| 1.01 | Elect David J. Aldrich | Oppose |
| 1.02 | Elect Kevin L. Beebe | Oppose |
| 1.03 | Elect Timothy R. Furey | Oppose |
| 1.04 | Elect Balakrishnan S. Iyer
| Oppose |
| 1.05 | Elect Christine King | Abstain |
| 1.06 | Elect David P. McGlade | Oppose |
| 1.07 | Elect David J. McLachlan | Oppose |
| 1.08 | Elect Robert A. Schriesheim | Oppose |
| 2 | Appoint the auditors | Oppose |
| 3 | Advisory vote on executive compensation | Oppose |
| 4 | Amend the Company's Restated Certificate of Incorporation to eliminate the supermajority vote provisions relating to the amendment of By-laws | For |
| 5 | Amend the Company's Restated Certificate of Incorporation to eliminate the supermajority vote provisions relating to stockholder approval of a merger or consolidation, disposition of all or substantially all of the Company's assets, or issuance of a substantial amount of the Company's securities | For |
| 6 | Amend the Company's Restated Certificate of Incorporation to eliminate the supermajority vote provisions relating to stockholder approval of a business combination with any related person | For |
| 7 | Amend the Company's Restated Certificate of Incorporation to eliminate the supermajority vote provision relating to stockholder amendment of charter provisions governing directors | For |
| 8 | Amend the Company's Restated Certificate of Incorporation to eliminate the supermajority vote provision relating to stockholder amendment of the charter provision governing action by shareholders | For |
