| 1a. | Elect Wanda M. Austin - Non-Executive Director | For |
| 1b. | Elect Robert A. Bradway - Chair & Chief Executive | Oppose |
| 1c. | Elect Michael V. Drake - Non-Executive Director | For |
| 1d. | Elect Brian J. Druker - Non-Executive Director | For |
| 1e. | Elect Robert A. Eckert - Senior Independent Director | Oppose |
| 1f. | Elect Greg C. Garland - Non-Executive Director | Oppose |
| 1g. | Elect Charles M. Holley, Jr. - Non-Executive Director | Oppose |
| 1h. | Elect S. Omar Ishrak - Non-Executive Director | For |
| 1i. | Elect Tyler Jacks - Non-Executive Director | Oppose |
| 1j. | Elect Mary E. Klotman - Non-Executive Director | For |
| 1k. | Elect Ellen J. Kullman - Non-Executive Director | Oppose |
| 1l. | Elect Amy E. Miles - Non-Executive Director | For |
| 2. | Advisory Vote on Executive Compensation | Oppose |
| 3. | Appoint Ernst & Young LLP AS the Auditors | Oppose |
| 4. | Shareholder Resolution: Introduce an Independent Chair Rule | For |
