An anonymous postcard to Crestview shareholders, arriving today, shouts that proxy votes are not “GUARANTEED OR VERIFIABLE.” That is not true, but tarnishing the integrity of the proxy process does fit the most recent election strategy of one candidate, Katie Teague, and will interfere with efforts to obtain a quorum.
If you mailed in a proxy marked FOR Katie Teague and WITHHOLD for all other candidates, as she has recently been asking supporters to do, all cumulative votes will be cast for her and only her. Your proxy holder is not allowed to “substitute votes” or to “allocate” cumulative votes to anybody else. That is true whether you used the white proxy or the green proxy. Isn’t that the result you wanted? Of course, you may revoke your proxy by attending the meeting and voting in person, but you do not have to vote in person to get that result.
On the other hand, if you marked your white proxy according to Teague’s original request—FOR all challengers and your “favorite incumbent” and WITHHOLD for all other incumbents, your cumulative votes may be allocated among candidates in ways you did not expect. (We explained that here.) The holders of the white proxies are not allowed to allocate cumulative votes to any incumbents except the one you marked FOR. If a lot of shareholders have the same favorite incumbent, that incumbent will surely be reelected; if there are two favored incumbents, both could be reelected. Other scenarios are possible, but at some point the holders of the white proxies may choose to allocate cumulative votes to one or more of their “favorite challengers.”
However, Teague may have recently estimated that she is the challenger least likely to be allocated any cumulative votes by the holders of white proxies. Similarly, the green proxy holders, Muro and Stephenson, will prioritize reelecting themselves. After that, if they have cumulative votes left over, they are as likely to allocate them to incumbents as to Teague. It appears Teague is trying to correct her own strategic error by falsely denigrating the integrity of the whole proxy process.
The independent Inspector of Elections will deem valid every proxy that is mailed directly to her office via USPS, or handed to her at the Meeting, by the shareholder signing and dating it. On the other hand, every proxy that has a third party in the chain of custody will get “further examination” before she deems it valid. Further examination will consist of the Inspector contacting shareholders by phone or email, which should be routine. If you want to modify how you voted your proxy, you can submit a new proxy, which will supersede the one(s) on file–or you can go to the Meeting and vote a ballot–but either way there is nothing underhanded about the, admittedly-complicated, proxy process.
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