Big Pharma Split Corp. PRM PRM.A Meeting Date Range: 01-Jul-2018 - 30-Jun-2019

Proxy Voting Report

ABBVIE INC.

Security: 00287Y109 Agenda Number: 934949162 Ticker: ABBV Meeting Type: Annual ISIN: US00287Y1091 Meeting Date: 5/3/2019

Prop. # Proposal Proposed by Proposal Vote For/Against Management's Recommendation

1. DIRECTOR 1 William H.L. Burnside Mgmt For For 2 Brett J. Hart Mgmt For For 3 Edward J. Rapp Mgmt For For 2. Ratification of Ernst & Young LLP as AbbVie's Mgmt For For independent registered public accounting firm for 2019 3. Say on Pay - An advisory vote on the Mgmt For For approval of executive compensation 4. Approval of a management proposal Mgmt For For regarding amendment of the certificate of incorporation for a simple majority vote 5. Stockholder Proposal - to Issue an Annual Shr Against For Report on Lobbying 6. Stockholder Proposal - to Issue a Shr Against For Compensation Committee Report on Drug Pricing 7. Stockholder Proposal - to Adopt a Policy to Shr Against For Require Independent Chairman

AMGEN INC.

Security: 031162100 Agenda Number: 934979266 Ticker: AMGN Meeting Type: Annual ISIN: US0311621009 Meeting Date: 5/21/2019

Prop. # Proposal Proposed by Proposal Vote For/Against Management's Recommendation

1a. Election of Director: Dr. Wanda M. Austin Mgmt For For 1b. Election of Director: Mr. Robert A. Bradway Mgmt For For 1c. Election of Director: Dr. Brian J. Druker Mgmt For For 1d. Election of Director: Mr. Robert A. Eckert Mgmt For For 1e. Election of Director: Mr. Greg C. Garland Mgmt For For 1f. Election of Director: Mr. Fred Hassan Mgmt For For 1g. Election of Director: Dr. Rebecca M. Mgmt For For Henderson 1h. Election of Director: Mr. Charles M. Holley, Jr. Mgmt For For 1i. Election of Director: Dr. Tyler Jacks Mgmt For For 1j. Election of Director: Ms. Ellen J. Kullman Mgmt For For 1k. Election of Director: Dr. Ronald D. Sugar Mgmt For For 1l. Election of Director: Dr. R. Sanders Williams Mgmt For For 3. To ratify the selection of Ernst & Young LLP Mgmt For For as our independent registered public accountants for the fiscal year ending December 31, 2019.

ASTRAZENECA PLC

Security: 046353108 Agenda Number: 934956434 Ticker: AZN Meeting Type: Annual ISIN: US0463531089 Meeting Date: 4/26/2019

Prop. # Proposal Proposed by Proposal Vote For/Against Management's Recommendation

1. To receive the Company's Accounts, the Mgmt For For Reports of the Directors and Auditor and the Strategic Report for the year ended 31 December 2018 2. To confirm dividends Mgmt For For 3. To reappoint PricewaterhouseCoopers LLP as Mgmt For For Auditor 4. To authorise the Directors to agree the Mgmt For For remuneration of the Auditor 5a. To elect or re-elect of the Director: Leif Mgmt For For Johansson 5b. To elect or re-elect of the Director: Pascal Mgmt For For Soriot 5c. To elect or re-elect of the Director: Marc Mgmt For For Dunoyer 5d. To elect or re-elect of the Director: Geneviève Mgmt For For Berger 5e. To elect or re-elect of the Director: Philip Mgmt For For Broadley 5f. To elect or re-elect of the Director: Graham Mgmt For For Chipchase 5g. To elect or re-elect of the Director: Deborah Mgmt For For DiSanzo 5h. To elect or re-elect of the Director: Sheri Mgmt For For McCoy 5i. To elect or re-elect of the Director: Tony Mok Mgmt For For 5j. To elect or re-elect of the Director: Nazneen Mgmt For For Rahman 5k. To elect or re-elect of the Director: Marcus Mgmt For For Wallenberg 6. To approve the Annual Report on Mgmt For For Remuneration for the year ended 31 December 2018 7. To authorise limited political donations Mgmt For For 8. To authorise the Directors to allot shares Mgmt For For 9. To authorise the Directors to disapply pre- Mgmt For For emption rights 10. To authorise the Directors to further disapply Mgmt For For pre-emption rights for acquisitions and specified capital investments 11. To authorise the Company to purchase its Mgmt For For own shares 12. To reduce the notice period for general Mgmt For For meetings

BRISTOL-MYERS SQUIBB COMPANY

Security: 110122108 Agenda Number: 934939654 Ticker: BMY Meeting Type: Contested Special ISIN: US1101221083 Meeting Date: 4/12/2019

Prop. # Proposal Proposed by Proposal Vote For/Against Management's Recommendation 1. Stock Issuance Proposal: To approve the Mgmt For For issuance of shares of Bristol-Myers Squibb Company common stock to stockholders of Celgene Corporation in the merger between Celgene Corporation and Burgundy Merger Sub, Inc., a wholly-owned subsidiary of Bristol-Myers Squibb Company, pursuant to the terms and conditions of the Agreement and Plan of Merger, dated as of January 2, 2019, as it may be amended from time to time, among Bristol-Myers Squibb Company, Burgundy Merger Sub, Inc. and Celgene Corporation.

2. Adjournment Proposal: To approve the Mgmt For For adjournment from time to time of the special meeting of the stockholders of Bristol- Myers Squibb Company if necessary to solicit additional proxies if there are not sufficient votes at the time of the special meeting, or any adjournment or postponement thereof, to approve the Stock Issuance Proposal.

BRISTOL-MYERS SQUIBB COMPANY

Security: 110122108 Agenda Number: 935021458 Ticker: BMY Meeting Type: Annual ISIN: US1101221083 Meeting Date: 5/29/2019

Prop. # Proposal Proposed by Proposal Vote For/Against Management's Recommendation

1A. Election of Director: Peter J. Arduini Mgmt For For 1B. Election of Director: Robert Bertolini Mgmt For For 1C. Election of Director: Giovanni Caforio, M.D. Mgmt For For 1D. Election of Director: Matthew W. Emmens Mgmt For For 1E. Election of Director: Michael Grobstein Mgmt For For 1F. Election of Director: Alan J. Lacy Mgmt For For 1G. Election of Director: Dinesh C. Paliwal Mgmt For For 1H. Election of Director: Theodore R. Samuels Mgmt For For 1I. Election of Director: Vicki L. Sato, Ph.D. Mgmt For For 1J. Election of Director: Gerald L. Storch Mgmt For For 1K. Election of Director: Karen H. Vousden, Ph.D. Mgmt For For 2. Advisory vote to approve the compensation of Mgmt For For our Named Executive Officers

3. Ratification of the appointment of an Mgmt For For independent registered public accounting firm

4. Shareholder Proposal on Right to Act by Shr Against For Written Consent

ELI LILLY AND COMPANY

Security: 532457108 Agenda Number: 934940215 Ticker: LLY Meeting Type: Annual ISIN: US5324571083 Meeting Date: 5/6/2019

Prop. # Proposal Proposed by Proposal Vote For/Against Management's Recommendation

1a. Election of director for three-year term: R. Mgmt For For Alvarez 1b. Election of director for three-year term: C. R. Mgmt For For Bertozzi 1c. Election of director for three-year term: J. R. Mgmt For For Luciano 1d. Election of director for three-year term: K. P. Mgmt For For Seifert 2. Approval, by non-binding vote, of the Mgmt For For compensation paid to the company's named executive officers. 3. Ratification of Ernst & Young LLP as the Mgmt For For principal independent auditor for 2019. 4. Approve amendments to the Articles of Mgmt For For Incorporation to eliminate the classified board structure. 5. Approve amendments to the Articles of Mgmt For For Incorporation to eliminate all supermajority voting provisions. 6. Shareholder proposal requesting a report Shr Against For regarding direct and indirect political expenditures. GLAXOSMITHKLINE PLC

Security: 37733W105 Agenda Number: 934979925 Ticker: GSK Meeting Type: Annual ISIN: US37733W1053 Meeting Date: 5/8/2019

Prop. # Proposal Proposed by Proposal Vote For/Against Management's Recommendation

A1 To receive and adopt the 2018 Annual Report Mgmt For For A2 To approve the Annual report on remuneration Mgmt For For A3 To elect Iain Mackay as a Director Mgmt For For A4 To re-elect Philip Hampton as a Director Mgmt For For A5 To re-elect as a Director Mgmt For For A6 To re-elect Vindi Banga as a Director Mgmt For For A7 To re-elect Dr Hal Barron as a Director Mgmt For For A8 To re-elect Dr as a Director Mgmt For For A9 To re-elect as a Director Mgmt For For A10 To re-elect Dr as a Director Mgmt For For A11 To re-elect Dr Jesse Goodman as a Director Mgmt For For A12 To re-elect as a Director Mgmt For For A13 To re-elect as a Director Mgmt For For A14 To re-appoint the auditor Mgmt For For A15 To determine remuneration of the auditor Mgmt For For A16 To authorise the company and its subsidiaries Mgmt For For to make donations to political organisations and incur political expenditure A17 To authorise allotment of shares Mgmt For For A18 To disapply pre-emption rights - general Mgmt For For power (special resolution) A19 To disapply pre-emption rights - in connection Mgmt For For with an acquisition or specified capital investment (special resolution) A20 To authorise the company to purchase its own Mgmt For For shares (special resolution) A21 To authorise exemption from statement of Mgmt For For name of senior statutory auditor A22 To authorise reduced notice of a general Mgmt For For meeting other than an AGM (special resolution) 1 To approve the transaction between Mgmt For For GlaxoSmithKline plc, GlaxoSmithKline Consumer Healthcare Holdings Limited and Pfizer, Inc for the purposes of Chapter 11 of the Listing Rules of the Financial Conduct Authority

JOHNSON & JOHNSON

Security: 478160104 Agenda Number: 934938638 Ticker: JNJ Meeting Type: Annual ISIN: US4781601046 Meeting Date: 4/25/2019

Prop. # Proposal Proposed by Proposal Vote For/Against Management's Recommendation

1a. Election of Director: Mary C. Beckerle Mgmt For For 1b. Election of Director: D. Scott Davis Mgmt For For 1c. Election of Director: Ian E. L. Davis Mgmt For For 1d. Election of Director: Jennifer A. Doudna Mgmt For For 1e. Election of Director: Alex Gorsky Mgmt For For 1f. Election of Director: Marillyn A. Hewson Mgmt For For 1g. Election of Director: Mark B. McClellan Mgmt For For 1h. Election of Director: Anne M. Mulcahy Mgmt For For 1i. Election of Director: William D. Perez Mgmt For For 1j. Election of Director: Charles Prince Mgmt For For 1k. Election of Director: A. Eugene Washington Mgmt For For 1l. Election of Director: Ronald A. Williams Mgmt For For 2. Advisory Vote to Approve Named Executive Mgmt For For Officer Compensation. 3. Ratification of Appointment of Mgmt For For PricewaterhouseCoopers LLP as the Independent Registered Public Accounting Firm for 2019. 4. Shareholder Proposal - Clawback Disclosure Shr Against For 5. Shareholder Proposal - Executive Shr Against For Compensation and Drug Pricing Risks.

MERCK & CO., INC.

Security: 58933Y105 Agenda Number: 934988328 Ticker: MRK Meeting Type: Annual ISIN: US58933Y1055 Meeting Date: 5/28/2019

Prop. # Proposal Proposed by Proposal Vote For/Against Management's Recommendation

1a. Election of Director: Leslie A. Brun Mgmt For For 1b. Election of Director: Thomas R. Cech Mgmt For For 1c. Election of Director: Mary Ellen Coe Mgmt For For 1d. Election of Director: Pamela J. Craig Mgmt For For 1e. Election of Director: Kenneth C. Frazier Mgmt For For 1f. Election of Director: Thomas H. Glocer Mgmt For For 1g. Election of Director: Rochelle B. Lazarus Mgmt For For 1h. Election of Director: Paul B. Rothman Mgmt For For 1i. Election of Director: Patricia F. Russo Mgmt For For 1j. Election of Director: Inge G. Thulin Mgmt For For 1k. Election of Director: Wendell P. Weeks Mgmt For For 1l. Election of Director: Peter C. Wendell Mgmt For For 2. Non-binding advisory vote to approve the Mgmt For For compensation of our named executive officers. 3. Proposal to adopt the 2019 Incentive Stock Mgmt For For Plan. 4. Ratification of the appointment of the Mgmt For For Company's independent registered public accounting firm for 2019. 5. Shareholder proposal concerning an Shr Against For independent board chairman. 6. Shareholder proposal concerning executive Shr Against For incentives and stock buybacks. 7. Shareholder proposal concerning drug Shr Against For pricing.

PFIZER INC.

Security: 717081103 Agenda Number: 934942043 Ticker: PFE Meeting Type: Annual ISIN: US7170811035 Meeting Date: 4/25/2019

Prop. # Proposal Proposed by Proposal Vote For/Against Management's Recommendation

1a. Election of Director: Ronald E. Blaylock Mgmt For For 1b. Election of Director: Albert Bourla Mgmt For For 1c. Election of Director: W. Don Cornwell Mgmt For For 1d. Election of Director: Joseph J. Echevarria Mgmt For For 1e. Election of Director: Helen H. Hobbs Mgmt For For 1f. Election of Director: James M. Kilts Mgmt For For 1g. Election of Director: Dan R. Littman Mgmt For For 1h. Election of Director: Shantanu Narayen Mgmt For For 1i. Election of Director: Suzanne Nora Johnson Mgmt For For 1j. Election of Director: Ian C. Read Mgmt For For 1k. Election of Director: James C. Smith Mgmt For For 2. Ratify the selection of KPMG LLP as Mgmt For For independent registered public accounting firm for 2019 3. 2019 Advisory approval of executive Mgmt For For compensation 4. Approval of the Pfizer Inc. 2019 Stock Plan Mgmt For For 5. Shareholder proposal regarding right to act by Shr Against For written consent 6. Shareholder proposal regarding report on Shr Against For lobbying activities 7. Shareholder proposal regarding independent Shr Against For chair policy 8. Shareholder proposal regarding integrating Shr Against For drug pricing into executive compensation policies and programs SANOFI

Security: 80105N105 Agenda Number: 934992606 Ticker: SNY Meeting Type: Annual ISIN: US80105N1054 Meeting Date: 4/30/2019

Prop. # Proposal Proposed by Proposal Vote For/Against Management's Recommendation

1. Approval of the individual company financial Mgmt For For statements for the year ended December 31, 2018 2. Approval of the consolidated financial Mgmt For For statements for the year ended December 31, 2018 3. Appropriation of profits for the year ended Mgmt For For December 31, 2018 and declaration of dividend 4. Reappointment of Serge Weinberg as a Mgmt For For Director 5. Reappointment of Suet-Fern Lee as a Mgmt For For Director 6. Ratification of the Board's appointment by Mgmt For For cooptation of Christophe Babule as Director 7. Compensation policy for the Chairman of the Mgmt For For Board of Directors 8. Compensation policy for the Chief Executive Mgmt For For Officer 9. Approval of the payment, in respect of the Mgmt For For year ended December 31, 2018, and of the award, of the fixed, variable and ..(Due to space limits, see proxy material for full proposal) 10. Approval of the payment, in respect of the Mgmt For For year ended December 31, 2018, and of the award, of the fixed, variable and ..(Due to space limits, see proxy material for full proposal) 11. Authorization granted to the Board of Mgmt For For Directors to carry out transactions in the Company's shares (usable outside the period of a public tender offer) 12. Authorization to the Board of Directors to Mgmt For For reduce the share capital by cancellation of treasury shares (usable outside the period of a public tender offer) 13. Delegation to the Board of Directors of Mgmt For For authority to decide to issue, with preemptive rights maintained, shares and/or ..(Due to space limits, see proxy material for full proposal) 14. Delegation to the Board of Directors of Mgmt For For authority to decide to issue, with preemptive rights cancelled, shares and/or ..(Due to space limits, see proxy material for full proposal) 15. Delegation to the Board of Directors of Mgmt For For authority to decide to issue, with preemptive rights cancelled, shares and/or ..(Due to space limits, see proxy material for full proposal) 16. Delegation to the Board of Directors of Mgmt For For authority to decide to issue debt instruments giving access to the share capital of ..(Due to space limits, see proxy material for full proposal) 17. Delegation to the Board of Directors of Mgmt For For authority to increase the number of shares to be issued in the event of an issue of ..(Due to space limits, see proxy material for full proposal) 18. Delegation to the Board of Directors of Mgmt For For authority with a view to the issuance, with preemptive rights cancelled, of shares ..(Due to space limits, see proxy material for full proposal) 19. Delegation to the Board of Directors of Mgmt For For authority to grant, without preemptive right, options to subscribe for or purchase shares 20. Authorization for the Board of Directors to Mgmt For For carry out consideration-free allotments of existing or new shares to some or all of the salaried employees and corporate officers of the Group 21. Delegation to the Board of Directors of Mgmt For For authority to decide to carry out increases in the share capital by incorporation of share premium, reserves, profits or other items (usable outside the period of a public tender offer) 22. Delegation to the Board of Directors of Mgmt For For authority to decide on the issuance of shares or securities giving access to the Company's share capital reserved for members of savings plans, with waiver of preemptive rights in their favor 23. Powers for formalities Mgmt For For