra-year special meetings.


SH AgainstAgainstAgainstAgainstYesReport on Corporate Tax Savings Allocation 5 No No No


Ballot Details


Instructor Name

Date Instructed

ApproverName








Country: Netherlands


Primary Security ID: N53745100

Ticker: LYB

Meeting ID: 1416754

Primary CUSIP: N53745100 Primary ISIN: NL0009434992 Primary SEDOL: B3SPXZ3 Proxy Level: N/A



*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1a Elect Director Jacques Aigrain Mgmt Yes For For For For No No No


Mgmt ForForForForYesElect Director Lincoln Benet 1b No No No


Mgmt ForForForForYesElect Director Jagjeet (Jeet) Bindra 1c No No No



Page 35 of 43

Vote Summary Report






Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


Mgmt ForForForForYesElect Director Robin Buchanan 1d No No No


Mgmt ForForForForYesElect Director Stephen Cooper 1e No No No


Mgmt ForForForForYesElect Director Nance Dicciani 1f No No No


Mgmt ForForForForYesElect Director Claire Farley 1g No No No


Mgmt ForForForForYesElect Director Isabella (Bella) Goren 1h No No No


Mgmt ForForForForYesElect Director Michael Hanley 1i No No No


Mgmt ForForForForYesElect Director Albert Manifold 1j No No No


Mgmt ForForForForYesElect Director Bhavesh (Bob) Patel 1k No No No


Mgmt ForForForForYesApprove Discharge of the Members of the Board of Directors

2 No No No

Mgmt ForForForForYesAdopt Financial Statements and Statutory Reports

3 No No No

Mgmt ForForForForYesRatify PricewaterhouseCoopers Accountants N.V. as Auditors

4 No No No


5 No No No


6 No No No

Mgmt ForForForForYesApprove Dividends of USD 4.20 Per Share 7 No No No

Mgmt ForForForForYesAuthorize Repurchase of Up to 10 Percent of Issued Share Capital

8 No No No

Mgmt ForForForForYesApprove Cancellation of Shares 9 No No No


Ballot Details


Instructor Name

Date Instructed

ApproverName





Page 36 of 43

Vote Summary Report




LyondellBasell Industries N.V.Total Shares: 20,830 20,830

Comcast Corporation



Country: USA


Primary Security ID: 20030N101

Ticker: CMCSA

Meeting ID: 1425884

Primary CUSIP: 20030N101 Primary ISIN: US20030N1019 Primary SEDOL: 2044545 Proxy Level: 3



*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1.1 Elect Director Kenneth J. Bacon Mgmt Yes For For For For No No No

Voting Policy Rationale: WITHHOLD voted are warranted for compensation committee members Edward Breen, Gerald Hassell, and David Novak due to consecutive years of high director pay to a non-executive director, without reasonable rationale disclosed. A vote FOR the other director nominees is warranted.

Mgmt ForForForForYesElect Director Madeline S. Bell 1.2 No No No


Mgmt ForForForForYesElect Director Naomi M. Bergman 1.3 No No No


Mgmt WithholdWithholdWithholdForYesElect Director Edward D. Breen 1.4 Yes No No


Mgmt WithholdWithholdWithholdForYesElect Director Gerald L. Hassell 1.5 Yes No No


Mgmt ForForForForYesElect Director Jeffrey A. Honickman 1.6 No No No


Mgmt ForForForForYesElect Director Maritza G. Montiel 1.7 No No No



Page 37 of 43

Vote Summary Report




Comcast Corporation


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


Mgmt ForForForForYesElect Director Asuka Nakahara 1.8 No No No


Mgmt WithholdWithholdWithholdForYesElect Director David C. Novak 1.9 Yes No No


Mgmt ForForForForYesElect Director Brian L. Roberts 1.10 No No No


Mgmt ForForForForYesRatify Deloitte & Touche LLP as Auditor 2 No No No

Mgmt ForForForForYesAmend Stock Option Plan 3 No No No

Mgmt ForForForForYesAmend Restricted Stock Plan 4 No No No

Mgmt AgainstAgainstAgainstForYesAdvisory Vote to Ratify Named Executive Officers' Compensation

5 Yes No No

Voting Policy Rationale: A vote AGAINST this proposal is warranted. While pay and performance were reasonably aligned for the year in review, problematic above-market interest payments continued to increase NEO pay by many millions in 2019. The company did take certain steps to address the issue by eliminating sizable company contributions in 2020 and imposing a cap on the portion of deferred compensation that can be invested in the "above-market" interest accruing account. However, while the company states this will significantly lower benefits under the program, the potential impact of this change is not clear from the disclosure. The company also has discretion to waive or modify the cap and the program has not been closed to new participants. Above-market interest payments are not a performance-based benefit and are inconsistent with market practice. Shareholders may question the need for supplemental benefits for highly paid executives, particularly as many companies have frozen or eliminated such programs. Lastly, although NEO Burke is expected to retire in 2020, the company continued to have a structure where there are two highly-paid NEOs for 2019, which can be costly to shareholders in terms of overall compensation expense.

SH ForForForAgainstYesReport on Lobbying Payments and Policy 6 Yes No No

Voting Policy Rationale: A vote FOR this resolution is warranted, as additional reporting on the company's lobbying-related practices and policies, such as its trade association memberships and payments, would benefit shareholders in assessing its management of related risks.

SH AgainstForForAgainstYesRequire Independent Board Chair 7 No Yes Yes

Voter Rationale: Splitting the role will not make this company better managed

Voting Policy Rationale: A vote FOR this proposal is warranted. The lead director is not appointed solely by the independent directors and the role is not sufficiently robust. In addition, the company has a dual-class stock structure, wherein the CEO has a 34.1 percent combined voting power over both classes of voting common stock. Further, the company has exhibited concerns over executive compensation suggesting that shareholders would benefit from the most robust form of independent oversight, in the form of an independent chair.

SH AgainstAgainstAgainstAgainstYesReport on Risks Posed by Failing to Prevent Sexual Harassment

8 No No No


Ballot Details


Instructor Name

Date Instructed

ApproverName



Page 38 of 43

Vote Summary Report




Comcast Corporation


Ballot Details


Instructor Name

Date Instructed

ApproverName





Trane Technologies Plc



Country: Ireland


Primary Security ID: G8994E103

Ticker: TT

Meeting ID: 1425744

Primary CUSIP: G8994E103 Primary ISIN: IE00BK9ZQ967 Primary SEDOL: BK9ZQ96 Proxy Level: N/A



*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1a Elect Director Kirk E. Arnold Mgmt Yes For For For For No No No


Mgmt ForForForForYesElect Director Ann C. Berzin 1b No No No


Mgmt ForForForForYesElect Director John Bruton 1c No No No


Mgmt ForForForForYesElect Director Jared L. Cohon 1d No No No


Mgmt ForForForForYesElect Director Gary D. Forsee 1e No No No


Mgmt ForForForForYesElect Director Linda P. Hudson 1f No No No


Mgmt ForForForForYesElect Director Michael W. Lamach 1g No No No


Mgmt ForForForForYesElect Director Myles P. Lee 1h No No No


Mgmt ForForForForYesElect Director Karen B. Peetz 1i No No No



Page 39 of 43

Vote Summary Report




Trane Technologies Plc


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


Mgmt ForForForForYesElect Director John P. Surma 1j No No No


Mgmt ForForForForYesElect Director Richard J. Swift 1k No No No


Mgmt ForForForForYesElect Director Tony L. White 1l No No No



2 No No No

Mgmt ForForForForYesApprove PricewaterhouseCoopers LLP as Auditors and Authorize Board to Fix Their Remuneration

3 No No No

Mgmt ForForForForYesAuthorize Issue of Equity 4 No No No

Voting Policy Rationale: A vote FOR these resolutions is warranted because the proposed amounts and durations are within recommended limits.

Mgmt ForForForForYesRenew Directors' Authority to Issue Shares for Cash

5 No No No

Voting Policy Rationale: A vote FOR these resolutions is warranted because the proposed amounts and durations are within recommended limits.

Mgmt ForForForForYesAuthorize Reissuance of Repurchased Shares 6 No No No


Ballot Details


Instructor Name

Date Instructed

ApproverName





Omnicom Group Inc.



Country: USA



Ticker: OMC

Meeting ID: 1432938




*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1.1 Elect Director John D. Wren Mgmt Yes For For For For No No No


Page 40 of 43

Vote Summary Report




Omnicom Group Inc.


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS



Mgmt ForForForForYesElect Director Mary C. Choksi 1.2 No No No


Mgmt ForForForForYesElect Director Leonard S. Coleman, Jr. 1.3 No No No


Mgmt ForForForForYesElect Director Susan S. Denison 1.4 No No No


Mgmt ForForForForYesElect Director Ronnie S. Hawkins 1.5 No No No


Mgmt ForForForForYesElect Director Deborah J. Kissire 1.6 No No No


Mgmt ForForForForYesElect Director Gracia C. Martore 1.7 No No No


Mgmt ForForForForYesElect Director Linda Johnson Rice 1.8 No No No


Mgmt ForForForForYesElect Director Valerie M. Williams 1.9 No No No



2 No No No


SH AgainstForForAgainstYesAmend Proxy Access Right 4 No Yes Yes

Voter Rationale: In our view, the lowering of the standard required to enable shareholder proxy access to the degree outlined in the proposal opens up the possibility for a small group of investors to introduce short-term measures that may be very detrimental to long-term value creation. The current policy of allowing no more than 20 shareholders to aggregate to the 3% ownership threshold is a low enough bar that would protect the interests of long-term investors from short-term raiders or activists that have small amounts of capital at risk. We recommend voting against this proposal.

Voting Policy Rationale: A vote FOR this proposal is warranted as the proposed elimination of the 20-shareholder aggregation limit would improve the company's existing proxy access right for shareholders.


Ballot Details


Instructor Name

Date Instructed

ApproverName




Total Shares: 1 1


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Vote Summary Report




Omnicom Group Inc.

Ingersoll Rand, Inc.



Country: USA


Primary Security ID: 45687V106

Ticker: IR

Meeting ID: 1432468

Primary CUSIP: 45687V106 Primary ISIN: US45687V1061 Primary SEDOL: BL5GZ82 Proxy Level: 1



*Shares on Loan: 0


Votable Proposal


Vote Instruction

Vote Against Mgmt

Vote Against Policy

Vote Against ISS


1a Elect Director Kirk E. Arnold Mgmt Yes For For For For No No No


Mgmt ForForForForYesElect Director William P. Donnelly 1b No No No


Mgmt ForForForForYesElect Director Marc E. Jones 1c No No No




Ballot Details


Instructor Name

Date Instructed

ApproverName




Total Shares: 107,970 107,970


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Vote Summary Report




PARAMETERS

Location(s): All LocationsAccount Group(s): Beutel GoodmanInstitution Account(s): Educator's Financial Group - US Equity FundCustodian Account(s): All Custodian AccountsAdditional Policy: NoneADR Meetings: All MeetingsBallot Statuses: All StatusesContrary Votes: All VotesDate Format: MM/DD/YYYYHeader Display: Repeat Headers for Any Meeting Split by Multiple PagesMarkets: All MarketsMeeting ID's: All Meeting ID'sMeeting Types: All Meeting TypesPoA Markets: All MarketsProposal Proponents: All ProponentsRationale: All RationaleRecommendations: All RecommendationsRecord Date Markets: All MarketsShareblocking Markets: All MarketsSort Order: Meeting Date, Company NameVote Instructions: All InstructionsVoting Policies: All PoliciesZero (0) Share Ballots: Exclude 0 Share BallotsAccount Watchlist: NoneCountry Watchlist: NoneIssuer Watchlist: NoneProposal Code Watchlist: NoneProposal Code Watchlist - Agenda Output: Include Exact Matches Only


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Documents

LyondellBasell Industries N.V