| 1.a | Elect Peggy Alford - Non-Executive Director | For |
| 1.b | Elect Eric K. Brandt - Non-Executive Director | For |
| 1.c | Elect Edward C. Coppola - President | For |
| 1.d | Elect Steven R. Hash - Chair (Non Executive) | For |
| 1.e | Elect  Enrique Hernandez, Jr. - Non-Executive Director | For |
| 1.f | Elect Daniel J. Hirsch - Non-Executive Director | For |
| 1.g | Elect Marianne Lowenthal - Non-Executive Director | For |
| 1.h | Elect Thomas E. OHern - Chief Executive | For |
| 1.i | Elect Steven L. Soboroff - Non-Executive Director | For |
| 1.j | Elect Andrea M. Stephen - Non-Executive Director | For |
| 2 | Approve Amended and Restated Equity Incentive Plan | Oppose |
| 3 | Advisory Vote on Executive Compensation | For |
| 4 | Approve the Frequency of Future Advisory Votes on Executive Compensation | 1 |
| 5 | Appoint the Auditors | Oppose |
