| 1a. | Elect Terrence A. Duffy - Chair & Chief Executive | Oppose |
| 1b. | Elect Kathryn Benesh - Non-Executive Director | For |
| 1c. | Elect Timothy S. Bitsberger - Non-Executive Director | Oppose |
| 1d. | Elect Charles P. Carey - Non-Executive Director | Oppose |
| 1e. | Elect Bryan T Durkin - Non-Executive Director | Oppose |
| 1f. | Elect Harold Ford Jr - Non-Executive Director | For |
| 1g. | Elect Martin J. Gepsman - Non-Executive Director | Oppose |
| 1h. | Elect Daniel G. Kaye - Non-Executive Director | For |
| 1i. | Elect Phyllis M. Lockett - Non-Executive Director | Oppose |
| 1j. | Elect Deborah J. Lucas - Non-Executive Director | For |
| 1k. | Elect Rahael Seifu - Non-Executive Director | Oppose |
| 1l. | Elect William R. Shepard - Non-Executive Director | Oppose |
| 1m. | Elect Howard J. Siegel - Non-Executive Director | Oppose |
| 1n. | Elect Dennis A. Suskind - Non-Executive Director | Oppose |
| 2. | Appoint Ernst & Young LLP as the Auditors | Oppose |
| 3. | Advisory Vote on Executive Compensation | Oppose |
| 4. | Amend Articles: Eliminate the right of the Class B-1 shareholder to elect three directors. | For |
| 5. | Amend Articles: Eliminate the right of the Class B-2 shareholder to elect two directors. | For |
| 6. | Amend Articles: Eliminate the right of the Class B-3 shareholder to elect one directors. | For |
| 7. | Approval of an amendment to our certificate of incorporation that would remove provisions that would be inoperative if each of ITEMS 4, 5 and 6 are approved. | For |
