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Home / Companies / Varonis Systems, Inc. / 3 Jun 2024

Meeting · year to 30 June 2024448 filers reporting

Varonis Systems, Inc.: meeting of 3 Jun 2024

Votes reported on Form N-PX, item by item

448 Form N-PX filers reported votes at the Varonis Systems, Inc. meeting of 3 Jun 2024. Their records fall into 5 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; 90.5% of reported votes for; 52 filers withheld from or voted against at least one nominee.

1,072 vote records from 185 filers. 5 of the 184 filers that marked the item either way voted against management. 1 filer reported this item without a management mark.

One filer reported a share count too large to be the holding described. No share split is published for this item. How that is decided

97.3% for0.0% against2.7% other2.7% against management185 filers
2

SECTION 14A SAY-ON-PAY VOTESIssuer

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

681 vote records from 441 filers. 28 of the 424 filers that marked the item either way voted against management. 17 filers reported this item without a management mark.

One filer reported a share count too large to be the holding described. That figure is left out of the share split below; the count of filers includes it. How that is decided

90.0% for5.9% against4.1% other6.6% against management441 filers96.6% for3.3% against0.0% other3.4% against management117,113,062 reported shares
3

SECTION 14A SAY-ON-PAY VOTESIssuer

Frequency of the say-on-pay vote

one year: 400 filers; three years: 10 filers; for: 10 filers; abstain: 2 filers; : 2 filers; 1-year: 2 filers.

683 vote records from 441 filers. 13 of the 422 filers that marked the item either way voted against management. 19 filers reported this item without a management mark.

One filer reported a share count too large to be the holding described. That figure is left out of the share split below; the count of filers includes it. How that is decided

2.3% for0.2% against97.5% other3.1% against management441 filers0.6% for1.3% against98.2% other0.9% against management116,793,832 reported shares
4

AUDIT-RELATEDIssuer

Audit-related items (auditor ratification)

358 vote records from 185 filers. 9 of the 184 filers that marked the item either way voted against management. 1 filer reported this item without a management mark.

One filer reported a share count too large to be the holding described. That figure is left out of the share split below; the count of filers includes it. How that is decided

95.1% for4.3% against0.5% other4.9% against management185 filers97.6% for2.4% against0.0% other2.4% against management54,767,737 reported shares
5

COMPENSATIONIssuer

COMPENSATION: management items

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

359 vote records from 185 filers. 24 of the 184 filers that marked the item either way voted against management. 1 filer reported this item without a management mark.

One filer reported a share count too large to be the holding described. No share split is published for this item. How that is decided

85.9% for13.5% against0.5% other13.0% against management185 filers

How the largest families voted

Family1. Directors2. Say-on-pay3. Pay-vote frequency4. Auditor
VanguardForForSplit or no voteFor
BlackRock and iSharesForForSplit or no voteFor
FidelityForForSplit or no voteFor
DimensionalForForSplit or no vote *For
State Street and SPDRForForSplit or no voteFor
American CenturyForForSplit or no voteAgainst *
Franklin TempletonForForSplit or no voteFor
InvescoForForSplit or no voteFor
EquitableForForSplit or no voteFor
Charles SchwabForForSplit or no voteFor
Nuveen and TIAAForForSplit or no voteFor
ProShares and ProFundsForForSplit or no voteFor
John Hancock and ManulifeForForSplit or no voteFor
Morgan Stanley, Eaton Vance and CalvertForForSplit or no voteAgainst *
J.P. MorganForForSplit or no voteFor
Goldman SachsForForSplit or no voteFor
WisdomTreeForForSplit or no voteFor
PGIM and PrudentialForForSplit or no voteFor
Jackson National fundsForForSplit or no voteFor
Northern Trust and FlexSharesForForSplit or no voteFor
SEIForForSplit or no voteFor
T. Rowe PriceForForSplit or no voteFor
ThriventForForSplit or no voteFor
Lincoln FinancialForForSplit or no voteFor
VoyaForAgainst *Split or no voteFor
First TrustForForSplit or no voteFor
Russell InvestmentsForForSplit or no voteFor
NationwideForForSplit or no voteFor
Victory CapitalForForSplit or no voteFor
Brighthouse FundsForForSplit or no voteFor
Guggenheim and RydexForForSplit or no voteFor
Columbia ThreadneedleForForSplit or no voteFor
BNY MellonForForSplit or no voteFor
PrincipalForForSplit or no voteFor
Pacific Life fundsForForSplit or no voteFor
Global XForForSplit or no voteFor
Federated HermesForForSplit or no voteFor
AllianceBernsteinNo reportForSplit or no voteNo report
Hartford FundsForForSplit or no voteFor
DWSForForSplit or no voteFor
AllspringForForSplit or no voteFor
MassMutualForForSplit or no voteFor
Harbor FundsForForSplit or no voteFor
Macquarie and Delaware FundsForForSplit or no voteFor
Janus HendersonNo reportForSplit or no voteNo report
Neuberger BermanForForSplit or no voteFor
American BeaconForForSplit or no voteFor
Natixis and Loomis SaylesForForSplit or no voteFor
Lord AbbettForForSplit or no voteFor
BairdNo reportForSplit or no voteNo 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 Varonis Systems, Inc. meeting?

448 Form N-PX filers reported votes at the meeting of 3 Jun 2024. On say-on-pay, 28 of 424 voted against management (6.6%). 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 Varonis Systems, 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 Varonis Systems, Inc.

Provenance: SEC EDGAR, Form N-PX and N-PX/A filings listing Varonis Systems, Inc. with a meeting date within three days of 3 Jun 2024. 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.