CAPRI HOLDINGS LTD. 2023-2024 Proxy Voting Records

Description as filed by funds: Election of Directors: John D. Idol

CAPRI HOLDINGS LTD.’s own tally for this item (“Elect Director: John D. Idol”): 94,833,255 for, 2,309,994 against, per its Form 8-K filed August 4, 2023 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 95 asset managers below reported 50,477,717 for, 80,381 against, 22,006 abstained, 32,209 not voted.

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.

Description as filed by funds: Election of Directors: Mahesh Madhavan

CAPRI HOLDINGS LTD.’s own tally for this item (“Elect Director: Mahesh Madhavan”): 96,683,766 for, 527,652 against, per its Form 8-K filed August 4, 2023 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 95 asset managers below reported 50,558,098 for, 22,006 abstained, 32,209 not voted.

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.

Description as filed by funds: Election of Directors: Robin Freestone

CAPRI HOLDINGS LTD.’s own tally for this item (“Elect Director: Robin Freestone”): 94,333,947 for, 2,877,667 against, per its Form 8-K filed August 4, 2023 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 95 asset managers below reported 49,069,251 for, 1,488,847 against, 22,006 abstained, 32,209 not voted.

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.

Description as filed by funds: To adopt a resolution authorizing the Agreement and Plan of Merger, dated as of August 10, 2023, by and among Capri Holdings Limited, Tapestry, Inc., and Sunrise Merger Sub, Inc. (as it may be amended from time to time, the "Merger Agreement").

CAPRI HOLDINGS LTD.’s own tally for this item (“1. The resolution authorizing the Merger Agreement”): 88,676,168 for, 123,823 against — passed, per its Form 8-K filed October 25, 2023 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal No. 1 – The Company's shareholders adopted the resolution authorizing the Merger Agreement.”
Support: 99.8% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 102 asset managers below reported 39,606,372 for, 168,935 abstained, 30,141 not voted.

Showing the 25 largest of 102 asset managers. See all 102 in the interactive database.

Description as filed by funds: To approve any adjournment of the special meeting of shareholders of Capri Holdings Limited (the "Special Meeting"), if necessary or appropriate, including to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting.

The 99 asset managers below reported 37,153,268 for, 2,423,353 against, 197,888 abstained, 30,141 not voted. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Showing the 25 largest of 99 asset managers. See all 99 in the interactive database.

Description as filed by funds: To approve, on a non-binding advisory basis, executive compensation.

CAPRI HOLDINGS LTD.’s own tally for this item (“3. (Say on Pay) – The compensation of the Company's named executive officers”): 90,295,109 for, 6,889,771 against — passed, per its Form 8-K filed August 4, 2023 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal No. 3 (Say on Pay) – The compensation of the Company's named executive officers was approved, on a non-binding advisory basis, by the number of votes set forth below:”
Support: 93% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports, all 95 managers: 46,553,617 for, 4,004,481 against, 22,006 abstained, 32,209 not voted. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 293 managers: 50,620,814 for, 6,227,222 against, 16 withheld, 55 abstained, 32,062 not voted. Showing the 25 largest; see all in the interactive database.

Description as filed by funds: To approve, on an advisory (nonbinding) basis, the compensation that may be paid or become payable to Capri Holdings Limited's named executive officers that is based on or otherwise relates to the Merger Agreement and the transactions contemplated by the Merger Agreement.

CAPRI HOLDINGS LTD.’s own tally for this item (“2. On an advisory (nonbinding) basis, the compensation that may be paid or become payable to the Company's named executive officers that is based on or otherwise relates to the Merger Agreement and the transactions conte”): 59,552,370 for, 28,138,986 against — passed, per its Form 8-K filed October 25, 2023 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal No. 2 – The Company's shareholders approved, on an advisory (nonbinding) basis, the compensation that may be paid or become payable to the Company's named executive officers that is based on or otherwise relates to the Merger Agreement and the transactions contemplated by the Merger Agreem…”
Support: 68% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports, all 101 managers: 21,872,007 for, 17,871,617 against, 95,092 abstained, 30,141 not voted. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 271 managers: 33,622,097 for, 15,583,472 against, 16 withheld, 1,023,984 abstained, 33,531 not voted, 1,049 unknown. Showing the 25 largest; see all in the interactive database.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice). The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Fund voting reports, all 1 managers: 63,873 for.

Institutional-manager reports, all 7 managers: 487,816 for, 64,999 against.

Description as filed by funds: To ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending March 30, 2024.

CAPRI HOLDINGS LTD.’s own tally for this item (“2. (Ratification of Independent Registered Public Accounting Firm) – The ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending Marc”): 103,081,245 for, 576,866 against — passed, per its Form 8-K filed August 4, 2023 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal No. 2 (Ratification of Independent Registered Public Accounting Firm) – The ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending March 30, 2024 was approved by the number of votes set forth below:”
Support: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 95 asset managers below reported 50,537,450 for, 20,648 against, 22,006 abstained, 32,209 not voted.

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.