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Home / Companies / Illinois Tool Works Inc. / 2 May 2025

Meeting · year to 30 June 20251,433 filers reporting

Illinois Tool Works Inc.: meeting of 2 May 2025

Votes reported on Form N-PX, item by item

1,433 Form N-PX filers reported votes at the Illinois Tool Works Inc. meeting of 2 May 2025. Their records fall into 6 items below, in ballot order: management items first, then proposals from security holders. Each bar shows how the reporting filers split; it is not the result of the meeting.

foragainstabstain, withhold or otheramber tick: the portion cast against management

Items

1

DIRECTOR ELECTIONSIssuer

Director elections

12 nominees; 94.2% of reported votes for; 58 filers withheld from or voted against at least one nominee.

8,579 vote records from 287 filers. 13 of the 285 filers that marked the item either way voted against management. 2 filers reported this item without a management mark.

94.4% for3.8% against1.7% other4.6% against management287 filers
2

SECTION 14A SAY-ON-PAY VOTESIssuer

Advisory vote on executive pay (say-on-pay)

2,145 vote records from 1,400 filers. 123 of the 1,354 filers that marked the item either way voted against management. 46 filers reported this item without a management mark.

87.1% for8.4% against4.5% other9.1% against management1,400 filers97.0% for3.0% against0.0% other2.9% against management188,513,033 reported shares
3

AUDIT-RELATEDIssuer

Audit-related items (auditor ratification)

717 vote records from 282 filers. 11 of the 281 filers that marked the item either way voted against management. 1 filer reported this item without a management mark.

95.4% for3.9% against0.7% other3.9% against management282 filers99.7% for0.3% against0.0% other0.1% against management65,578,139 reported shares
4

COMPENSATIONIssuer

COMPENSATION: management items

Management items in this category are shown together; filers word and number them differently.

57 vote records from 21 filers. 7 of the 21 filers that marked the item either way voted against management.

85.7% for14.3% against33.3% against management21 filers99.7% for0.3% against41.9% against management628,769 reported shares, counted once per item in this group
5

COMPENSATIONSecurity holder

A non-binding stockholder proposal, if properly presented at the meeting, for stockholder ratification of...

694 vote records from 278 filers. 169 of the 274 filers that marked the item either way voted against management. 4 filers reported this item without a management mark.

60.8% for38.5% against0.7% other61.7% against management278 filers16.6% for83.4% against0.0% other16.9% against management65,691,268 reported shares
6

Several categoriesSecurity holder

Shareholder proposals (not separable from the filings)

Filers described these proposals in wordings that could not be matched to one another, so they are shown together.

3 vote records from 3 filers. 1 of the 3 filers that marked the item either way voted against management.

33.3% for66.7% against33.3% against management3 filers41.2% for58.8% against41.2% against management4,300 reported shares, counted once per item in this group

How the largest families voted

Family1. Directors2. Say-on-pay3. Auditor5. Proposal
VanguardForForForAgainst
BlackRock and iSharesForNo reportForAgainst
FidelityForForForAgainst
DimensionalForForForFor *
State Street and SPDRForForForAgainst
American CenturyForForForAgainst
Franklin TempletonForForForFor *
InvescoForForForAgainst
EquitableForForForFor *
Charles SchwabForForForAgainst
Nuveen and TIAAForForForFor *
ProShares and ProFundsForForForFor *
John Hancock and ManulifeForForForFor *
Morgan Stanley, Eaton Vance and CalvertForForForFor *
J.P. MorganForForForAgainst
Goldman SachsForForForAgainst
WisdomTreeForForForAgainst
PGIM and PrudentialForForForFor *
Jackson National fundsForForForAgainst
Northern Trust and FlexSharesForForForFor *
SEIForForForFor *
T. Rowe PriceForForForAgainst
ThriventForForForFor *
Lincoln FinancialForForForAgainst *
VoyaForForForFor *
First TrustForForForFor *
Russell InvestmentsForForForFor *
NationwideForForForFor *
Victory CapitalForForForFor *
Brighthouse FundsForForForAgainst *
Guggenheim and RydexForForForFor *
Columbia ThreadneedleForForForFor *
BNY MellonForForForAgainst
PrincipalForForForFor *
Capital Group and American FundsForForForAgainst
Pacific Life fundsForForForAgainst
Global XForForForNo report
MFSForForForAgainst
TransamericaForForForFor *
Federated HermesForForForAgainst
AllianceBernsteinForForForFor *
Hartford FundsForForAgainst *For *
DWSForForForFor *
PIMCOForForForFor *
AllspringForForForFor *
MassMutualForForForFor *
VirtusForForForFor
Macquarie and Delaware FundsNo reportForNo reportNo report
Janus HendersonNo reportForNo reportNo report
Neuberger BermanNo reportForNo reportNo report
American BeaconForForForAgainst
Natixis and Loomis SaylesForForForFor *
Harris Associates and OakmarkNo reportForNo reportNo report
BairdNo reportForNo reportNo report

* against management. A family's position is the way most of its reported shares were voted across its filers; "split" means no single position led. "No report" means none of the family's filers listed the item.

Questions

How did large funds vote at the Illinois Tool Works Inc. meeting?

1,433 Form N-PX filers reported votes at the meeting of 2 May 2025. On say-on-pay, 123 of 1,354 voted against management (9.1%). One proposal from security holders could be told apart in the filings. The family table lists each of the largest families item by item.

Is this the meeting result?

No. These are the votes of funds and managers that file Form N-PX, counted by filer and by the shares they reported. The certified result, which includes every shareholder, is reported by Illinois Tool Works Inc. on Form 8-K.

Why are director elections shown as counts only?

Director records name the nominee. This site does not publish pages or rows about individuals, so for director elections it keeps the number of nominees and the split of votes and discards the wording.

Every meeting on file for Illinois Tool Works Inc.

Provenance: SEC EDGAR, Form N-PX and N-PX/A filings listing Illinois Tool Works Inc. with a meeting date within three days of 2 May 2025. Proposal titles are the most common wording among filers and are replaced by the SEC category where a wording could name a person. Not verified by the SEC. Filings read through 23 Sep 2026.