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Form N-PX · fund registrantSEC filer no. 1104631

PRUDENTIAL INVESTMENT PORTFOLIOS 3

fund voting report, part of PGIM and Prudential

Vote records reported
3,687year to 30 June 2026
Against management
6.0%222 of 3,685 marked votes
Say-on-pay support
81.2%for, of for + against + abstain
Shareholder-proposal support
35.0%for, of for + against + abstain
91.7% for7.5% against0.8% other6.0% against management3,687 votes

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

In its Form N-PX for the year to 30 June 2026, PRUDENTIAL INVESTMENT PORTFOLIOS 3 listed 3,687 vote records. Votes against management made up 6.0% of those marked either way (222 of 3,685); the median fund registrant stood at 6.2%.

Weighted by the number of shares voted, the against-management share is 6.9%. 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 81.2% of the section 14A say-on-pay items it reported (the median fund registrant: 91.6%) and it voted for 35.0% of the proposals put forward by security holders (the median fund registrant: 27.5%).

By category, votes against management were most frequent in CORPORATE GOVERNANCE (35.2% of 108), SHAREHOLDER RIGHTS AND DEFENSES (32.9% of 82) and COMPENSATION (28.6% of 119).

It reported 2.4 million shares out on loan at record dates, 1.73% 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 1,241 fund registrants with at least 25 vote records in the season.

year to 30 June 2026This filerMedian fund registrantAll filers pooled
Against-management share6.0%6.2%10.6%
Say-on-pay support rate81.2%91.6%86.0%
Shareholder-proposal support rate35.0%27.5%33.9%
Shares on loan, share of shares held1.73%0.00%3.12%
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 ELECTIONS2,5632,534161.1%
SECTION 14A SAY-ON-PAY VOTES2902245218.6%
AUDIT-RELATED29529500.0%
SHAREHOLDER RIGHTS AND DEFENSES83493332.9%
EXTRAORDINARY TRANSACTIONS7700.0%
CAPITAL STRUCTURE5042826.5%
COMPENSATION119803928.6%
CORPORATE GOVERNANCE108872135.2%
ENVIRONMENT OR CLIMATE343318.8%
HUMAN RIGHTS OR HUMAN CAPITAL/WORKFORCE3352718.2%
DIVERSITY, EQUITY, AND INCLUSION161156.3%
OTHER SOCIAL ISSUES41122926.8%
OTHER4842612.5%

By season

SeasonVote recordsAgainst managementSay-on-pay supportShareholder-proposal supportSplit
year to 30 June 20244,5908.9%71.6%37.2%
year to 30 June 20253,0996.7%78.5%30.6%
year to 30 June 20263,6876.0%81.2%35.0%

Say-on-pay votes against management

Counting one say-on-pay item per company meeting, PRUDENTIAL INVESTMENT PORTFOLIOS 3 voted against management on 51 of the 269 it marked either way (19.0%) in the year to 30 June 2026. The 40 companies with the most reporting filers are listed.

Shareholder proposals it supported

Of 204 proposals from security holders that could be told apart in the filings and on which it cast a vote, PRUDENTIAL INVESTMENT PORTFOLIOS 3 voted for 72 (35.3%). 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
NVIDIA Corporation24 Jun 2026Approval of a non-binding stockholder proposal requesting reporting on greenhouse gas emissions from the...
NVIDIA Corporation24 Jun 2026Approval of a non-binding stockholder proposal requesting the replacement of supermajority voting...
Alphabet Inc.5 Jun 2026Shareholder proposal regarding AI Board oversight
Alphabet Inc.5 Jun 2026Shareholder proposal regarding equal shareholder voting
JPMorgan Chase & Co.19 May 2026Independent board chairman
Johnson & Johnson23 Apr 2026Independent Board Chair
Eli Lilly and Company4 May 2026Shareholder proposal to adopt a policy and amend the bylaws to require an independent board chair.
CHEVRON CORPORATION27 May 2026Adopt an Independent Chair
Bank of America Corporation4 May 2026Shareholder proposal requesting independent board chair
Walmart Inc.4 Jun 2026Human rights or human capital/workforce
Walmart Inc.4 Jun 2026Report on Immigration Policy & Enforcement
Berkshire Hathaway Inc.2 May 2026Shareholder proposal requesting that the Company issue a report disclosing the Board's oversight framework...
UnitedHealth Group Incorporated1 Jun 2026If properly presented at the 2026 Annual Meeting of Shareholders, the shareholder proposal requesting the...
QUALCOMM Incorporated17 Mar 2026Stockholder proposal entitled "Shareholder Ability to Call for a Special Meeting."
Pfizer Inc.23 Apr 2026Adopt an Independent Chair Policy
Wells Fargo & Company28 Apr 2026Require Independent Board Chair
Amgen Inc.19 May 2026Stockholder proposal to require an independent board chairman.
Bristol-Myers Squibb Company5 May 2026Require Independent Board Chair
ConocoPhillips12 May 2026Stockholder Proposal - Independent Board Chairman.
The Goldman Sachs Group, Inc.29 Apr 2026Shareholder Proposal Regarding Lobbying Disclosure
The Goldman Sachs Group, Inc.29 Apr 2026Shareholder Proposal Regarding Special Shareholder Meeting Thresholds
Morgan Stanley14 May 2026Shareholder proposal requesting an independent Board Chairman
Comcast Corporation10 Jun 2026Adopt policy to have an independent chair
Gilead Sciences, Inc.30 Apr 2026To vote on a stockholder proposal requesting an independent Board Chair policy
THE BOEING COMPANY17 Apr 2026Action by Written Consent.
LOCKHEED MARTIN CORPORATION12 May 2026Stockholder Proposal Requiring Independent Board Chairman
Micron Technology, Inc.15 Jan 2026Reduce Ownership Threshold for Shareholders to Call Special Meeting
Lam Research Corporation4 Nov 2025Stockholder proposal titled "Realistic Shareholder Ability to Call for a Special Shareholder Meeting,"
Analog Devices, Inc.11 Mar 2026To consider a shareholder proposal
EXXON MOBIL CORPORATION27 May 2026Require Independent Board Chair
Meta Platforms, Inc.27 May 2026A shareholder proposal regarding annual vote regarding executive pay.
Meta Platforms, Inc.27 May 2026Shareholder Proposal Regarding Data Protection Impact Assessment
Meta Platforms, Inc.27 May 2026A shareholder proposal regarding disclosure of voting results by share class.
Meta Platforms, Inc.27 May 2026A shareholder proposal regarding report on climate change-related commitments.
Meta Platforms, Inc.27 May 2026A shareholder proposal regarding dual class capital structure.
Meta Platforms, Inc.27 May 2026A shareholder proposal regarding report on integrating child safety improvements into the executive...
United Parcel Service, Inc.7 May 2026To take steps to reduce the voting power of UPS class A stock from 10 votes per share to one vote per share.
Target Corporation10 Jun 2026Require Independent Board Chair
Cummins Inc.12 May 2026Shareholder proposal to adopt a policy for separation of the roles of Chairperson and Chief Executive Officer.
PayPal Holdings, Inc.19 May 2026Stockholder Proposal - Reduce Threshold to Call Special Meetings of Stockholders.

Shares on loan

PRUDENTIAL INVESTMENT PORTFOLIOS 3 reported 2.4 million shares on loan at record dates against 135.1 million shares voted: 1.73% of the two together. Median fund registrant: 0.00%. 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.

Fund series in this filing

3 series reported votes. A vote record can list several series. Series with 500 or more vote records have their own page.

SeriesVote recordsAgainst managementSay-on-pay supportShareholder-proposal support
PGIM Quant Solutions Large-Cap Value Fund3,1485.6%81.6%39.5%
PGIM Jennison Focused Growth Fund4808.2%76.7%24.3%
PGIM Strategic Bond Fund5910.2%not reportednot reported

The filings

These figures are read from the filer's own Form N-PX. If a vote on this page looks wrong, the filing is the record: a dispute about a filed vote is a matter for the filer, and an error in how this site read the filing is a matter for corrections.

Questions

How did PRUDENTIAL INVESTMENT PORTFOLIOS 3 vote on executive pay?

In the year to 30 June 2026 PRUDENTIAL INVESTMENT PORTFOLIOS 3 reported 276 votes in the category SECTION 14A SAY-ON-PAY VOTES that were cast for, against or abstain. 224 were for (81.2%), 52 against and 0 abstentions. Counting one item per company meeting, it voted against management on 51 of the 269 say-on-pay items it marked either way.

How often does PRUDENTIAL INVESTMENT PORTFOLIOS 3 vote against management?

6.0% of the time in the year to 30 June 2026: 222 of the 3,685 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 PRUDENTIAL INVESTMENT PORTFOLIOS 3 support shareholder proposals on climate?

In the category ENVIRONMENT OR CLIMATE it reported 34 votes on proposals from security holders in the year to 30 June 2026 and voted for 3 of them (8.8%). Across every category it voted for 35.0% 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 this filer 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.

Provenance: SEC EDGAR, Form N-PX and N-PX/A filings by PRUDENTIAL INVESTMENT PORTFOLIOS 3 (filer no. 1104631), read as filed and not verified by the SEC. Amended filings replace the filings they amend. Filings read through 23 Sep 2026; page built 26 Sep 2026.