| 1.1 | Elect Director Pamela M. Arway | For |
| 1.2 | Elect Director James W. Brown | Withhold |
| 1.3 | Elect Director Michele G. Buck | For |
| 1.4 | Elect Director Charles A. Davis | Withhold |
| 1.5 | Elect Director Mary Kay Haben | For |
| 1.6 | Elect Director James C. Katzman | Withhold |
| 1.7 | Elect Director M. Diane Koken | Withhold |
| 1.8 | Elect Director Robert M. Malcolm | For |
| 1.9 | Elect Director Anthony J. Palmer | For |
| 1.10 | Elect Director Wendy L. Schoppert | For |
| 1.11 | Elect Director David L. Shedlarz | Withhold |
| 2 | Ratify Ernst & Young LLP as Auditors | For |
| 3 | Advisory Vote to Ratify Named Executive Officers' Compensation | Abstain |