| 1a. | Elect Mark W. Begor - Non-Executive Director | For |
| 1b. | Elect Marlene Debel - Non-Executive Director | For |
| 1c. | Elect Jeffrey N. Edwards - Senior Independent Director | Oppose |
| 1d. | Elect Benjamin C. Esty - Non-Executive Director | Oppose |
| 1e. | Elect Art A. Garcia - Non-Executive Director | For |
| 1f. | Elect Anne Gates - Non-Executive Director | Oppose |
| 1g. | Elect Raymond W. McDaniel, Jr. - Non-Executive Director | For |
| 1h. | Elect Roderick C. McGeary - Non-Executive Director | Oppose |
| 1i. | Elect Cecily M. Mistarz - Non-Executive Director | For |
| 1j. | Elect Paul C. Reilly - Chair (Executive) | Oppose |
| 1k. | Elect Raj Seshadri - Non-Executive Director | For |
| 1l. | Elect Paul M. Shoukry - Chief Executive | For |
| 2. | Advisory Vote on Executive Compensation | Oppose |
| 3. | Amended and Restated 2012 Stock Incentive Plan | Oppose |
| 4. | Amended and Restated 2003 Employee Stock Purchase Plan | For |
| 5. | Appoint the Auditors | Oppose |