| 1.a | Elect Steven W. Williams - Non-Executive Director | For |
| 1.i | Elect Suzanne Sitherwood - Non-Executive Director | For |
| 1.b | Elect Mary Anne Citrino - Non-Executive Director | For |
| 1.c | Elect Pasquale (Pat) Fiore - Non-Executive Director | For |
| 1.d | Elect Thomas Gorman - Non-Executive Director | For |
| 1.e | Elect Roy C. Harvey | For |
| 1.g | Elect James E. Nevels - Non-Executive Director | For |
| 1.h | Elect Carol L. Roberts - Non-Executive Director | For |
| 1.j | Elect Ernesto Zedillo - Non-Executive Director | For |
| 2 | Ratify PricewaterhouseCoopers LLP as Auditors | Abstain |
| 1.f | Elect James A. Hughes | For |
| 3 | Advisory Vote on Executive Compensation | Abstain |
| 4 | Shareholder Resolution: Written Consent | For |
