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IBEW TCC-2 2018 Verizon Proxy Recommendations

1Election of Directors
ArchambeauCEO MetricStreamAgainst
M. BertoliniCEO AetnaAgainst
R. CarrionCEO Popular, Inc.Against
M. HealyFmr. Group President Proctor & GambleAgainst
M. F. KeethFmr. EVP Royal Dutch ShellAgainst
L. McAdamCEO Verizon Communication, Inc.Against
C. Otis, Jr.Fmr. CEO Darden RestaurantsAgainst
R. SlaterPartner, Squire Patton Boggs LLPAgainst
K. TesijaFmr. EVP Target Corp.Against
G. WassonFmr. CEO Walgreens Boots Alliance, Inc. Against
G. WeaverFmr. CEO Deloitte & Touche LLP Against
2Ratification of Appointment of Independent Registered Public Accounting FirmFor
3Advisory Vote to Approve Executive CompensationAgainst
4Special Shareholder Meeting
Allows investors to accelerate change at a company, without the need to wait for the next annual meeting to restructure a Board of Directors or make other changes.
5Lobbying Activities Report
We believe in full disclosure of Verizon Communication Inc.’s direct and indirect lobbying activities and expenditures.
6Independent Chair
When the CEO serves as Chairman, this arrangement may hinder the ability of the Board to monitor the CEO’s performance and to provide the CEO with objective feedback and guidance.
7Report on Cyber Security and Data Privacy
We believe it is advisable for the Board to explore integrating cyber security and data privacy metrics into executive compensation.
8Executive Compensation Clawback Policy
Recent high profile payouts underscore the need for a stronger Executive Compensation Clawback Policy. At companies like Verizon, where the vast majority of senior executive compensation is tied to financial performance, we believe incentives not to take undue risks to boost short-term profitability are appropriate.
9Nonqualified Savings Plan Earnings
Above market earnings on non-qualified accounts are not performance-based and thus do nothing to align management incentives with long-term shareholder interests. In addition, gross disparities between retirement benefits offered to senior executives and other employees risk potential moral problems and risk to corporate reputation.