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Home / Companies / Upwork Inc. / 5 Jun 2025

Meeting · year to 30 June 2025388 filers reporting

Upwork Inc.: meeting of 5 Jun 2025

Votes reported on Form N-PX, item by item

388 Form N-PX filers reported votes at the Upwork Inc. meeting of 5 Jun 2025. Their records fall into 3 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

3 nominees; 72.2% of reported votes for; 62 filers withheld from or voted against at least one nominee.

694 vote records from 127 filers. 44 of the 127 filers that marked the item either way voted against management.

64.6% for35.4% against34.6% against management127 filers
2

SECTION 14A SAY-ON-PAY VOTESIssuer

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

537 vote records from 384 filers. 26 of the 371 filers that marked the item either way voted against management. 13 filers reported this item without a management mark.

89.3% for7.3% against3.4% other7.0% against management384 filers92.3% for7.7% against0.0% other7.5% against management119,054,290 reported shares
3

AUDIT-RELATEDIssuer

Audit-related items (auditor ratification)

232 vote records from 127 filers. 3 of the 127 filers that marked the item either way voted against management.

97.6% for2.4% against2.4% against management127 filers99.5% for0.5% against0.5% against management54,993,817 reported shares

How the largest families voted

Family1. Directors2. Say-on-pay3. Auditor
VanguardForForFor
BlackRock and iSharesForForFor
FidelityForForFor
DimensionalAgainst *ForFor
State Street and SPDRForForFor
American CenturyAgainst *ForFor
Franklin TempletonForForFor
InvescoForForFor
EquitableForForFor
Charles SchwabForForFor
Nuveen and TIAAForForFor
ProShares and ProFundsAgainst *ForFor
John Hancock and ManulifeForForFor
Morgan Stanley, Eaton Vance and CalvertAgainst *ForFor
J.P. MorganForForFor
Goldman SachsAgainst *ForFor
WisdomTreeAgainst *ForFor
PGIM and PrudentialAgainst *ForFor
Jackson National fundsAgainst *ForFor
Northern Trust and FlexSharesForForFor
SEIForForFor
T. Rowe PriceForForFor
Lincoln FinancialForForFor
VoyaForForFor
First TrustAgainst *ForFor
Russell InvestmentsNo reportForNo report
NationwideForForFor
Victory CapitalAgainst *ForFor
Brighthouse FundsForForFor
Guggenheim and RydexAgainst *ForFor
Columbia ThreadneedleForForFor
BNY MellonNo reportForNo report
PrincipalNo reportForNo report
Capital Group and American FundsForAgainst *For
Pacific Life fundsForForFor
Global XForForFor
TransamericaForForFor
AllianceBernsteinAgainst *ForFor
DWSAgainst *ForFor
MassMutualForForFor
Harbor FundsForForFor
Janus HendersonAgainst *ForFor
Neuberger BermanNo reportForNo report
Natixis and Loomis SaylesNo reportForNo 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 Upwork Inc. meeting?

388 Form N-PX filers reported votes at the meeting of 5 Jun 2025. On say-on-pay, 26 of 371 voted against management (7.0%). 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 Upwork 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 Upwork Inc.

Provenance: SEC EDGAR, Form N-PX and N-PX/A filings listing Upwork Inc. with a meeting date within three days of 5 Jun 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.