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: 811-22626
SALIENT MIDSTREAM & MLP FUND
(Exact name of registrant as specified in charter)
4265 SAN FELIPE, SUITE 800
HOUSTON, TEXAS 77027
(Address of principal executive offices) (Zip code)
George Zornada, Esq.
K&L Gates
State Street Financial Center
One Lincoln Street
Boston, Ma 02111
(Name and address of agent for service)
Registrant’s telephone number, including area code: (713) 993-4001
Date of fiscal year end: November 30
Date of reporting period: July 1, 2013 through June 30, 2014
Form N-PX is to be used by a registered management investment company, other than a small business investment company registered on Form N-5 (§§ 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August 31 of each year, containing the registrant’s proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
PROXY VOTING RECORD
FOR PERIOD JULY 1, 2013 TO JUNE 30, 2014
Salient Midstream & MLP Fund
| GOLAR LNG PARTNERS LP | ||||||||
| Security | Y2745C102 | Meeting Type | Annual | |||||
| Ticker Symbol | GMLP | Meeting Date | 20-Sep-2013 | |||||
| ISIN | MHY2745C1021 | Agenda | 933863929 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||||||
| 1 | TO ELECT BART VELDHUIZEN AS A CLASS I DIRECTOR OF THE PARTNERSHIP WHOSE TERM WILL EXPIRE AT THE 2016 ANNUAL MEETING OF LIMITED PARTNERS. | Management | For | For | ||||||
Salient Midstream & MLP Fund
| ENTERPRISE PRODUCTS PARTNERS L.P. | ||||||||
| Security | 293792107 | Meeting Type | Special | |||||
| Ticker Symbol | EPD | Meeting Date | 30-Sep-2013 | |||||
| ISIN | US2937921078 | Agenda | 933872714 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||||||
| 1. | PROPOSAL TO APPROVE THE AMENDMENT AND RESTATEMENT OF THE 2008 ENTERPRISE PRODUCTS LONG-TERM INCENTIVE PLAN. | Management | For | For | ||||||
| 2. | PROPOSAL TO APPROVE THE AMENDMENT AND RESTATEMENT OF THE EPD UNIT PURCHASE PLAN. | Management | For | For | ||||||
Salient Midstream & MLP Fund
| PLAINS ALL AMERICAN PIPELINE, L.P. | ||||||||
| Security | 726503105 | Meeting Type | Special | |||||
| Ticker Symbol | PAA | Meeting Date | 19-Nov-2013 | |||||
| ISIN | US7265031051 | Agenda | 933884783 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||||||
| 1. | PROPOSAL TO APPROVE THE PLAINS ALL AMERICAN 2013 LONG-TERM INCENTIVE PLAN. | Management | For | For | ||||||
| 2. | PROPOSAL TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING TO A LATER DATE OR DATES, IF DEEMED NECESSARY OR APPROPRIATE BY OUR GENERAL PARTNER, TO SOLICIT ADDITIONAL PROXIES. | Management | For | For | ||||||
Salient Midstream & MLP Fund
| NAVIOS MARITIME PARTNERS L.P. | ||||||||
| Security | Y62267102 | Meeting Type | Annual | |||||
| Ticker Symbol | NMM | Meeting Date | 04-Dec-2013 | |||||
| ISIN | MHY622671029 | Agenda | 933893059 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||||||
| 1. | DIRECTOR | Management | ||||||||
| 1 DIMITRIS P. GKOURAS |
For | For | ||||||||
| 2. | PROPOSAL TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS AS THE COMPANY’S INDEPENDENT PUBLIC ACCOUNTANTS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2013. | Management | For | For | ||||||
Salient Midstream & MLP Fund
| LINN ENERGY, LLC | ||||||||
| Security | 536020100 | Meeting Type | Annual | |||||
| Ticker Symbol | LINE | Meeting Date | 16-Dec-2013 | |||||
| ISIN | US5360201009 | Agenda | 933900486 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||||||
| 1. | DIRECTOR | Management | ||||||||
| 1 GEORGE A. ALCORN |
For | For | ||||||||
| 2 DAVID D. DUNLAP |
For | For | ||||||||
| 3 MARK E. ELLIS |
For | For | ||||||||
| 4 MICHAEL C. LINN |
For | For | ||||||||
| 5 JOSEPH P. MCCOY |
For | For | ||||||||
| 6 JEFFREY C. SWOVELAND |
For | For | ||||||||
| 2. | RATIFICATION OF THE SELECTION OF KPMG LLP AS INDEPENDENT PUBLIC ACCOUNTANT FOR LINN FOR 2013. | Management | For | For | ||||||
| 3. | APPROVAL OF THE ISSUANCE OF LINN UNITS TO LINNCO, LLC (“LINNCO”) IN EXCHANGE FOR THE CONTRIBUTION OF BERRY PETROLEUM COMPANY (“BERRY”) TO LINN PURSUANT TO THE TRANSACTIONS CONTEMPLATED BY THE AGREEMENT AND PLAN OF MERGER, DATED AS OF FEBRUARY 20, 2013, AS AMENDED BY AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER, DATED AS OF NOVEMBER 3, 2013, AND AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER, DATED AS OF NOVEMBER 13, 2013, BY AND AMONG BERRY, BACCHUS HOLDCO, INC., A DIRECT WHOLLY OWNED SUBSIDIARY OF (DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). | Management | For | For | ||||||
| 4. | APPROVAL OF AN AMENDMENT AND RESTATEMENT OF THE LINN ENERGY, LLC AMENDED AND RESTATED LONG -TERM INCENTIVE PLAN (THE “LTIP”), WHICH INCREASES THE TOTAL NUMBER OF LINN UNITS AUTHORIZED TO BE ISSUED UNDER THE LTIP FROM 12,200,000 UNITS TO 21,000,000 UNITS. | Management | For | For | ||||||
| 5. | APPROVAL OF ANY ADJOURNMENT OF THE LINN ANNUAL MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IN FAVOR OF ALL OF THE PROPOSALS VOTED ON BY THE LINN UNITHOLDERS AT THE LINN ANNUAL MEETING. | Management | For | For | ||||||
Salient Midstream & MLP Fund
| LINNCO, LLC | ||||||||
| Security | 535782106 | Meeting Type | Annual | |||||
| Ticker Symbol | LNCO | Meeting Date | 16-Dec-2013 | |||||
| ISIN | US5357821066 | Agenda | 933900498 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||||||
| 1. | APPROVAL OF THE ISSUANCE OF LINNCO, LLC (“LINNCO”) COMMON SHARES TO THE STOCKHOLDERS OF BERRY PETROLEUM COMPANY (“BERRY”), PURSUANT TO THE AGREEMENT AND PLAN OF MERGER, DATED AS OF FEBRUARY 20, 2013, AS AMENDED BY AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER, DATED AS OF NOVEMBER 3, 2013, AND AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF MERGER, DATED AS OF NOVEMBER 13, 2013, BY AND AMONG BERRY, BACCHUS HOLDCO, INC., A DIRECT WHOLLY OWNED SUBSIDIARY OF BERRY (“HOLDCO”), BACCHUS (DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). | Management | For | For | ||||||
| 2. | APPROVAL OF CERTAIN AMENDMENTS TO THE LIMITED LIABILITY COMPANY AGREEMENT OF LINNCO THAT WILL BE IN EFFECT ONLY FOR PURPOSES OF THE TRANSACTIONS DESCRIBED IN THE JOINT PROXY STATEMENT/ PROSPECTUS, INCLUDING (1) TO PERMIT LINNCO TO ACQUIRE MORE THAN ONE LINN UNIT FOR EACH LINNCO COMMON SHARE THAT IT ISSUES IN CONNECTION WITH THE TRANSACTIONS DESCRIBED IN THE JOINT PROXY STATEMENT/PROSPECTUS, (2) TO PROVIDE THAT THE CONTRIBUTION BY LINNCO TO LINN OF ASSETS THAT LINNCO RECEIVES IN SUCH (DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL). | Management | For | For | ||||||
| 3. | APPROVAL OF CERTAIN AMENDMENTS TO THE LIMITED LIABILITY COMPANY AGREEMENT OF LINNCO AS DESCRIBED ABOVE THAT WILL CONTINUE TO BE IN EFFECT AFTER THE CLOSING OF THE TRANSACTIONS DESCRIBED IN THE JOINT PROXY STATEMENT/PROSPECTUS (INCLUDING FOR PURPOSES OF ANY SIMILAR TRANSACTIONS IN THE FUTURE). | Management | For | For | ||||||
| 4. | DIRECTOR | Management | ||||||||
| 1 GEORGE A. ALCORN |
For | For | ||||||||
| 2 DAVID D. DUNLAP |
For | For | ||||||||
| 3 MARK E. ELLIS |
For | For | ||||||||
| 4 MICHAEL C. LINN |
For | For | ||||||||
| 5 JOSEPH P. MCCOY |
For | For | ||||||||
| 6 JEFFREY C. SWOVELAND |
For | For | ||||||||
Salient Midstream & MLP Fund
| 5. | APPROVAL OF THE RATIFICATION OF THE SELECTION OF KPMG LLP AS INDEPENDENT PUBLIC ACCOUNTANT FOR LINN FOR 2013. | Management | For | For | ||||||
| 6. | APPROVAL OF THE ISSUANCE OF LINN UNITS TO LINNCO IN EXCHANGE FOR THE CONTRIBUTION OF BERRY TO LINN PURSUANT TO THE TRANSACTIONS CONTEMPLATED BY THE MERGER AGREEMENT AND THE CONTRIBUTION AGREEMENT DATED FEBRUARY 20, 2013, BY AND BETWEEN LINNCO AND LINN, AS AMENDED BY AMENDMENT NO. 1 TO CONTRIBUTION AGREEMENT, DATED AS OF NOVEMBER 3, 2013. | Management | For | For | ||||||
| 7. | APPROVAL OF AN AMENDMENT AND RESTATEMENT OF THE LINN ENERGY, LLC AMENDED AND RESTATED LONG -TERM INCENTIVE PLAN (THE “LTIP”), WHICH INCREASES THE TOTAL NUMBER OF LINN UNITS AUTHORIZED TO BE ISSUED UNDER THE LTIP FROM 12,200,000 UNITS TO 21,000,000 UNITS. | Management | For | For | ||||||
| 8. | APPROVAL OF ANY ADJOURNMENT OF THE LINN ANNUAL MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IN FAVOR OF ALL OF THE PROPOSALS VOTED ON BY THE LINN UNITHOLDERS AT THE LINN ANNUAL MEETING. | Management | For | For | ||||||
| 9. | APPROVAL OF THE RATIFICATION OF THE SELECTION OF KPMG LLP AS INDEPENDENT PUBLIC ACCOUNTANT FOR LINNCO FOR 2013. | Management | For | For | ||||||
| 10. | APPROVAL OF ANY ADJOURNMENT OF THE LINNCO ANNUAL MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IN FAVOR OF ALL OF THE FOREGOING PROPOSALS. | Management | For | For | ||||||
Salient Midstream & MLP Fund
| CROSSTEX ENERGY, INC. | ||||||||
| Security | 22765Y104 | Meeting Type | Special | |||||
| Ticker Symbol | XTXI | Meeting Date | 07-Mar-2014 | |||||
| ISIN | US22765Y1047 | Agenda | 933923345 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||||||
| 1. | PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF OCTOBER 21, 2013, AS SUCH AGREEMENT MAY BE AMENDED FROM TIME TO TIME, BY AND AMONG CROSSTEX ENERGY, INC. (“CROSSTEX”), DEVON ENERGY CORPORATION (“DEVON”), ACACIA NATURAL GAS CORP I, INC. (“NEW ACACIA”), ENLINK MIDSTREAM, LLC (FORMERLY KNOWN AS NEW (DUE TO SPACE LIMITS, SEE PROXY STATEMENT FOR FULL PROPOSAL) | Management | For | For | ||||||
| 2. | PROPOSAL TO APPROVE ADJOURNMENT OF THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IN FAVOR OF PROPOSAL 1 | Management | For | For | ||||||
| 3. | PROPOSAL TO APPROVE, ON AN ADVISORY (NON-BINDING) BASIS, A RESOLUTION REGARDING THE COMPENSATION PAYMENTS THAT WILL OR MAY BE PAID BY CROSSTEX TO ITS NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE CROSSTEX MERGER | Management | For | For | ||||||
Salient Midstream & MLP Fund
| SPECTRA ENERGY CORP | ||||||||
| Security | 847560109 | Meeting Type | Annual | |||||
| Ticker Symbol | SE | Meeting Date | 15-Apr-2014 | |||||
| ISIN | US8475601097 | Agenda | 933927634 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||||||
| 1A. | ELECTION OF DIRECTOR: GREGORY L. EBEL | Management | For | For | ||||||
| 1B. | ELECTION OF DIRECTOR: AUSTIN A. ADAMS | Management | For | For | ||||||
| 1C. | ELECTION OF DIRECTOR: JOSEPH ALVARADO | Management | For | For | ||||||
| 1D. | ELECTION OF DIRECTOR: PAMELA L. CARTER | Management | For | For | ||||||
| 1E. | ELECTION OF DIRECTOR: CLARENCE P. CAZALOT, JR. | Management | For | For | ||||||
| 1F. | ELECTION OF DIRECTOR: F. ANTHONY COMPER | Management | For | For | ||||||
| 1G. | ELECTION OF DIRECTOR: PETER B. HAMILTON | Management | For | For | ||||||
| 1H. | ELECTION OF DIRECTOR: MICHAEL MCSHANE | Management | For | For | ||||||
| 1I. | ELECTION OF DIRECTOR: MICHAEL G. MORRIS | Management | For | For | ||||||
| 1J. | ELECTION OF DIRECTOR: MICHAEL E.J. PHELPS | Management | For | For | ||||||
| 2. | RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS SPECTRA ENERGY CORP’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2014. | Management | For | For | ||||||
| 3. | AN ADVISORY RESOLUTION TO APPROVE EXECUTIVE COMPENSATION. | Management | For | For | ||||||
| 4. | SHAREHOLDER PROPOSAL CONCERNING DISCLOSURE OF POLITICAL CONTRIBUTIONS. | Shareholder | Against | For | ||||||
| 5. | SHAREHOLDER PROPOSAL CONCERNING METHANE EMISSIONS TARGET. | Shareholder | Against | For | ||||||
Salient Midstream & MLP Fund
| LINNCO, LLC | ||||||||
| Security | 535782106 | Meeting Type | Annual | |||||
| Ticker Symbol | LNCO | Meeting Date | 22-Apr-2014 | |||||
| ISIN | US5357821066 | Agenda | 933935491 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||||||
| 1. | DIRECTOR | Management | ||||||||
| 1 MARK E. ELLIS |
For | For | ||||||||
| 2 DAVID D. DUNLAP |
For | For | ||||||||
| 3 STEPHEN J. HADDEN |
For | For | ||||||||
| 4 MICHAEL C. LINN |
For | For | ||||||||
| 5 JOSEPH P. MCCOY |
For | For | ||||||||
| 6 JEFFREY C. SWOVELAND |
For | For | ||||||||
| 2. | TO RATIFY THE APPOINTMENT OF KPMG LLP AS INDEPENDENT PUBLIC ACCOUNTANT OF LINN FOR THE FISCAL YEAR ENDING DECEMBER 31, 2014. | Management | For | For | ||||||
| 3. | TO PROVIDE A NON-BINDING ADVISORY VOTE APPROVING LINN’S EXECUTIVE COMPENSATION PROGRAM. | Management | Against | Against | ||||||
| 4. | TO RATIFY THE APPOINTMENT OF KPMG LLP AS INDEPENDENT PUBLIC ACCOUNTANT OF LINNCO, LLC (“LINNCO”) FOR THE FISCAL YEAR ENDING DECEMBER 31, 2014. | Management | For | For | ||||||
Salient Midstream & MLP Fund
| NRG YIELD, INC. | ||||||||
| Security | 62942X108 | Meeting Type | Annual | |||||
| Ticker Symbol | NYLD | Meeting Date | 06-May-2014 | |||||
| ISIN | US62942X1081 | Agenda | 933948309 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||||||
| 1. | DIRECTOR | Management | ||||||||
| 1 DAVID CRANE |
Withheld | Against | ||||||||
| 2 JOHN F. CHLEBOWSKI |
For | For | ||||||||
| 3 KIRKLAND B. ANDREWS |
Withheld | Against | ||||||||
| 4 BRIAN R. FORD |
For | For | ||||||||
| 5 MAURICIO GUTIERREZ |
Withheld | Against | ||||||||
| 6 FERRELL P. MCCLEAN |
For | For | ||||||||
| 7 CHRISTOPHER S. SOTOS |
Withheld | Against | ||||||||
| 2. | TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2014. | Management | For | For | ||||||
Salient Midstream & MLP Fund
| KINDER MORGAN, INC. | ||||||||
| Security | 49456B101 | Meeting Type | Annual | |||||
| Ticker Symbol | KMI | Meeting Date | 19-May-2014 | |||||
| ISIN | US49456B1017 | Agenda | 933968793 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||||||
| 1. | DIRECTOR | Management | ||||||||
| 1 RICHARD D. KINDER |
For | For | ||||||||
| 2 STEVEN J. KEAN |
For | For | ||||||||
| 3 ANTHONY W. HALL, JR. |
For | For | ||||||||
| 4 DEBORAH A. MACDONALD |
For | For | ||||||||
| 5 MICHAEL J. MILLER |
For | For | ||||||||
| 6 MICHAEL C. MORGAN |
For | For | ||||||||
| 7 FAYEZ SAROFIM |
For | For | ||||||||
| 8 C. PARK SHAPER |
For | For | ||||||||
| 9 JOEL V. STAFF |
For | For | ||||||||
| 10 JOHN M. STOKES |
For | For | ||||||||
| 11 ROBERT F. VAGT |
For | For | ||||||||
| 2. | RATIFICATION OF THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2014. | Management | For | For | ||||||
| 3. | STOCKHOLDER PROPOSAL RELATING TO A REPORT ON OUR COMPANY’S RESPONSE TO CLIMATE CHANGE. | Shareholder | Against | For | ||||||
| 4. | STOCKHOLDER PROPOSAL RELATING TO A REPORT ON METHANE EMISSIONS AND PIPELINE MAINTENANCE. | Shareholder | Against | For | ||||||
| 5. | STOCKHOLDER PROPOSAL RELATING TO AN ANNUAL SUSTAINABILITY REPORT. | Shareholder | For | Against | ||||||
Salient Midstream & MLP Fund
| ONEOK, INC. | ||||||||
| Security | 682680103 | Meeting Type | Annual | |||||
| Ticker Symbol | OKE | Meeting Date | 21-May-2014 | |||||
| ISIN | US6826801036 | Agenda | 933966078 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||||||
| 1A. | ELECTION OF DIRECTOR: JAMES C. DAY | Management | For | For | ||||||
| 1B. | ELECTION OF DIRECTOR: JULIE H. EDWARDS | Management | For | For | ||||||
| 1C. | ELECTION OF DIRECTOR: WILLIAM L. FORD | Management | For | For | ||||||
| 1D. | ELECTION OF DIRECTOR: JOHN W. GIBSON | Management | For | For | ||||||
| 1E. | ELECTION OF DIRECTOR: BERT H. MACKIE | Management | For | For | ||||||
| 1F. | ELECTION OF DIRECTOR: STEVEN J. MALCOLM | Management | For | For | ||||||
| 1G. | ELECTION OF DIRECTOR: JIM W. MOGG | Management | For | For | ||||||
| 1H. | ELECTION OF DIRECTOR: PATTYE L. MOORE | Management | For | For | ||||||
| 1I. | ELECTION OF DIRECTOR: GARY D. PARKER | Management | For | For | ||||||
| 1J. | ELECTION OF DIRECTOR: EDUARDO A. RODRIGUEZ | Management | For | For | ||||||
| 1K. | ELECTION OF DIRECTOR: TERRY K. SPENCER | Management | For | For | ||||||
| 2. | RATIFICATION OF THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF ONEOK, INC. | Management | For | For | ||||||
| 3. | AN ADVISORY VOTE TO APPROVE THE COMPANY’S EXECUTIVE COMPENSATION. | Management | For | For | ||||||
| 4. | A SHAREHOLDER PROPOSAL REGARDING PUBLICATION OF A REPORT ON METHANE EMISSIONS. | Shareholder | Against | For | ||||||
Salient Midstream & MLP Fund
| MACQUARIE INFRASTRUCTURE CO. LLC | ||||||||
| Security | 55608B105 | Meeting Type | Annual | |||||
| Ticker Symbol | MIC | Meeting Date | 21-May-2014 | |||||
| ISIN | US55608B1052 | Agenda | 933970940 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||||||
| 1. | DIRECTOR | Management | ||||||||
| 1 NORMAN H. BROWN, JR. |
For | For | ||||||||
| 2 GEORGE W. CARMANY, III |
For | For | ||||||||
| 3 H.E. (JACK) LENTZ |
For | For | ||||||||
| 4 OUMA SANANIKONE |
For | For | ||||||||
| 5 WILLIAM H. WEBB |
Withheld | Against | ||||||||
| 2. | THE RATIFICATION OF THE SELECTION OF KPMG LLP AS OUR INDEPENDENT AUDITOR FOR THE FISCAL YEAR ENDING DECEMBER 31, 2014. | Management | For | For | ||||||
| 3. | THE APPROVAL, ON AN ADVISORY BASIS, OF EXECUTIVE COMPENSATION. | Management | For | For | ||||||
| 4. | THE APPROVAL OF THE 2014 INDEPENDENT DIRECTORS EQUITY PLAN. | Management | For | For | ||||||
Salient Midstream & MLP Fund
| THE WILLIAMS COMPANIES, INC. | ||||||||
| Security | 969457100 | Meeting Type | Annual | |||||
| Ticker Symbol | WMB | Meeting Date | 22-May-2014 | |||||
| ISIN | US9694571004 | Agenda | 933985294 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||||||
| 1A. | ELECTION OF DIRECTOR: ALAN S. ARMSTRONG | Management | For | For | ||||||
| 1B. | ELECTION OF DIRECTOR: JOSEPH R. CLEVELAND | Management | For | For | ||||||
| 1C. | ELECTION OF DIRECTOR: KATHLEEN B. COOPER | Management | For | For | ||||||
| 1D. | ELECTION OF DIRECTOR: JOHN A. HAGG | Management | For | For | ||||||
| 1E. | ELECTION OF DIRECTOR: JUANITA H. HINSHAW | Management | For | For | ||||||
| 1F. | ELECTION OF DIRECTOR: RALPH IZZO | Management | For | For | ||||||
| 1G. | ELECTION OF DIRECTOR: FRANK T. MACINNIS | Management | For | For | ||||||
| 1H. | ELECTION OF DIRECTOR: ERIC W. MANDELBLATT | Management | For | For | ||||||
| 1I. | ELECTION OF DIRECTOR: STEVEN W. NANCE | Management | For | For | ||||||
| 1J. | ELECTION OF DIRECTOR: MURRAY D. SMITH | Management | For | For | ||||||
| 1K. | ELECTION OF DIRECTOR: JANICE D. STONEY | Management | For | For | ||||||
| 1L. | ELECTION OF DIRECTOR: LAURA A. SUGG | Management | For | For | ||||||
| 2. | APPROVAL OF THE AMENDMENT TO THE WILLIAMS COMPANIES, INC. 2007 INCENTIVE PLAN. | Management | For | For | ||||||
| 3. | APPROVAL OF THE AMENDMENT TO THE WILLIAMS COMPANIES, INC. 2007 EMPLOYEE STOCK PURCHASE PLAN. | Management | For | For | ||||||
| 4. | RATIFICATION OF ERNST & YOUNG LLP AS AUDITORS FOR 2014. | Management | For | For | ||||||
| 5. | APPROVAL, BY NONBINDING ADVISORY VOTE, OF THE COMPANY’S EXECUTIVE COMPENSATION. | Management | For | For | ||||||
Salient Midstream & MLP Fund
| BUCKEYE PARTNERS, L.P. | ||||||||
| Security | 118230101 | Meeting Type | Annual | |||||
| Ticker Symbol | BPL | Meeting Date | 03-Jun-2014 | |||||
| ISIN | US1182301010 | Agenda | 933992580 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||||||
| 1. | DIRECTOR | Management | ||||||||
| 1 FORREST E. WYLIE |
For | For | ||||||||
| 2 BARBARA J. DUGANIER |
For | For | ||||||||
| 3 JOSEPH A. LASALA, JR. |
For | For | ||||||||
| 4 MARTIN A. WHITE |
For | For | ||||||||
| 2. | THE RATIFICATION OF THE SELECTION OF DELOITTE & TOUCHE LLP AS BUCKEYE PARTNERS, L.P.’S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR 2014. | Management | For | For | ||||||
| 3. | THE APPROVAL, IN AN ADVISORY VOTE, OF THE COMPENSATION OF BUCKEYE’S NAMED EXECUTIVE OFFICERS AS DESCRIBED IN OUR PROXY STATEMENT PURSUANT TO ITEM 402 OF REGULATION S-K. | Management | Against | Against | ||||||
Salient Midstream & MLP Fund
| MARKWEST ENERGY PARTNERS LP | ||||||||
| Security | 570759100 | Meeting Type | Annual | |||||
| Ticker Symbol | MWE | Meeting Date | 06-Jun-2014 | |||||
| ISIN | US5707591005 | Agenda | 934004906 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||||||
| 1. | DIRECTOR | Management | ||||||||
| 1 FRANK M. SEMPLE |
For | For | ||||||||
| 2 DONALD D. WOLF |
For | For | ||||||||
| 3 W.A. BRUCKMANN III |
For | For | ||||||||
| 4 MICHAEL L. BEATTY |
For | For | ||||||||
| 5 CHARLES K. DEMPSTER |
For | For | ||||||||
| 6 DONALD C. HEPPERMANN |
For | For | ||||||||
| 7 RANDALL J. LARSON |
For | For | ||||||||
| 8 ANNE E. FOX MOUNSEY |
For | For | ||||||||
| 9 WILLIAM P. NICOLETTI |
For | For | ||||||||
| 2 | TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF THE PARTNERSHIP’S NAMED EXECUTIVE OFFICERS AS DESCRIBED IN THE PARTNERSHIP’S PROXY STATEMENT FOR THE 2014 ANNUAL MEETING OF COMMON UNITHOLDERS. | Management | Against | Against | ||||||
| 3 | RATIFICATION OF DELOITTE & TOUCHE LLP AS THE PARTNERSHIP’S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2014. | Management | For | For | ||||||
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Registrant: | Salient Midstream & MLP Fund |
| By: | /s/ Greg A. Reid | |
| Greg A. Reid | ||
| Chief Executive Officer | ||
| Date: | August 28 2014 | |