

| SEARS HOLDINGS CORPORATION | 10/05/2017 AGM | |
|---|---|---|
| 1.1 | Re-Elect Director Bruce R. Berkowitz | Withhold |
| 1.2 | Re-Elect Director Paul G. DePodesta | For |
| 1.3 | Re-Elect Director Kunal S. Kamlani | For |
| 1.4 | Re-Elect Director William C. Kunkler, III | For |
| 1.5 | Re-Elect Edward S. Lampert | Withhold |
| 1.6 | Re-Elect Director Ann N. Reese | Withhold |
| 1.7 | Re-Elect Director Thomas J. Tisch | Withhold |
| 2 | Advisory Vote on Executive Compensation | Abstain |
| 3 | Approve the Frequency of Future Advisory Votes on Executive Compensation | 1 |
| 4 | Appoint the Auditors | Oppose |