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Key proxy vote rationales for 2022-2023

In order to meet a higher standard of transparency for our clients, rather than providing rationales for select votes, we are disclosing all of our votes against directors at S&P 500 companies and the rationale for the vote against.1 This amounts to 190 directors at 116 distinct companies. The drivers of the votes against are based on a case-by-case assessment of the boards’ alignment with the principles in the TIAA Policy Statement on Responsible Investing regarding board quality, board structure and operation, business ethics transparency and accountability, as well as the board’s strategy and oversight of material ESG issues such as climate risk and diversity, equity, and inclusion as assessed within our thematic engagement initiatives.

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COMPANY NAME INDUSTRY PROPOSAL TEXT MANAGEMENT RECOMMENDATION VOTE INSTRUCTION VOTE RATIONALE
TransDigm Group Incorporated Aerospace & Defense Elect Director Michael Graff For Withhold Business ethics, transparency, and accountability
TransDigm Group Incorporated Aerospace & Defense Elect Director Gary E. McCullough For Withhold Business ethics, transparency, and accountability- Climate risk escalation
Constellation Brands, Inc. Beverages Elect Director Jeremy S. G. Fowden For Withhold Board Structure and Operation
Brown-Forman Corporation Beverages Elect Director Campbell P. Brown For Against Board Quality| Board Structure and Operation
Brown-Forman Corporation Beverages Elect Director Stuart R. Brown For Against Board Quality
Brown-Forman Corporation Beverages Elect Director John D. Cook For Against Board Quality
Brown-Forman Corporation Beverages Elect Director Marshall B. Farrer For Against Board Quality
Brown-Forman Corporation Beverages Elect Director Augusta Brown Holland For Against Board Quality
Brown-Forman Corporation Beverages Elect Director Michael J. Roney For Against Board Quality| Business ethics, transparency, and accountability
Brown-Forman Corporation Beverages Elect Director Michael A. Todman For Against Board Quality
Brown-Forman Corporation Beverages Elect Director Lawson E. Whiting For Against Board Quality
Tesla, Inc. Automobiles Elect Director Ira Ehrenpreis For Against Business ethics, transparency, and accountability
Microchip Technology Incorporated Semiconductors & Semiconductor Equipment Elect Director Esther L. Johnson For Against Board Structure and Operation
Take-Two Interactive Software, Inc. Entertainment Elect Director J Moses For Against Business ethics, transparency, and accountability- Human Capital risk escalation
FedEx Corporation Air Freight & Logistics Elect Director David P. Steiner For Against Business ethics, transparency, and accountability
FedEx Corporation Air Freight & Logistics Elect Director Frederick W. Smith For Against Business ethics, transparency, and accountability
Cintas Corporation Commercial Services & Supplies Elect Director Scott D. Farmer For Against Business ethics, transparency, and accountability- Climate risk escalation
Fox Corporation Media Elect Director Paul D. Ryan For Against Board Quality- Diversity
Fox Corporation Media Elect Director Roland A. Hernandez For Against Board Quality- Diversity
Fox Corporation Media Elect Director Anne Dias For Against Board Quality- Diversity
Fox Corporation Media Elect Director William A. Burck For Against Board Quality- Diversity
News Corporation Media Elect Director Jose Maria Aznar For Against Board Structure and Operation
Oracle Corporation Software Elect Director Bruce R. Chizen For Withhold Board Quality
The Estee Lauder Companies Inc. Personal Products Elect Director Lynn Forester de Rothschild For Withhold Board Quality
The Estee Lauder Companies Inc. Personal Products Elect Director Richard D. Parsons For Withhold Board Quality| Board Structure and Operation
The Estee Lauder Companies Inc. Personal Products Elect Director William P. Lauder For Withhold Board Quality| Board Structure and Operation
Copart, Inc. Commercial Services & Supplies Elect Director Stephen Fisher For Against Board Quality
Copart, Inc. Commercial Services & Supplies Elect Director Diane M. Morefield For Against Board Quality
D.R. Horton, Inc. Household Durables Elect Director Benjamin S. Carson, Sr. For Against Board Quality
Atmos Energy Corporation Gas Utilities Elect Director Frank Yoho For Against Business ethics, transparency, and accountability- Climate risk escalation
Tyson Foods, Inc. Food Products Elect Director Barbara A. Tyson For Against Business ethics, transparency, and accountability
Tyson Foods, Inc. Food Products Elect Director Les R. Baledge For Against Business ethics, transparency, and accountability
Tyson Foods, Inc. Food Products Elect Director John H. Tyson For Against Business ethics, transparency, and accountability
Nordson Corporation Machinery Elect Director Mary G. Puma For Withhold Business ethics, transparency, and accountability- Climate risk escalation
TransDigm Group Incorporated Aerospace & Defense Elect Director Gary E. McCullough For Withhold Business ethics, transparency, and accountability- Climate risk escalation
TransDigm Group Incorporated Aerospace & Defense Elect Director Michael Graff For Withhold Business ethics, transparency, and accountability
A. O. Smith Corporation Building Products Elect Director Idelle K. Wolf For Withhold Business ethics, transparency, and accountability- Human Capital risk escalation
A. O. Smith Corporation Building Products Elect Director Ronald D. Brown For Withhold Business ethics, transparency, and accountability- Human Capital risk escalation
Lennar Corporation Household Durables Elect Director Jeffrey Sonnenfeld For Against Business ethics, transparency, and accountability
Lennar Corporation Household Durables Elect Director Stuart Miller For Against Business ethics, transparency, and accountability- Human Capital risk escalation
M&T Bank Corporation Banks Elect Director Denis J. Salamone For Against Business ethics, transparency, and accountability- Climate risk escalation
EQT Corporation Oil, Gas & Consumable Fuels Elect Director Kathryn J. Jackson For Against Business ethics, transparency, and accountability- Climate risk escalation
Carrier Global Corporation Building Products Elect Director Virginia M. Wilson For Against Business ethics, transparency, and accountability- Climate risk escalation
CenterPoint Energy, Inc. Multi-Utilities Elect Director Earl M. Cummings For Against Business ethics, transparency, and accountability- Climate risk escalation
L3Harris Technologies, Inc. Aerospace & Defense Elect Director Thomas A. Dattilo For Against Business ethics, transparency, and accountability- Climate risk escalation
Charter Communications, Inc. Media Elect Director Eric L. Zinterhofer For Against Board Quality- Diversity| Business ethics, transparency, and accountability- Human Capital risk escalation
Charter Communications, Inc. Media Elect Director Michael A. Newhouse For Against Board Quality- Diversity| Business ethics, transparency, and accountability- Human Capital risk escalation
Charter Communications, Inc. Media Elect Director James E. Meyer For Against Board Quality- Diversity
Charter Communications, Inc. Media Elect Director John D. Markley, Jr. For Against Board Quality- Diversity| Business ethics, transparency, and accountability- Human Capital risk escalation| Business ethics, transparency, and accountability- Board Responsiveness risk escalation
Charter Communications, Inc. Media Elect Director Craig A. Jacobson For Against Board Quality- Diversity| Business ethics, transparency, and accountability- Human Capital risk escalation
Domino's Pizza, Inc. Hotels, Restaurants & Leisure Elect Director Richard L. Federico For Withhold Business ethics, transparency, and accountability- Climate risk escalation
Kimco Realty Corporation Retail REITs Elect Director Mary Hogan Preusse For Against Board Quality
PACCAR Inc Machinery Elect Director Mark A. Schulz For Against Board Quality- Diversity| Business ethics, transparency, and accountability- Human Capital risk escalation
Rollins, Inc. Commercial Services & Supplies Elect Director Jerry W. Nix For Withhold Board Quality- Diversity| Business ethics, transparency, and accountability- Human Capital risk escalation
BorgWarner Inc. Automobile Components Elect Director Alexis P. Michas For Against Business ethics, transparency, and accountability- Climate risk escalation
Teledyne Technologies Incorporated Electronic Equipment, Instruments & Components Elect Director Robert A. Malone For Against Business ethics, transparency, and accountability- Climate risk escalation
Teledyne Technologies Incorporated Electronic Equipment, Instruments & Components Elect Director Michelle A. Kumbier For Against Business ethics, transparency, and accountability- Climate risk escalation
Teledyne Technologies Incorporated Electronic Equipment, Instruments & Components Elect Director Kenneth C. Dahlberg For Against Business ethics, transparency, and accountability- Climate risk escalation
Textron Inc. Aerospace & Defense Elect Director Maria T. Zuber For Against Business ethics, transparency, and accountability- Climate risk escalation
Texas Instruments Incorporated Semiconductors & Semiconductor Equipment Elect Director Ronald Kirk For Against Business ethics, transparency, and accountability- Human Capital risk escalation
J.B. Hunt Transport Services, Inc. Ground Transportation Elect Director James L. Robo For Against Board Quality
Snap-on Incorporated Machinery Elect Director David C. Adams For Against Business ethics, transparency, and accountability- Climate risk escalation
FMC Corporation Chemicals Elect Director Margareth Ovrum For Against Business ethics, transparency, and accountability- Human Capital risk escalation
FMC Corporation Chemicals Elect Director C. Scott Greer For Against Business ethics, transparency, and accountability- Human Capital risk escalation
FMC Corporation Chemicals Elect Director Kathy L. Fortmann For Against Business ethics, transparency, and accountability- Human Capital risk escalation
FMC Corporation Chemicals Elect Director Eduardo E. Cordeiro For Against Business ethics, transparency, and accountability- Human Capital risk escalation
DISH Network Corporation Media Elect Director Tom A. Ortolf For Withhold Business ethics, transparency, and accountability- Human Capital risk escalation
DISH Network Corporation Media Elect Director Charles W. Ergen For Withhold Business ethics, transparency, and accountability- Human Capital risk escalation
DISH Network Corporation Media Elect Director Cantey M. Ergen For Withhold Business ethics, transparency, and accountability- Human Capital risk escalation
DISH Network Corporation Media Elect Director George R. Brokaw For Withhold Business ethics, transparency, and accountability- Human Capital risk escalation
DISH Network Corporation Media Elect Director Kathleen Q. Abernathy For Withhold Board Structure and Operation| Business ethics, transparency, and accountability- Human Capital risk escalation
Eli Lilly and Company Pharmaceuticals Elect Director William G. Kaelin, Jr. For Against Business ethics, transparency, and accountability- Human Capital risk escalation
Aflac Incorporated Insurance Elect Director Katherine T. Rohrer For Against Business ethics, transparency, and accountability
Genuine Parts Company Distributors Elect Director P. Russell Hardin For Withhold Business ethics, transparency, and accountability- Climate risk escalation
Paycom Software, Inc. Professional Services Elect Director J.C. Watts, Jr. For Withhold Business ethics, transparency, and accountability
Paycom Software, Inc. Professional Services Elect Director Sharen J. Turney For Withhold Business ethics, transparency, and accountability
Albemarle Corporation Chemicals Elect Director Gerald A. Steiner For Against Business ethics, transparency, and accountability- Climate risk escalation
Expeditors International of Washington, Inc. Air Freight & Logistics Elect Director Liane J. Pelletier For Against Business ethics, transparency, and accountability
Huntington Ingalls Industries, Inc. Aerospace & Defense Elect Director John K. Welch For Against Business ethics, transparency, and accountability| Business ethics, transparency, and accountability- Climate risk escalation
NVR, Inc. Household Durables Elect Director Alfred E. Festa For Against Business ethics, transparency, and accountability- Climate risk escalation
Moderna, Inc. Biotechnology Elect Director Paul Sagan For Withhold Business ethics, transparency, and accountability- Climate risk escalation
Brown & Brown, Inc. Insurance Elect Director H. Palmer Proctor, Jr. For Withhold Board Quality| Business ethics, transparency, and accountability- Human Capital risk escalation
General Dynamics Corporation Aerospace & Defense Elect Director Robert K. Steel For Against Business ethics, transparency, and accountability- Climate risk escalation
Pool Corporation Distributors Elect Director John E. Stokely For Against Business ethics, transparency, and accountability- Human Capital risk escalation
CF Industries Holdings, Inc. Chemicals Elect Director Robert C. Arzbaecher For Against Business ethics, transparency, and accountability- Climate risk escalation
Gilead Sciences, Inc. Biotechnology Elect Director Anthony Welters For Against Business ethics, transparency, and accountability- Human Capital risk escalation
Eversource Energy Electric Utilities Elect Director Cotton M. Cleveland For Against Business ethics, transparency, and accountability- Climate risk escalation
DTE Energy Company Multi-Utilities Elect Director Charles G. McClure, Jr. For Withhold Business ethics, transparency, and accountability- Climate risk escalation
CME Group Inc. Capital Markets Elect Director Phyllis M. Lockett For Against Business ethics, transparency, and accountability- Climate risk escalation
CME Group Inc. Capital Markets Elect Director Charles P. Carey For Against Business ethics, transparency, and accountability
AMETEK, Inc. Electrical Equipment Elect Director Gretchen W. McClain For Against Business ethics, transparency, and accountability- Climate risk escalation
Illinois Tool Works Inc. Machinery Elect Director Pamela B. Strobel For Against Business ethics, transparency, and accountability- Climate risk escalation
Dover Corporation Machinery Elect Director Michael F. Johnston For Against Board Quality- Diversity
Dover Corporation Machinery Elect Director Kristiane C. Graham For Against Board Quality- Diversity
Cincinnati Financial Corporation Insurance Elect Director Dirk J. Debbink For Against Business ethics, transparency, and accountability- Human Capital risk escalation
Berkshire Hathaway Inc. Financial Services Elect Director Meryl B. Witmer For Withhold Business ethics, transparency, and accountability- Climate risk escalation
Berkshire Hathaway Inc. Financial Services Elect Director Wallace R. Weitz For Withhold Business ethics, transparency, and accountability- Climate risk escalation
Berkshire Hathaway Inc. Financial Services Elect Director Charlotte Guyman For Withhold Business ethics, transparency, and accountability
Berkshire Hathaway Inc. Financial Services Elect Director Susan L. Decker For Withhold Business ethics, transparency, and accountability- Climate risk escalation
Berkshire Hathaway Inc. Financial Services Elect Director Christopher C. Davis For Withhold Business ethics, transparency, and accountability- Climate risk escalation
Paramount Global Media Elect Director Nicole Seligman For Against Board Structure and Operation
Paramount Global Media Elect Director Shari E. Redstone For Against Business ethics, transparency, and accountability
International Paper Company Containers & Packaging Elect Director Ilene S. Gordon For Against Business ethics, transparency, and accountability
Warner Bros. Discovery, Inc. Entertainment Elect Director Kenneth W. Lowe For Withhold Business ethics, transparency, and accountability
Pentair plc Machinery Elect Director Billie I. Williamson For Against Business ethics, transparency, and accountability- Climate risk escalation
Loews Corporation Insurance Elect Director Paul J. Fribourg For Against Board Quality| Board Structure and Operation
Valero Energy Corporation Oil, Gas & Consumable Fuels Elect Director Deborah P. Majoras For Against Business ethics, transparency, and accountability- Climate risk escalation
Danaher Corporation Life Sciences Tools & Services Elect Director Linda Filler For Against Board Quality
Ford Motor Company Automobiles Elect Director William E. Kennard For Against Business ethics, transparency, and accountability
Nucor Corporation Metals & Mining Elect Director Christopher J. Kearney For Withhold Business ethics, transparency, and accountability- Climate risk escalation
Steel Dynamics, Inc. Metals & Mining Elect Director Bradley S. Seaman For Withhold Business ethics, transparency, and accountability| Business ethics, transparency, and accountability- Climate risk escalation
Masco Corporation Building Products Elect Director Charles K. Stevens, III For Against Business ethics, transparency, and accountability- Climate risk escalation
Las Vegas Sands Corp. Hotels, Restaurants & Leisure Elect Director Nora M. Jordan For Withhold Board Structure and Operation
Las Vegas Sands Corp. Hotels, Restaurants & Leisure Elect Director Micheline Chau For Withhold Business ethics, transparency, and accountability
Martin Marietta Materials, Inc. Construction Materials Elect Director Dorothy M. Ables For Against Business ethics, transparency, and accountability- Climate risk escalation
Camden Property Trust Residential REITs Elect Director Frances Aldrich Sevilla-Sacasa For Against Board Quality
Vulcan Materials Company Construction Materials Elect Director George Willis For Against Business ethics, transparency, and accountability- Climate risk escalation
Vulcan Materials Company Construction Materials Elect Director Melissa H. Anderson For Against Business ethics, transparency, and accountability- Climate risk escalation
The Progressive Corporation Insurance Elect Director Lawton W. Fitt For Against Business ethics, transparency, and accountability- Climate risk escalation
Motorola Solutions, Inc. Communications Equipment Elect Director Egon P. Durban For Against Board Quality| Board Structure and Operation
Mid-America Apartment Communities, Inc. Residential REITs Elect Director Claude B. Nielsen For Against Business ethics, transparency, and accountability
Tesla, Inc. Automobiles Elect Director Robyn Denholm For Against Business ethics, transparency, and accountability
Enphase Energy, Inc. Semiconductors & Semiconductor Equipment Elect Director Benjamin Kortlang For Withhold Board Quality- Diversity
Enphase Energy, Inc. Semiconductors & Semiconductor Equipment Elect Director Jamie Haenggi For Withhold Board Quality- Diversity
Halliburton Company Energy Equipment & Services Elect Director William E. Albrecht For Against Business ethics, transparency, and accountability- Climate risk escalation
Old Dominion Freight Line, Inc. Ground Transportation Elect Director John D. Kasarda For Withhold Business ethics, transparency, and accountability- Human Capital risk escalation
Robert Half International Inc. Professional Services Elect Director Frederick A. Richman For Against Board Quality
Westinghouse Air Brake Technologies Corporation Machinery Elect Director Byron S. Foster For Against Business ethics, transparency, and accountability
Westinghouse Air Brake Technologies Corporation Machinery Elect Director Lee C. Banks For Against Business ethics, transparency, and accountability
Chubb Limited Insurance Elect Director Frances F. Townsend For Against Board Quality- Diversity
Chubb Limited Insurance Elect Director Michael P. Connors For Against Board Quality- Diversity
O'Reilly Automotive, Inc. Specialty Retail Elect Director Dana M. Perlman For Against Business ethics, transparency, and accountability- Climate risk escalation
Synchrony Financial Consumer Finance Elect Director Fernando Aguirre For Against Business ethics, transparency, and accountability- Climate risk escalation
The Charles Schwab Corporation Capital Markets Elect Director Frank C. Herringer For Against Business ethics, transparency, and accountability- Human Capital risk escalation
Targa Resources Corp. Oil, Gas & Consumable Fuels Elect Director Paul W. Chung For Against Business ethics, transparency, and accountability- Climate risk escalation
APA Corporation Oil, Gas & Consumable Fuels Elect Director Annell R. Bay For Against Business ethics, transparency, and accountability- Climate risk escalation
FirstEnergy Corporation Electric Utilities Elect Director Paul Kaleta For Against Business ethics, transparency, and accountability- Climate risk escalation
Marathon Oil Corporation Oil, Gas & Consumable Fuels Elect Director M. Elise Hyland For Against Business ethics, transparency, and accountability- Climate risk escalation
ONEOK, Inc. Oil, Gas & Consumable Fuels Elect Director Jim W. Mogg For Against Business ethics, transparency, and accountability- Climate risk escalation
Illumina, Inc. Life Sciences Tools & Services Elect Dissident Nominee Director Andrew J. Teno Against For Business ethics, transparency, and accountability
Illumina, Inc. Life Sciences Tools & Services Elect Management Nominee Director John W. Thompson For Withhold Business ethics, transparency, and accountability
IDEX Corporation Machinery Elect Director Katrina L. Helmkamp For Against Business ethics, transparency, and accountability- Climate risk escalation
Mohawk Industries, Inc. Household Durables Elect Director Karen A. Smith Bogart For Against Board Quality| Board Quality- Diversity
SBA Communications Corporation Specialized REITs Elect Director Steven E. Bernstein For Against Board Quality
Dollar General Corporation Consumer Staples Distribution & Retail Elect Director Debra A. Sandler For Against Business ethics, transparency, and accountability- Climate risk escalation
Meta Platforms, Inc. Interactive Media & Services Elect Director Mark Zuckerberg For Withhold Business ethics, transparency, and accountability
Meta Platforms, Inc. Interactive Media & Services Elect Director Peggy Alford For Withhold Business ethics, transparency, and accountability
Expedia Group, Inc. Hotels, Restaurants & Leisure Elect Director Dara Khosrowshahi For Withhold Board Quality
Expedia Group, Inc. Hotels, Restaurants & Leisure Elect Director Craig Jacobson For Withhold Board Structure and Operation| Business ethics, transparency, and accountability
Trane Technologies Plc Building Products Elect Director John P. Surma For Against Business ethics, transparency, and accountability
Trane Technologies Plc Building Products Elect Director Myles P. Lee For Against Business ethics, transparency, and accountability
Trane Technologies Plc Building Products Elect Director Linda P. Hudson For Against Board Quality
Trane Technologies Plc Building Products Elect Director April Miller Boise For Against Business ethics, transparency, and accountability
Trane Technologies Plc Building Products Elect Director Ann C. Berzin For Against Business ethics, transparency, and accountability
Alphabet Inc. Interactive Media & Services Elect Director John L. Hennessy For Against Business ethics, transparency, and accountability
EPAM Systems, Inc. IT Services Elect Director Ronald Vargo For Against Business ethics, transparency, and accountability- Human Capital risk escalation
Comcast Corporation Media Elect Director Kenneth J. Bacon For Withhold Business ethics, transparency, and accountability
CoStar Group, Inc. Professional Services Elect Director Christopher J. Nassetta For Against Business ethics, transparency, and accountability- Human Capital risk escalation
CoStar Group, Inc. Professional Services Elect Director Laura Cox Kaplan For Against Business ethics, transparency, and accountability- Human Capital risk escalation
CoStar Group, Inc. Professional Services Elect Director Michael J. Glosserman For Against Business ethics, transparency, and accountability- Human Capital risk escalation
CoStar Group, Inc. Professional Services Elect Director Michael R. Klein For Against Business ethics, transparency, and accountability- Human Capital risk escalation
Diamondback Energy, Inc. Oil, Gas & Consumable Fuels Elect Director Melanie M. Trent For Against Business ethics, transparency, and accountability- Climate risk escalation
Allegion Plc Building Products Elect as Director Kirk S. Hachigian For Against Business ethics, transparency, and accountability- Climate risk escalation
Live Nation Entertainment, Inc. Entertainment Elect Director Randall T. Mays For Against Board Structure and Operation| Business ethics, transparency, and accountability- Human Capital risk escalation
Live Nation Entertainment, Inc. Entertainment Elect Director Gregory B. Maffei For Against Board Quality
FLEETCOR Technologies, Inc. Financial Services Elect Director Hala G. Moddelmog For Against Business ethics, transparency, and accountability- Human Capital risk escalation
FLEETCOR Technologies, Inc. Financial Services Elect Director Archie L. Jones, Jr. For Against Business ethics, transparency, and accountability- Human Capital risk escalation
FLEETCOR Technologies, Inc. Financial Services Elect Director Thomas M. Hagerty For Against Business ethics, transparency, and accountability
FLEETCOR Technologies, Inc. Financial Services Elect Director Steven T. Stull For Against Business ethics, transparency, and accountability- Human Capital risk escalation
Regeneron Pharmaceuticals, Inc. Biotechnology Elect Director Christine A. Poon For Against Business ethics, transparency, and accountability
Regeneron Pharmaceuticals, Inc. Biotechnology Elect Director Joseph L. Goldstein For Against Business ethics, transparency, and accountability
Garmin Ltd. Household Durables Elect Director Charles W. Peffer For Against Board Quality- Diversity
Garmin Ltd. Household Durables Elect Director Catherine A. Lewis For Against Board Quality- Diversity
Garmin Ltd. Household Durables Elect Director Joseph J. Hartnett For Against Board Quality- Diversity
Garmin Ltd. Household Durables Elect Director Jonathan C. Burrell For Against Board Quality| Board Quality- Diversity| Board Structure and Operation
Caesars Entertainment, Inc. Hotels, Restaurants & Leisure Elect Director David P. Tomick For Withhold Board Quality- Diversity
Caesars Entertainment, Inc. Hotels, Restaurants & Leisure Elect Director Don R. Kornstein For Withhold Board Quality- Diversity
Caesars Entertainment, Inc. Hotels, Restaurants & Leisure Elect Director Frank J. Fahrenkopf For Withhold Board Quality- Diversity
Arista Networks, Inc. Communications Equipment Elect Director Mark B. Templeton For Withhold Business ethics, transparency, and accountability- Human Capital risk escalation
W. R. Berkley Corporation Insurance Elect Director Mark L. Shapiro For Against Board Quality| Board Structure and Operation
W. R. Berkley Corporation Insurance Elect Director Maria Luisa Ferre For Against Board Quality| Board Structure and Operation
Generac Holdings Inc. Electrical Equipment Elect Director Bennett J. Morgan For Against Business ethics, transparency, and accountability- Climate risk escalation
Generac Holdings Inc. Electrical Equipment Elect Director Marcia J. Avedon For Against Business ethics, transparency, and accountability- Climate risk escalation
T-Mobile US, Inc. Wireless Telecommunication Services Elect Director Teresa A. Taylor For Withhold Business ethics, transparency, and accountability- Human Capital risk escalation
T-Mobile US, Inc. Wireless Telecommunication Services Elect Director Dominique Leroy For Withhold Board Structure and Operation
T-Mobile US, Inc. Wireless Telecommunication Services Elect Director Raphael Kubler For Withhold Board Structure and Operation
T-Mobile US, Inc. Wireless Telecommunication Services Elect Director Christian P. Illek For Withhold Board Structure and Operation
T-Mobile US, Inc. Wireless Telecommunication Services Elect Director Srinivasan Gopalan For Withhold Board Structure and Operation
Aon plc Insurance Elect Director Lester B. Knight For Against Board Quality
Monster Beverage Corporation Beverages Elect Director Steven G. Pizula For Withhold Business ethics, transparency, and accountability- Climate risk escalation
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1 Votes included from reporting period July 1, 2022 – June 30, 2023. This report reflects proxy voting for the College Retirement Equities Fund (“CREF”), TIAA-CREF Funds, TIAA-CREF Life Funds and TIAA Separate Account VA-1 (collectively “TIAA-CREF Fund Complex”), the General Account of Teachers Insurance and Annuity Association of America (“TIAA”), and Nuveen Asset Management (NAM), which comprises approximately 94% of Nuveen, LLC equity assets under management as of June 30, 2023. As a result of the One Nuveen proxy initiative, effective 10/1/2022, the TIAA-CREF Fund Complex and Nuveen Asset Management, LLC follow the same voting processes and policies.

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