| 1.a | Elect Wanda M. Austin - Non-Executive Director | For |
| 1.b | Elect Robert A. Bradway - Chair & Chief Executive | Oppose |
| 1.c | Elect Brian J. Druker - Non-Executive Director | For |
| 1.d | Elect Robert A. Eckert - Senior Independent Director | For |
| 1.e | Elect Greg C. Garland - Non-Executive Director | Oppose |
| 1.f | Elect Charles M. Holley, Jr. - Non-Executive Director | For |
| 1.g | Elect Tyler Jacks - Non-Executive Director | For |
| 1.h | Elect Ellen J. Kullman - Non-Executive Director | Abstain |
| 1.i | Elect Amy E. Miles - Non-Executive Director | For |
| 1.j | Elect Ronald D. Sugar - Non-Executive Director | Abstain |
| 1.k | Elect R. Sanders Williams - Non-Executive Director | For |
| 2 | Advisory Vote on Executive Compensation | Abstain |
| 3 | Ratify Ernst & Young LLP as Auditors | Oppose |
