UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number 811-01731
Source Capital, Inc.
(Exact name of registrant as specified in charter)
11601 Wilshire Blvd.,
Ste. 1200, Los Angeles, CA 90025
(Address of principal executive offices) (Zip code)
J. Richard Atwood, President
Source Capital, Inc.
11601 Wilshire Blvd., Ste. 1200,
Los Angeles, CA 90025
(Name and address of agent for service)
Registrant’s telephone number, including area code: 310-473-0225
Date of fiscal year end: 12/31
Date of reporting period: 7/1/17 to 6/30/18
Item 1. Proxy Voting Record.
******************************* FORM N-Px REPORT *******************************
ICA File Number: 811-01731
Reporting Period: 07/01/2017 - 06/30/2018
SOURCE CAPITAL, INC.
============================= Source Capital, Inc. =============================
ALCOA CORPORATION
Ticker: AA Security ID: 013872106
Meeting Date: MAY 09, 2018 Meeting Type: Annual
Record Date: MAR 13, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Michael G. Morris For For Management
1.2 Elect Director Mary Anne Citrino For For Management
1.3 Elect Director Timothy P. Flynn For For Management
1.4 Elect Director Kathryn S. Fuller For For Management
1.5 Elect Director Roy C. Harvey For For Management
1.6 Elect Director James A. Hughes For For Management
1.7 Elect Director James E. Nevels For For Management
1.8 Elect Director James W. Owens For For Management
1.9 Elect Director Carol L. Roberts For For Management
1.10 Elect Director Suzanne Sitherwood For For Management
1.11 Elect Director Steven W. Williams For For Management
1.12 Elect Director Ernesto Zedillo For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Amend Omnibus Stock Plan For For Management
--------------------------------------------------------------------------------
ALLY FINANCIAL INC.
Ticker: ALLY Security ID: 02005N100
Meeting Date: MAY 08, 2018 Meeting Type: Annual
Record Date: MAR 12, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Franklin W. Hobbs For For Management
1.2 Elect Director Kenneth J. Bacon For For Management
1.3 Elect Director Maureen A. For For Management
Breakiron-Evans
1.4 Elect Director William H. Cary For For Management
1.5 Elect Director Mayree C. Clark For For Management
1.6 Elect Director Kim S. Fennebresque For For Management
1.7 Elect Director Marjorie Magner For For Management
1.8 Elect Director John J. Stack For For Management
1.9 Elect Director Michael F. Steib For For Management
1.10 Elect Director Jeffrey J. Brown For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Deloitte & Touche LLP as For For Management
Auditors
--------------------------------------------------------------------------------
ALPHABET INC.
Ticker: GOOGL Security ID: 02079K305
Meeting Date: JUN 06, 2018 Meeting Type: Annual
Record Date: APR 18, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Larry Page For For Management
1.2 Elect Director Sergey Brin For For Management
1.3 Elect Director Eric E. Schmidt For For Management
1.4 Elect Director L. John Doerr For For Management
1.5 Elect Director Roger W. Ferguson, Jr. For For Management
1.6 Elect Director Diane B. Greene For For Management
1.7 Elect Director John L. Hennessy For For Management
1.8 Elect Director Ann Mather For For Management
1.9 Elect Director Alan R. Mulally For For Management
1.10 Elect Director Sundar Pichai For For Management
1.11 Elect Director K. Ram Shriram For For Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
4 Approve Recapitalization Plan for all Against Against Shareholder
Stock to Have One-vote per Share
5 Report on Lobbying Payments and Policy Against Against Shareholder
6 Report on Gender Pay Gap Against Against Shareholder
7 Adopt Simple Majority Vote Against Against Shareholder
8 Assess Feasibility of Including Against Against Shareholder
Sustainability as a Performance
Measure for Senior Executive
Compensation
9 Adopt a Policy on Board Diversity Against Against Shareholder
10 Report on Major Global Content Against Against Shareholder
Management Controversies
--------------------------------------------------------------------------------
AMERICAN EXPRESS COMPANY
Ticker: AXP Security ID: 025816109
Meeting Date: MAY 07, 2018 Meeting Type: Annual
Record Date: MAR 09, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Charlene Barshefsky For For Management
1b Elect Director John J. Brennan For For Management
1c Elect Director Peter Chernin For For Management
1d Elect Director Ralph de la Vega For For Management
1e Elect Director Anne L. Lauvergeon For For Management
1f Elect Director Michael O. Leavitt For For Management
1g Elect Director Theodore J. Leonsis For For Management
1h Elect Director Richard C. Levin For For Management
1i Elect Director Samuel J. Palmisano For For Management
1j Elect Director Stephen J. Squeri For For Management
1k Elect Director Daniel L. Vasella For For Management
1l Elect Director Ronald A. Williams For For Management
1m Elect Director Christopher D. Young For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Provide Right to Act by Written Consent Against Against Shareholder
5 Require Independent Board Chairman Against Against Shareholder
--------------------------------------------------------------------------------
AMERICAN INTERNATIONAL GROUP, INC.
Ticker: AIG Security ID: 026874784
Meeting Date: MAY 09, 2018 Meeting Type: Annual
Record Date: MAR 19, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director W. Don Cornwell For For Management
1b Elect Director Brian Duperreault For For Management
1c Elect Director John H. Fitzpatrick For For Management
1d Elect Director William G. Jurgensen For For Management
1e Elect Director Christopher S. Lynch For For Management
1f Elect Director Henry S. Miller For For Management
1g Elect Director Linda A. Mills For For Management
1h Elect Director Suzanne Nora Johnson For For Management
1i Elect Director Ronald A. Rittenmeyer For For Management
1j Elect Director Douglas M. Steenland For For Management
1k Elect Director Theresa M. Stone For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
--------------------------------------------------------------------------------
ANALOG DEVICES, INC.
Ticker: ADI Security ID: 032654105
Meeting Date: MAR 14, 2018 Meeting Type: Annual
Record Date: JAN 08, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Ray Stata For For Management
1b Elect Director Vincent Roche For For Management
1c Elect Director James A. Champy For For Management
1d Elect Director Bruce R. Evans For For Management
1e Elect Director Edward H. Frank For For Management
1f Elect Director Mark M. Little For For Management
1g Elect Director Neil Novich For For Management
1h Elect Director Kenton J. Sicchitano For For Management
1i Elect Director Lisa T. Su For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Ernst & Young LLP as Auditors For For Management
--------------------------------------------------------------------------------
AON PLC
Ticker: AON Security ID: G0408V102
Meeting Date: JUN 22, 2018 Meeting Type: Annual
Record Date: APR 24, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Lester B. Knight For For Management
1.2 Elect Director Gregory C. Case For For Management
1.3 Elect Director Jin-Yong Cai For For Management
1.4 Elect Director Jeffrey C. Campbell For For Management
1.5 Elect Director Fulvio Conti For For Management
1.6 Elect Director Cheryl A. Francis For For Management
1.7 Elect Director J. Michael Losh For For Management
1.8 Elect Director Richard B. Myers For For Management
1.9 Elect Director Richard C. Notebaert For For Management
1.10 Elect Director Gloria Santona For For Management
1.11 Elect Director Carolyn Y. Woo For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Approve Remuneration Report For For Management
4 Accept Financial Statements and For For Management
Statutory Reports
5 Ratify Ernst & Young LLP as Auditors For For Management
6 Ratify Ernst & Young LLP as Aon's U.K. For For Management
Statutory Auditor
7 Authorize Board to Fix Remuneration of For For Management
Auditors
8 Authorise Shares for Market Purchase For For Management
9 Issue of Equity or Equity-Linked For For Management
Securities with Pre-emptive Rights
10 Issue of Equity or Equity-Linked For For Management
Securities without Pre-emptive Rights
11 Approve Political Donations For For Management
--------------------------------------------------------------------------------
ARCONIC INC.
Ticker: ARNC Security ID: 03965L100
Meeting Date: NOV 30, 2017 Meeting Type: Special
Record Date: OCT 05, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1 Change State of Incorporation from For For Management
Pennsylvania to Delaware
2 Eliminate Supermajority Vote For For Management
Requirement
3 Declassify the Board of Directors For For Management
--------------------------------------------------------------------------------
ARCONIC INC.
Ticker: ARNC Security ID: 03965L100
Meeting Date: MAY 16, 2018 Meeting Type: Annual
Record Date: MAR 21, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James F. Albaugh For For Management
1.2 Elect Director Amy E. Alving For For Management
1.3 Elect Director Christopher L. Ayers For For Management
1.4 Elect Director Charles "Chip" For For Management
Blankenship
1.5 Elect Director Arthur D. Collins, Jr. For Against Management
1.6 Elect Director Elmer L. Doty For For Management
1.7 Elect Director Rajiv L. Gupta For For Management
1.8 Elect Director David P. Hess For For Management
1.9 Elect Director Sean O. Mahoney For For Management
1.10 Elect Director David J. Miller For For Management
1.11 Elect Director E. Stanley O'Neal For For Management
1.12 Elect Director John C. Plant For For Management
1.13 Elect Director Ulrich R. Schmidt For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Amend Omnibus Stock Plan For For Management
5 Reduce Ownership Threshold for Against Against Shareholder
Shareholders to Call Special Meeting
--------------------------------------------------------------------------------
BANK OF AMERICA CORPORATION
Ticker: BAC Security ID: 060505104
Meeting Date: APR 25, 2018 Meeting Type: Annual
Record Date: MAR 02, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Sharon L. Allen For For Management
1b Elect Director Susan S. Bies For For Management
1c Elect Director Jack O. Bovender, Jr. For For Management
1d Elect Director Frank P. Bramble, Sr. For For Management
1e Elect Director Pierre J.P. de Weck For For Management
1f Elect Director Arnold W. Donald For For Management
1g Elect Director Linda P. Hudson For For Management
1h Elect Director Monica C. Lozano For For Management
1i Elect Director Thomas J. May For For Management
1j Elect Director Brian T. Moynihan For For Management
1k Elect Director Lionel L. Nowell, III For For Management
1l Elect Director Michael D. White For For Management
1m Elect Director Thomas D. Woods For For Management
1n Elect Director R. David Yost For For Management
1o Elect Director Maria T. Zuber For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
4 Require Independent Board Chairman Against For Shareholder
--------------------------------------------------------------------------------
CISCO SYSTEMS, INC.
Ticker: CSCO Security ID: 17275R102
Meeting Date: DEC 11, 2017 Meeting Type: Annual
Record Date: OCT 13, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Carol A. Bartz For For Management
1b Elect Director M. Michele Burns For For Management
1c Elect Director Michael D. Capellas For For Management
1d Elect Director Amy L. Chang For For Management
1e Elect Director John L. Hennessy For For Management
1f Elect Director Kristina M. Johnson For For Management
1g Elect Director Roderick C. McGeary For For Management
1h Elect Director Charles H. Robbins For For Management
1i Elect Director Arun Sarin For For Management
1j Elect Director Brenton L. Saunders For For Management
1k Elect Director Steven M. West For For Management
2 Amend Omnibus Stock Plan For For Management
3 Amend Executive Incentive Bonus Plan For For Management
4 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
5 Advisory Vote on Say on Pay Frequency One Year One Year Management
6 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
7 Report on Lobbying Payments and Policy Against For Shareholder
--------------------------------------------------------------------------------
CITIGROUP INC.
Ticker: C Security ID: 172967424
Meeting Date: APR 24, 2018 Meeting Type: Annual
Record Date: FEB 26, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Michael L. Corbat For For Management
1b Elect Director Ellen M. Costello For For Management
1c Elect Director John C. Dugan For For Management
1d Elect Director Duncan P. Hennes For For Management
1e Elect Director Peter B. Henry For For Management
1f Elect Director Franz B. Humer For For Management
1g Elect Director S. Leslie Ireland For For Management
1h Elect Director Renee J. James For For Management
1i Elect Director Eugene M. McQuade For For Management
1j Elect Director Michael E. O'Neill For For Management
1k Elect Director Gary M. Reiner For For Management
1l Elect Director Anthony M. Santomero For For Management
1m Elect Director Diana L. Taylor For For Management
1n Elect Director James S. Turley For For Management
1o Elect Director Deborah C. Wright For For Management
1p Elect Director Ernesto Zedillo Ponce For For Management
De Leon
2 Ratify KPMG LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Amend Omnibus Stock Plan For For Management
5 Adopt Human and Indigenous People's Against Against Shareholder
Rights Policy
6 Provide for Cumulative Voting Against Against Shareholder
7 Report on Lobbying Payments and Policy Against Against Shareholder
8 Amend Proxy Access Right Against Against Shareholder
9 Prohibit Accelerated Vesting of Awards Against Against Shareholder
to Pursue Government Service
10 Amend Bylaws -- Call Special Meetings Against Against Shareholder
--------------------------------------------------------------------------------
EXPEDIA GROUP, INC.
Ticker: EXPE Security ID: 30212P303
Meeting Date: JUN 20, 2018 Meeting Type: Annual
Record Date: APR 23, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Susan C. Athey For For Management
1b Elect Director A. George "Skip" Battle For For Management
1c Elect Director Courtnee A. Chun For For Management
1d Elect Director Chelsea Clinton For For Management
1e Elect Director Pamela L. Coe For For Management
1f Elect Director Barry Diller For For Management
1g Elect Director Jonathan L. Dolgen For For Management
1h Elect Director Craig A. Jacobson For For Management
1i Elect Director Victor A. Kaufman For For Management
1j Elect Director Peter M. Kern For For Management
1k Elect Director Dara Khosrowshahi For For Management
1l Elect Director Mark D. Okerstrom For For Management
1m Elect Director Scott Rudin For For Management
1n Elect Director Christopher W. Shean For For Management
1o Elect Director Alexander von For For Management
Furstenberg
2 Ratify Ernst & Young LLP as Auditors For For Management
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FACEBOOK, INC.
Ticker: FB Security ID: 30303M102
Meeting Date: MAY 31, 2018 Meeting Type: Annual
Record Date: APR 06, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Marc L. Andreessen For For Management
1.2 Elect Director Erskine B. Bowles For For Management
1.3 Elect Director Kenneth I. Chenault For For Management
1.4 Elect Director Susan D. For For Management
Desmond-Hellmann
1.5 Elect Director Reed Hastings For For Management
1.6 Elect Director Jan Koum - Withdrawn None None Management
Resolution
1.7 Elect Director Sheryl K. Sandberg For For Management
1.8 Elect Director Peter A. Thiel For For Management
1.9 Elect Director Mark Zuckerberg For For Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Approve Recapitalization Plan for all Against Against Shareholder
Stock to Have One-vote per Share
4 Establish Board Committee on Risk Against Against Shareholder
Management
5 Adopt Simple Majority Vote Against Against Shareholder
6 Report on Major Global Content Against Against Shareholder
Management Controversies (Fake News)
7 Report on Gender Pay Gap Against Against Shareholder
8 Report on Responsible Tax Principles Against Against Shareholder
--------------------------------------------------------------------------------
GROUPE BRUXELLES LAMBERT
Ticker: GBLB Security ID: B4746J115
Meeting Date: APR 24, 2018 Meeting Type: Annual
Record Date: APR 10, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1 Receive Directors' and Auditors' None None Management
Reports (Non-Voting)
2.1 Receive Consolidated Financial None None Management
Statements and Statutory Reports
(Non-Voting)
2.2 Adopt Financial Statements For For Management
3 Approve Discharge of Directors For For Management
4 Approve Discharge of Auditors For For Management
5 Reelect Paul Desmarais, III as Director For For Management
6 Approve Remuneration Report For For Management
7.1 Approve Stock Option Plan For For Management
7.2 Approve Change-of-Control Clause Re: For For Management
Stock Option Plan under Item 7.1
7.3 Approve Stock Option Plan Grants for For For Management
2017 up to EUR 3.87 Million Re: Stock
Option Plan under Item 7.1
7.4 Approve Special Board Report Re: For For Management
Article 629 of the Company Code Re:
Item 7.5
7.5 Approve Guarantee to Acquire Shares For For Management
under New Stock Option Plan Re: Item 7.
1
8 Transact Other Business None None Management
--------------------------------------------------------------------------------
JARDINE STRATEGIC HOLDINGS LTD.
Ticker: J37 Security ID: G50764102
Meeting Date: MAY 10, 2018 Meeting Type: Annual
Record Date:
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Re-elect Simon Keswick as Director For For Management
3 Ratify Auditors and Authorise Their For For Management
Remuneration
4 Authorise Issue of Equity with and For For Management
without Pre-emptive Rights
--------------------------------------------------------------------------------
KINDER MORGAN, INC.
Ticker: KMI Security ID: 49456B101
Meeting Date: MAY 09, 2018 Meeting Type: Annual
Record Date: MAR 12, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Richard D. Kinder For For Management
1.2 Elect Director Steven J. Kean For For Management
1.3 Elect Director Kimberly A. Dang For For Management
1.4 Elect Director Ted A. Gardner For For Management
1.5 Elect Director Anthony W. Hall, Jr. For For Management
1.6 Elect Director Gary L. Hultquist For For Management
1.7 Elect Director Ronald L. Kuehn, Jr. For For Management
1.8 Elect Director Deborah A. Macdonald For For Management
1.9 Elect Director Michael C. Morgan For For Management
1.10 Elect Director Arthur C. Reichstetter For For Management
1.11 Elect Director Fayez Sarofim For For Management
1.12 Elect Director C. Park Shaper For For Management
1.13 Elect Director William A. Smith For For Management
1.14 Elect Director Joel V. Staff For For Management
1.15 Elect Director Robert F. Vagt For For Management
1.16 Elect Director Perry M. Waughtal For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency Three Three Years Management
Years
5 Report on Methane Emissions Management Against Against Shareholder
6 Report on Sustainability Against Against Shareholder
7 Assess Portfolio Impacts of Policies Against Against Shareholder
to Meet 2 Degree Scenario
--------------------------------------------------------------------------------
LUKOIL PJSC
Ticker: LKOH Security ID: 69343P105
Meeting Date: DEC 04, 2017 Meeting Type: Special
Record Date: NOV 09, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Interim Dividends of RUB 85 For For Management
for First Nine Months of Fiscal 2017
2 Approve Remuneration of Directors For For Management
3 Approve Company's Membership in For For Management
Russian Union of Industrialists and
Entrepreneurs
4 Approve Related-Party Transaction Re: For For Management
Investment in Lukoil International GmbH
--------------------------------------------------------------------------------
LUKOIL PJSC
Ticker: LKOH Security ID: 69343P105
Meeting Date: JUN 21, 2018 Meeting Type: Annual
Record Date: MAY 25, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Annual Report, Financial For For Management
Statements, and Allocation of Income,
Including Dividends
2.1 Elect Vagit Alekperov as Director None Against Management
2.2 Elect Viktor Blazheev as Director None Against Management
2.3 Elect Toby Gati as Director None Against Management
2.4 Elect Valery Grayfer as Director None Against Management
2.5 Elect Igor Ivanov as Director None Against Management
2.6 Elect Aleksandr Leyfrid as Director None Against Management
2.7 Elect Ravil Maganov as Director None Against Management
2.8 Elect Roger Munnings as Director None Against Management
2.9 Elect Richard Matzke as Director None Against Management
2.10 Elect Ivan Pictet as Director None Against Management
2.11 Elect Leonid Fedun as Director None Against Management
2.12 Elect Lubov Khoba as Director None Against Management
3.1 Elect Ivan Vrublevsky as Member of For For Management
Audit Commission
3.2 Elect Pavel Suloyev as Member of Audit For For Management
Commission
3.3 Elect Aleksandr Surkov as Member of For For Management
Audit Commission
4.1 Approve Remuneration of Directors for For For Management
Fiscal 2017
4.2 Approve Remuneration of New Directors For For Management
for Fiscal 2018
5.1 Approve Remuneration of Members of For For Management
Audit Commission for Fiscal 2017
5.2 Approve Remuneration of New Members of For For Management
Audit Commission for Fiscal 2018
6 Ratify Auditor For For Management
7 Amend Charter For For Management
8 Approve Related-Party Transaction Re: For For Management
Liability Insurance for Directors
,Executives, and Companies
--------------------------------------------------------------------------------
MICROSOFT CORPORATION
Ticker: MSFT Security ID: 594918104
Meeting Date: NOV 29, 2017 Meeting Type: Annual
Record Date: SEP 29, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William H. Gates, III For For Management
1.2 Elect Director Reid G. Hoffman For For Management
1.3 Elect Director Hugh F. Johnston For For Management
1.4 Elect Director Teri L. List-Stoll For For Management
1.5 Elect Director Satya Nadella For For Management
1.6 Elect Director Charles H. Noski For For Management
1.7 Elect Director Helmut Panke For For Management
1.8 Elect Director Sandra E. Peterson For For Management
1.9 Elect Director Penny S. Pritzker For For Management
1.10 Elect Director Charles W. Scharf For For Management
1.11 Elect Director Arne M. Sorenson For For Management
1.12 Elect Director John W. Stanton For For Management
1.13 Elect Director John W. Thompson For For Management
1.14 Elect Director Padmasree Warrior For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify Deloitte & Touche LLP as For For Management
Auditors
5 Amend Executive Incentive Bonus Plan For For Management
6 Approve Omnibus Stock Plan For For Management
--------------------------------------------------------------------------------
MMC NORILSK NICKEL PJSC
Ticker: MNOD Security ID: 55315J102
Meeting Date: SEP 29, 2017 Meeting Type: Special
Record Date: SEP 05, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Interim Dividends for First For For Management
Six Months of Fiscal 2017
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MMC NORILSK NICKEL PJSC
Ticker: MNOD Security ID: 55315J102
Meeting Date: JUN 28, 2018 Meeting Type: Annual
Record Date: JUN 04, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Annual Report For Did Not Vote Management
2 Approve Financial Statements For Did Not Vote Management
3 Approve Consolidated Financial For Did Not Vote Management
Statements
4 Approve Allocation of Income and For Did Not Vote Management
Dividends of RUB 607.98
5.1 Elect Sergey Barbashev as Director None Did Not Vote Management
5.2 Elect Aleksey Bashkirov as Director None Did Not Vote Management
5.3 Elect Sergey Bratukhin as Director None Did Not Vote Management
5.4 Elect Andrey Bugrov as Director None Did Not Vote Management
5.5 Elect Artem Volynets as Director None Did Not Vote Management
5.6 Elect Marianna Zakharova as Director None Did Not Vote Management
5.7 Elect Andrey Likhachev as Director None Did Not Vote Management
5.8 Elect Roger Munnings as Director None Did Not Vote Management
5.9 Elect Stalbek Mishakov as Director None Did Not Vote Management
5.10 Elect Gareth Penny as Director None Did Not Vote Management
5.11 Elect Maksim Sokov as Director None Did Not Vote Management
5.12 Elect Vladislav Solovyev as Director None Did Not Vote Management
5.13 Elect Robert Edwards as Director None Did Not Vote Management
6.1 Elect Artur Arustamov as Member of For Did Not Vote Management
Audit Commission
6.2 Elect Anna Masalova as Member of Audit For Did Not Vote Management
Commission
6.3 Elect Georgy Svanidze as Member of For Did Not Vote Management
Audit Commission
6.4 Elect Vladimir Shilkov as Members of For Did Not Vote Management
Audit Commission
6.5 Elect Elena Yanevich as Member of For Did Not Vote Management
Audit Commission
7 Ratify KPMG as RAS Auditor For Did Not Vote Management
8 Ratify KPMG as IFRS Auditor For Did Not Vote Management
9 Approve Remuneration of Directors For Did Not Vote Management
10 Approve Remuneration of Members of For Did Not Vote Management
Audit Commission
11 Approve Related-Party Transactions Re: For Did Not Vote Management
Indemnification Agreements with
Directors and Executives
12 Approve Related-Party Transaction Re: For Did Not Vote Management
Liability Insurance for Directors and
Executives
13 Approve Company's Membership in For Did Not Vote Management
Association Builders of Krasnoyarsk
--------------------------------------------------------------------------------
MYLAN N.V.
Ticker: MYL Security ID: N59465109
Meeting Date: JUN 29, 2018 Meeting Type: Annual
Record Date: JUN 01, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1A Elect Director Heather Bresch For Against Management
1B Elect Director Robert J. Cindrich For Against Management
1C Elect Director Robert J. Coury For Against Management
1D Elect Director JoEllen Lyons Dillon For Against Management
1E Elect Director Neil Dimick For Against Management
1F Elect Director Melina Higgins For Against Management
1G Elect Director Harry A. Korman For Against Management
1H Elect Director Rajiv Malik For Against Management
1I Elect Director Mark W. Parrish For Against Management
1J Elect Director Pauline van der Meer For Against Management
Mohr
1K Elect Director Randall L. (Pete) For Against Management
Vanderveen
1L Elect Director Sjoerd S. Vollebregt For Against Management
2 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
3 Adopt Financial Statements and For Against Management
Statutory Reports
4 Ratify Deloitte & Touche LLP as For Against Management
Auditors
5 Instruction to Deloitte Accountants B. For Against Management
V. for the Audit of the Company's
Dutch Statutory Annual Accounts for
Fiscal Year 2018
6 Authorize Share Repurchase Program For Against Management
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OCCIDENTAL PETROLEUM CORPORATION
Ticker: OXY Security ID: 674599105
Meeting Date: MAY 04, 2018 Meeting Type: Annual
Record Date: MAR 09, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Spencer Abraham For For Management
1b Elect Director Howard I. Atkins For For Management
1c Elect Director Eugene L. Batchelder For For Management
1d Elect Director John E. Feick For For Management
1e Elect Director Margaret M. Foran For For Management
1f Elect Director Carlos M. Gutierrez For For Management
1g Elect Director Vicki Hollub For For Management
1h Elect Director William R. Klesse For For Management
1i Elect Director Jack B. Moore For For Management
1j Elect Director Avedick B. Poladian For For Management
1k Elect Director Elisse B. Walter For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Amend Omnibus Stock Plan For For Management
4 Ratify KPMG LLP as Auditors For For Management
--------------------------------------------------------------------------------
ORACLE CORPORATION
Ticker: ORCL Security ID: 68389X105
Meeting Date: NOV 15, 2017 Meeting Type: Annual
Record Date: SEP 18, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jeffrey S. Berg For For Management
1.2 Elect Director Michael J. Boskin For Withhold Management
1.3 Elect Director Safra A. Catz For For Management
1.4 Elect Director Bruce R. Chizen For Withhold Management
1.5 Elect Director George H. Conrades For For Management
1.6 Elect Director Lawrence J. Ellison For For Management
1.7 Elect Director Hector Garcia-Molina For For Management
1.8 Elect Director Jeffrey O. Henley For For Management
1.9 Elect Director Mark V. Hurd For For Management
1.10 Elect Director Renee J. James For For Management
1.11 Elect Director Leon E. Panetta For For Management
1.12 Elect Director Naomi O. Seligman For For Management
2 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Amend Omnibus Stock Plan For For Management
5 Ratify Ernst & Young LLP as Auditors For For Management
6 Political Contributions Disclosure Against For Shareholder
7 Gender Pay Gap Against For Shareholder
8 Amend Proxy Access Right Against For Shareholder
--------------------------------------------------------------------------------
QUALCOMM INCORPORATED
Ticker: QCOM Security ID: 747525103
Meeting Date: MAR 23, 2018 Meeting Type: Proxy Contest
Record Date: JAN 08, 2018
# Proposal Mgt Rec Vote Cast Sponsor
Management Proxy (White Proxy Card) None
1.1 Elect Director Barbara T. Alexander For Did Not Vote Management
1.2 Elect Director Jeffrey W. Henderson For Did Not Vote Management
1.3 Elect Director Thomas W. Horton For Did Not Vote Management
1.4 Elect Director Paul E. Jacobs For Did Not Vote Management
1.5 Elect Director Ann M. Livermore For Did Not Vote Management
1.6 Elect Director Harish Manwani For Did Not Vote Management
1.7 Elect Director Mark D. McLaughlin For Did Not Vote Management
1.8 Elect Director Steve Mollenkopf For Did Not Vote Management
1.9 Elect Director Clark T. "Sandy" Randt, For Did Not Vote Management
Jr.
1.10 Elect Director Francisco Ros For Did Not Vote Management
1.11 Elect Director Anthony J. Vinciquerra For Did Not Vote Management
2 Ratify PricewaterhouseCoopers LLP as For Did Not Vote Management
Auditors
3 Advisory Vote to Ratify Named For Did Not Vote Management
Executive Officers' Compensation
4 Amend Qualified Employee Stock For Did Not Vote Management
Purchase Plan
5 Eliminate Supermajority Vote For Did Not Vote Management
Requirement to Remove Directors
6 Eliminate Supermajority Vote For Did Not Vote Management
Requirement Relating to Amendments and
Obsolete Provisions
7 Eliminate Supermajority Vote For Did Not Vote Management
Requirement for Business Combinations
with Interested Stockholders
8 Repeal Amendments to the Company's Against Did Not Vote Shareholder
Bylaws Adopted Without Stockholder
Approval After July 15, 2016
# Proposal Diss Rec Vote Cast Sponsor
Dissident Proxy (Blue Proxy Card) None
1.1 Elect Director Samih Elhage For For Shareholder
1.2 Elect Director David G. Golden For For Shareholder
1.3 Elect Director Veronica M. Hagen For For Shareholder
1.4 Elect Director Julie A. Hill For For Shareholder
1.5 Elect Director John H. Kispert For For Shareholder
1.6 Elect Director Harry L. You For For Shareholder
2 Repeal Amendments to the Company's For For Shareholder
Bylaws Adopted Without Stockholder
Approval After July 15, 2016
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
4 Advisory Vote to Ratify Named None For Management
Executive Officers' Compensation
5 Amend Qualified Employee Stock None For Management
Purchase Plan
6 Eliminate Supermajority Vote For For Management
Requirement to Remove Directors
7 Eliminate Supermajority Vote For For Management
Requirement Relating to Amendments and
Obsolete Provisions
8 Eliminate Supermajority Vote For For Management
Requirement for Business Combinations
with Interested Stockholders
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ROSNEFT OIL COMPANY OJSC
Ticker: ROSN Security ID: 67812M207
Meeting Date: SEP 29, 2017 Meeting Type: Special
Record Date: AUG 28, 2017
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Meeting Procedures For For Management
2 Amend Charter Re: Increase in Size of For For Management
Board from Nine to 11
3 Approve Early Termination of Powers of For For Management
Board of Directors
4 Elect Directors via Cumulative Voting None None Management
5 Approve Interim Dividends for First For For Management
Six Months of Fiscal 2017
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TE CONNECTIVITY LTD.
Ticker: TEL Security ID: H84989104
Meeting Date: MAR 14, 2018 Meeting Type: Annual
Record Date: FEB 22, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Pierre R. Brondeau For For Management
1b Elect Director Terrence R. Curtin For For Management
1c Elect Director Carol A. ('John') For For Management
Davidson
1d Elect Director William A. Jeffrey For For Management
1e Elect Director Thomas J. Lynch For For Management
1f Elect Director Yong Nam For For Management
1g Elect Director Daniel J. Phelan For For Management
1h Elect Director Paula A. Sneed For For Management
1i Elect Director Abhijit Y. Talwalkar For For Management
1j Elect Director Mark C. Trudeau For For Management
1k Elect Director John C. Van Scoter For For Management
1l Elect Director Laura H. Wright For For Management
2 Elect Board Chairman Thomas J. Lynch For For Management
3a Elect Daniel J. Phelan as Member of For For Management
Management Development and
Compensation Committee
3b Elect Paula A. Sneed as Member of For For Management
Management Development and
Compensation Committee
3c Elect John C. Van Scoter as Member of For For Management
Management Development and
Compensation Committee
4 Designate Rene Schwarzenbach as For For Management
Independent Proxy
5.1 Accept Annual Report for Fiscal Year For For Management
Ended September 29, 2017
5.2 Accept Statutory Financial Statements For For Management
for Fiscal Year Ended September 29,
2017
5.3 Approve Consolidated Financial For For Management
Statements for Fiscal Year Ended
September 29, 2017
6 Approve Discharge of Board and Senior For For Management
Management
7.1 Ratify Deloitte & Touche LLP as For For Management
Independent Registered Public
Accounting Firm for Fiscal Year 2018
7.2 Ratify Deloitte AG as Swiss Registered For For Management
Auditors
7.3 Ratify PricewaterhouseCoopers AG as For For Management
Special Auditors
8 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
9 Approve the Increase in Maximum For For Management
Aggregate Remuneration of Executive
Management
10 Approve the Increase in Maximum For For Management
Aggregate Remuneration of Board of
Directors
11 Approve Allocation of Available For For Management
Earnings at September 29, 2017
12 Approve Declaration of Dividend For For Management
13 Authorize Share Repurchase Program For For Management
14 Amend Articles of Association Re: For For Management
Authorized Capital
15 Amend Nonqualified Employee Stock For For Management
Purchase Plan
16 Adjourn Meeting For For Management
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THERMO FISHER SCIENTIFIC INC.
Ticker: TMO Security ID: 883556102
Meeting Date: MAY 23, 2018 Meeting Type: Annual
Record Date: MAR 28, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Marc N. Casper For For Management
1b Elect Director Nelson J. Chai For For Management
1c Elect Director C. Martin Harris For For Management
1d Elect Director Tyler Jacks For For Management
1e Elect Director Judy C. Lewent For For Management
1f Elect Director Thomas J. Lynch For For Management
1g Elect Director Jim P. Manzi For For Management
1h Elect Director Lars R. Sorensen For For Management
1i Elect Director Scott M. Sperling For For Management
1j Elect Director Elaine S. Ullian For For Management
1k Elect Director Dion J. Weisler For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
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UNILEVER NV
Ticker: UNA Security ID: N8981F271
Meeting Date: MAY 03, 2018 Meeting Type: Annual
Record Date: APR 05, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1 Discussion of the Annual Report and None None Management
Accounts for the 2017 Financial Year
2 Approve Financial Statements and For For Management
Allocation of Income
3 Approve Discharge of Executive Board For For Management
Members
4 Approve Discharge of Non-Executive For For Management
Board Members
5 Approve Remuneration Policy for For For Management
Management Board Members
6 Reelect N S Andersen as Non-Executive For For Management
Director
7 Reelect L M Cha as Non-Executive For For Management
Director
8 Reelect V Colao as Non-Executive For For Management
Director
9 Reelect M Dekkers as Non-Executive For For Management
Director
10 Reelect J Hartmann as Non-Executive For For Management
Director
11 Reelect M Ma as Non-Executive Director For For Management
12 Reelect S Masiyiwa as Non-Executive For For Management
Director
13 Reelect Y Moon as Non-Executive For For Management
Director
14 Reelect G Pitkethly as Executive For For Management
Director
15 Reelect P G J M Polman as Executive For For Management
Director
16 Reelect J Rishton as Non-Executive For For Management
Director
17 Reelect F Sijbesma as Non-Executive For For Management
Director
18 Elect A Jung as Non-Executive Director For For Management
19 Ratify KPMG as Auditors For For Management
20 Authorize Repurchase of Up to 6 For For Management
Percent of Cumulative Preference
Shares and Up to 7 Percent of
Cumulative Preference Shares and
Depositary Receipts
21 Authorize Repurchase of Up to 10 For For Management
Percent of Issued Share Capital
22 Approve Reduction in Share Capital For For Management
through Cancellation of Preference
Shares and Depositary Receipts Thereof
23 Approve Reduction in Share Capital For For Management
through Cancellation of Ordinary
Shares and Depositary Receipts Thereof
24 Grant Board Authority to Issue Shares For For Management
25 Authorize Board to Exclude Preemptive For For Management
Rights from Share Issuances for
General Corporate Purposes
26 Authorize Board to Exclude Preemptive For For Management
Rights from Share Issuances for
Acquisition Purposes
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UNITED TECHNOLOGIES CORPORATION
Ticker: UTX Security ID: 913017109
Meeting Date: APR 30, 2018 Meeting Type: Annual
Record Date: MAR 02, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Lloyd J. Austin, III For For Management
1b Elect Director Diane M. Bryant For For Management
1c Elect Director John V. Faraci For For Management
1d Elect Director Jean-Pierre Garnier For For Management
1e Elect Director Gregory J. Hayes For For Management
1f Elect Director Ellen J. Kullman For For Management
1g Elect Director Marshall O. Larsen For For Management
1h Elect Director Harold W. McGraw, III For For Management
1i Elect Director Margaret L. O'Sullivan For For Management
1j Elect Director Fredric G. Reynolds For For Management
1k Elect Director Brian C. Rogers For For Management
1l Elect Director Christine Todd Whitman For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Approve Omnibus Stock Plan For For Management
4 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
5 Eliminate Supermajority Vote For For Management
Requirement to Approve Certain
Business Combinations
6 Reduce Ownership Threshold for Against For Shareholder
Shareholders to Call Special Meeting
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WPP PLC
Ticker: WPP Security ID: G9788D103
Meeting Date: JUN 13, 2018 Meeting Type: Annual
Record Date: JUN 11, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1 Accept Financial Statements and For For Management
Statutory Reports
2 Approve Final Dividend For For Management
3 Approve Remuneration Report For For Management
4 Re-elect Roberto Quarta as Director For Against Management
5 Re-elect Dr Jacques Aigrain as Director For For Management
6 Re-elect Ruigang Li as Director For For Management
7 Re-elect Paul Richardson as Director For For Management
8 Re-elect Hugo Shong as Director For For Management
9 Re-elect Sally Susman as Director For For Management
10 Re-elect Solomon Trujillo as Director For For Management
11 Re-elect Sir John Hood as Director For For Management
12 Re-elect Nicole Seligman as Director For For Management
13 Re-elect Daniela Riccardi as Director For For Management
14 Re-elect Tarek Farahat as Director For For Management
15 Reappoint Deloitte LLP as Auditors For For Management
16 Authorise the Audit Committee to Fix For For Management
Remuneration of Auditors
17 Authorise Issue of Equity with For For Management
Pre-emptive Rights
18 Authorise Market Purchase of Ordinary For For Management
Shares
19 Authorise Issue of Equity without For For Management
Pre-emptive Rights
20 Authorise Issue of Equity without For For Management
Pre-emptive Rights in Connection with
an Acquisition or Other Capital
Investment
========== END NPX REPORT
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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SOURCE CAPITAL, INC. |
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By: |
/s/ J. Richard Atwood |
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J. Richard Atwood |
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President |
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Date: |
August 6, 2018 |
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