UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-PXANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number:811-01728  Nicholas Fund, Inc. ------------------------------------------------------------------------- (Exact name of registrant as specified in charter)  700 North Water Street Milwaukee, Wisconsin 53202 ------------------------------------------------------------------------- (Address of principal executive offices)  Jeffrey T. May 700 North Water Street Milwaukee, Wisconsin 53202 ------------------------------------------------------------------------- (Name and address of agent for service)  Registrant's telephone number, including area code:414-272-4650  Date of Fiscal year-end:03/31/2016  Date of reporting period:07/01/2014 - 06/30/2015


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Item
1. Proxy Voting RecordAccount Name:Nicholas Fund, Inc.  ABBVIE
INC.  Ticker:      
ABBV           Security ID:  00287Y109 Meeting Date:
MAY 08, 2015   Meeting Type: Annual Record Date: 
MAR 11, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1.1   Elect
Director Roxanne S. Austin        For       For          Management 1.2   Elect
Director Richard A. Gonzalez      For       For          Management 1.3   Elect
Director Glenn F. Tilton          For       For          Management 2     Ratify
Ernst & Young LLP as Auditors    For       For          Management 3     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation   --------------------------------------------------------------------------------  ACE
LIMITED  Ticker:      
ACE            Security ID:  H0023R105 Meeting Date:
MAY 21, 2015   Meeting Type: Annual Record Date: 
MAR 27, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1     Accept
Financial Statements and         For       For          Management Statutory Reports 2.1   Allocate
Disposable Profit              For       For          Management 2.2   Approve
Dividend Distribution From      For       For          Management Legal Reserves
Through Capital Contributions Reserve Subaccount 3     Approve
Discharge of Board and Senior   For       For          Management Management 4.1   Ratify
PricewaterhouseCoopers AG        For       For          Management (Zurich)
as Auditors 4.2   Ratify
PricewaterhouseCoopers LLP       For       For          Management (United
States) as Independent Registered Accounting Firm as Auditors 4.3   Ratify
BDO AG (Zurich) as Special       For       For          Management Auditors 5.1   Elect
Director Evan G. Greenberg        For       For          Management 5.2   Elect
Director Robert M. Hernandez      For       For          Management 5.3   Elect
Director Michael G. Atieh         For       For          Management 5.4   Elect
Director Mary A. Cirillo          For       For          Management 5.5   Elect
Director Michael P. Connors       For       For          Management 5.6   Elect
Director John Edwardson           For       For          Management 5.7   Elect
Director Peter Menikoff           For       For          Management 5.8   Elect
Director Leo F. Mullin            For       For          Management 5.9   Elect
Director Kimberly Ross            For       For          Management 5.10  Elect
Director Robert Scully            For       For          Management 5.11  Elect
Director Eugene B. Shanks, Jr.    For       For          Management 5.12  Elect
Director Theodore E. Shasta       For       For          Management 5.13  Elect
Director David Sidwell            For       For          Management 5.14  Elect
Director Olivier Steimer          For       For          Management 6     Elect
Evan G. Greenberg as Board        For       Against      Management Chairman


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7.1  
Appoint Michael P. Connors as Member    For       For          Management of the
Compensation Committee 7.2   Appoint
Mary A. Cirillo as Member of    For       For          Management the
Compensation Committee 7.3   Appoint
John Edwardson as Member of     For       For          Management the
Compensation Committee 7.4   Appoint
Robert M. Hernandez as Member   For       For          Management of the
Compensation Committee 8    
Designate Homburger AG as Independent   For       For          Management Proxy 9     Amend
Articles Re: Implement New        For       For          Management Requirements Regarding Elections, Related
Corporate Governance and Certain
Other Matters 10    Amend
Articles Re: Implement New        For       Against      Management Requirements Regarding the Compensation of the Board of Directors and
Executive Management and Related Matters 11.1  Approve
Compensation of the Board of    For       For          Management Directors until the Next Annual General
Meeting 11.2  Approve
Compensation of Executive       For       Against      Management Management
for the Next Calendar Year 12    Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation 13    Transact
Other Business (Voting)        For       Against      Management   --------------------------------------------------------------------------------  AFFILIATED
MANAGERS GROUP, INC.  Ticker:      
AMG            Security ID:  008252108 Meeting Date:
JUN 15, 2015   Meeting Type: Annual Record Date: 
APR 17, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1a    Elect
Director Samuel T. Byrne          For       For          Management 1b    Elect
Director Dwight D. Churchill      For       For          Management 1c    Elect
Director Glenn Earle              For       For          Management 1d    Elect
Director Niall Ferguson           For       For          Management 1e    Elect
Director Sean M. Healey           For       For          Management 1f    Elect
Director Tracy P. Palandjian      For       For          Management 1g    Elect
Director Patrick T. Ryan          For       For          Management 1h    Elect
Director Jide J. Zeitlin          For       For          Management 2     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation 3     Amend
Executive Incentive Bonus Plan    For       For          Management 4     Ratify
PricewaterhouseCoopers LLP as    For       For          Management Auditors   --------------------------------------------------------------------------------  AMERCO  Ticker:      
UHAL           Security ID:  023586100 Meeting Date:
AUG 28, 2014   Meeting Type: Annual Record Date: 
JUN 30, 2014


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#    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1.1   Elect
Director Edward J. Shoen          For       Withhold     Management 1.2   Elect
Director James E. Acridge         For       For          Management 1.3   Elect
Director Charles J. Bayer         For       For          Management 1.4   Elect
Director John P. Brogan           For       For          Management 1.5   Elect
Director John M. Dodds            For       For          Management 1.6   Elect
Director Michael L. Gallagher     For       For          Management 1.7   Elect
Director Daniel R. Mullen         For       For          Management 1.8   Elect
Director James P. Shoen           For       Withhold     Management 2     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation 3     Ratify
Auditors                         For       For          Management 4     Ratify
and Affirm the Decisions and     For       Against      Shareholder Actions
Taken by the Board of Directors and Executive Officers for Fiscal
2014   --------------------------------------------------------------------------------  AON
PLC  Ticker:      
AON            Security ID:  G0408V102 Meeting Date:
JUN 17, 2015   Meeting Type: Annual Record Date: 
APR 22, 2015  #    
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 Fulvio Conti             For       For          Management 1.4   Elect
Director Cheryl A. Francis        For       For          Management 1.5   Elect
Director James W. Leng            For       For          Management 1.6   Elect
Director J. Michael Losh          For       For          Management 1.7   Elect
Director Robert S. Morrison       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     Accept
Financial Statements and         For       For          Management Statutory Reports 3     Ratify
Ernst & Young LLP as Aon's       For       For          Management Auditors 4     Ratify
Ernst & Young LLP as U.K.        For       For          Management Statutory
Auditor 5    
Authorise Board to Fix Remuneration of  For       For          Management Auditors 6     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation 7     Advisory
Vote to Ratify Directors'      For       For          Management Remuneration Report 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   --------------------------------------------------------------------------------  APTARGROUP,
INC.


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Ticker:      
ATR            Security ID:  038336103 Meeting Date:
MAY 06, 2015   Meeting Type: Annual Record Date: 
MAR 12, 2015  #     Proposal                               
Mgt Rec   Vote Cast    Sponsor 1.1   Elect
Director Andreas C. Kramvis       For       For          Management 1.2   Elect
Director Maritza Gomez Montiel    For       For          Management 1.3   Elect
Director Ralf K. Wunderlich       For       For          Management 2     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation 3     Approve
Non-Employee Director           For       For          Management Restricted Stock Plan 4     Ratify
PricewaterhouseCoopers LLP as    For       For          Management Auditors   --------------------------------------------------------------------------------  AT&T
INC.  Ticker:      
T              Security ID:  00206R102 Meeting Date:
APR 24, 2015   Meeting Type: Annual Record Date: 
FEB 25, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1.1   Elect
Director Randall L. Stephenson    For       For          Management 1.2   Elect
Director Scott T. Ford            For       For          Management 1.3   Elect
Director Glenn H. Hutchins        For       For          Management 1.4   Elect
Director William E. Kennard       For       For          Management 1.5   Elect
Director Jon C. Madonna           For       For          Management 1.6   Elect
Director Michael B. McCallister   For       For          Management 1.7   Elect
Director John B. McCoy            For       For          Management 1.8   Elect
Director Beth E. Mooney           For       For          Management 1.9   Elect
Director Joyce M. Roche           For       For          Management 1.10  Elect
Director Matthew K. Rose          For       For          Management 1.11  Elect
Director Cynthia B. Taylor        For       For          Management 1.12  Elect
Director Laura D'Andrea Tyson     For       For          Management 2     Ratify
Ernst & Young LLP as Auditors    For       For          Management 3     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation 4     Report
on Indirect Political            Against   For          Shareholder Contribution 5     Report
on Lobbying Payments and Policy  Against   For          Shareholder 6     Amend
Bylaws to Call Special Meetings   Against   For          Shareholder   --------------------------------------------------------------------------------  BALL
CORPORATION  Ticker:      
BLL            Security ID:  058498106 Meeting Date:
APR 29, 2015   Meeting Type: Annual Record Date: 
MAR 02, 2015  #     Proposal                               
Mgt Rec   Vote Cast    Sponsor 1.1   Elect
Director Robert W. Alspaugh       For       Withhold     Management 1.2   Elect
Director Michael J. Cave          For       Withhold     Management 1.3   Elect
Director R. David Hoover          For       Withhold     Management 2     Ratify
PricewaterhouseCoopers LLP as    For       For          Management Auditors


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3    
Advisory Vote to Ratify Named           For       For          Management Executive Officers' Compensation 4     Adopt
Majority Voting for Uncontested   For       For          Management Election
of Directors   --------------------------------------------------------------------------------  C. R. BARD,
INC.  Ticker:      
BCR            Security ID:  067383109 Meeting Date:
APR 15, 2015   Meeting Type: Annual Record Date: 
FEB 23, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1.1   Elect
Director David M. Barrett         For       For          Management 1.2   Elect
Director Marc C. Breslawsky       For       For          Management 1.3   Elect
Director Herbert L. Henkel        For       For          Management 1.4   Elect
Director John C. Kelly            For       For          Management 1.5   Elect
Director David F. Melcher         For       For          Management 1.6   Elect
Director Gail K. Naughton         For       For          Management 1.7   Elect
Director Timothy M. Ring          For       For          Management 1.8   Elect
Director Tommy G. Thompson        For       For          Management 1.9   Elect
Director John H. Weiland          For       For          Management 1.10  Elect
Director Anthony Welters          For       For          Management 1.11  Elect
Director Tony L. White            For       For          Management 2     Ratify
KPMG LLP as Auditors             For       For          Management 3     Amend
Omnibus Stock Plan                For       For          Management 4     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation 5     Report
on Sustainability, Including     Against   For          Shareholder GHG
Goals 6     Require
Independent Board Chairman      Against   For          Shareholder   --------------------------------------------------------------------------------  CABELA'S
INCORPORATED  Ticker:      
CAB            Security ID:  126804301 Meeting Date:
JUN 03, 2015   Meeting Type: Annual Record Date: 
APR 06, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1.1   Elect Director
Theodore M. Armstrong    For       For          Management 1.2   Elect
Director James W. Cabela          For       For          Management 1.3   Elect
Director John H. Edmondson        For       For          Management 1.4   Elect
Director Dennis Highby            For       For          Management 1.5   Elect
Director Michael R. McCarthy      For       For          Management 1.6   Elect
Director Thomas L. Millner        For       For          Management 1.7   Elect
Director Donna M. Milrod          For       For          Management 1.8   Elect
Director Beth M. Pritchard        For       For          Management 1.9   Elect
Director James F. Wright          For       For          Management 2     Ratify
Deloitte & Touche LLP as         For       For          Management Auditors 3     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation   --------------------------------------------------------------------------------


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CBRE
GROUP, INC.  Ticker:      
CBG            Security ID:  12504L109 Meeting Date:
MAY 15, 2015   Meeting Type: Annual Record Date: 
MAR 20, 2015  #     Proposal                               
Mgt Rec   Vote Cast    Sponsor 1.1   Elect
Director Richard C. Blum          For       For          Management 1.2   Elect
Director Brandon B. Boze          For       For          Management 1.3   Elect
Director Curtis F. Feeny          For       For          Management 1.4   Elect
Director Bradford M. Freeman      For       For          Management 1.5   Elect
Director Michael Kantor           For       For          Management 1.6   Elect
Director Frederic V. Malek        For       For          Management 1.7   Elect
Director Robert E. Sulentic       For       For          Management 1.8   Elect
Director Laura D. Tyson           For       For          Management 1.9   Elect
Director Gary L. Wilson           For       For          Management 1.10  Elect
Director Ray Wirta                For       For          Management 2     Ratify
KPMG LLP as Auditors             For       For          Management 3     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation 4     Amend
Executive Incentive Bonus Plan    For       For          Management   --------------------------------------------------------------------------------  CELGENE
CORPORATION  Ticker:      
CELG           Security ID:  151020104 Meeting Date:
JUN 17, 2015   Meeting Type: Annual Record Date: 
APR 20, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1.1   Elect
Director Robert J. Hugin          For       For          Management 1.2   Elect Director
Richard W. Barker        For       For          Management 1.3   Elect
Director Michael W. Bonney        For       For          Management 1.4   Elect
Director Michael D. Casey         For       For          Management 1.5   Elect
Director Carrie S. Cox            For       For          Management 1.6   Elect
Director Michael A. Friedman      For       For          Management 1.7   Elect
Director Gilla Kaplan             For       For          Management 1.8   Elect
Director James J. Loughlin        For       For          Management 1.9   Elect
Director Ernest Mario             For       For          Management 2     Ratify
KPMG LLP as Auditors             For       For          Management 3     Amend
Omnibus Stock Plan                For       For          Management 4     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation 5     Report
on Specialty Drug Pricing Risks  Against   Against      Shareholder   --------------------------------------------------------------------------------  COPART,
INC.  Ticker:      
CPRT           Security ID:  217204106 Meeting Date:
DEC 03, 2014   Meeting Type: Annual Record Date: 
OCT 06, 2014  #     Proposal                               
Mgt Rec   Vote Cast    Sponsor 1.1   Elect
Director Willis J. Johnson        For       For          Management 1.2   Elect
Director A. Jayson Adair          For       For          Management 1.3   Elect
Director Matt Blunt               For       For          Management 1.4   Elect
Director Steven D. Cohan          For       For          Management


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1.5  
Elect Director Daniel J. Englander      For       For          Management 1.6   Elect
Director James E. Meeks           For       For          Management 1.7   Elect
Director Vincent W. Mitz          For       For          Management 1.8   Elect
Director Thomas N. Tryforos       For       For          Management 2     Approve
Qualified Employee Stock        For       For          Management Purchase
Plan 3     Advisory
Vote to Ratify Named           For       Against      Management Executive Officers' Compensation 4     Ratify
Auditors                         For       For          Management   --------------------------------------------------------------------------------  COVIDIEN
PLC  Ticker:      
COV            Security ID:  G2554F113 Meeting Date:
JAN 06, 2015   Meeting Type: Special Record Date: 
NOV 18, 2014  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1     Approve
Scheme of Arrangement           For       For          Management 2     Approve
Reduction of Share Premium      For       For          Management Account 3    
Authorize Issuance of Equity or         For       For          Management Equity-Linked Securities without Preemptive Rights 4    
Amendment to Articles of Association    For       For          Management 5     Creation
of Distributable Reserves of   For       For          Management New
Medtronic 6     Advisory
Vote on Golden Parachutes      For       For          Management   --------------------------------------------------------------------------------  COVIDIEN
PLC  Ticker:      
COV            Security ID:  G2554F105 Meeting Date:
JAN 06, 2015   Meeting Type: Court Record Date: 
NOV 18, 2014  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1     Approve
Scheme of Arrangement           For       For          Management   --------------------------------------------------------------------------------  DAVITA
HEALTHCARE PARTNERS INC.  Ticker:      
DVA            Security ID:  23918K108 Meeting Date:
JUN 16, 2015   Meeting Type: Annual Record Date: 
APR 24, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1a    Elect
Director Pamela M. Arway          For       For          Management 1b    Elect
Director Charles G. Berg          For       For          Management 1c    Elect
Director Carol Anthony ('John')   For       For          Management Davidson 1d    Elect
Director Paul J. Diaz             For       Against      Management 1e    Elect
Director Peter T. Grauer          For       For          Management 1f    Elect
Director John M. Nehra            For       For          Management 1g    Elect
Director William L. Roper         For       For          Management


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1h   
Elect Director Kent J. Thiry            For       For          Management 1i    Elect
Director Roger J. Valine          For       For          Management 2     Ratify
KPMG LLP as Auditors             For       For          Management 3     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation 4     Adopt
Proxy Access Right                Against   For          Shareholder   --------------------------------------------------------------------------------  GANNETT CO.,
INC.  Ticker:      
GCI            Security ID:  364730101 Meeting Date:
APR 29, 2015   Meeting Type: Annual Record Date: 
MAR 02, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1.1a  Elect
Director John E. Cody             For       For          Management 1.1b  Elect
Director Howard D. Elias          For       For          Management 1.1c  Elect
Director Lidia Fonseca            For       For          Management 1.1d  Elect
Director John Jeffry Louis        For       For          Management 1.1e  Elect
Director Marjorie Magner          For       For          Management 1.1f  Elect
Director Gracia C. Martore        For       For          Management 1.1g  Elect
Director Scott K. McCune          For       For          Management 1.1h  Elect
Director Susan Ness               For       For          Management 1.1i  Elect
Director Tony A. Prophet          For       For          Management 1.1j  Elect
Director Neal Shapiro             For       For          Management 2     Ratify
Ernst & Young LLP as Auditors    For       For          Management 3     Amend
Stock Ownership Limitations       For       For          Management 4     Amend
Omnibus Stock Plan                For       For          Management 5     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation 6     Pro-rata
Vesting of Equity Plans        Against   For          Shareholder   --------------------------------------------------------------------------------  GILEAD SCIENCES,
INC.  Ticker:      
GILD           Security ID:  375558103 Meeting Date:
MAY 06, 2015   Meeting Type: Annual Record Date: 
MAR 11, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1a    Elect
Director John F. Cogan            For       For          Management 1b    Elect
Director Etienne F. Davignon      For       For          Management 1c    Elect
Director Carla A. Hills           For       For          Management 1d    Elect
Director Kevin E. Lofton          For       For          Management 1e    Elect
Director John W. Madigan          For       For          Management 1f    Elect
Director John C. Martin           For       For          Management 1g    Elect
Director Nicholas G. Moore        For       For          Management 1h    Elect
Director Richard J. Whitley       For       For          Management 1i    Elect
Director Gayle E. Wilson          For       For          Management 1j    Elect
Director Per Wold-Olsen           For       For          Management 2     Ratify
Ernst & Young LLP as Auditors    For       For          Management 3     Amend
Qualified Employee Stock          For       For          Management Purchase
Plan 4     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation 5     Provide
Right to Act by Written Consent Against   For          Shareholder 6     Require
Independent Board Chairman      Against   For          Shareholder


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7  
  Report on Sustainability                Against   For          Shareholder 8     Report
on Specialty Drug Pricing Risks  Against   For          Shareholder   --------------------------------------------------------------------------------  JOHNSON CONTROLS,
INC.  Ticker:      
JCI            Security ID:  478366107 Meeting Date:
JAN 28, 2015   Meeting Type: Annual Record Date: 
NOV 20, 2014  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1.1   Elect
Director Natalie A. Black         For       For          Management 1.2   Elect
Director Raymond L. Conner        For       For          Management 1.3   Elect
Director Richard Goodman          For       For          Management 1.4   Elect
Director William H. Lacy          For       For          Management 1.5   Elect
Director Alex A. Molinaroli       For       For          Management 1.6   Elect
Director Mark P. Vergnano         For       For          Management 2     Ratify
Auditors                         For       For          Management 3     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation   --------------------------------------------------------------------------------  KINDER MORGAN
MANAGEMENT LLC  Ticker:      
KMR            Security ID:  49455U100 Meeting Date:
NOV 20, 2014   Meeting Type: Special Record Date: 
OCT 20, 2014  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1     Approve
KMR Merger Agreement            For       For          Management 2     Adjourn
KMR Meeting                     For       For          Management 3     Approve
KMP Merger Agreement            For       For          Management 4     Adjourn
KMP Meeting                     For       For          Management   --------------------------------------------------------------------------------  KINDER MORGAN,
INC.  Ticker:      
KMI            Security ID:  49456B101 Meeting Date:
NOV 20, 2014   Meeting Type: Special Record Date: 
OCT 20, 2014  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1     Increase
Authorized Common Stock        For       For          Management 2     Issue Shares
in Connection with Mergers For       For          Management 3     Adjourn
Meeting                         For       For          Management   --------------------------------------------------------------------------------  KINDER MORGAN,
INC.  Ticker:      
KMI            Security ID:  49456B101 Meeting Date:
MAY 07, 2015   Meeting Type: Annual Record Date: 
MAR 10, 2015


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#     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 Ted A. Gardner           For       For          Management 1.4   Elect
Director Anthony W. Hall, Jr.     For       For          Management 1.5   Elect
Director Gary L. Hultquist        For       For          Management 1.6   Elect
Director Ronald L. Kuehn, Jr.     For       For          Management 1.7   Elect
Director Deborah A. MacDonald     For       For          Management 1.8   Elect
Director Michael J. Miller        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     Approve
Omnibus Stock Plan              For       For          Management 3     Approve
Executive Incentive Bonus Plan  For       For          Management 4     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation 5     Ratify
PricewaterhouseCoopers LLP as    For       For          Management Auditors 6     Amend
Charter to Eliminate              For       For          Management Inapplicable Provisions 7     Report
on Capital Expenditure Strategy  Against   For          Shareholder with
Respect to Climate Change Policy 8     Report
on Methane Emissions Management  Against   For          Shareholder and
Reduction Targets 9     Report
on Sustainability                Against   For          Shareholder   --------------------------------------------------------------------------------  LKQ
CORPORATION  Ticker:      
LKQ            Security ID:  501889208 Meeting Date:
MAY 04, 2015   Meeting Type: Annual Record Date: 
MAR 11, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1a    Elect
Director Sukhpal Singh Ahluwalia  For       For          Management 1b    Elect
Director A. Clinton Allen         For       For          Management 1c    Elect
Director Ronald G. Foster         For       For          Management 1d    Elect
Director Joseph M. Holsten        For       For          Management 1e    Elect
Director Blythe J. McGarvie       For       For          Management 1f    Elect
Director Paul M. Meister          For       For          Management 1g    Elect
Director John F. O'Brien          For       For          Management 1h    Elect
Director Guhan Subramanian        For       For          Management 1i    Elect
Director Robert L. Wagman         For       For          Management 1j    Elect
Director William M. Webster, IV   For       For          Management 2     Ratify
Deloitte & Touche LLP as         For       For          Management Auditors 3     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation   --------------------------------------------------------------------------------  MASTERCARD
INCORPORATED


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Ticker:       MA             Security ID: 
57636Q104 Meeting Date:
JUN 09, 2015   Meeting Type: Annual Record Date: 
APR 15, 2015  #     Proposal                               
Mgt Rec   Vote Cast    Sponsor 1a    Elect
Director Richard Haythornthwaite  For       For          Management 1b    Elect
Director Ajay Banga               For       For          Management 1c    Elect
Director Silvio Barzi             For       For          Management 1d    Elect
Director David R. Carlucci        For       For          Management 1e    Elect
Director Steven J. Freiberg       For       For          Management 1f    Elect
Director Julius Genachowski       For       For          Management 1g    Elect
Director Merit E. Janow           For       For          Management 1h    Elect
Director Nancy J. Karch           For       For          Management 1i    Elect
Director Marc Olivie              For       For          Management 1j    Elect
Director Rima Qureshi             For       For          Management 1k    Elect
Director Jose Octavio Reyes       For       For          Management Lagunes 1l    Elect
Director Jackson P. Tai           For       For          Management 1m    Elect
Director Edward Suning Tian       For       For          Management 2     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation 3     Amend
Executive Incentive Bonus Plan    For       For          Management 4     Ratify
PricewaterhouseCoopers LLP as    For       For          Management Auditors   --------------------------------------------------------------------------------  MCDONALD'S
CORPORATION  Ticker:       MCD           
Security ID:  580135101 Meeting Date:
MAY 21, 2015   Meeting Type: Annual Record Date: 
MAR 23, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1a    Elect
Director Susan E. Arnold          For       For          Management 1b    Elect
Director Stephen J. Easterbrook   For       For          Management 1c    Elect
Director Robert A. Eckert         For       For          Management 1d    Elect
Director Margaret (Margo) H.      For       For          Management Georgiadis 1e    Elect
Director Enrique Hernandez, Jr.   For       For          Management 1f    Elect
Director Jeanne P. Jackson        For       For          Management 1g    Elect
Director Richard H. Lenny         For       For          Management 1h    Elect
Director Walter E. Massey         For       For          Management 1i    Elect
Director Andrew J. McKenna        For       For          Management 1j    Elect
Director Sheila A. Penrose        For       For          Management 1k    Elect
Director John W. Rogers, Jr.      For       For          Management 1l    Elect
Director Roger W. Stone           For       For          Management 1m    Elect
Director Miles D. White           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 4     Pro-rata
Vesting of Equity Awards       Against   For          Shareholder 5     Provide
Right to Act by Written Consent Against   For          Shareholder 6     Proxy
Access                            Against   For          Shareholder 7     Report
on Consistency Between           Against   Against      Shareholder Corporate Values and Political Contributions 8     Educate
Public About GMO Benefits       Against   Against      Shareholder 9     Report
on Practices to Mitigate Palm    Against   Against      Shareholder Oil
Sourcing Impacts


---



--------------------------------------------------------------------------------  MICROSOFT
CORPORATION  Ticker:      
MSFT           Security ID:  594918104 Meeting Date:
DEC 03, 2014   Meeting Type: Annual Record Date: 
SEP 30, 2014  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1.1   Elect
Director William H. Gates lll     For       For          Management 1.2   Elect
Director Maria M. Klawe           For       For          Management 1.3   Elect
Director Teri L. List-Stoll       For       For          Management 1.4   Elect
Director G. Mason Morfit          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 Charles W. Scharf        For       For          Management 1.9   Elect
Director John W. Stanton          For       For          Management 1.10  Elect
Director John W. Thompson         For       For          Management 2     Advisory
Vote to Ratify Named           For       Against      Management Executive Officers' Compensation 3     Ratify
Auditors                         For       For          Management 4     Proxy
Access                            Against   Against      Shareholder   --------------------------------------------------------------------------------  NIELSEN
N.V.  Ticker:      
NLSN           Security ID:  N63218106 Meeting Date:
JUN 26, 2015   Meeting Type: Annual Record Date: 
MAY 29, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1     Amend
Articles of Association in        For       For          Management Connection with the Merger and Authorize Any and All Lawyers and (Deputy)
Civil Law Notaries Practicing at
Clifford Chance, LLP to Execute the Notarial
Deed of Amendment of the Articles
of Association 2     Approve
Corporate Reorganization        For       For          Management 3     Adopt
Financial Statements and          For       For          Management Statutory Reports 4     Approve
Discharge of Board of Directors For       For          Management 5a    Elect
Director James A. Attwood, Jr.    For       For          Management 5b    Elect
Director Dwight M. Barns          For       For          Management 5c    Elect
Director David L. Calhoun         For       For          Management 5d    Elect
Director Karen M. Hoguet          For       For          Management 5e    Elect
Director James M. Kilts           For       For          Management 5f    Elect
Director Harish Manwani           For       For          Management 5g    Elect
Director Kathryn V. Marinello     For       For          Management 5h    Elect
Director Alexander Navab          For       For          Management 5i    Elect
Director Robert C. Pozen          For       For          Management 5j    Elect
Director Vivek Y. Ranadive        For       For          Management 5k    Elect
Director Javier G. Teruel         For       For          Management 6     Ratify
Ernst & Young LLP as Auditors    For       For          Management 7     Appoint
Ernst and Young Accountants     For       For          Management LLP to
Audit the Dutch Statutory


---



Annual
Accounts 8    
Authorize Repurchase of Up to 10        For       For          Management Percent
of Issued Share Capital 9     Advisory
Vote to Approve Remuneration   For       For          Management of
Executives   --------------------------------------------------------------------------------  O'REILLY
AUTOMOTIVE, INC.  Ticker:      
ORLY           Security ID:  67103H107 Meeting Date:
MAY 05, 2015   Meeting Type: Annual Record Date: 
FEB 27, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1.1   Elect
Director David O'Reilly           For       For          Management 1.2   Elect
Director Charlie O'Reilly         For       For          Management 1.3   Elect
Director Larry O'Reilly           For       For          Management 1.4   Elect
Director Rosalie O'Reilly Wooten  For       For          Management 1.5   Elect
Director Jay D. Burchfield        For       For          Management 1.6   Elect
Director Thomas T. Hendrickson    For       For          Management 1.7   Elect
Director Paul R. Lederer          For       For          Management 1.8   Elect
Director John R. Murphy           For       For          Management 1.9   Elect
Director Ronald Rashkow           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 4    
Claw-back Statements under Restatements Against   For          Shareholder   --------------------------------------------------------------------------------  ORACLE CORPORATION  Ticker:      
ORCL           Security ID:  68389X105 Meeting Date:
NOV 05, 2014   Meeting Type: Annual Record Date: 
SEP 08, 2014  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1.1   Elect
Director Jeffrey S. Berg          For       For          Management 1.2   Elect
Director H. Raymond Bingham       For       Withhold     Management 1.3   Elect
Director Michael J. Boskin        For       Withhold     Management 1.4   Elect
Director Safra A. Catz            For       For          Management 1.5   Elect
Director Bruce R. Chizen          For       Withhold     Management 1.6   Elect
Director George H. Conrades       For       For          Management 1.7   Elect
Director Lawrence J. Ellison      For       For          Management 1.8   Elect
Director Hector Garcia-Molina     For       For          Management 1.9   Elect
Director Jeffrey O. Henley        For       For          Management 1.10  Elect
Director Mark V. Hurd             For       For          Management 1.11  Elect
Director Naomi O. Seligman        For       For          Management 2     Advisory
Vote to Ratify Named           For       Against      Management Executive Officers' Compensation 3     Ratify
Auditors                         For       For          Management 4     Provide
Vote Counting to Exclude        Against   Against      Shareholder Abstentions 5     Adopt
Multiple Performance Metrics      Against   For          Shareholder Under
Executive Incentive Plans 6     Adopt
Specific Performance Standards    Against   For          Shareholder 7     Adopt
Proxy Access Right                Against   For          Shareholder


---



--------------------------------------------------------------------------------  PENSKE
AUTOMOTIVE GROUP, INC.  Ticker:      
PAG            Security ID:  70959W103 Meeting Date:
MAY 05, 2015   Meeting Type: Annual Record Date: 
MAR 10, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1.1   Elect
Director John D. Barr             For       Withhold     Management 1.2   Elect
Director Michael R. Eisenson      For       Withhold     Management 1.3   Elect
Director Robert H. Kurnick, Jr.   For       For          Management 1.4   Elect
Director William J. Lovejoy       For       For          Management 1.5   Elect
Director Kimberly J. McWaters     For       Withhold     Management 1.6   Elect
Director Lucio A. Noto            For       For          Management 1.7   Elect Director
Roger S. Penske          For       For          Management 1.8   Elect
Director Greg Penske              For       For          Management 1.9   Elect
Director Sandra E. Pierce         For       For          Management 1.10  Elect
Director Kanji Sasaki             For       For          Management 1.11  Elect
Director Ronald G. Steinhart      For       Withhold     Management 1.12  Elect
Director H. Brian Thompson        For       For          Management 2     Approve
Omnibus Stock Plan              For       For          Management 3     Ratify
Deloitte & Touche LLP as         For       For          Management Auditors 4     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation 5     Other
Business                          For       Against      Management   --------------------------------------------------------------------------------  PFIZER
INC.  Ticker:      
PFE            Security ID:  717081103 Meeting Date:
APR 23, 2015   Meeting Type: Annual Record Date: 
FEB 25, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1.1   Elect
Director Dennis A. Ausiello       For       For          Management 1.2   Elect
Director W. Don Cornwell          For       For          Management 1.3   Elect
Director Frances D. Fergusson     For       For          Management 1.4   Elect
Director Helen H. Hobbs           For       For          Management 1.5   Elect Director
James M. Kilts           For       For          Management 1.6   Elect
Director Shantanu Narayen         For       For          Management 1.7   Elect
Director Suzanne Nora Johnson     For       For          Management 1.8   Elect
Director Ian C. Read              For       For          Management 1.9   Elect
Director Stephen W. Sanger        For       For          Management 1.10  Elect
Director James C. Smith           For       For          Management 1.11  Elect
Director Marc Tessier-Lavigne     For       For          Management 2     Ratify
KPMG LLP as Auditors             For       For          Management 3     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation 4     Review
and Assess Membership of         Against   Against      Shareholder Lobbying
Organizations   --------------------------------------------------------------------------------  PHILIP MORRIS
INTERNATIONAL INC.


---



Ticker:       PM             Security ID: 
718172109 Meeting Date:
MAY 06, 2015   Meeting Type: Annual Record Date: 
MAR 13, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1.1   Elect
Director Harold Brown             For       For          Management 1.2   Elect
Director Andre Calantzopoulos     For       For          Management 1.3   Elect
Director Louis C. Camilleri       For       For          Management 1.4   Elect
Director Werner Geissler          For       For          Management 1.5   Elect Director
Jennifer Li              For       For          Management 1.6   Elect
Director Jun Makihara             For       For          Management 1.7   Elect
Director Sergio Marchionne        For       Against      Management 1.8   Elect
Director Kalpana Morparia         For       For          Management 1.9   Elect
Director Lucio A. Noto            For       For          Management 1.10  Elect
Director Frederik Paulsen         For       For          Management 1.11  Elect
Director Robert B. Polet          For       For          Management 1.12  Elect
Director Stephen M. Wolf          For       For          Management 2     Ratify
PricewaterhouseCoopers SA as     For       For          Management Auditors 3     Advisory
Vote to Ratify Named           For       Against      Management Executive Officers' Compensation 4     Report
on Lobbying Payments and Policy  Against   For          Shareholder 5     Adopt
Anti-Forced Labor Policy for      Against   Against      Shareholder Tobacco
Supply Chain   --------------------------------------------------------------------------------  POLARIS
INDUSTRIES INC.  Ticker:      
PII            Security ID:  731068102 Meeting Date:
APR 30, 2015   Meeting Type: Annual Record Date: 
MAR 02, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1.1   Elect
Director Annette K. Clayton       For       For          Management 1.2   Elect Director
Kevin M. Farr            For       For          Management 1.3   Elect
Director John P. Wiehoff          For       For          Management 2     Amend
Omnibus Stock Plan                For       For          Management 3     Ratify
Ernst & Young LLP as Auditors    For       For          Management 4     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation   --------------------------------------------------------------------------------  POPEYES
LOUISIANA KITCHEN, INC.  Ticker:      
PLKI           Security ID:  732872106 Meeting Date:
MAY 21, 2015   Meeting Type: Annual Record Date: 
APR 02, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1.1   Elect
Director Krishnan Anand           For       For          Management 1.2   Elect
Director Cheryl A. Bachelder      For       For          Management 1.3   Elect
Director Carolyn Hogan Byrd       For       For          Management 1.4   Elect
Director John M. Cranor, III      For       For          Management 1.5   Elect
Director Joel K. Manby            For       For          Management 1.6   Elect
Director Martyn R. Redgrave       For       For          Management 1.7   Elect
Director S. Kirk Kinsell          For       For          Management 2     Ratify
PricewaterhouseCoopers LLP as    For       For          Management


---



Auditors 3     Approve
Omnibus Stock Plan              For       For          Management 4     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation   --------------------------------------------------------------------------------  RESMED
INC.  Ticker:      
RMD            Security ID:  761152107 Meeting Date:
NOV 20, 2014   Meeting Type: Annual Record Date: 
SEP 22, 2014  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1a    Elect
Director Michael Farrell          For       For          Management 1b    Elect
Director Chris Roberts            For       For          Management 1c    Elect
Director Jack Wareham             For       For          Management 2     Ratify
Auditors                         For       For          Management 3     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation   --------------------------------------------------------------------------------  SALLY BEAUTY
HOLDINGS, INC.  Ticker:      
SBH            Security ID:  79546E104 Meeting Date:
JAN 29, 2015   Meeting Type: Annual Record Date: 
DEC 01, 2014  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1.1   Elect
Director Katherine Button Bell    For       For          Management 1.2   Elect
Director John R. Golliher         For       For          Management 1.3   Elect
Director Robert R. McMaster       For       For          Management 1.4   Elect
Director Susan R. Mulder          For       For          Management 1.5   Elect
Director Edward W. Rabin          For       For          Management 1.6   Elect
Director Gary G. Winterhalter     For       For          Management 2     Amend
Omnibus Stock Plan                For       For          Management 3     Ratify
Auditors                         For       For          Management   --------------------------------------------------------------------------------  SENECA FOODS
CORPORATION  Ticker:      
SENEA          Security ID:  817070501 Meeting Date:
AUG 07, 2014   Meeting Type: Annual Record Date: 
JUN 20, 2014  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1.1   Elect Director
Peter R. Call            For       For          Management 1.2   Elect
Director Samuel T. Hubbard, Jr.   For       For          Management 1.3   Elect
Director Arthur S. Wolcott        For       For          Management 2     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation 3     Ratify
Auditors                         For       For          Management   --------------------------------------------------------------------------------


---



SNAP-ON
INCORPORATED  Ticker:      
SNA            Security ID:  833034101 Meeting Date:
APR 30, 2015   Meeting Type: Annual Record Date: 
MAR 02, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1.1   Elect
Director Karen L. Daniel          For       For          Management 1.2   Elect
Director Ruth Ann M. Gillis       For       For          Management 1.3   Elect
Director Nathan J. Jones          For       For          Management 1.4   Elect
Director Henry W. Knueppel        For       For          Management 1.5   Elect
Director Nicholas T. Pinchuk      For       For          Management 1.6   Elect
Director Gregg M. Sherrill        For       For          Management 1.7   Elect
Director Donald J. Stebbins       For       For          Management 2     Ratify
Deloitte & Touche LLP as         For       For          Management Auditors 3     Amend
Omnibus Stock Plan                For       For          Management 4     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation   --------------------------------------------------------------------------------  STEPAN
COMPANY  Ticker:      
SCL            Security ID:  858586100 Meeting Date:
APR 28, 2015   Meeting Type: Annual Record Date: 
FEB 27, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1.1   Elect
Director Randall S. Dearth        For       For          Management 1.2   Elect
Director Gregory E. Lawton        For       For          Management 2     Amend
Executive Incentive Bonus Plan    For       For          Management 3     Advisory
Vote to Ratify Named           For       For          Management Executive
Officers' Compensation 4     Ratify
Deloitte & Touche LLP as         For       For          Management Auditors   --------------------------------------------------------------------------------  SYNTEL,
INC.  Ticker:      
SYNT           Security ID:  87162H103 Meeting Date:
JUN 02, 2015   Meeting Type: Annual Record Date: 
APR 07, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1.1   Elect
Director Paritosh K. Choksi       For       For          Management 1.2   Elect
Director Bharat Desai             For       For          Management 1.3   Elect
Director Thomas Doke              For       For          Management 1.4   Elect
Director Rajesh Mashruwala        For       For          Management 1.5   Elect
Director George R. Mrkonic, Jr.   For       For          Management 1.6   Elect
Director Nitin Rakesh             For       For          Management 1.7   Elect
Director Prashant Ranade          For       For          Management 1.8   Elect
Director Vinod K. Sahney          For       For          Management 1.9   Elect
Director Neerja Sethi             For       For          Management 2     Increase
Authorized Common Stock        For       For          Management 3     Ratify
Crowe Horwath LLP as Auditors    For       For          Management


---



--------------------------------------------------------------------------------  THE ADT
CORPORATION  Ticker:       ADT           
Security ID:  00101J106 Meeting Date:
MAR 17, 2015   Meeting Type: Annual Record Date: 
JAN 20, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1a    Elect
Director Thomas Colligan          For       For          Management 1b    Elect
Director Richard Daly             For       For          Management 1c    Elect
Director Timothy Donahue          For       For          Management 1d    Elect
Director Robert Dutkowsky         For       For          Management 1e    Elect
Director Bruce Gordon             For       For          Management 1f    Elect
Director Naren Gursahaney         For       For          Management 1g    Elect
Director Bridgette Heller         For       For          Management 1h    Elect
Director Kathleen Hyle            For       For          Management 1i    Elect
Director Christopher Hylen        For       For          Management 2     Ratify
Deloitte & Touche LLP as         For       For          Management Auditors 3     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation   --------------------------------------------------------------------------------  THERMO FISHER
SCIENTIFIC INC.  Ticker:      
TMO            Security ID:  883556102 Meeting Date:
MAY 20, 2015   Meeting Type: Annual Record Date: 
MAR 27, 2015  #    
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 William G. Parrett       For       For          Management 1i    Elect
Director Lars R. Sorensen         For       For          Management 1j    Elect
Director Scott M. Sperling        For       For          Management 1k    Elect
Director Elaine S. Ullian         For       For          Management 2     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation 3     Ratify
PricewaterhouseCoopers LLP as    For       For          Management Auditors   --------------------------------------------------------------------------------  TIME WARNER
INC.  Ticker:      
TWX            Security ID:  887317303 Meeting Date:
JUN 19, 2015   Meeting Type: Annual Record Date: 
APR 20, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1a    Elect
Director James L. Barksdale       For       For          Management 1b    Elect
Director William P. Barr          For       For          Management


---



1c    Elect Director Jeffrey L. Bewkes        For      
For          Management 1d    Elect
Director Stephen F. Bollenbach    For       For          Management 1e    Elect
Director Robert C. Clark          For       For          Management 1f    Elect
Director Mathias Dopfner          For       For          Management 1g    Elect
Director Jessica P. Einhorn       For       For          Management 1h    Elect
Director Carlos M. Gutierrez      For       For          Management 1i    Elect
Director Fred Hassan              For       For          Management 1j    Elect
Director Kenneth J. Novack        For       For          Management 1k    Elect
Director Paul D. Wachter          For       For          Management 1l    Elect
Director Deborah C. Wright        For       For          Management 2     Ratify
Ernst & Young LLP as Auditors    For       For          Management 3     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation 4     Provide
Right to Act by Written Consent Against   For          Shareholder 5     Board
Oversight of Tobacco Use          Against   Against      Shareholder Depicted
in Products 6     Adopt
Quantitative GHG Goals for        Against   For          Shareholder Operations   --------------------------------------------------------------------------------  VALEANT
PHARMACEUTICALS INTERNATIONAL, INC.  Ticker:      
VRX            Security ID:  91911K102 Meeting Date:
MAY 19, 2015   Meeting Type: Annual Record Date: 
MAR 24, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1a    Elect
Director Ronald H. Farmer         For       For          Management 1b    Elect
Director Colleen A. Goggins       For       For          Management 1c    Elect
Director Robert A. Ingram         For       For          Management 1d    Elect
Director Anders O. Lonner         For       For          Management 1e    Elect
Director Theo Melas-Kyriazi       For       For          Management 1f    Elect
Director J. Michael Pearson       For       For          Management 1g    Elect
Director Robert N. Power          For       For          Management 1h    Elect
Director Norma A. Provencio       For       For          Management 1i    Elect
Director Howard B. Schiller       For       For          Management 1j    Elect
Director Katharine B. Stevenson   For       For          Management 1k    Elect
Director Jeffrey W. Ubben         For       For          Management 2     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation 3     Ratify
PricewaterhouseCoopers LLP as    For       For          Management Auditors   --------------------------------------------------------------------------------  W.W. GRAINGER,
INC.  Ticker:      
GWW            Security ID:  384802104 Meeting Date:
APR 29, 2015   Meeting Type: Annual Record Date: 
MAR 02, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1.1   Elect
Director Rodney C. Adkins         For       For          Management 1.2   Elect
Director Brian P. Anderson        For       For          Management 1.3   Elect
Director V. Ann Hailey            For       For          Management 1.4   Elect
Director William K. Hall          For       For          Management 1.5   Elect
Director Stuart L. Levenick       For       For          Management 1.6   Elect
Director Neil S. Novich           For       For          Management


---



1.7   Elect Director Michael J. Roberts       For      
For          Management 1.8   Elect
Director Gary L. Rogers           For       For          Management 1.9   Elect
Director James T. Ryan            For       For          Management 1.10  Elect
Director E. Scott Santi           For       For          Management 1.11  Elect
Director James D. Slavik          For       For          Management 2     Ratify
Ernst & Young LLP as Auditors    For       For          Management 3     Advisory
Vote to Ratify Named           For       For          Management Executive Officers' Compensation 4     Approve
Omnibus Stock Plan              For       For          Management   --------------------------------------------------------------------------------  WALGREEN
CO.  Ticker:      
WAG            Security ID:  931422109 Meeting Date:
DEC 29, 2014   Meeting Type: Special Record Date: 
NOV 17, 2014  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1     Approve
Merger Agreement                For       For          Management 2     Issue
Shares in Connection with         For       For          Management Acquisition 3     Adjourn
Meeting                         For       For          Management   --------------------------------------------------------------------------------  WALGREENS
BOOTS ALLIANCE, INC.  Ticker:       WBA           
Security ID:  931427108 Meeting Date:
MAY 28, 2015   Meeting Type: Annual Record Date: 
MAR 30, 2015  #    
Proposal                                Mgt Rec   Vote Cast    Sponsor 1a    Elect
Director Janice M. Babiak         For       For          Management 1b    Elect
Director David J. Brailer         For       For          Management 1c    Elect
Director Steven A. Davis          For       For          Management 1d    Elect
Director William C. Foote         For       For          Management 1e    Elect
Director Ginger L. Graham         For       For          Management 1f    Elect
Director John A. Lederer          For       For          Management 1g    Elect
Director Dominic P. Murphy        For       For          Management 1h    Elect
Director Stefano Pessina          For       For          Management 1i    Elect
Director Barry Rosenstein         For       For          Management 1j    Elect
Director Leonard D. Schaeffer     For       For          Management 1k    Elect
Director Nancy M. Schlichting     For       For          Management 1l    Elect
Director James A. Skinner         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 4     Stock
Retention                         Against   For          Shareholder 5     Pro-rata
Vesting of Equity Awards       Against   For          Shareholder 6     Adopt Proxy
Access Right                Against   For          Shareholder 7     Include
Sustainability as a             Against   Against      Shareholder Performance Measure for Senior Executive Compensation -------------------------------------------------------------------------------- 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. (Registrant)
 Nicholas
  Fund, Inc.By
  (Signature and Title)
 /s/
  Albert O. NicholasAlbert
  O. Nicholas, Principal Executive OfficerDate
 08/17/2015


---