Investment Company Act file number:
|
811-09261
|
Foxby Corp.
|
|
(Exact name of registrant as specified in charter)
|
|
11 Hanover Square, 12th Floor, New York, NY
|
10005
|
(Address of principal executive offices)
|
(Zip code)
|
Registrant's telephone number, including area code:
|
1-212-480-6432
|
Date of fiscal year end:
|
12/31
|
Date of reporting period:
|
07/01/2011 - 06/30/2012
|
#
|
Proposal
|
Mgt Rec
|
Vote Cast
|
Sponsor
|
1
|
Elect Director Linda G. Alvarado
|
For
|
For
|
Management
|
2
|
Elect Director Vance D. Coffman
|
For
|
For
|
Management
|
3
|
Elect Director Michael L. Eskew
|
For
|
For
|
Management
|
4
|
Elect Director W. James Farrell
|
For
|
For
|
Management
|
5
|
Elect Director Herbert L. Henkel
|
For
|
For
|
Management
|
6
|
Elect Director Edward M. Liddy
|
For
|
For
|
Management
|
7
|
Elect Director Robert S. Morrison
|
For
|
For
|
Management
|
8
|
Elect Director Aulana L. Peters
|
For
|
For
|
Management
|
9
|
Elect Director Inge G. Thulin
|
For
|
For
|
Management
|
10
|
Elect Director Robert J. Ulrich
|
For
|
For
|
Management
|
11
|
Ratify Auditors
|
For
|
For
|
Management
|
12
|
Advisory Vote to Ratify Named Executive Officers' Compensation
|
For
|
For
|
Management
|
13
|
Amend Qualified Employee Stock Purchase Plan
|
For
|
For
|
Management
|
14
|
Amend Omnibus Stock Plan
|
For
|
For
|
Management
|
15
|
Report on Lobbying Payments and Policy
|
Against
|
For
|
Shareholder
|
16
|
Prohibit Political Contributions
|
Against
|
Against
|
Shareholder
|
17
|
Require Independent Board Chairman
|
Against
|
Against
|
Shareholder
|
#
|
Proposal
|
Mgt Rec
|
Vote Cast
|
Sponsor
|
1
|
Elect Director Jeffrey P. Bezos
|
For
|
For
|
Management
|
2
|
Elect Director Tom A. Alberg
|
For
|
For
|
Management
|
3
|
Elect Director John Seely Brown
|
For
|
For
|
Management
|
4
|
Elect Director William B. Gordon
|
For
|
For
|
Management
|
5
|
Elect Director Jamie S. Gorelick
|
For
|
For
|
Management
|
6
|
Elect Director Blake G. Krikorian
|
For
|
For
|
Management
|
7
|
Elect Director Alain Monie
|
For
|
For
|
Management
|
8
|
Elect Director Jonathan J. Rubinstein
|
For
|
For
|
Management
|
9
|
Elect Director Thomas O. Ryder
|
For
|
For
|
Management
|
10
|
Elect Director Patricia Q. Stonesifer
|
For
|
For
|
Management
|
11
|
Ratify Auditors
|
For
|
For
|
Management
|
12
|
Amend Omnibus Stock Plan
|
For
|
For
|
Management
|
13
|
Report on Climate Change
|
Against
|
For
|
Shareholder
|
14
|
Report on Political Contributions
|
Against
|
For
|
Shareholder
|
#
|
Proposal
|
Mgt Rec
|
Vote Cast
|
Sponsor
|
1.1
|
Elect Director William V. Campbell
|
For
|
For
|
Management
|
1.2
|
Elect Director Timothy D. Cook
|
For
|
For
|
Management
|
1.3
|
Elect Director Millard S. Drexler
|
For
|
For
|
Management
|
1.4
|
Elect Director Al Gore
|
For
|
For
|
Management
|
1.5
|
Elect Director Robert A. Iger
|
For
|
For
|
Management
|
1.6
|
Elect Director Andrea Jung
|
For
|
For
|
Management
|
1.7
|
Elect Director Arthur D. Levinson
|
For
|
For
|
Management
|
1.8
|
Elect Director Ronald D. Sugar
|
For
|
For
|
Management
|
2
|
Ratify Auditors
|
For
|
For
|
Management
|
3
|
Advisory Vote to Ratify Named Executive Officers' Compensation
|
For
|
For
|
Management
|
4
|
Prepare Conflict of Interest Report
|
Against
|
Against
|
Shareholder
|
5
|
Advisory Vote to Ratify Directors' Compensation
|
Against
|
Against
|
Shareholder
|
6
|
Report on Political Contributions
|
Against
|
Against
|
Shareholder
|
7
|
Require a Majority Vote for the Election of Directors
|
Against
|
For
|
Shareholder
|
#
|
Proposal
|
Mgt Rec
|
Vote Cast
|
Sponsor
|
1.1
|
Elect Director Warren E. Buffett
|
For
|
For
|
Management
|
1.2
|
Elect Director Charles T. Munger
|
For
|
For
|
Management
|
1.3
|
Elect Director Howard G. Buffett
|
For
|
For
|
Management
|
1.4
|
Elect Director Stephen B. Burke
|
For
|
For
|
Management
|
1.5
|
Elect Director Susan L. Decker
|
For
|
For
|
Management
|
1.6
|
Elect Director William H. Gates, III
|
For
|
For
|
Management
|
1.7
|
Elect Director David S. Gottesman
|
For
|
For
|
Management
|
1.8
|
Elect Director Charlotte Guyman
|
For
|
For
|
Management
|
1.9
|
Elect Director Donald R. Keough
|
For
|
For
|
Management
|
1.10
|
Elect Director Thomas S. Murphy
|
For
|
For
|
Management
|
1.11
|
Elect Director Ronald L. Olson
|
For
|
For
|
Management
|
1.12
|
Elect Director Walter Scott, Jr.
|
For
|
For
|
Management
|
2
|
Adopt Policy on Succession Planning
|
Against
|
For
|
Shareholder
|
#
|
Proposal
|
Mgt Rec
|
Vote Cast
|
Sponsor
|
1
|
Elect Director Linnet F. Deily
|
For
|
For
|
Management
|
2
|
Elect Director Robert E. Denham
|
For
|
For
|
Management
|
3
|
Elect Director Chuck Hagel
|
For
|
For
|
Management
|
4
|
Elect Director Enrique Hernandez, Jr.
|
For
|
For
|
Management
|
5
|
Elect Director George L. Kirkland
|
For
|
For
|
Management
|
6
|
Elect Director Charles W. Moorman, IV
|
For
|
For
|
Management
|
7
|
Elect Director Kevin W. Sharer
|
For
|
For
|
Management
|
8
|
Elect Director John G. Stumpf
|
For
|
For
|
Management
|
9
|
Elect Director Ronald D. Sugar
|
For
|
For
|
Management
|
10
|
Elect Director Carl Ware
|
For
|
For
|
Management
|
11
|
Elect Director John S. Watson
|
For
|
For
|
Management
|
12
|
Ratify Auditors
|
For
|
For
|
Management
|
13
|
Advisory Vote to Ratify Named Executive Officers' Compensation
|
For
|
For
|
Management
|
14
|
Remove Exclusive Venue Provision
|
Against
|
For
|
Shareholder
|
15
|
Require Independent Board Chairman
|
Against
|
For
|
Shareholder
|
16
|
Report on Lobbying Payments and Policy
|
Against
|
For
|
Shareholder
|
17
|
Adopt Guidelines for Country Selection
|
Against
|
For
|
Shareholder
|
18
|
Report on Hydraulic Fracturing Risks to Company
|
Against
|
For
|
Shareholder
|
19
|
Report on Accident Risk Reduction Efforts
|
Against
|
Against
|
Shareholder
|
20
|
Amend Articles/Bylaws/Charter -- Call Special Meetings
|
Against
|
For
|
Shareholder
|
21
|
Request Director Nominee with Environmental Qualifications
|
Against
|
For
|
Shareholder
|
#
|
Proposal
|
Mgt Rec
|
Vote Cast
|
Sponsor
|
1.1
|
Elect Director M.J. Boskin
|
For
|
For
|
Management
|
1.2
|
Elect Director P. Brabeck-Letmathe
|
For
|
For
|
Management
|
1.3
|
Elect Director L.R. Faulkner
|
For
|
For
|
Management
|
1.4
|
Elect Director J.S. Fishman
|
For
|
For
|
Management
|
1.5
|
Elect Director H.H. Fore
|
For
|
For
|
Management
|
1.6
|
Elect Director K.C. Frazier
|
For
|
For
|
Management
|
1.7
|
Elect Director W.W. George
|
For
|
For
|
Management
|
1.8
|
Elect Director S.J. Palmisano
|
For
|
For
|
Management
|
1.9
|
Elect Director S.S. Reinemund
|
For
|
For
|
Management
|
1.10
|
Elect Director R.W. Tillerson
|
For
|
For
|
Management
|
1.11
|
Elect Director E.E. Whitacre, Jr.
|
For
|
For
|
Management
|
2
|
Ratify Auditors
|
For
|
For
|
Management
|
3
|
Advisory Vote to Ratify Named Executive Officers' Compensation
|
For
|
Against
|
Management
|
4
|
Require Independent Board Chairman
|
Against
|
For
|
Shareholder
|
5
|
Require a Majority Vote for the Election of Directors
|
Against
|
For
|
Shareholder
|
6
|
Report on Political Contributions
|
Against
|
For
|
Shareholder
|
7
|
Amend EEO Policy to Prohibit Discrimination based on Sexual Orientation and Gender Identity
|
Against
|
Against
|
Shareholder
|
8
|
Report on Hydraulic Fracturing Risks to Company
|
Against
|
For
|
Shareholder
|
9
|
Adopt Quantitative GHG Goals for
|
Against
|
For
|
Shareholder
|
#
|
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 Diane B. Greene
|
For
|
For
|
Management
|
1.6
|
Elect Director John L. Hennessy
|
For
|
For
|
Management
|
1.7
|
Elect Director Ann Mather
|
For
|
For
|
Management
|
1.8
|
Elect Director Paul S. Otellini
|
For
|
For
|
Management
|
1.9
|
Elect Director K. Ram Shriram
|
For
|
For
|
Management
|
1.10
|
Elect Director Shirley M. Tilghman
|
For
|
For
|
Management
|
2
|
Ratify Auditors
|
For
|
For
|
Management
|
3
|
Authorize a New Class of Common Stock
|
For
|
Against
|
Management
|
4
|
Increase Authorized Common Stock
|
For
|
Against
|
Management
|
5 |
Amend Charter to Provide For Class A Common Holders to Receive Equal Consideration as
|
For
|
For
|
Management
|
|
Class B Common Holders in event of any Merger, Consolidation or Business Combination
|
|
|
|
6
|
Approve Omnibus Stock Plan
|
For
|
Against
|
Management
|
7
|
Approve Omnibus Stock Plan
|
For
|
Against
|
Management
|
8
|
Adopt Proxy Statement Reporting on Political Contributions and Advisory Vote
|
Against
|
Against
|
Shareholder
|
9
|
Amend Articles Regarding Arbitration of Shareholder Lawsuits
|
Against
|
Against
|
Shareholder
|
10
|
Approve Recapitalization Plan for all Stock to have One-vote per Share
|
Against
|
For
|
Shareholder
|
#
|
Proposal
|
Mgt Rec
|
Vote Cast
|
Sponsor
|
1
|
Elect Director Robert A. Eckert
|
For
|
For
|
Management
|
2
|
Elect Director Enrique Hernandez, Jr.
|
For
|
For
|
Management
|
3
|
Elect Director Jeanne P. Jackson
|
For
|
For
|
Management
|
4
|
Elect Director Andrew J. Mckenna
|
For
|
For
|
Management
|
5
|
Elect Director Donald Thompson
|
For
|
For
|
Management
|
6
|
Advisory Vote to Ratify Named Executive Officers' Compensation
|
For
|
For
|
Management
|
7
|
Approve Omnibus Stock Plan
|
For
|
For
|
Management
|
8
|
Declassify the Board of Directors
|
For
|
For
|
Management
|
9
|
Provide Right to Call Special Meeting
|
For
|
For
|
Management
|
10
|
Ratify Auditors
|
For
|
For
|
Management
|
11
|
Report on Policy Responses to Children's Health Concerns and Fast Food
|
Against
|
Against
|
Shareholder
|
#
|
Proposal
|
Mgt Rec
|
Vote Cast
|
Sponsor
|
1
|
Elect Director Steven A. Ballmer
|
For
|
For
|
Management
|
2
|
Elect Director Dina Dublon
|
For
|
For
|
Management
|
3
|
Elect Director William H. Gates, III
|
For
|
For
|
Management
|
4
|
Elect Director Raymond V. Gilmartin
|
For
|
For
|
Management
|
5
|
Elect Director Reed Hastings
|
For
|
For
|
Management
|
6
|
Elect Director Maria M. Klawe
|
For
|
For
|
Management
|
7
|
Elect Director David F. Marquardt
|
For
|
For
|
Management
|
8
|
Elect Director Charles H. Noski
|
For
|
For
|
Management
|
9
|
Elect Director Helmut Panke
|
For
|
For
|
Management
|
10
|
Advisory Vote to Ratify Named Executive Officers' Compensation
|
For
|
For
|
Management
|
11
|
Advisory Vote on Say on Pay Frequency
|
One Year
|
One Year
|
Management
|
12
|
Ratify Auditors
|
For
|
For
|
Management
|
13
|
Amend Bylaws to Establish a Board Committee on Environmental Sustainability
|
Against
|
Against
|
Shareholder
|
#
|
Proposal
|
Mgt Rec
|
Vote Cast
|
Sponsor
|
1
|
Elect Director Roy J. Bostock
|
For
|
For
|
Management
|
2
|
Elect Director Erskine B. Bowles
|
For
|
For
|
Management
|
3
|
Elect Director Howard J. Davies
|
For
|
For
|
Management
|
4
|
Elect Director James P. Gorman
|
For
|
For
|
Management
|
5
|
Elect Director C. Robert Kidder
|
For
|
For
|
Management
|
6
|
Elect Director Klaus Kleinfeld
|
For
|
For
|
Management
|
7
|
Elect Director Donald T. Nicolaisen
|
For
|
For
|
Management
|
8
|
Elect Director Hutham S. Olayan
|
For
|
For
|
Management
|
9
|
Elect Director James W. Owens
|
For
|
For
|
Management
|
10
|
Elect Director O. Griffith Sexton
|
For
|
For
|
Management
|
11
|
Elect Director Ryosuke Tamakoshi
|
For
|
For
|
Management
|
12
|
Elect Director Masaaki Tanaka
|
For
|
For
|
Management
|
13
|
Elect Director Laura D. Tyson
|
For
|
For
|
Management
|
14
|
Ratify Auditors
|
For
|
For
|
Management
|
15
|
Amend Omnibus Stock Plan
|
For
|
Against
|
Management
|
16
|
Amend Non-Employee Director Restricted Stock Plan
|
For
|
For
|
Management
|
17
|
Advisory Vote to Ratify Named Executive Officers' Compensation
|
For
|
For
|
Management
|
#
|
Proposal
|
Mgt Rec
|
Vote Cast
|
Sponsor
|
1
|
Elect Director Lloyd C. Blankfein
|
For
|
For
|
Management
|
2
|
Elect Director M. Michele Burns
|
For
|
For
|
Management
|
3
|
Elect Director Gary D. Cohn
|
For
|
For
|
Management
|
4
|
Elect Director Claes Dahlback
|
For
|
For
|
Management
|
5
|
Elect Director Stephen Friedman
|
For
|
For
|
Management
|
6
|
Elect Director William W. George
|
For
|
For
|
Management
|
7
|
Elect Director James A. Johnson
|
For
|
For
|
Management
|
8
|
Elect Director Lakshmi N. Mittal
|
For
|
For
|
Management
|
9
|
Elect Director James J. Schiro
|
For
|
For
|
Management
|
10
|
Elect Director Debora L. Spar
|
For
|
For
|
Management
|
11
|
Advisory Vote to Ratify Named Executive Officers' Compensation
|
For
|
For
|
Management
|
12
|
Ratify Auditors
|
For
|
For
|
Management
|
13
|
Provide for Cumulative Voting
|
Against
|
For
|
Shareholder
|
14
|
Stock Retention/Holding Period
|
Against
|
For
|
Shareholder
|
15
|
Report on Lobbying Payments and Policy
|
Against
|
Against
|
Shareholder
|
#
|
Proposal
|
Mgt Rec
|
Vote Cast
|
Sponsor
|
1
|
Elect Director Angela F. Braly
|
For
|
For
|
Management
|
2
|
Elect Director Kenneth I. Chenault
|
For
|
For
|
Management
|
3
|
Elect Director Scott D. Cook
|
For
|
For
|
Management
|
4
|
Elect Director Susan Desmond-Hellmann
|
For
|
For
|
Management
|
5
|
Elect Director Robert A. McDonald
|
For
|
For
|
Management
|
6
|
Elect Director W. James McNerney, Jr.
|
For
|
For
|
Management
|
7
|
Elect Director Johnathan A. Rodgers
|
For
|
For
|
Management
|
8
|
Elect Director Margaret C. Whitman
|
For
|
For
|
Management
|
9
|
Elect Director Mary Agnes Wilderotter
|
For
|
For
|
Management
|
10
|
Elect Director Patricia A. Woertz
|
For
|
For
|
Management
|
11
|
Elect Director Ernesto Zedillo
|
For
|
For
|
Management
|
12
|
Ratify Auditors
|
For
|
For
|
Management
|
13
|
Advisory Vote to Ratify Named Executive Officers' Compensation
|
For
|
For
|
Management
|
14
|
Advisory Vote on Say on Pay Frequency
|
One Year
|
One Year
|
Management
|
15
|
Amend Articles of Incorporation
|
For
|
For
|
Management
|
16
|
Provide for Cumulative Voting
|
Against
|
For
|
Shareholder
|
17
|
Phase Out Use of Laboratory Animals in Pet Food Product Testing
|
Against
|
Against
|
Shareholder
|
18
|
Report on Political Contributions and Provide Advisory Vote
|
Against
|
Against
|
Shareholder
|
#
|
Proposal
|
Mgt Rec
|
Vote Cast
|
Sponsor
|
1.1
|
Elect Director Douglas C. Yearley, Jr.
|
For
|
For
|
Management
|
1.2
|
Elect Director Robert S. Blank
|
For
|
For
|
Management
|
1.3
|
Elect Director Stephen A. Novick
|
For
|
For
|
Management
|
1.4
|
Elect Director Paul E. Shapiro
|
For
|
For
|
Management
|
2
|
Ratify Auditors
|
For
|
For
|
Management
|
3
|
Advisory Vote to Ratify Named Executive Officers' Compensation
|
For
|
For
|
Management
|
#
|
Proposal
|
Mgt Rec
|
Vote Cast
|
Sponsor
|
1
|
Elect Director Aida M. Alvarez
|
For
|
For
|
Management
|
2
|
Elect Director James W. Breyer
|
For
|
For
|
Management
|
3
|
Elect Director M. Michele Burns
|
For
|
For
|
Management
|
4
|
Elect Director James I. Cash, Jr.
|
For
|
For
|
Management
|
5
|
Elect Director Roger C. Corbett
|
For
|
For
|
Management
|
6
|
Elect Director Douglas N. Daft
|
For
|
For
|
Management
|
7
|
Elect Director Michael T. Duke
|
For
|
Against
|
Management
|
8
|
Elect Director Marissa A. Mayer
|
For
|
For
|
Management
|
9
|
Elect Director Gregory B. Penner
|
For
|
For
|
Management
|
10
|
Elect Director Steven S. Reinemund
|
For
|
For
|
Management
|
11
|
Elect Director H. Lee Scott, Jr.
|
For
|
Against
|
Management
|
12
|
Elect Director Arne M. Sorenson
|
For
|
For
|
Management
|
13
|
Elect Director Jim C. Walton
|
For
|
For
|
Management
|
14
|
Elect Director S. Robson Walton
|
For
|
Against
|
Management
|
15
|
Elect Director Christopher J. Williams
|
For
|
Against
|
Management
|
16
|
Elect Director Linda S. Wolf
|
For
|
For
|
Management
|
17
|
Ratify Auditors
|
For
|
For
|
Management
|
18
|
Advisory Vote to Ratify Named Executive Officers' Compensation
|
For
|
For
|
Management
|
19
|
Report on Political Contributions
|
Against
|
For
|
Shareholder
|
20
|
Request Director Nominee with Patient Safety and Healthcare Quality Experience
|
Against
|
Against
|
Shareholder
|
21
|
Performance-Based Equity Awards
|
Against
|
For
|
Shareholder
|
#
|
Proposal
|
Mgt Rec
|
Vote Cast
|
Sponsor
|
1
|
Elect Director John D. Baker, II
|
For
|
For
|
Management
|
2
|
Elect Director Elaine L. Chao
|
For
|
For
|
Management
|
3
|
Elect Director John S. Chen
|
For
|
For
|
Management
|
4
|
Elect Director Lloyd H. Dean
|
For
|
For
|
Management
|
5
|
Elect Director Susan E. Engel
|
For
|
For
|
Management
|
6
|
Elect Director Enrique Hernandez, Jr.
|
For
|
For
|
Management
|
7
|
Elect Director Donald M. James
|
For
|
For
|
Management
|
8
|
Elect Director Cynthia H. Milligan
|
For
|
For
|
Management
|
9
|
Elect Director Nicholas G. Moore
|
For
|
For
|
Management
|
10
|
Elect Director Federico F. Pena
|
For
|
For
|
Management
|
11
|
Elect Director Philip J. Quigley
|
For
|
Against
|
Management
|
12
|
Elect Director Judith M. Runstad
|
For
|
For
|
Management
|
13
|
Elect Director Stephen W. Sanger
|
For
|
For
|
Management
|
14
|
Elect Director John G. Stumpf
|
For
|
For
|
Management
|
15
|
Elect Director Susan G. Swenson
|
For
|
For
|
Management
|
16
|
Advisory Vote to Ratify Named Executive Officers' Compensation
|
For
|
For
|
Management
|
17
|
Ratify Auditors
|
For
|
For
|
Management
|
18
|
Require Independent Board Chairman
|
Against
|
For
|
Shareholder
|
19
|
Provide for Cumulative Voting
|
Against
|
For
|
Shareholder
|
20
|
Adopt Proxy Access Right
|
Against
|
For
|
Shareholder
|
21
|
Require Audit Committee Review and Report on Controls Related to Loans, Foreclosure and Securitizations
|
Against
|
Against
|
Shareholder
|
By:
|
/s/ John F. Ramírez
|
John F. Ramírez, Chief Compliance Officer
|
|
Date: August 27, 2012
|