HERITAGE-CRYSTAL CLEAN INC. 2023-2024 Proxy Voting Records

Description as filed by funds: To adopt the Agreement and Plan of Merger, dated as of July 19, 2023 (the "Merger Agreement"), by and among JFL-Tiger Acquisition Co., Inc., a Delaware corporation, JFL-Tiger Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of JFL-Tiger Acquisition Co., Inc., and Heritage-Crystal Clean, Inc. (the "Company"), pursuant to which Merger Sub will merge with and into the Company (the "Merger"), and the Company will become a wholly-owned subsidiary of Parent.

HERITAGE-CRYSTAL CLEAN INC.’s own tally for this item (“Merger Agreement Proposal”): 20,450,761 for, 589,011 against — passed, per its Form 8-K filed October 11, 2023 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The Merger Agreement Proposal and the Compensation Proposal were approved by the requisite vote of the Company's stockholders.”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Voting standard, as the filing states it: a supermajority of the shares outstanding (“88.9% of the voting power”).

The 68 asset managers below reported 5,934,455 for, 8,500 abstained.

Showing the 25 largest of 68 asset managers. See all 68 in the interactive database.

Description as filed by funds: To approve one or more adjournments of the Special Meeting, if necessary or appropriate, to solicit additional proxies if there are insufficient votes at the time of the Special Meeting to approve the proposal to adopt the Merger Agreement.

The 68 asset managers below reported 5,601,307 for, 333,148 against, 8,500 abstained. 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 68 asset managers. See all 68 in the interactive database.

Description as filed by funds: To approve, on a non-binding advisory basis, specified compensation that may be paid or become payable to the Company's named executive officers in connection with the Merger.

HERITAGE-CRYSTAL CLEAN INC.’s own tally for this item (“2. A proposal to approve, on a non-binding advisory basis, specified compensation that may be paid or become payable to the Company's named executive officers in connection with the Merger (the "Compensation Proposal"); ”): 11,427,542 for, 9,291,557 against, per its Form 8-K filed October 11, 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: 55% 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 68 managers: 490,953 for, 5,184,432 against, 267,570 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 126 managers: 2,551,284 for, 7,242,869 against, 689,594 abstained. Showing the 25 largest; see all in the interactive database.

The 2 asset managers below reported 450 for, 260,788 against. 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.