| 1a. | Elect Richard Michael Mayoras - Senior Independent Director | Oppose |
| 1b. | Elect Karl Robb - Non-Executive Director | For |
| 1c. | Elect Helen Shan - Non-Executive Director | For |
| 2. | Appoint the Auditors | Oppose |
| 3. | Advisory Vote on Executive Compensation | Abstain |
| 4. | Approve New Long Term Incentive Plan | Oppose |
| 5. | Amendment to the Third Amended and Restated Certificate of Incorporation to Declassify the Board of Directors. | For |
| 6. | Amendment to the Third Amended and Restated Certificate of Incorporation to Eliminate Supermajority Voting | For |
| 7. | Amendment to the Third Amended and Restated Certificate of Incorporation to elect out of Section 203 of the Delaware General Corporation Law. | For |
| 8. | Amend the Third Amended and Restated Certificate of Incorporation to exculpate certain officers as permitted by Delaware law. | Oppose |
| 9. | Shareholder Resolution: Simple Majority Voting | For |
