| 1.1 | Elect Chirantan J. Desai - Non-Executive Director | For |
| 1.2 | Elect Richard L. Keyser - Non-Executive Director | For |
| 1.3 | Elect Ross W. Manire - Non-Executive Director | Oppose |
| 2 | Advisory Vote on Executive Compensation | Abstain |
| 3 | Ratify Ernst & Young LLP as Auditor | Oppose |
