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Form N-PX · fund registrantSEC filer no. 1145022

HOTCHKIS & WILEY FUNDS

fund voting report

Vote records reported
16,275year to 30 June 2026
Against management
5.9%946 of 16,108 marked votes
Say-on-pay support
94.4%for, of for + against + abstain
Shareholder-proposal support
26.6%for, of for + against + abstain
92.4% for5.7% against2.0% other5.9% against management16,187 votes

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

For the year to 30 June 2026, HOTCHKIS & WILEY FUNDS reported 16,275 vote records on Form N-PX. 946 of the 16,108 votes that were marked for or against management went against management: 5.9%, close to the median fund registrant (6.2%).

Weighted by the number of shares voted, the against-management share is 4.2%. 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 94.4% of the section 14A say-on-pay items it reported (the median fund registrant: 91.6%) and it voted for 26.6% of the proposals put forward by security holders (the median fund registrant: 27.5%).

By category, votes against management were most frequent in SHAREHOLDER RIGHTS AND DEFENSES (19.1% of 47), COMPENSATION (15.1% of 1,226) and HUMAN RIGHTS OR HUMAN CAPITAL/WORKFORCE (12.5% of 32).

It reported 23.4 million shares out on loan at record dates, 2.04% 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 share5.9%6.2%10.6%
Say-on-pay support rate94.4%91.6%86.0%
Shareholder-proposal support rate26.6%27.5%33.9%
Shares on loan, share of shares held2.04%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 ELECTIONS9,8479,3002795.3%
SECTION 14A SAY-ON-PAY VOTES906815485.6%
AUDIT-RELATED1,2611,248130.6%
SHAREHOLDER RIGHTS AND DEFENSES4941819.1%
EXTRAORDINARY TRANSACTIONS1301161410.9%
CAPITAL STRUCTURE1,1101,075353.8%
COMPENSATION1,2341,03819215.1%
CORPORATE GOVERNANCE1,6631,4192448.8%
ENVIRONMENT OR CLIMATE7722552.6%
HUMAN RIGHTS OR HUMAN CAPITAL/WORKFORCE32221012.5%
DIVERSITY, EQUITY, AND INCLUSION5918410.0%
OTHER SOCIAL ISSUES16380834.9%
OTHER349230.0%

By season

SeasonVote recordsAgainst managementSay-on-pay supportShareholder-proposal supportSplit
year to 30 June 202414,8906.6%93.1%28.6%
year to 30 June 202515,0146.1%91.8%40.8%
year to 30 June 202616,2755.9%94.4%26.6%

Say-on-pay votes against management

Counting one say-on-pay item per company meeting, HOTCHKIS & WILEY FUNDS voted against management on 22 of the 450 it marked either way (4.9%) in the year to 30 June 2026.

Shareholder proposals it supported

Of 142 proposals from security holders that could be told apart in the filings and on which it cast a vote, HOTCHKIS & WILEY FUNDS voted for 55 (38.7%). 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 Corporation5 Dec 2025Report on Human Rights Due Diligence
Microsoft Corporation5 Dec 2025Report on Al and Machine Learning Tools for Oil and Gas Development and Production
Microsoft Corporation5 Dec 2025Report on Al Data Usage Oversight
Microsoft Corporation5 Dec 2025Report on Data Operations in Human Rights Hotspots
Alphabet Inc.5 Jun 2026Shareholder proposal regarding equal shareholder voting
Wells Fargo & Company28 Apr 2026Shareholder Proposal - Govern by Majority Vote.
Deere & Company25 Feb 2026Shareholder proposal on shareholder right to act by written consent
THE BOEING COMPANY17 Apr 2026Action by Written Consent.
CVS Health Corporation14 May 2026Stockholder Proposal for Reducing the Threshold for Our Stockholder Right to Act By Written Consent.
Mondelez International, Inc.20 May 2026Shareholder proposal requesting adoption of an independent board chairman policy
The Cigna Group22 Apr 2026Shareholder Proposal - Shareholder Right to Act by Written Consent
Dominion Energy, Inc.5 May 2026Shareholder Proposal Regarding a Policy for an Independent Chair
General Mills, Inc.30 Sep 2025Shareholder Proposal - Disclosure of Regenerative Agriculture Practices Within Supply Chain.
HCA Healthcare, Inc.23 Apr 2026Stockholder proposal, if properly presented at the meeting, regarding stockholders' right to act by...
The Hartford Insurance Group, Inc.20 May 2026Shareholder proposal that the Company adopt written consent rights for shareholders
Cognizant Technology Solutions Corporation2 Jun 2026Shareholder proposal to adopt shareholder right to act by written consent
NRG Energy, Inc.30 Apr 2026To vote on a stockholder proposal to give shareholders the ability to call for a special shareholder meeting
Humana Inc.16 Apr 2026The stockholder proposal requesting shareholder approval requirement for excessive golden parachutes
Universal Health Services, Inc.20 May 2026Disclosure of Voting Results Based on Shareholders' Money at Risk
Fortune Brands Innovations, Inc.5 May 2026Advisory vote to approve named executive officer compensation
Ally Financial Inc.6 May 2026Shareholder Proposal to Reduce Threshold for Shareholders to Call Special Meetings.
OGE Energy Corp.14 May 2026Shareholder Proposal Regarding Simple Majority Vote.
Resideo Technologies, Inc.3 Jun 2026Shareholder Proposal Regarding Shareholder Right to Act by Written Consent.
The Timken Company8 May 2026Corporate governance
AGCO Corporation23 Apr 2026Stockholder proposal regarding giving stockholders an ability to call for a special stockholder meeting
Arrow Electronics, Inc.12 May 2026Shareholder proposal to provide shareholders with the ability to call a special shareholder meeting at a...
Sonoco Products Company15 Apr 2026Advisory (non-binding) shareholder proposal - avoid brand damage from political spending.
Graphic Packaging Holding Company11 Jun 2026Stockholder Proposal - Give Shareholders the Ability to call for a Special Shareholder Meeting.
Group 1 Automotive, Inc.12 May 2026Shareholder Proposal: Give Shareholders an Ability to Call for a Special Shareholder Meeting.
The Wendy's Company20 May 2026S/h proposal - corporate governance
Asbury Automotive Group, Inc.4 May 2026Stockholder proposal regarding special stockholder meetings.
Columbia Sportswear Company10 Jun 2026Shareholder proposal regarding proxy access.
Bloomin' Brands, Inc.22 Apr 2026Shareholder proposal: CAPITAL STRUCTURE
El Pollo Loco Holdings, Inc.26 May 2026Shareholder proposal: CORPORATE GOVERNANCE
Banca Monte dei Paschi di Siena SpA15 Apr 2026Shareholder proposal: AUDIT-RELATED
Lottomatica Group SpA20 Apr 2026Shareholder proposal: AUDIT-RELATED
Lottomatica Group SpA20 Apr 2026Shareholder proposal: CORPORATE GOVERNANCE
Lottomatica Group SpA20 Apr 2026Shareholder proposal: CORPORATE GOVERNANCE
Lottomatica Group SpA20 Apr 2026Fix Board Terms for Directors
Lottomatica Group SpA20 Apr 2026Fix Number of Directors

Shares on loan

HOTCHKIS & WILEY FUNDS reported 23.4 million shares on loan at record dates against 1.12 billion shares voted: 2.04% 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

12 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
Hotchkis and Wiley International Small Cap Diversified Value Fund4,1958.4%not reported60.0%
Hotchkis & Wiley Small Cap Diversified Value Fund3,5886.5%95.3%60.0%
Hotchkis & Wiley SMID Cap Diversified Value Fund1,8614.5%97.4%36.6%
Hotchkis and Wiley International Value Fund1,0864.3%not reported46.2%
Hotchkis & Wiley Large Cap Disciplined Value Fund9943.1%91.9%21.3%
Hotchkis and Wiley Global Value Fund9306.0%87.9%13.6%
Hotchkis & Wiley Large Cap Fundamental Value Fund8892.7%90.7%18.9%
Hotchkis and Wiley Mid-Cap Value Fund7622.5%96.6%28.0%
Hotchkis and Wiley Value Opportunities Fund7525.5%90.2%14.0%
Hotchkis and Wiley Small Cap Value Fund6647.2%100.0%44.4%
HW Opportunities MP Fund4974.2%89.3%15.2%
Hotchkis and Wiley High Yield Fund571.8%100.0%14.3%

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 HOTCHKIS & WILEY FUNDS vote on executive pay?

In the year to 30 June 2026 HOTCHKIS & WILEY FUNDS reported 863 votes in the category SECTION 14A SAY-ON-PAY VOTES that were cast for, against or abstain. 815 were for (94.4%), 48 against and 0 abstentions. Counting one item per company meeting, it voted against management on 22 of the 450 say-on-pay items it marked either way.

How often does HOTCHKIS & WILEY FUNDS vote against management?

5.9% of the time in the year to 30 June 2026: 946 of the 16,108 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 HOTCHKIS & WILEY FUNDS support shareholder proposals on climate?

In the category ENVIRONMENT OR CLIMATE it reported 57 votes on proposals from security holders in the year to 30 June 2026 and voted for 2 of them (3.5%). Across every category it voted for 26.6% 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 HOTCHKIS & WILEY FUNDS (filer no. 1145022), 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.