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Home / Families / Vanguard / year to 30 June 2024

Form N-PX · fund family · year to 30 June 202433 filers grouped

Vanguard

One season of the Vanguard record. The family page shows the latest season.

Vote records reported
1,291,457year to 30 June 2024
Against management
6.5%81,412 of 1,261,524 marked votes
Say-on-pay support
96.3%for, of for + against + abstain
Shareholder-proposal support
45.1%for, of for + against + abstain
90.1% for7.4% against2.5% other6.5% against management1,281,148 votes

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

In its Form N-PX for the year to 30 June 2024, Vanguard listed 1,291,457 vote records. Votes against management made up 6.5% of those marked either way (81,412 of 1,261,524); the median of the fund families tracked here stood at 8.5%.

Weighted by the number of shares voted, the against-management share is 7.4%. 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 96.3% of the section 14A say-on-pay items it reported (the median of the fund families tracked here: 89.0%) and it voted for 45.1% of the proposals put forward by security holders (the median of the fund families tracked here: 35.1%).

By category, votes against management were most frequent in SHAREHOLDER RIGHTS AND DEFENSES (20.0% of 3,373), CORPORATE GOVERNANCE (13.6% of 245,788) and COMPENSATION (11.5% of 114,904).

It reported 94.45 billion shares out on loan at record dates, 2.38% 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 2024This familyMedian familyAll filers pooled
Against-management share6.5%8.5%10.2%
Say-on-pay support rate96.3%89.0%84.6%
Shareholder-proposal support rate45.1%35.1%37.0%
Shares on loan, share of shares held2.38%1.34%0.08%
Largest families, year to 30 June 2026Against managementSay-on-pay supportShareholder-proposal support
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 ELECTIONS614,025580,05816,8813.9%
SECTION 14A SAY-ON-PAY VOTES81,02766,9292,5394.5%
AUDIT-RELATED85,03983,7659620.9%
INVESTMENT COMPANY MATTERS141400.0%
SHAREHOLDER RIGHTS AND DEFENSES3,7672,90155120.0%
EXTRAORDINARY TRANSACTIONS16,17915,6625062.8%
CAPITAL STRUCTURE131,120123,1757,8315.8%
COMPENSATION116,19099,82915,85811.5%
CORPORATE GOVERNANCE250,271210,22138,35613.6%
ENVIRONMENT OR CLIMATE7,4521,3615,8223.5%
HUMAN RIGHTS OR HUMAN CAPITAL/WORKFORCE4,0601,1492,7794.4%
DIVERSITY, EQUITY, AND INCLUSION4,4521,1253,1802.8%
OTHER SOCIAL ISSUES11,0803,0377,6878.4%
OTHER15,24512,4662,7154.7%

By season

SeasonVote recordsAgainst managementSay-on-pay supportShareholder-proposal supportSplit
year to 30 June 20241,291,4576.5%96.3%45.1%
year to 30 June 20251,418,33810.3%88.0%44.4%
year to 30 June 20261,916,70720.1%94.1%42.0%

Say-on-pay votes against management

Counting one say-on-pay item per company meeting, Vanguard voted against management on 97 of the 3,237 it marked either way (3.0%) in the year to 30 June 2024. The 40 companies with the most reporting filers are listed.

A further 3 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 2,392 proposals from security holders that could be told apart in the filings and on which it cast a vote, Vanguard voted for 1,198 (50.1%). 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
NVIDIA Corporation26 Jun 2024Advisory approval of a stockholder proposal to replace the supermajority voting provisions in our charter...
Tesla, Inc.13 Jun 2024A stockholder proposal regarding simple majority voting provisions in our governing documents
Tesla, Inc.13 Jun 2024Declassify the Board of Directors
ConocoPhillips14 May 2024Simple Majority Vote.
United Parcel Service, Inc.2 May 2024To take steps to reduce the voting power of UPS class A stock from 10 votes per share to one vote per share.
ServiceNow, Inc.23 May 2024Shareholder proposal regarding simple majority vote.
Vertex Pharmaceuticals Incorporated15 May 2024Shareholder proposal, if properly presented at the meeting, regarding special shareholder meeting improvement.
Analog Devices, Inc.13 Mar 2024Shareholder proposal regarding simple majority voting
WARNER BROS. DISCOVERY, INC.3 Jun 2024To vote on a stockholder proposal entitled, "Adopt a Shareholder Right to Call a Special Shareholder Meeting"
FORD MOTOR COMPANY9 May 2024Relating to Consideration of a Recapitalization Plan to Provide That All of the Company's Outstanding...
Norfolk Southern Corporation9 May 2024A Shareholder proposal regarding an annual report on lobbying activities, policies and communications.
Regeneron Pharmaceuticals, Inc.14 Jun 2024Non-binding shareholder proposal requesting simple majority voting requirements
Roper Technologies, Inc.12 Jun 2024Shareholder proposal regarding majority voting requirements; and
IDEXX Laboratories, Inc.6 May 2024Shareholder proposal regarding simple majority vote (Proposal Four).
Agilent Technologies, Inc.14 Mar 2024To vote on a shareholder proposal regarding simple majority vote
WEC Energy Group, Inc.9 May 2024Stockholder proposal regarding simple majority vote
Eversource Energy1 May 2024Vote on a shareholder proposal titled "Simple Majority Vote," if properly brought before the meeting.
Conagra Brands, Inc.14 Sep 2023Shareholder proposal requesting a shareholder right to call a special shareholder meeting
Align Technology, Inc.22 May 2024Stockholder proposal regarding simple majority vote
ANSYS, Inc.7 Jun 2024Stockholder Proposal Requesting the Adoption of a Shareholder Right to Call a Special Shareholder Meeting
Monolithic Power Systems, Inc.13 Jun 2024Declassify the Board of Directors
Masco Corporation10 May 2024Consideration of stockholder proposal on Simple Majority Vote.
Akamai Technologies, Inc.10 May 2024To vote upon a shareholder proposal regarding a simple majority vote
JACOBS SOLUTIONS INC.24 Jan 2024Shareholder Proposal - Simple Majority Vote.
Tyler Technologies, Inc.9 May 2024Shareholder Proposal Regarding a Simple Majority Vote.
Domino's Pizza, Inc.25 Apr 2024Shareholder proposal regarding simple majority vote.
Teledyne Technologies Incorporated24 Apr 2024Approval of a stockholder proposal to adopt simple majority voting
FMC Corporation30 Apr 2024Stockholder proposal requesting simple majority vote.
EPAM Systems, Inc.31 May 2024A stockholder proposal requesting Board action to eliminate the classified Board by approving amendments...
Jabil Inc.25 Jan 2024Consider and act upon the stockholder proposal described in this proxy statement
Alphabet Inc.7 Jun 2024Stockholder proposal regarding equal shareholder voting
Revvity, Inc.23 Apr 2024To approve the shareholder proposal regarding simple majority voting
Meta Platforms, Inc.29 May 2024A shareholder proposal regarding dual class capital structure.
The Carlyle Group Inc.29 May 2024Shareholder Proposal to Adopt Improved Shareholder Right to Call a Special Shareholder Meeting.
Graphic Packaging Holding Company23 May 2024Simple Majority Vote.
OGE Energy Corp.16 May 2024Shareholder Proposal Regarding Simple Majority Vote.
TD SYNNEX Corporation20 Mar 2024Stockholder proposal regarding simple majority vote
Power Integrations, Inc.17 May 2024To consider, if properly presented at the Annual Meeting, a non-binding stockholder proposal requesting...
Texas Pacific Land Corporation10 Nov 2023To consider a non-binding stockholder proposal regarding stockholders' ability to act by written consent.
Texas Pacific Land Corporation10 Nov 2023To consider a non-binding stockholder proposal regarding stockholders' ability to call for a special...

Shares on loan

Vanguard reported 94.45 billion shares on loan at record dates against 3.87 trillion shares voted: 2.38% of the two together. Median family: 1.34%. 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 Vanguard vote on executive pay?

In the year to 30 June 2024 Vanguard reported 69,488 votes in the category SECTION 14A SAY-ON-PAY VOTES that were cast for, against or abstain. 66,929 were for (96.3%), 2,539 against and 20 abstentions. Counting one item per company meeting, it voted against management on 97 of the 3,237 say-on-pay items it marked either way. A further 3 say-on-pay items were reported without a management mark and are not counted in that figure.

How often does Vanguard vote against management?

6.5% of the time in the year to 30 June 2024: 81,412 of the 1,261,524 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 Vanguard support shareholder proposals on climate?

In the category ENVIRONMENT OR CLIMATE it reported 6,025 votes on proposals from security holders in the year to 30 June 2024 and voted for 193 of them (3.2%). Across every category it voted for 45.1% 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 Vanguard family page · All filers in the year to 30 June 2024

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