================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ----------------- FORM N-PX ----------------- ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act file number 811-05912 ----------------- MFS SPECIAL VALUE TRUST (Exact name of registrant as specified in charter) ----------------- 111 Huntington Avenue, Boston, Massachusetts 02199 (Address of principal executive offices) (Zip code) ----------------- Christopher R. Bohane Massachusetts Financial Services Company 111 Huntington Avenue Boston, Massachusetts 02199 (Name and address of agents for service) Registrant's telephone number, including area code: (617) 954-5000 ----------------- Date of fiscal year end: October 31 Date of reporting period: July 1, 2016 - June 30, 2017 ================================================================================ ITEM 1. PROXY VOTING RECORD. ******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-05912 Reporting Period: 07/01/2016 - 06/30/2017 MFS Special Value Trust =========================== MFS Special Value Trust ============================ 3M COMPANY Ticker: MMM Security ID: 88579Y101 Meeting Date: MAY 09, 2017 Meeting Type: Annual Record Date: MAR 14, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Sondra L. Barbour For For Management 1b Elect Director Thomas "Tony" K. Brown For For Management 1c Elect Director Vance D. Coffman For For Management 1d Elect Director David B. Dillon For For Management 1e Elect Director Michael L. Eskew For For Management 1f Elect Director Herbert L. Henkel For For Management 1g Elect Director Muhtar Kent For For Management 1h Elect Director Edward M. Liddy For For Management 1i Elect Director Gregory R. Page For For Management 1j Elect Director Inge G. Thulin For For Management 1k Elect Director Patricia A. Woertz 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 Adopt Holy Land Principles Against Against Shareholder -------------------------------------------------------------------------------- ACCENTURE PLC Ticker: ACN Security ID: G1151C101 Meeting Date: FEB 10, 2017 Meeting Type: Annual Record Date: DEC 12, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Jaime Ardila For For Management 1b Elect Director Charles H. Giancarlo For For Management 1c Elect Director Herbert Hainer For For Management 1d Elect Director William L. Kimsey For For Management 1e Elect Director Marjorie Magner For For Management 1f Elect Director Nancy McKinstry For For Management 1g Elect Director Pierre Nanterme For For Management 1h Elect Director Gilles C. Pelisson For For Management 1i Elect Director Paula A. Price For For Management 1j Elect Director Arun Sarin For For Management 1k Elect Director Frank K. Tang 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 Approve KPMG LLP as Auditors and For For Management Authorize Board to Fix Their Remuneration 5 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights 6 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights 7 Determine the Price Range at which For For Management Accenture Plc can Re-issue Shares that it Acquires as Treasury Stock -------------------------------------------------------------------------------- AON PLC Ticker: AON Security ID: G0408V102 Meeting Date: JUN 23, 2017 Meeting Type: Annual Record Date: APR 25, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lester B. Knight For For Management 1.2 Elect Director Gregory C. Case For For Management 1.3 Elect Director Jin-Yong Cai For For Management 1.4 Elect Director Fulvio Conti For For Management 1.5 Elect Director Cheryl A. Francis For For Management 1.6 Elect Director J. Michael Losh For For Management 1.7 Elect Director Robert S. Morrison For For Management 1.8 Elect Director Richard B. Myers For For Management 1.9 Elect Director Richard C. Notebaert For For Management 1.10 Elect Director Gloria Santona For For Management 1.11 Elect Director Carolyn Y. Woo 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 Approve Remuneration Policy For For Management 5 Advisory Vote to Ratify Directors' For For Management Remuneration Report 6 Accept Financial Statements and For For Management Statutory Reports 7 Ratify Ernst & Young LLP as Aon's For For Management Auditors 8 Ratify Ernst & Young LLP as Aon's U.K. For For Management Statutory Auditor 9 Authorize Board to Fix Remuneration of For For Management Auditors 10 Authorise Shares for Market Purchase For For Management 11 Issue of Equity or Equity-Linked For For Management Securities with Pre-emptive Rights 12 Issue of Equity or Equity-Linked For For Management Securities without Pre-emptive Rights 13 Approve Political Donations For For Management -------------------------------------------------------------------------------- BLACKROCK, INC. Ticker: BLK Security ID: 09247X101 Meeting Date: MAY 25, 2017 Meeting Type: Annual Record Date: MAR 30, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Abdlatif Yousef Al-Hamad For For Management 1b Elect Director Mathis Cabiallavetta For For Management 1c Elect Director Pamela Daley For For Management 1d Elect Director William S. Demchak For For Management 1e Elect Director Jessica P. Einhorn For For Management 1f Elect Director Laurence D. Fink For For Management 1g Elect Director Fabrizio Freda For For Management 1h Elect Director Murry S. Gerber For For Management 1i Elect Director James Grosfeld For For Management 1j Elect Director Robert S. Kapito For For Management 1k Elect Director Deryck Maughan For For Management 1l Elect Director Cheryl D. Mills For For Management 1m Elect Director Gordon M. Nixon For For Management 1n Elect Director Charles H. Robbins For For Management 1o Elect Director Ivan G. Seidenberg For For Management 1p Elect Director Marco Antonio Slim Domit For For Management 1q Elect Director John S. Varley For For Management 1r Elect Director Susan L. Wagner 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 Deloitte & Touche LLP as For For Management Auditors 5 Report on Proxy Voting and Executive Against Against Shareholder Compensation 6 Report on Lobbying Payments and Policy Against For Shareholder -------------------------------------------------------------------------------- CITIGROUP INC. Ticker: C Security ID: 172967424 Meeting Date: APR 25, 2017 Meeting Type: Annual Record Date: FEB 27, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Michael L. Corbat For For Management 1b Elect Director Ellen M. Costello For For Management 1c Elect Director Duncan P. Hennes For For Management 1d Elect Director Peter B. Henry For For Management 1e Elect Director Franz B. Humer For For Management 1f Elect Director Renee J. James For For Management 1g Elect Director Eugene M. McQuade For For Management 1h Elect Director Michael E. O'Neill For For Management 1i Elect Director Gary M. Reiner For For Management 1j Elect Director Anthony M. Santomero For For Management 1k Elect Director Diana L. Taylor For For Management 1l Elect Director William S. Thompson, Jr. For For Management 1m Elect Director James S. Turley For For Management 1n Elect Director Deborah C. Wright For For Management 1o Elect Director Ernesto Zedillo Ponce For For Management de Leon 2 Ratify KPMG 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 5 Demonstrate No Gender Pay Gap Against Against Shareholder 6 Appoint a Stockholder Value Committee Against Against Shareholder 7 Report on Lobbying Payments and Policy Against Against Shareholder 8 Claw-back of Payments under Against Against Shareholder Restatements 9 Limit/Prohibit Accelerated Vesting of Against Against Shareholder Awards -------------------------------------------------------------------------------- CVS HEALTH CORPORATION Ticker: CVS Security ID: 126650100 Meeting Date: MAY 10, 2017 Meeting Type: Annual Record Date: MAR 14, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Richard M. Bracken For For Management 1b Elect Director C. David Brown, II For For Management 1c Elect Director Alecia A. DeCoudreaux For For Management 1d Elect Director Nancy-Ann M. DeParle For For Management 1e Elect Director David W. Dorman For For Management 1f Elect Director Anne M. Finucane For Against Management 1g Elect Director Larry J. Merlo For For Management 1h Elect Director Jean-Pierre Millon For For Management 1i Elect Director Mary L. Schapiro For For Management 1j Elect Director Richard J. Swift For For Management 1k Elect Director William C. Weldon For For Management 1l Elect Director Tony L. White 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 5 Approve Omnibus Stock Plan For For Management 6 Reduce Ownership Threshold for Against For Shareholder Shareholders to Call Special Meeting 7 Report on Pay Disparity Against Against Shareholder 8 Adopt Quantitative Renewable Energy Against Against Shareholder Goals -------------------------------------------------------------------------------- DANAHER CORPORATION Ticker: DHR Security ID: 235851102 Meeting Date: MAY 09, 2017 Meeting Type: Annual Record Date: MAR 13, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Donald J. Ehrlich For For Management 1.2 Elect Director Linda Hefner Filler For For Management 1.3 Elect Director Robert J. Hugin For For Management 1.4 Elect Director Thomas P. Joyce, Jr. For For Management 1.5 Elect Director Teri List-Stoll For For Management 1.6 Elect Director Walter G. Lohr, Jr. For For Management 1.7 Elect Director Mitchell P. Rales For For Management 1.8 Elect Director Steven M. Rales For For Management 1.9 Elect Director John T. Schwieters For For Management 1.10 Elect Director Alan G. Spoon For For Management 1.11 Elect Director Raymond C. Stevens For For Management 1.12 Elect Director Elias A. Zerhouni For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Amend Omnibus Stock Plan For Against Management 4 Amend Executive Incentive Bonus Plan For For Management 5 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 6 Advisory Vote on Say on Pay Frequency One Year One Year Management 7 Report on Goals to Reduce Greenhouse Against Against Shareholder Gas Emissions -------------------------------------------------------------------------------- DUKE ENERGY CORPORATION Ticker: DUK Security ID: 26441C204 Meeting Date: MAY 04, 2017 Meeting Type: Annual Record Date: MAR 06, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael J. Angelakis For For Management 1.2 Elect Director Michael G. Browning For For Management 1.3 Elect Director Theodore F. Craver, Jr. For For Management 1.4 Elect Director Daniel R. DiMicco For For Management 1.5 Elect Director John H. Forsgren For For Management 1.6 Elect Director Lynn J. Good For For Management 1.7 Elect Director John T. Herron For For Management 1.8 Elect Director James B. Hyler, Jr. For For Management 1.9 Elect Director William E. Kennard For For Management 1.10 Elect Director E. Marie McKee For For Management 1.11 Elect Director Charles W. Moorman, IV For For Management 1.12 Elect Director Carlos A. Saladrigas For For Management 1.13 Elect Director Thomas E. Skains For For Management 1.14 Elect Director William E. Webster, Jr. For For Management 2 Ratify Deloitte & Touche 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 Eliminate Supermajority Vote For For Management Requirement 6 Report on Lobbying Expenses Against For Shareholder 7 Assess Portfolio Impacts of Policies Against For Shareholder to Meet 2 Degree Scenario 8 Report on the Public Health Risk of Against Against Shareholder Dukes Energy's Coal Use -------------------------------------------------------------------------------- GENERAL MILLS, INC. Ticker: GIS Security ID: 370334104 Meeting Date: SEP 27, 2016 Meeting Type: Annual Record Date: JUL 29, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Bradbury H. Anderson For For Management 1b Elect Director R. Kerry Clark For For Management 1c Elect Director David M. Cordani For For Management 1d Elect Director Roger W. Ferguson, Jr. For For Management 1e Elect Director Henrietta H. Fore For For Management 1f Elect Director Maria G. Henry For For Management 1g Elect Director Heidi G. Miller For For Management 1h Elect Director Steve Odland For For Management 1i Elect Director Kendall J. Powell For For Management 1j Elect Director Robert L. Ryan For For Management 1k Elect Director Eric D. Sprunk For For Management 1l Elect Director Dorothy A. Terrell For For Management 1m Elect Director Jorge A. Uribe For For Management 2 Approve Non-Employee Director Omnibus For For Management Stock Plan 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Ratify KPMG LLP as Auditors For For Management -------------------------------------------------------------------------------- JOHNSON & JOHNSON Ticker: JNJ Security ID: 478160104 Meeting Date: APR 27, 2017 Meeting Type: Annual Record Date: FEB 28, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Mary C. Beckerle For For Management 1b Elect Director D. Scott Davis For For Management 1c Elect Director Ian E. L. Davis For For Management 1d Elect Director Alex Gorsky For For Management 1e Elect Director Mark B. McClellan For For Management 1f Elect Director Anne M. Mulcahy For Against Management 1g Elect Director William D. Perez For For Management 1h Elect Director Charles Prince For For Management 1i Elect Director A. Eugene Washington For For Management 1j Elect Director Ronald A. Williams For For Management 2 Advisory Vote on Say on Pay Frequency One Year One Year Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Omnibus Stock Plan For Against Management 5 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 6 Require Independent Board Chairman Against For Shareholder -------------------------------------------------------------------------------- JOHNSON CONTROLS INTERNATIONAL PLC Ticker: JCI Security ID: G51502105 Meeting Date: MAR 08, 2017 Meeting Type: Annual Record Date: JAN 04, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director David P. Abney For For Management 1b Elect Director Natalie A. Black For For Management 1c Elect Director Michael E. Daniels For For Management 1d Elect Director Brian Duperreault For For Management 1e Elect Director Jeffrey A. Joerres For For Management 1f Elect Director Alex A. Molinaroli For For Management 1g Elect Director George R. Oliver For For Management 1h Elect Director Juan Pablo del Valle For For Management Perochena 1i Elect Director Jurgen Tinggren For For Management 1j Elect Director Mark Vergnano For For Management 1k Elect Director R. David Yost For For Management 2a Ratify PricewaterhouseCoopers LLP as For For Management Auditors 2b Authorize Board to Fix Remuneration of For For Management Auditors 3 Authorize Market Purchases of Company For For Management shares 4 Determine Price Range for Reissuance For For Management of Treasury Shares 5 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 6 Advisory Vote on Say on Pay Frequency One Year One Year Management 7 Amend Omnibus Stock Plan For For Management 8 Approve the Directors' Authority to For For Management Allot Shares 9 Approve the Disapplication of For For Management Statutory Pre-Emption Rights -------------------------------------------------------------------------------- JPMORGAN CHASE & CO. Ticker: JPM Security ID: 46625H100 Meeting Date: MAY 16, 2017 Meeting Type: Annual Record Date: MAR 17, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Linda B. Bammann For For Management 1b Elect Director James A. Bell For For Management 1c Elect Director Crandall C. Bowles For For Management 1d Elect Director Stephen B. Burke For For Management 1e Elect Director Todd A. Combs For For Management 1f Elect Director James S. Crown For For Management 1g Elect Director James Dimon For For Management 1h Elect Director Timothy P. Flynn For For Management 1i Elect Director Laban P. Jackson, Jr. For For Management 1j Elect Director Michael A. Neal For For Management 1k Elect Director Lee R. Raymond For For Management 1l Elect Director William C. Weldon For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 4 Advisory Vote on Say on Pay Frequency One Year One Year Management 5 Require Independent Board Chairman Against Against Shareholder 6 Prohibit Accelerated Vesting of Awards Against Against Shareholder to Pursue Government Service 7 Clawback Amendment Against Against Shareholder 8 Report on Gender Pay Gap Against Against Shareholder 9 Provide Vote Counting to Exclude Against Against Shareholder Abstentions 10 Reduce Ownership Threshold for Against For Shareholder Shareholders to Call a Special Meeting -------------------------------------------------------------------------------- MEDTRONIC PLC Ticker: MDT Security ID: G5960L103 Meeting Date: DEC 09, 2016 Meeting Type: Annual Record Date: OCT 11, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Richard H. Anderson For For Management 1b Elect Director Craig Arnold For For Management 1c Elect Director Scott C. Donnelly For For Management 1d Elect Director Randall J. Hogan, III For For Management 1e Elect Director Omar Ishrak For For Management 1f Elect Director Shirley Ann Jackson For For Management 1g Elect Director Michael O. Leavitt For For Management 1h Elect Director James T. Lenehan For For Management 1i Elect Director Elizabeth G. Nabel For For Management 1j Elect Director Denise M. O'Leary For For Management 1k Elect Director Kendall J. Powell For For Management 1l Elect Director Robert C. Pozen For For Management 1m Elect Director Preetha Reddy 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 Provide Proxy Access Right For For Management 5a Amend Articles of Association For For Management 5b Amend Memorandum of Association For For Management 6 Amend Articles to Clarify the Board's For For Management Sole Authority to Determine its Size Within the Fixed Limits -------------------------------------------------------------------------------- MERCK & CO., INC. Ticker: MRK Security ID: 58933Y105 Meeting Date: MAY 23, 2017 Meeting Type: Annual Record Date: MAR 27, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Leslie A. Brun For For Management 1b Elect Director Thomas R. Cech For For Management 1c Elect Director Pamela J. Craig For For Management 1d Elect Director Kenneth C. Frazier For For Management 1e Elect Director Thomas H. Glocer For For Management 1f Elect Director Rochelle B. Lazarus For For Management 1g Elect Director John H. Noseworthy For For Management 1h Elect Director Carlos E. Represas For For Management 1i Elect Director Paul B. Rothman For For Management 1j Elect Director Patricia F. Russo For For Management 1k Elect Director Craig B. Thompson For For Management 1l Elect Director Wendell P. Weeks For For Management 1m Elect Director Peter C. Wendell 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 PricewaterhouseCoopers LLP as For For Management Auditors 5 Require Independent Board Chairman Against Against Shareholder 6 Adopt Holy Land Principles Against Against Shareholder 7 Report on Risks of Doing Business in Against Against Shareholder Conflict-Affected Areas 8 Report on Board Oversight of Product Against Against Shareholder Safety and Quality -------------------------------------------------------------------------------- MFS SERIES TRUST XIV - MFS INSTITUTIONAL MONEY MARKET PORTFOLIO Ticker: Security ID: 55291X109 Meeting Date: MAR 23, 2017 Meeting Type: Written Consent Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Steven E. Buller For For Management 1.2 Elect Director John A. Caroselli For For Management 1.3 Elect Director Maureen R. Goldfarb For For Management 1.4 Elect Director David H. Gunning For For Management 1.5 Elect Director Michael Hegarty For For Management 1.6 Elect Director John P. Kavanaugh For For Management 1.7 Elect Director Robert J. Manning For For Management 1.8 Elect Director Clarence Otis, Jr. For For Management 1.9 Elect Director Maryanne L. Roepke For For Management 1.10 Elect Director Robin A. Stelmach For For Management 1.11 Elect Director Laurie J. Thomsen For For Management -------------------------------------------------------------------------------- MOODY'S CORPORATION Ticker: MCO Security ID: 615369105 Meeting Date: APR 25, 2017 Meeting Type: Annual Record Date: FEB 28, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Basil L. Anderson For For Management 1.2 Elect Director Jorge A. Bermudez For For Management 1.3 Elect Director Darrell Duffie For For Management 1.4 Elect Director Kathryn M. Hill For For Management 1.5 Elect Director Ewald Kist For For Management 1.6 Elect Director Raymond W. McDaniel, Jr. For For Management 1.7 Elect Director Henry A. McKinnell, Jr. For For Management 1.8 Elect Director Leslie F. Seidman For For Management 1.9 Elect Director Bruce Van Saun 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 Advisory Vote on Say on Pay Frequency One Year One Year Management -------------------------------------------------------------------------------- NASDAQ, INC. Ticker: NDAQ Security ID: 631103108 Meeting Date: MAY 10, 2017 Meeting Type: Annual Record Date: MAR 13, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Melissa M. Arnoldi For For Management 1b Elect Director Charlene T. Begley For For Management 1c Elect Director Steven D. Black For For Management 1d Elect Director Adena T. Friedman For For Management 1e Elect Director Glenn H. Hutchins For For Management 1f Elect Director Essa Kazim For For Management 1g Elect Director Thomas A. Kloet For For Management 1h Elect Director Michael R. Splinter For For Management 1i Elect Director Lars R. Wedenborn 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 5 Provide Right to Act by Written Consent Against For Shareholder -------------------------------------------------------------------------------- NESTLE SA Ticker: NESN Security ID: 641069406 Meeting Date: APR 06, 2017 Meeting Type: Annual Record Date: FEB 24, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Accept Financial Statements and For For Management Statutory Reports 1.2 Approve Remuneration Report For For Management 2 Approve Discharge of Board and Senior For For Management Management 3 Approve Allocation of Income and For For Management Dividends of CHF 2.30 per Share 4.1a Reelect Paul Bulcke as Director For For Management 4.1b Reelect Andreas Koopmann as Director For For Management 4.1c Reelect Henri de Castries as Director For For Management 4.1d Reelect Beat W. Hess as Director For For Management 4.1e Reelect Renato Fassbind as Director For For Management 4.1f Reelect Steven G. Hoch as Director For For Management 4.1g Reelect Naina Lal Kidwai as Director For For Management 4.1h Reelect Jean-Pierre Roth as Director For For Management 4.1i Reelect Ann M. Veneman as Director For For Management 4.1j Reelect Eva Cheng as Director For For Management 4.1k Reelect Ruth K. Oniang'o as Director For For Management 4.1l Reelect Patrick Aebischer as Director For For Management 4.2a Elect Ulf Mark Schneider as Director For For Management 4.2b Elect Ursula M. Burns as Director For For Management 4.3 Elect Paul Bulcke as Board Chairman For For Management 4.4a Appoint Beat W. Hess as Member of the For For Management Compensation Committee 4.4b Appoint Andreas Koopmann as Member of For For Management the Compensation Committee 4.4c Appoint Jean-Pierre Roth as Member of For For Management the Compensation Committee 4.4d Appoint Patrick Aebischer as Member of For For Management the Compensation Committee 4.5 Ratify KPMG AG as Auditors For For Management 4.6 Designate Hartmann Dreyer as For For Management Independent Proxy 5.1 Approve Remuneration of Directors in For For Management the Amount of CHF 10 Million 5.2 Approve Remuneration of Executive For For Management Committee in the Amount of CHF 60 Million 6 Transact Other Business (Voting) Against Against Management -------------------------------------------------------------------------------- PHILIP MORRIS INTERNATIONAL INC. Ticker: PM Security ID: 718172109 Meeting Date: MAY 03, 2017 Meeting Type: Annual Record Date: MAR 10, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Harold Brown For For Management 1.2 Elect Director Andre Calantzopoulos For For Management 1.3 Elect Director Louis C. Camilleri For For Management 1.4 Elect Director Massimo Ferragamo For For Management 1.5 Elect Director Werner Geissler For For Management 1.6 Elect Director Jennifer Li For For Management 1.7 Elect Director Jun Makihara For For Management 1.8 Elect Director Sergio Marchionne For Against Management 1.9 Elect Director Kalpana Morparia For For Management 1.10 Elect Director Lucio A. Noto For For Management 1.11 Elect Director Frederik Paulsen For For Management 1.12 Elect Director Robert B. Polet For For Management 1.13 Elect Director Stephen M. Wolf 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 Approve Restricted Stock Plan For For Management 5 Approve Non-Employee Director For For Management Restricted Stock Plan 6 Ratify PricewaterhouseCoopers SA as For For Management Auditors 7 Establish a Board Committee on Human Against Against Shareholder Rights 8 Participate in OECD Mediation for Against Against Shareholder Human Rights Violations -------------------------------------------------------------------------------- PPG INDUSTRIES, INC. Ticker: PPG Security ID: 693506107 Meeting Date: APR 20, 2017 Meeting Type: Annual Record Date: FEB 17, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Stephen F. Angel For For Management 1.2 Elect Director Hugh Grant For For Management 1.3 Elect Director Melanie L. Healey For For Management 1.4 Elect Director Michele J. Hooper 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 PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- SCHLUMBERGER LIMITED Ticker: SLB Security ID: 806857108 Meeting Date: APR 05, 2017 Meeting Type: Annual Record Date: FEB 15, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Peter L.S. Currie For For Management 1b Elect Director Miguel M. Galuccio For For Management 1c Elect Director V. Maureen Kempston For For Management Darkes 1d Elect Director Paal Kibsgaard For For Management 1e Elect Director Nikolay Kudryavtsev For For Management 1f Elect Director Helge Lund For For Management 1g Elect Director Michael E. Marks For For Management 1h Elect Director Indra K. Nooyi For For Management 1i Elect Director Lubna S. Olayan For For Management 1j Elect Director Leo Rafael Reif For For Management 1k Elect Director Tore I. Sandvold For For Management 1l Elect Director Henri Seydoux 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 Adopt and Approve Financials and For For Management Dividends 5 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 6 Approve Omnibus Stock Plan For For Management 7 Amend Employee Stock Purchase Plan For For Management -------------------------------------------------------------------------------- TEXAS INSTRUMENTS INCORPORATED Ticker: TXN Security ID: 882508104 Meeting Date: APR 20, 2017 Meeting Type: Annual Record Date: FEB 21, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Ralph W. Babb, Jr. For For Management 1b Elect Director Mark A. Blinn For For Management 1c Elect Director Todd M. Bluedorn For For Management 1d Elect Director Daniel A. Carp For For Management 1e Elect Director Janet F. Clark For For Management 1f Elect Director Carrie S. Cox For For Management 1g Elect Director Jean M. Hobby For For Management 1h Elect Director Ronald Kirk For For Management 1i Elect Director Pamela H. Patsley For For Management 1j Elect Director Robert E. Sanchez For For Management 1k Elect Director Wayne R. Sanders For For Management 1l Elect Director Richard K. Templeton 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 -------------------------------------------------------------------------------- THE SHERWIN-WILLIAMS COMPANY Ticker: SHW Security ID: 824348106 Meeting Date: APR 19, 2017 Meeting Type: Annual Record Date: FEB 21, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Arthur F. Anton For For Management 1.2 Elect Director David F. Hodnik For For Management 1.3 Elect Director Thomas G. Kadien - None None Management Withdrawn 1.4 Elect Director Richard J. Kramer For For Management 1.5 Elect Director Susan J. Kropf For For Management 1.6 Elect Director John G. Morikis For For Management 1.7 Elect Director Christine A. Poon For For Management 1.8 Elect Director John M. Stropki For For Management 1.9 Elect Director Michael H. Thaman For For Management 1.10 Elect Director Matthew Thornton, III For For Management 1.11 Elect Director Steven H. Wunning 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 Amend Executive Incentive Bonus Plan For For Management 5 Amend Omnibus Stock Plan For For Management 6 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- THE TRAVELERS COMPANIES, INC. Ticker: TRV Security ID: 89417E109 Meeting Date: MAY 18, 2017 Meeting Type: Annual Record Date: MAR 21, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Alan L. Beller For For Management 1b Elect Director John H. Dasburg For For Management 1c Elect Director Janet M. Dolan For For Management 1d Elect Director Kenneth M. Duberstein For For Management 1e Elect Director Patricia L. Higgins For For Management 1f Elect Director William J. Kane For For Management 1g Elect Director Cleve L. Killingsworth, For For Management Jr. 1h Elect Director Philip T. (Pete) For For Management Ruegger, III 1i Elect Director Todd C. Schermerhorn For For Management 1j Elect Director Alan D. Schnitzer For For Management 1k Elect Director Donald J. Shepard For For Management 1l Elect Director Laurie J. Thomsen For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote on Say on Pay Frequency One Year One Year Management 4 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 5 Amend Omnibus Stock Plan For For Management 6 Report on Lobbying Payments and Policy Against Against Shareholder 7 Report on Gender Pay Gap Against Against Shareholder 8 Prepare Employment Diversity Report Against Against Shareholder and Report on Diversity Policies -------------------------------------------------------------------------------- THERMO FISHER SCIENTIFIC INC. Ticker: TMO Security ID: 883556102 Meeting Date: MAY 17, 2017 Meeting Type: Annual Record Date: MAR 27, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Marc N. Casper For For Management 1b Elect Director Nelson J. Chai For For Management 1c Elect Director C. Martin Harris For For Management 1d Elect Director Tyler Jacks For For Management 1e Elect Director Judy C. Lewent For For Management 1f Elect Director Thomas J. Lynch For For Management 1g Elect Director Jim P. Manzi For For Management 1h Elect Director William G. Parrett For For Management 1i Elect Director Lars R. Sorensen For For Management 1j Elect Director Scott M. Sperling For For Management 1k Elect Director Elaine S. Ullian For For Management 1l Elect Director Dion J. Weisler 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 PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- TIME WARNER INC. Ticker: TWX Security ID: 887317303 Meeting Date: FEB 15, 2017 Meeting Type: Special Record Date: JAN 03, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Advisory Vote on Golden Parachutes For Against Management 3 Adjourn Meeting For For Management -------------------------------------------------------------------------------- TIME WARNER INC. Ticker: TWX Security ID: 887317303 Meeting Date: JUN 15, 2017 Meeting Type: Annual Record Date: APR 19, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director William P. Barr For For Management 1b Elect Director Jeffrey L. Bewkes For For Management 1c Elect Director Robert C. Clark For For Management 1d Elect Director Mathias Dopfner For For Management 1e Elect Director Jessica P. Einhorn For For Management 1f Elect Director Carlos M. Gutierrez For For Management 1g Elect Director Fred Hassan For For Management 1h Elect Director Paul D. Wachter For For Management 1i Elect Director Deborah C. Wright 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 -------------------------------------------------------------------------------- TYCO INTERNATIONAL PLC Ticker: TYC Security ID: G91442106 Meeting Date: AUG 17, 2016 Meeting Type: Special Record Date: JUN 27, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Articles Re: Memorandum of For For Management Association 2 Amend Articles Re: Tyco Governing For For Management Documents Proposals 3 Approve Stock Consolidation For For Management 4 Increase Authorized Common Stock For For Management 5 Issue Shares in Connection with the For For Management Merger 6 Change Company Name to Johnson For For Management Controls International plc 7 Increase Authorized Preferred and For For Management Common Stock 8 Approve the Directors' Authority to For For Management Allot Shares 9 Approve the Disapplication of For For Management Statutory Pre-Emption Rights 10 Approve the Renominalization of Tyco For For Management Ordinary Shares 11 Approve the Creation of Distributable For For Management Reserves -------------------------------------------------------------------------------- U.S. BANCORP Ticker: USB Security ID: 902973304 Meeting Date: APR 18, 2017 Meeting Type: Annual Record Date: FEB 21, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Douglas M. Baker, Jr. For For Management 1b Elect Director Warner L. Baxter For For Management 1c Elect Director Marc N. Casper For For Management 1d Elect Director Andrew Cecere For For Management 1e Elect Director Arthur D. Collins, Jr. For For Management 1f Elect Director Richard K. Davis For For Management 1g Elect Director Kimberly J. Harris For For Management 1h Elect Director Roland A. Hernandez For For Management 1i Elect Director Doreen Woo Ho For For Management 1j Elect Director Olivia F. Kirtley For For Management 1k Elect Director Karen S. Lynch For For Management 1l Elect Director David B. O'Maley For For Management 1m Elect Director O'dell M. Owens For For Management 1n Elect Director Craig D. Schnuck For For Management 1o Elect Director Scott W. Wine 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 5 Require Independent Board Chairman Against Against Shareholder -------------------------------------------------------------------------------- WELLS FARGO & COMPANY Ticker: WFC Security ID: 949746101 Meeting Date: APR 25, 2017 Meeting Type: Annual Record Date: MAR 01, 2017 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director John D. Baker, II For Against Management 1b Elect Director John S. Chen For Against Management 1c Elect Director Lloyd H. Dean For Against Management 1d Elect Director Elizabeth A. Duke For Against Management 1e Elect Director Enrique Hernandez, Jr. For Against Management 1f Elect Director Donald M. James For Against Management 1g Elect Director Cynthia H. Milligan For Against Management 1h Elect Director Karen B. Peetz For For Management 1i Elect Director Federico F. Pena For Against Management 1j Elect Director James H. Quigley For Against Management 1k Elect Director Stephen W. Sanger For Against Management 1l Elect Director Ronald L. Sargent For For Management 1m Elect Director Timothy J. Sloan For For Management 1n Elect Director Susan G. Swenson For Against Management 1o Elect Director Suzanne M. Vautrinot For Against 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 KPMG LLP as Auditors For For Management 5 Review and Report on Business Standards Against Against Shareholder 6 Provide for Cumulative Voting Against Against Shareholder 7 Report on Divesting Non-Core Business Against Against Shareholder 8 Report on Gender Pay Gap Against Against Shareholder 9 Report on Lobbying Payments and Policy Against Against Shareholder 10 Adopt Global Policy Regarding the Against Against Shareholder Rights of Indigenous People ========== 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. Registrant: MFS SPECIAL VALUE TRUST By (Signature and Title): David DiLorenzo* ------------------------------------------- David DiLorenzo, President and Principal Executive Officer Date: August 28, 2017 *By (Signature and Title) /s/ Susan A. Pereira ------------------------------------- Susan A. Pereira, as attorney-in-fact * Executed by Susan A. Pereira on behalf of David DiLorenzo pursuant to a Power of Attorney dated June 1, 2017. (1) (1) Incorporated by reference to MFS Series Trust XIII (File Nos. 2-74959 and 811-03327) Post-Effective Amendment No. 65 filed with the SEC via EDGAR on June 27, 2017.