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Home / Families / Northern Trust and FlexShares / year to 30 June 2025

Form N-PX · fund family · year to 30 June 20253 filers grouped

Northern Trust and FlexShares

One season of the Northern Trust and FlexShares record. The family page shows the latest season.

Vote records reported
277,377year to 30 June 2025
Against management
9.4%24,759 of 262,714 marked votes
Say-on-pay support
89.1%for, of for + against + abstain
Shareholder-proposal support
50.8%for, of for + against + abstain
88.0% for9.1% against3.0% other9.4% against management268,765 votes

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

For the year to 30 June 2025, Northern Trust and FlexShares reported 277,377 vote records on Form N-PX. 24,759 of the 262,714 votes that were marked for or against management went against management: 9.4%, 1.8 percentage points above the median of the fund families tracked here (7.6%).

Weighted by the number of shares voted, the against-management share is 9.4%. The two figures differ when the votes against management fall on larger or smaller holdings than the rest.

On pay and on shareholder proposals: it voted for 89.1% of the section 14A say-on-pay items it reported (the median of the fund families tracked here: 88.8%) and it voted for 50.8% of the proposals put forward by security holders (the median of the fund families tracked here: 29.5%).

By category, votes against management were most frequent in HUMAN RIGHTS OR HUMAN CAPITAL/WORKFORCE (23.1% of 771), SHAREHOLDER RIGHTS AND DEFENSES (21.6% of 575) and ENVIRONMENT OR CLIMATE (20.1% of 1,941).

It reported 2.26 billion shares out on loan at record dates, 4.59% of the shares it held or had lent across the meetings it reported. Shares on loan are not voted.

Compared with other filers

Each rate is defined once, in the methodology. The median is taken over 60 families with at least 25 vote records in the season.

year to 30 June 2025This familyMedian familyAll filers pooled
Against-management share9.4%7.6%9.7%
Say-on-pay support rate89.1%88.8%84.3%
Shareholder-proposal support rate50.8%29.5%33.0%
Shares on loan, share of shares held4.59%0.85%2.20%
Largest families, year to 30 June 2026Against managementSay-on-pay supportShareholder-proposal support
Vanguard20.1%94.1%42.0%
BlackRock and iShares7.5%88.3%11.9%
Fidelity6.0%94.7%27.6%
Dimensional16.4%78.9%57.4%
State Street and SPDR16.9%77.1%50.4%

Votes by category

Filers choose one or more categories for each vote, so a vote can appear in more than one row. Category names are printed as Form N-PX defines them.

Category (as the form names it)VotesForAgainstAgainst managementSplit
DIRECTOR ELECTIONS127,381112,4728,9279.1%
SECTION 14A SAY-ON-PAY VOTES23,68019,6962,41011.2%
AUDIT-RELATED17,65317,3512881.2%
INVESTMENT COMPANY MATTERS131300.0%
SHAREHOLDER RIGHTS AND DEFENSES6855346921.6%
EXTRAORDINARY TRANSACTIONS3,4792,80067419.3%
CAPITAL STRUCTURE29,24626,6962,5478.7%
COMPENSATION24,30320,7113,50813.8%
CORPORATE GOVERNANCE45,76340,8674,6698.2%
ENVIRONMENT OR CLIMATE1,9469231,01120.1%
HUMAN RIGHTS OR HUMAN CAPITAL/WORKFORCE77161615523.1%
DIVERSITY, EQUITY, AND INCLUSION1,1205605609.7%
OTHER SOCIAL ISSUES2,3341,37196016.7%
OTHER2,5671,69480411.3%

By season

SeasonVote recordsAgainst managementSay-on-pay supportShareholder-proposal supportSplit
year to 30 June 2024284,10011.5%83.3%53.4%
year to 30 June 2025277,3779.4%89.1%50.8%
year to 30 June 2026284,12010.3%85.5%45.8%

Say-on-pay votes against management

Counting one say-on-pay item per company meeting, Northern Trust and FlexShares voted against management on 370 of the 4,906 it marked either way (7.5%) in the year to 30 June 2025. The 40 companies with the most reporting filers are listed.

A further 38 say-on-pay items were reported without a management mark and are left out of both sides of that fraction.

Shareholder proposals it supported

Of 1,607 proposals from security holders that could be told apart in the filings and on which it cast a vote, Northern Trust and FlexShares voted for 809 (50.3%). The 40 at the companies with the most reporting filers are listed. Titles are the most common wording among filers; where a wording could name a person, the SEC category is printed instead.

CompanyMeetingProposal
Microsoft Corporation10 Dec 2024Report on Data Operations in Human Rights Hotspots
Amazon.com, Inc.21 May 2025Shareholder proposal requesting an assessment of board structure for oversight of AI
Amazon.com, Inc.21 May 2025Shareholder proposal requesting additional reporting on impact of data centers on climate commitments
NVIDIA Corporation25 Jun 2025Approval of a stockholder proposal to modify existing reporting on workforce data.
Meta Platforms, Inc.28 May 2025A shareholder proposal regarding disclosure of voting results based on class of shares.
Meta Platforms, Inc.28 May 2025A shareholder proposal regarding report on hate targeting marginalized communities.
Meta Platforms, Inc.28 May 2025A shareholder proposal regarding report on child safety impacts and actual harm reduction to children.
Meta Platforms, Inc.28 May 2025A shareholder proposal regarding report on Al data usage oversight.
Meta Platforms, Inc.28 May 2025A shareholder proposal regarding report on data collection and advertising practices.
Meta Platforms, Inc.28 May 2025A shareholder proposal regarding dual class capital structure.
UnitedHealth Group Incorporated2 Jun 2025If properly presented at the 2025 Annual Meeting of Shareholders, the shareholder proposal requesting a...
The Home Depot, Inc.22 May 2025Shareholder Proposal Regarding Biodiversity Impact and Dependency Assessment
AbbVie Inc.9 May 2025Stockholder Proposal - to Implement Simple Majority Vote
Merck & Co., Inc.27 May 2025Shareholder proposal regarding a human rights impact assessment.
Bank of America Corporation22 Apr 2025Shareholder proposal requesting disclosure of energy financing ratio
Walmart Inc.5 Jun 2025Health and Safety Governance
CHEVRON CORPORATION28 May 2025Commission a Third-Party Report on Human Rights Practices
Adobe Inc.22 Apr 2025Stockholder Proposal Regarding Vote on Golden Parachutes.
Oracle Corporation14 Nov 2024S/H Proposal - Environmental
Pfizer Inc.24 Apr 2025Shareholder Vote Regarding Golden Parachutes
Wells Fargo & Company29 Apr 2025Shareholder Proposal - Energy Supply Ratio.
Intuitive Surgical, Inc.1 May 2025The stockholder proposal that is titled "requesting a shareholder approval requirement for excessive...
CATERPILLAR INC.11 Jun 2025Shareholder Proposal - Civil Rights Audit
Morgan Stanley15 May 2025Shareholder proposal requesting an energy supply ratio
The Goldman Sachs Group, Inc.23 Apr 2025Shareholder Proposal Regarding Disclosure of Energy Supply Financing Ratio
Gilead Sciences, Inc.7 May 2025To vote on a stockholder proposal requesting a comprehensive human rights policy and human rights due...
The Charles Schwab Corporation22 May 2025Stockholder proposal requesting declassification of the board of directors
Deere & Company26 Feb 2025Shareholder proposal on a civil rights audit
Deere & Company26 Feb 2025S/h proposal - create a non-discriminatory sexual orientation policy"
Mondelez International, Inc.21 May 2025Shareholder Proposal: Third-party report assessing effectiveness of implementation of human rights policy
Mondelez International, Inc.21 May 2025Shareholder Proposal: Report on flexible plastic packaging
DUKE ENERGY CORPORATION1 May 2025Shareholder proposal regarding support simple majority vote
LOCKHEED MARTIN CORPORATION9 May 2025Stockholder Proposal Requesting Shareholder Approval Requirement for Excessive Golden Parachutes
United Parcel Service, Inc.8 May 2025To take steps to reduce the voting power of UPS class A stock from 10 votes per share to one vote per share.
Palo Alto Networks, Inc.10 Dec 2024To consider and vote upon a shareholder proposal, if properly presented at the Annual Meeting, regarding a...
THE SOUTHERN COMPANY21 May 2025Stockholder proposal regarding simple majority vote
GE HEALTHCARE TECHNOLOGIES INC.28 May 2025Stockholder proposal regarding stockholder ratification of certain termination pay arrangements
Boston Scientific Corporation1 May 2025Stockholder proposal titled "Support Simple Majority Vote."
FedEx Corporation23 Sep 2024Stockholder proposal regarding a Just Transition report.
Vertex Pharmaceuticals Incorporated14 May 2025Shareholder proposal, if properly presented at the meeting, regarding excessive golden parachutes.

Shares on loan

Northern Trust and FlexShares reported 2.26 billion shares on loan at record dates against 47.02 billion shares voted: 4.59% of the two together. Median family: 0.85%. Shares lent out at the record date cannot be voted by the lender, which is why Form N-PX asks for the figure. More on lending and votes.

Questions

How did Northern Trust and FlexShares vote on executive pay?

In the year to 30 June 2025 Northern Trust and FlexShares reported 22,109 votes in the category SECTION 14A SAY-ON-PAY VOTES that were cast for, against or abstain. 19,690 were for (89.1%), 2,410 against and 9 abstentions. Counting one item per company meeting, it voted against management on 370 of the 4,906 say-on-pay items it marked either way. A further 38 say-on-pay items were reported without a management mark and are not counted in that figure.

How often does Northern Trust and FlexShares vote against management?

9.4% of the time in the year to 30 June 2025: 24,759 of the 262,714 votes it marked as for or against management. Form N-PX asks each filer to state, vote by vote, whether the vote was for or against management's recommendation; this figure counts those marks.

Did Northern Trust and FlexShares support shareholder proposals on climate?

In the category ENVIRONMENT OR CLIMATE it reported 1,380 votes on proposals from security holders in the year to 30 June 2025 and voted for 369 of them (26.7%). Across every category it voted for 50.8% of security-holder proposals. Filers choose the category for each vote, so the same proposal can sit in different categories in different filings.

Is this the result of the meetings?

No. Form N-PX shows how this filer voted the shares it held. It does not show how other shareholders voted or whether a proposal was approved. Companies report certified results separately, on Form 8-K.

Where does the data come from?

From the Form N-PX filings of the registrants and managers grouped under this family on the SEC's EDGAR system, read as filed. The SEC does not verify the contents. Amended filings (N-PX/A) replace the filings they amend. Data on this page runs through 23 Sep 2026.

Back to the Northern Trust and FlexShares family page · All filers in the year to 30 June 2025

Provenance: SEC EDGAR, Form N-PX and N-PX/A filings of the filers grouped under Northern Trust and FlexShares, read as filed and not verified by the SEC. Filings read through 23 Sep 2026; page built 26 Sep 2026.