| 1a. | Elect Julie M. Heuer Brandt - Non-Executive Director | For |
| 1b. | Elect Marc A. Bruno - Non-Executive Director | For |
| 1c. | Elect Larry D. Shon - Non-Executive Director | Oppose |
| 1d. | Elect Matthew J. Flannery - Chief Executive | For |
| 1e. | Elect Kim Harris Jones - Non-Executive Director | Oppose |
| 1f. | Elect Terri L. Kelly - Non-Executive Director | For |
| 1g. | Elect Michael J. Kneeland - Chair (Non Executive) | Oppose |
| 1h. | Elect Francisco J. Lopez-Balboa - Non-Executive Director | For |
| 1i. | Elect Gracia C. Martore - Senior Independent Director | For |
| 1j. | Elect Shiv Singh - Non-Executive Director | For |
| 2. | Appoint the Auditors | Oppose |
| 3. | Advisory Vote on Executive Compensation | Abstain |
| 4. | Shareholder Resolution: Written Consent | For |