broadridge analysis of traditional and notice & access issuers: n&a adoption, distribution...

| Copyright 20121 Broadridge and the Broadridge logo are registered trademarks of Broadridge Financial Solutions, Inc. Broadridge and the Broadridge logo are registered trademarks of Broadridge Financial Solutions, Inc.

Fiscal Year Ending June 30, 2013

Analysis of Traditional and Notice & Access IssuersIssuer Adoption, Distribution and Voting

This document contains information confidential to Broadridge and is intended to be shared for informational purposes only. Distribution of this document, or any portion or reproduction thereof, to third parties is strictly prohibited without exception

and is not authorized under any circumstances. Under no circumstances should any portion of this document be construed as legal, financial or other form of advice and no legal or business decision should be based on its content.

October 15, 2013

| Copyright 20122

Overview

68.35%

78.70%

84.91%

31.8% 29.9% 31.01%28.0%

70.66%67.17%

18.12%

Scope of Analysis: Broadridge data for beneficial shareholder proxy distributions and retail voting for five fiscal years (i.e., 12-month periods ending

June 30). Includes all U.S. distributions (“jobs”) processed by Broadridge for equity shareholder meetings -- excludes contests, ADRs, mutual funds, and Canadian issuers. Estimated savings to issuers on printing and postage are based on NIRI’s biennial surveys of the median cost of printing an annual

proxy package and actual USPS postage costs. Savings are net of incremental fees for N&A processing. NIRI’s median cost per package for printing was $4.38 in FY08, $4.32 in FY09 and FY10 and $4.82 in FY11, FY12 and FY13.

Postage costs per package were $1.58 in FY08 and FY09, $1.57 in FY10, $1.75 in FY11 and $1.83 in FY12 and FY13.

N&A usage stats and estimated annual savings are based on mailing dates. Voting data are based on meeting dates.

The analysis compares voting among issuer jobs that used N&A -- to issuer jobs that did not use N&A (“Non N&A”). The analysis compares voting for each of three methods of proxy material distribution (i.e.: e-delivery, mailed Notices, and full packages by mail).

Definitions: Retail Position - A beneficial equity record position -- excludes record positions for ProxyEdge, the Consolidated Data Feed,

Financial Advisors, and Managed Accounts. Retail Account – A beneficial equity account holding one or more retail positions. Prior Consent Preference - An “account level” preference established by a retail shareholder to receive a full package of proxy

material. These preferences are used in processing Notice and Access jobs. Full Package – A complete set of proxy materials mailed under traditional delivery rules or, for N&A , by fulfillment, stratification or

prior consent. Full Package by Fulfillment – Shareholders who received a Notice and then requested a full set of proxy materials. Full Package by Stratification - Shareholders who received full packages from issuers that chose to send full package materials to a

subset of shareholders.

| Copyright 20123

Distribution and Voting Rates for Notice and Non-Notice AdoptersBased on Retail Positions and Shares

140.7 145.8 151.9 142.5 139.8 143.5

202.5 211.8 233.0

205.9 200.0 178.3

-

50.0

100.0

150.0

200.0

250.0

FY'08 FY'09 FY'10 FY'11 FY'12 FY '13

Positions and Shares Distributed

Positions Shares

17.6%15.3% 15.4% 14.5% 13.9% 13.0%

31.9%28.9%

27.0%29.0% 28.8% 29.7%

0.0%

5.0%

10.0%

15.0%

20.0%

25.0%

30.0%

35.0%

40.0%

45.0%

FY'08 FY'09 FY'10 FY'11 FY'12 FY '13

Positions and Shares Voted (All Jobs)

% Positions Voted % Shares Voted

(Positions in millions; Shares in billions)

| Copyright 20124

35.3% 36.0%31.8%

38.1% 37.4%40.2%

30.1%

23.7% 22.5%21.9% 21.7% 21.7%

14.5% 15.3%18.1% 18.2% 19.9% 21.4%

31.9% 28.9%27.0%

29.0% 28.8% 29.7%

0%

10%

20%

30%

40%

50%

FY'08 FY'09 FY'10 FY'11 FY'12 FY '13

Shares Voting % by Distribution Type (All Jobs)

Full Packages E-Delivery Mailed Notices Total

48.7 42.6 41.4 38.2 35.8 31.2

12.5 12.3 14.4

13.6 13.3 12.4

3.4 6.3 7.0

7.9 8.6 9.2

0

10

20

30

40

50

60

70

FY'08 FY'09 FY'10 FY'11 FY'12 FY '13

# of Shares Voted by Distribution Type (All Jobs) (In billions)

Full Packages E-Delivery Mailed Notices

64.6 61.2 62.859.7 57.7

52.8

18.6 15.5 15.4

12.8 11.9 10.6

4.8

5.0 5.7 5.5 5.4

5.5

1.4 1.9 2.2

2.3 2.2 2.5

0

5

10

15

20

25

30

FY'08 FY'09 FY'10 FY'11 FY'12 FY '13

# of Positions Voted by Distribution Type(In millions)


24.8

22.4 23.320.6 19.5

18.6 22.5%

24.8% 25.3% 26.9%

29.9% 29.8%

16.0%13.7% 13.0%

11.6%10.3% 9.6%

5.0%4.0% 4.7% 4.8% 4.6% 4.9%

17.6%15.4% 15.3% 14.5% 13.9% 13.0%

0%

5%

10%

15%

20%

25%

30%

35%

FY'08 FY'09 FY'10 FY'11 FY'12 FY '13

% of Positions Voted by Distribution Type (All Jobs)


Distribution and Voting Rates for Notice and Non-Notice AdoptersBased on Retail Positions and Shares

| Copyright 20125

Notice & Access - Issuer Adoption Trends and Estimated Annual Savings

68.35%

78.70%

84.91%

31.8% 29.9% 31.01%

70.66%67.17%

18.12%

653

1,363

1,601 1,673 1,813

1,904

9%

20%23%

25%

29%31%

0%

5%

10%

15%

20%

25%

30%

35%

- 200 400 600 800

1,000 1,200 1,400 1,600 1,800 2,000 2,200

FY'08 FY'09 FY'10 FY'11 FY'12 FY'13

# of Issuers Using N&A# of N&A Users % of N&A Users

30%

52% 53%

62%70%

73%

0%

10%

20%

30%

40%

50%

60%

70%

80%

FY'08 FY'09 FY'10 FY'11 FY'12 FY'13

Total N&A Street Positions as a % of Total Street Positions

0%

10%

20%

30%

40%

50%

60%

70%

80%

90%

<1,000 1,000 -4,999

5,000 -9,999

10,000 -49,999

50,000 -149,999

150,000 -299,999

>300,000

Issuer Size Categories Based on Number of Individual Issuer Position

% of N&A Issuers Based on Distribution SizeFY'09 FY'10 FY'11 FY'12 FY'13

$152

$245 $238

$272 $282 $297

$5.96 $5.90 $5.89

$6.57 $6.65 $6.65

$5.00

$5.50

$6.00

$6.50

$7.00

$7.50

$-

$50

$100

$150

$200

$250

$300

FY'08 FY'09 FY'10 FY'11 FY'12 FY ' 13

Package

Unit

Cost

Issuer

Savings

(

m)

Issuer Savings on Printing & Postage - Net of Fees (Annual savings in millions)

Savings Unit Cost of Printing & Postage

| Copyright 20126

Retail Proxy Distribution by Delivery Method & Distribution TypeNotice and Access Jobs vs. Non-N&A Jobs – Based on Positions

68.35%

78.70%

84.91%

31.8% 29.9% 31.01%28.0%

70.66%67.17%

18.12%

5.5 10.6 11.3 12.1 13.6 12.7 8.6 18.7 22.7 29.4

36.5 41.8 28.1

47.0 47.2

47.4 47.7

50.9

0

20

40

60

80

100

120

FY'08 FY'09 FY'10 FY'11 FY'12 FY '13

# of Positions by Distribution Type (N&A Jobs)(In millions)


42.2

76.381.2

88.997.8

105.4

77.2

51.9 49.6 35.5

26.2 22.9

21.4

17.7 21.1

18.1 15.8 15.2

0

20

40

60

80

100

120

FY'08 FY'09 FY'10 FY'11 FY'12 FY '13

# of Positions by Distribution Type (Non-N&A Jobs)(in millions)

Full Packages E-Delivery

98.6

69.6 70.7

53.6

42.0 38.1

13.0% 13.9% 13.9% 13.6% 13.9% 12.1%

20.4%24.5%

28.0%33.1%

37.3% 39.7%

66.6%61.6%

58.1%53.3%

48.8% 48.2%

0%

10%

20%

30%

40%

50%

60%

70%

FY'08 FY'09 FY'10 FY'11 FY'12 FY '13

% of Positions by Distribution Type (N&A Jobs)Full Packages E-Delivery Mailed Notices

78.3%74.6%

70.2%66.2%

62.4% 60.1%

21.7%25.4%

29.8%33.8%

37.6% 39.9%

0%

10%

20%

30%

40%

50%

60%

70%

80%

90%

FY'08 FY'09 FY'10 FY'11 FY'12 FY '13

% of Positions by Distribution Type (Non-N&A Jobs)Full Packages E-Delivery

| Copyright 20127

Retail Proxy Voting by Delivery Method & Distribution TypeNotice and Access Jobs vs. Non-N&A Jobs – Based on Positions

68.35%

78.70%

84.91%

31.8% 29.9% 31.01%28.0%

70.66%67.17%

18.12%

2.8

5.4 5.9 6.1 6.8 6.5 1.3

2.5 2.9 3.3

3.6 3.9

1.4

1.9 2.2

2.3 2.2 2.5

0

2

4

6

8

10

12

14

FY'08 FY'09 FY'10 FY'11 FY'12 FY '13

# of Positions Voted by Distribution Type (N&A Jobs) (In millions)


5.5

9.8

11.011.7

12.6 12.9

50.9% 51.2% 52.7% 50.7% 50.0% 50.7%

15.5%13.1%

12.8% 11.4% 9.8% 9.4%5.0%

4.0% 4.6% 4.8% 4.7% 4.9%

13.1% 12.8%

13.6% 13.1% 12.8% 12.2%

0%

10%

20%

30%

40%

50%

60%

FY'08 FY'09 FY'10 FY'11 FY'12 FY '13

Position Voting % by Distribution Type (N&A Jobs)


15.8

10.1 9.5 6.7 5.1 4.1

3.5

2.5 2.8

2.2 1.8

1.6

0

5

10

15

20

25

FY'08 FY'09 FY'10 FY'11 FY'12 FY '13

# of Positions Voted by Distribution Type (Non-N&A Jobs) (In millions)

Full Packages E-Delivery

19.3

12.6 12.3

8.96.9

5.7

20.5% 19.4% 19.2% 19.0% 19.4% 18.10%

16.2%14.0% 13.3% 12.2% 11.1%

10.4%

19.5%18.0% 17.4% 16.7% 16.3%

15.0%

0%

5%

10%

15%

20%

25%

30%

35%

FY'08 FY'09 FY'10 FY'11 FY'12 FY '13

Position Voting % by Distribution Type (Non-N&A Jobs)

Full Packages E-Delivery Total

| Copyright 20128

Retail Proxy Voting by Delivery Method & Distribution TypeNotice and Access Jobs vs. Non-N&A Jobs – Based on Shares

68.35%

78.70%

84.91%

31.8% 29.9% 31.01%28.0%

70.66%67.17%

18.12%

6.4

12.5 12.3 12.6 13.5 13.62.1

4.8 4.3 6.6 6.0 5.6

3.4

6.3 7.0

7.9 8.6 9.2

0

5

10

15

20

25

30

FY'08 FY'09 FY'10 FY'11 FY'12 FY ' 13

# of Shares Voted by Distribution Type (N&A Jobs)(In billions)


11.9

23.6 23.6

27.1 28.1 28.4

55.5%51.2% 52.1%

42.1%46.6% 45.21%

26.9%22.8%

21.5% 20.7% 19.5%

18.06%14.5% 15.3%18.1% 18.2%

19.9%

21.36%

27.8% 27.3%28.7%

25.8% 27.3% 27.28%

0%

10%

20%

30%

40%

50%

60%

FY'08 FY'09 FY'10 FY'11 FY'12 FY ' 13

Share Voting % by Distribution Type (N&A Jobs)


42.3

30.1 29.1 25.6 22.3 17.6

10.4

7.5 10.1

7.0 7.3

6.8

0

10

20

30

40

50

60

FY'08 FY'09 FY'10 FY'11 FY'12 FY'13

# of Shares Voted by Distribution Type (Non-N&A Jobs)(In billions)

Full Packages E-Delivery52.7

37.6 39.2

32.629.6

24.7

33.5% 32.0%

27.3%

36.4%33.4%

37.02%

30.8%

24.4%22.9% 23.1% 24.0% 26.0%

33.0%

30.1%26.0%

32.4% 30.5%33.2%

0%

5%

10%

15%

20%

25%

30%

35%

40%

45%

FY'08 FY'09 FY'10 FY'11 FY'12 FY'13

Share Voting % by Distribution Type (Non-N&A Jobs)

Full Packages E-Delivery Total

| Copyright 20129

N&A Full Package Metrics by Type of Full Set DistributionDistribution and Voting Based on Retail Positions and Shares

68.35%

78.70%

84.91%

31.8% 29.9% 31.01%28.0%

70.66%67.17%

18.12%

3.17

7.10 8.02 8.61 9.64 9.562.00

3.16 3.00

3.29 3.75 2.96

0.28

0.34 0.24 0.19

0.16 0.20

-

2.00

4.00

6.00

8.00

10.00

12.00

14.00

16.00

18.00

FY'08 FY'09 FY'10 FY'11 FY'12 FY '13

# of FP Positions Distributed By Type(in millions)

FP by Prior Consent FP by Stratification FP by Fulfillment

5.5

10.6 11.312.1

13.6 12.7

5.06 11.01 11.24 11.85 12.98 13.52 6.01

12.56 12.08 17.44 15.45 15.42

0.38

0.90 0.36

0.55 0.67 0.56

FY'08 FY'09 FY'10 FY'11 FY'12 FY '13

# of FP Shares Distributed By Type(in billions)

FP by Prior Consent FP by Stratification FP by Fulfillment

68.5%64.2% 63.5%

60.7% 60.4% 59.4%

75.0% 70.6% 74.1%

73.7%

75.0% 70.0%

19.5%19.9%

22.0% 20.1% 19.7% 21.2%

0%

10%

20%

30%

40%

50%

60%

70%

80%

90%

100%

FY'08 FY'09 FY'10 FY'11 FY'12 FY '13

% of Full Package Positions Voted By Type

FP by Prior Consent FP by Fulfillment FP by Stratification

79.2%73.9% 73.0%

68.4% 68.2% 66.7%

80.0% 82.5% 78.0%85.5% 85.3%

89.3%

33.9%29.1% 31.8%

22.9% 26.7% 26.4%

0.0%

10.0%

20.0%

30.0%

40.0%

50.0%

60.0%

70.0%

80.0%

90.0%

100.0%

FY'08 FY'09 FY'10 FY'11 FY'12 FY '13

% of Full Package Shares Voted By Type

FP by Prior Consent FP by Fulfillment FP by Stratification

| Copyright 201210

Prior Consent Preferences for Full Sets of Proxy Material

2.5

3.5

4.2

4.7 4.9

5.1

-

1.0

2.0

3.0

4.0

5.0

6.0

FY'08 FY'09 FY'10 FY'11 FY'12 FY '13

Retail Investor Preference for Full Package of Proxy Materials(in millions)

broadridge analysis of traditional and notice & access issuers: n&a adoption, distribution...

Investor Relations