Form N-PX - Annual Report of proxy voting record of management investment companies
August 18 2023 - 9:52AM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-PX
ANNUAL
REPORT OF PROXY VOTING RECORD OF
REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number 811-22693
ClearBridge MLP and Midstream Total Return Fund Inc.
(Exact name of
registrant as specified in charter)
620 EIGHTH AVENUE, 47TH FLOOR, NEW YORK, NEW YORK 10018
(Address of
principal executive offices) (Zip code)
Thomas C. Mandia, Esq.
100 First Stamford Place
Stamford, Connecticut 06902
(Name and
address of agent for service)
Registrant’s telephone number, including area code: 1-888-777-0102
Date of fiscal year end: November 30
Date of reporting period: July 1, 2022–June 30, 2023
Item 1. Proxy Voting Record
******************************* FORM N-Px REPORT *******************************
ICA File Number: 811-22693
Reporting Period: 07/01/2022 - 06/30/2023
ClearBridge MLP and Midstream Total Return Fund Inc.
============= ClearBridge MLP and Midstream Total Return Fund Inc. =============
ANTERO MIDSTREAM CORPORATION
Ticker: AM Security ID: 03676B102
Meeting Date: JUN 06, 2023 Meeting Type: Annual
Record Date: APR 17, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Peter A. Dea For For Management
1.2 Elect Director W. Howard Keenan, Jr. For Withhold Management
1.3 Elect Director Janine J. McArdle 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 Certificate of Incorporation to For For Management
Reflect New Delaware Law Provisions
Regarding Officer Exculpation
--------------------------------------------------------------------------------
ARIS WATER SOLUTIONS, INC.
Ticker: ARIS Security ID: 04041L106
Meeting Date: JUN 07, 2023 Meeting Type: Annual
Record Date: APR 12, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William A. Zartler For For Management
1.2 Elect Director Joseph Colonnetta For For Management
1.3 Elect Director Debra G. Coy For For Management
2 Amend Certificate of Incorporation to For For Management
Provide for the Exculpation of Officers
3 Ratify BDO USA, LLP as Auditors For For Management
--------------------------------------------------------------------------------
CRESTWOOD EQUITY PARTNERS LP
Ticker: CEQP Security ID: 226344208
Meeting Date: MAY 11, 2023 Meeting Type: Annual
Record Date: MAR 15, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director David Lumpkins For For Management
1.2 Elect Director Frances M. Vallejo For For Management
1.3 Elect Director Gary D. Reaves 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 Amend Omnibus Stock Plan For For Management
--------------------------------------------------------------------------------
ENBRIDGE INC.
Ticker: ENB Security ID: 29250N105
Meeting Date: MAY 03, 2023 Meeting Type: Annual
Record Date: MAR 07, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Mayank M. Ashar For For Management
1.2 Elect Director Gaurdie E. Banister For For Management
1.3 Elect Director Pamela L. Carter For For Management
1.4 Elect Director Susan M. Cunningham For For Management
1.5 Elect Director Gregory L. Ebel For For Management
1.6 Elect Director Jason B. Few For For Management
1.7 Elect Director Teresa S. Madden For For Management
1.8 Elect Director Stephen S. Poloz For For Management
1.9 Elect Director S. Jane Rowe For For Management
1.10 Elect Director Dan C. Tutcher For For Management
1.11 Elect Director Steven W. Williams For For Management
2 Approve PricewaterhouseCoopers LLP as For For Management
Auditors and Authorize Board to Fix
Their Remuneration
3 Advisory Vote on Executive For For Management
Compensation Approach
4 Re-approve Shareholder Rights Plan For For Management
5 SP 1: Report on Lobbying and Political Against Against Shareholder
Donations
6 SP 2: Disclose the Company's Scope 3 Against Against Shareholder
Emissions
--------------------------------------------------------------------------------
ENTERPRISE PRODUCTS PARTNERS LP
Ticker: EPD Security ID: 293792107
Meeting Date: NOV 22, 2022 Meeting Type: Special
Record Date: OCT 11, 2022
# Proposal Mgt Rec Vote Cast Sponsor
1 Amend Omnibus Stock Plan For Against Management
2 Amend Qualified Employee Stock For For Management
Purchase Plan
--------------------------------------------------------------------------------
ENVIVA, INC.
Ticker: EVA Security ID: 29415B103
Meeting Date: JUN 15, 2023 Meeting Type: Annual
Record Date: APR 21, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Thomas Meth For For Management
1b Elect Director John K. Keppler For For Management
1c Elect Director Ralph Alexander For For Management
1d Elect Director John C. Bumgarner, Jr. For For Management
1e Elect Director Martin N. Davidson For For Management
1f Elect Director Jim H. Derryberry For For Management
1g Elect Director Gerrit (Gerrity) L. For For Management
Lansing, Jr.
1h Elect Director Pierre F. Lapeyre, Jr. For For Management
1i Elect Director David M. Leuschen For For Management
1j Elect Director Jeffrey W. Ubben For For Management
1k Elect Director Gary L. Whitlock For For Management
1l Elect Director Janet S. Wong For For Management
1m Elect Director Eva T. Zlotnicka For For Management
2 Amend Certificate of Incorporation to For Against Management
Reflect New Delaware Law Provisions
Regarding Officer Exculpation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
5 Ratify Ernst & Young LLP as Auditors For For Management
6 Approve Issuance of Shares for a For For Management
Private Placement
--------------------------------------------------------------------------------
EQUITRANS MIDSTREAM CORPORATION
Ticker: ETRN Security ID: 294600101
Meeting Date: APR 25, 2023 Meeting Type: Annual
Record Date: FEB 17, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Vicky A. Bailey For For Management
1b Elect Director Sarah M. Barpoulis For For Management
1c Elect Director Kenneth M. Burke For For Management
1d Elect Director Diana M. Charletta For For Management
1e Elect Director Thomas F. Karam For For Management
1f Elect Director D. Mark Leland For For Management
1g Elect Director Norman J. Szydlowski For For Management
1h Elect Director Robert F. Vagt 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
--------------------------------------------------------------------------------
KINDER MORGAN, INC.
Ticker: KMI Security ID: 49456B101
Meeting Date: MAY 10, 2023 Meeting Type: Annual
Record Date: MAR 13, 2023
# 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 Kimberly A. Dang For For Management
1.4 Elect Director Ted A. Gardner For For Management
1.5 Elect Director Anthony W. Hall, Jr. For For Management
1.6 Elect Director Gary L. Hultquist For For Management
1.7 Elect Director Ronald L. Kuehn, Jr. For For Management
1.8 Elect Director Deborah A. Macdonald 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 C. Park Shaper For For Management
1.12 Elect Director William A. Smith For For Management
1.13 Elect Director Joel V. Staff For For Management
1.14 Elect Director Robert F. Vagt For For Management
2 Amend Certificate of Incorporation to For For Management
Allow Exculpation of Certain Officers
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
4 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
MAGELLAN MIDSTREAM PARTNERS, L.P.
Ticker: MMP Security ID: 559080106
Meeting Date: APR 27, 2023 Meeting Type: Annual
Record Date: FEB 09, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Sivasankaran For For Management
Somasundaram
1.2 Elect Director Chansoo Joung For For Management
1.3 Elect Director Aaron L. Milford For For Management
1.4 Elect Director James R. Montague For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Advisory Vote on Say on Pay Frequency One Year One Year Management
4 Ratify Ernst & Young LLP as Auditors For For Management
--------------------------------------------------------------------------------
NUSTAR ENERGY L.P.
Ticker: NS Security ID: 67058H102
Meeting Date: APR 27, 2023 Meeting Type: Annual
Record Date: MAR 01, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jelynne LeBlanc Burley For For Management
1.2 Elect Director Robert J. Munch For For Management
1.3 Elect Director Martin Salinas, Jr. For For Management
1.4 Elect Director Suzanne Allford Wade For For Management
2 Ratify KPMG LLP as Auditors For For Management
3 Amend Omnibus Stock Plan For For Management
--------------------------------------------------------------------------------
ONEOK, INC.
Ticker: OKE Security ID: 682680103
Meeting Date: MAY 24, 2023 Meeting Type: Annual
Record Date: MAR 27, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Brian L. Derksen For For Management
1.2 Elect Director Julie H. Edwards For For Management
1.3 Elect Director Mark W. Helderman For For Management
1.4 Elect Director Randall J. Larson For For Management
1.5 Elect Director Steven J. Malcolm For For Management
1.6 Elect Director Jim W. Mogg For For Management
1.7 Elect Director Pattye L. Moore For For Management
1.8 Elect Director Pierce H. Norton, II For For Management
1.9 Elect Director Eduardo A. Rodriguez For For Management
1.10 Elect Director Gerald D. Smith For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Amend Qualified Employee Stock For For Management
Purchase Plan
4 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
5 Advisory Vote on Say on Pay Frequency One Year One Year Management
--------------------------------------------------------------------------------
PBF LOGISTICS LP
Ticker: PBFX Security ID: 69318Q104
Meeting Date: NOV 30, 2022 Meeting Type: Special
Record Date: OCT 24, 2022
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
2 Adjourn Meeting For For Management
--------------------------------------------------------------------------------
PLAINS ALL AMERICAN PIPELINE, L.P.
Ticker: PAA Security ID: 726503105
Meeting Date: MAY 24, 2023 Meeting Type: Annual
Record Date: MAR 27, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Willie Chiang For For Management
1.2 Elect Director Ellen R. DeSanctis For For Management
1.3 Elect Director Alexandra D. Pruner For For Management
1.4 Elect Director Lawrence M. Ziemba For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
PLAINS GP HOLDINGS, L.P.
Ticker: PAGP Security ID: 72651A207
Meeting Date: MAY 24, 2023 Meeting Type: Annual
Record Date: MAR 27, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Willie Chiang For For Management
1.2 Elect Director Ellen R. DeSanctis For For Management
1.3 Elect Director Alexandra D. Pruner For For Management
1.4 Elect Director Lawrence M. Ziemba For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
TARGA RESOURCES CORP.
Ticker: TRGP Security ID: 87612G101
Meeting Date: MAY 23, 2023 Meeting Type: Annual
Record Date: MAR 28, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Paul W. Chung For For Management
1.2 Elect Director Charles R. Crisp For For Management
1.3 Elect Director Laura C. Fulton For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Report on Efforts to Reduce Methane Against Against Shareholder
Emission Venting and Flaring in Supply
Chain
--------------------------------------------------------------------------------
TC ENERGY CORPORATION
Ticker: TRP Security ID: 87807B107
Meeting Date: MAY 02, 2023 Meeting Type: Annual
Record Date: MAR 17, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Cheryl F. Campbell For For Management
1.2 Elect Director Michael R. Culbert For For Management
1.3 Elect Director William D. Johnson For For Management
1.4 Elect Director Susan C. Jones For For Management
1.5 Elect Director John E. Lowe For For Management
1.6 Elect Director David MacNaughton For For Management
1.7 Elect Director Francois L. Poirier For For Management
1.8 Elect Director Una Power For For Management
1.9 Elect Director Mary Pat Salomone For For Management
1.10 Elect Director Indira Samarasekera For For Management
1.11 Elect Director Siim A. Vanaselja For For Management
1.12 Elect Director Thierry Vandal For For Management
1.13 Elect Director Dheeraj "D" Verma For For Management
2 Approve KPMG LLP as Auditors and For For Management
Authorize Board to Fix Their
Remuneration
3 Advisory Vote on Executive For For Management
Compensation Approach
--------------------------------------------------------------------------------
THE WILLIAMS COMPANIES, INC.
Ticker: WMB Security ID: 969457100
Meeting Date: APR 25, 2023 Meeting Type: Annual
Record Date: FEB 24, 2023
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Alan S. Armstrong For For Management
1.2 Elect Director Stephen W. Bergstrom For For Management
1.3 Elect Director Michael A. Creel For For Management
1.4 Elect Director Stacey H. Dore For For Management
1.5 Elect Director Carri A. Lockhart For For Management
1.6 Elect Director Richard E. Muncrief For For Management
1.7 Elect Director Peter A. Ragauss For For Management
1.8 Elect Director Rose M. Robeson For For Management
1.9 Elect Director Scott D. Sheffield For For Management
1.10 Elect Director Murray D. Smith For For Management
1.11 Elect Director William H. Spence For For Management
1.12 Elect Director Jesse J. 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 Advisory Vote on Say on Pay Frequency One Year One Year Management
========== END NPX REPORT
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.
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| ClearBridge MLP and Midstream Total Return Fund Inc. |
|
|
|
| By: |
|
/s/ Jane Trust
Jane Trust
Chairman, President and Chief Executive Officer |
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| Date: |
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August 18, 2023 |
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