| 1a. | Elect Edward N. Antoian - Senior Independent Director | Oppose |
| 1b. | Elect Kelly Campbell - Non-Executive Director | For |
| 1c. | Elect Harry S. Cherken Jr. - Non-Executive Director | For |
| 1d. | Elect Mary C. Egan - Non-Executive Director | For |
| 1e. | Elect Margaret A. Hayne - Executive Director | For |
| 1f. | Elect Richard A. Hayne - Chair & Chief Executive | Oppose |
| 1g. | Elect Amin N. Maredia - Non-Executive Director | For |
| 1h. | Elect Wesley S. McDonald - Non-Executive Director | For |
| 1i. | Elect Todd R. Morgenfeld - Non-Executive Director | Oppose |
| 1j. | Elect John C. Mulliken - Non-Executive Director | Oppose |
| 2. | Appoint Deloitte & Touche LLP as the Auditors | Oppose |
| 3. | Advisory Vote on Executive Compensation | Oppose |