

| NUANCE COMMUNICATIONS INC | 27/01/2015 AGM | |
|---|---|---|
| 1a | Election of Paul A. Ricci | Oppose |
| 1b | Election of Robert J. Frankenberg | Oppose |
| 1c | Election of Brett Icahn | Oppose |
| 1d | Election of William H. Janeway | Oppose |
| 1e | Election of Mark R. Laret | For |
| 1f | Election of Katharine A. Martin | Oppose |
| 1g | Election of Mark B. Myers | Oppose |
| 1h | Election of Philip J. Quigley | Oppose |
| 1i | Election of David S. Schechter | Oppose |
| 3 | Amend the 1995 Employee Stock Purchase Plan | For |
| 4 | Amend existing 1995 Directors Stock Plan | Oppose |
| 5 | Approve advisory vote on Executive Compensation. | Oppose |
| 6 | Appoint the auditors | For |