| 1.a | Elect Michael S. Burke - Non-Executive Director | For |
| 1.b | Elect Theodore Colbert - Non-Executive Director | For |
| 1.c | Elect Terrell K. Crews - Non-Executive Director | Oppose |
| 1.d | Elect Pierre Dufour - Non-Executive Director | For |
| 1.e | Elect Donald E. Felsinger - Senior Independent Director | Oppose |
| 1.f | Elect Suzan F. Harrison - Non-Executive Director | Abstain |
| 1.g | Elect Juan R. Luciano - Chair & Chief Executive | Oppose |
| 1.h | Elect Patrick J. Moore - Non-Executive Director | Oppose |
| 1.i | Elect Francisco Sanchez - Non-Executive Director | For |
| 1.j | Elect Debra A. Sandler - Non-Executive Director | For |
| 1.k | Elect Lei Z. Schlitz - Non-Executive Director | For |
| 1.l | Elect Kelvin R. Westbrook - Non-Executive Director | Oppose |
| 2 | Ratify Ernst & Young LLP as Auditors | Oppose |
| 3 | Advisory Vote on Executive Compensation | Oppose |
| 4 | Shareholder Resolution: Proxy Access | For |
