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Form N-PX · fund registrantSEC filer no. 775688

T. Rowe Price Equity Income Fund, Inc.

fund voting report, part of T. Rowe Price

Vote records reported
1,763year to 30 June 2026
Against management
2.7%47 of 1,761 marked votes
Say-on-pay support
95.5%for, of for + against + abstain
Shareholder-proposal support
4.3%for, of for + against + abstain
91.0% for8.3% against0.7% other2.7% against management1,763 votes

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

For the year to 30 June 2026, T. Rowe Price Equity Income Fund, Inc. reported 1,763 vote records on Form N-PX. 47 of the 1,761 votes that were marked for or against management went against management: 2.7%, 3.6 percentage points below the median fund registrant (6.2%).

Weighted by the number of shares voted, the against-management share is 2.5%. 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 95.5% of the section 14A say-on-pay items it reported (the median fund registrant: 91.6%) and it voted for 4.3% 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 (7.8% of 128), CAPITAL STRUCTURE (6.5% of 46) and SECTION 14A SAY-ON-PAY VOTES (5.3% of 114).

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 share2.7%6.2%10.6%
Say-on-pay support rate95.5%91.6%86.0%
Shareholder-proposal support rate4.3%27.5%33.9%
Shares on loan, share of shares held0.00%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 ELECTIONS1,2081,183172.1%
SECTION 14A SAY-ON-PAY VOTES11410555.3%
AUDIT-RELATED11511500.0%
SHAREHOLDER RIGHTS AND DEFENSES96333.3%
EXTRAORDINARY TRANSACTIONS101000.0%
CAPITAL STRUCTURE464606.5%
COMPENSATION767242.6%
CORPORATE GOVERNANCE12975547.8%
ENVIRONMENT OR CLIMATE332313.0%
HUMAN RIGHTS OR HUMAN CAPITAL/WORKFORCE151140.0%
DIVERSITY, EQUITY, AND INCLUSION141130.0%
OTHER SOCIAL ISSUES422400.0%
OTHER2110.0%

By season

SeasonVote recordsAgainst managementSay-on-pay supportShareholder-proposal supportSplit
year to 30 June 20241,9091.8%94.1%4.4%
year to 30 June 20251,8163.0%92.8%6.1%
year to 30 June 20261,7632.7%95.5%4.3%

Say-on-pay votes against management

Counting one say-on-pay item per company meeting, T. Rowe Price Equity Income Fund, Inc. voted against management on 4 of the 107 it marked either way (3.7%) in the year to 30 June 2026.

Shareholder proposals it supported

Of 116 proposals from security holders that could be told apart in the filings and on which it cast a vote, T. Rowe Price Equity Income Fund, Inc. voted for 5 (4.3%). Titles are the most common wording among filers; where a wording could name a person, the SEC category is printed instead.

CompanyMeetingProposal
Alphabet Inc.5 Jun 2026Shareholder proposal regarding equal shareholder voting
NextEra Energy, Inc.21 May 2026Report on Plans to Reduce and Align GHG Emissions with Paris Agreement Goals
Meta Platforms, Inc.27 May 2026A shareholder proposal regarding annual vote regarding executive pay.
Meta Platforms, Inc.27 May 2026A shareholder proposal regarding dual class capital structure.
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.

Shares on loan

T. Rowe Price Equity Income Fund, Inc. reported no shares on loan for the year to 30 June 2026. 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

1 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
T. Rowe Price Equity Income Fund1,7632.7%96.3%4.3%

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 T. Rowe Price Equity Income Fund, Inc. vote on executive pay?

In the year to 30 June 2026 T. Rowe Price Equity Income Fund, Inc. reported 110 votes in the category SECTION 14A SAY-ON-PAY VOTES that were cast for, against or abstain. 105 were for (95.5%), 5 against and 0 abstentions. Counting one item per company meeting, it voted against management on 4 of the 107 say-on-pay items it marked either way.

How often does T. Rowe Price Equity Income Fund, Inc. vote against management?

2.7% of the time in the year to 30 June 2026: 47 of the 1,761 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 T. Rowe Price Equity Income Fund, Inc. support shareholder proposals on climate?

In the category ENVIRONMENT OR CLIMATE it reported 32 votes on proposals from security holders in the year to 30 June 2026 and voted for 1 of them (3.1%). Across every category it voted for 4.3% 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 T. Rowe Price Equity Income Fund, Inc. (filer no. 775688), 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.