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Form N-PX · fund registrantSEC filer no. 915092

MASTER INVESTMENT PORTFOLIO

fund voting report, part of BlackRock and iShares

Vote records reported
84,279year to 30 June 2026
Against management
6.7%5,478 of 81,436 marked votes
Say-on-pay support
93.5%for, of for + against + abstain
Shareholder-proposal support
12.7%for, of for + against + abstain
91.1% for6.7% against2.2% other6.7% against management82,202 votes

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

In its Form N-PX for the year to 30 June 2026, MASTER INVESTMENT PORTFOLIO listed 84,279 vote records. Votes against management made up 6.7% of those marked either way (5,478 of 81,436); the median fund registrant stood at 6.2%.

Weighted by the number of shares voted, the against-management share is 6.0%. 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 93.5% of the section 14A say-on-pay items it reported (the median fund registrant: 91.6%) and it voted for 12.7% of the proposals put forward by security holders (the median fund registrant: 27.5%).

By category, votes against management were most frequent in EXTRAORDINARY TRANSACTIONS (15.8% of 2,991), CORPORATE GOVERNANCE (10.8% of 11,659) and ENVIRONMENT OR CLIMATE (8.9% of 280).

It reported 623.9 million shares out on loan at record dates, 3.86% 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 share6.7%6.2%10.6%
Say-on-pay support rate93.5%91.6%86.0%
Shareholder-proposal support rate12.7%27.5%33.9%
Shares on loan, share of shares held3.86%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 ELECTIONS42,21039,7041,3075.3%
SECTION 14A SAY-ON-PAY VOTES4,8824,3693036.5%
AUDIT-RELATED5,8385,6871102.5%
INVESTMENT COMPANY MATTERS3300.0%
SHAREHOLDER RIGHTS AND DEFENSES8525422977.6%
EXTRAORDINARY TRANSACTIONS2,9912,51446915.8%
CAPITAL STRUCTURE7,7527,2135156.9%
COMPENSATION6,3695,8095458.0%
CORPORATE GOVERNANCE11,9829,8951,75910.8%
ENVIRONMENT OR CLIMATE281532258.9%
HUMAN RIGHTS OR HUMAN CAPITAL/WORKFORCE16981614.8%
DIVERSITY, EQUITY, AND INCLUSION771761.3%
OTHER SOCIAL ISSUES5133351744.9%

By season

SeasonVote recordsAgainst managementSay-on-pay supportShareholder-proposal supportSplit
year to 30 June 202481,4146.1%95.4%37.4%
year to 30 June 202581,0477.5%94.0%5.9%
year to 30 June 202684,2796.7%93.5%12.7%

Say-on-pay votes against management

Counting one say-on-pay item per company meeting, MASTER INVESTMENT PORTFOLIO voted against management on 162 of the 2,514 it marked either way (6.4%) in the year to 30 June 2026. The 40 companies with the most reporting filers are listed.

A further 112 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 525 proposals from security holders that could be told apart in the filings and on which it cast a vote, MASTER INVESTMENT PORTFOLIO voted for 63 (12.0%). 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 the replacement of supermajority voting...
Alphabet Inc.5 Jun 2026Shareholder proposal regarding equal shareholder voting
Tesla, Inc.6 Nov 2025A shareholder proposal to amend the bylaws to repeal 3% derivative suit ownership threshold.
Tesla, Inc.6 Nov 2025A shareholder proposal to amend Article X of the bylaws.
Tesla, Inc.6 Nov 2025A shareholder proposal to seek shareholder approval before adopting an amendment to the bylaws pursuant to...
Tesla, Inc.6 Nov 2025Declassify the Board of Directors
Starbucks Corporation25 Mar 2026Shareholder proposal requesting supermajority shareholder voting requirements be replaced with majority...
Palo Alto Networks, Inc.9 Dec 2025To consider and vote upon a shareholder proposal, if properly presented at the Annual Meeting, regarding...
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.
FORD MOTOR COMPANY14 May 2026A shareholder proposal relating to a request that the Board take steps to implement one vote per share for...
Airbnb, Inc.5 Jun 2026Dual-class sunset; and
Datadog, Inc.15 Jun 2026The stockholder proposal, if properly presented at the Annual Meeting, requesting the adoption of a simple...
Lennar Corporation8 Apr 2026Shareholder proposal: SHAREHOLDER RIGHTS AND DEFENSES
ON Semiconductor Corporation14 May 2026To vote on a stockholder proposal regarding simple majority voting
Zscaler, Inc.12 Jan 2026To vote on a non-binding stockholder proposal requesting the declassification of our board of directors.
Norwegian Cruise Line Holdings Ltd.11 Jun 2026To consider and vote upon one shareholder proposal
NVR, Inc.7 May 2026Shareholder proposal to disclose greenhouse gas emissions.
Fortune Brands Innovations, Inc.5 May 2026Advisory vote to approve named executive officer compensation
Five Below, Inc.16 Jun 2026Shareholder proposal requesting that provisions in the Company's governance documents requiring greater...
Lumen Technologies, Inc.20 May 2026Approval of a shareholder proposal regarding a shareholder right to vote for or against a poison pill.
OGE Energy Corp.14 May 2026Shareholder Proposal Regarding Simple Majority Vote.
Eagle Materials Inc.4 Aug 2025Non-binding advisory stockholder proposal requesting the declassification of our Board of Directors.
Wyndham Hotels & Resorts, Inc.14 May 2026To vote on a stockholder proposal, if properly presented at the meeting, regarding stockholder ability to...
Mohawk Industries, Inc.21 May 2026Stockholder proposal regarding a majority vote standard.
Bio-Rad Laboratories, Inc.21 Apr 2026Stockholder proposal regarding dual class capital structure.
SkyWest, Inc.5 May 2026A shareholder proposal regarding collective bargaining policy.
PENN Entertainment, Inc.16 Jun 2026Declassify the board of directors
Calix, Inc.14 May 2026To hold an advisory vote on a stockholder proposal relating to a simple majority vote.
ArcBest Corporation24 Apr 2026A shareholder proposal to approve GHG emissions reduction targets
Mercedes-Benz Group AG16 Apr 2026Voting instructions for motions or nominations by shareholders that are not made accessible before the agm...
Eni SpA6 May 2026Shareholder proposal: AUDIT-RELATED
MAREX GROUP PLC21 May 2026To authorise the Company to make political donations
Nordea Bank Abp24 Mar 2026Approve Proposal Regarding Business Activities in the Arctic Region
Norsk Hydro ASA7 May 2026Approve Proposal to Assess how Nuclear Power Could Become Part of the Groups Energy Sourcing
Norsk Hydro ASA7 May 2026Approve Proposal to Assess the Establishment of Small Modular Reactor(s)
QBE Insurance Group Limited8 May 2026Approve Disclosure of Climate Risks to the Company
QBE Insurance Group Limited8 May 2026Approve the Amendments to the Company's Constitution
adidas AG7 May 2026Voting instructions for motions or nominations by shareholders that are not made accessible before the agm...
Volvo AB8 Apr 2026Approve Publication of a Report on Company's Climate Policy Commitments and Alignment with the Paris Agreement

Shares on loan

MASTER INVESTMENT PORTFOLIO reported 623.9 million shares on loan at record dates against 15.54 billion shares voted: 3.86% 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

5 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
Diversified Equity Alpha Master Portfolio30,4256.0%93.9%14.5%
Total International ex U.S. Index Master Portfolio29,28110.9%89.8%18.8%
Large Cap Index Master Portfolio11,6002.6%95.5%6.9%
S&P 500 Index Master Portfolio6,6071.8%97.0%5.0%
International Tilts Master Portfolio6,3663.6%92.1%36.9%

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 MASTER INVESTMENT PORTFOLIO vote on executive pay?

In the year to 30 June 2026 MASTER INVESTMENT PORTFOLIO reported 4,672 votes in the category SECTION 14A SAY-ON-PAY VOTES that were cast for, against or abstain. 4,369 were for (93.5%), 303 against and 0 abstentions. Counting one item per company meeting, it voted against management on 162 of the 2,514 say-on-pay items it marked either way. A further 112 say-on-pay items were reported without a management mark and are not counted in that figure.

How often does MASTER INVESTMENT PORTFOLIO vote against management?

6.7% of the time in the year to 30 June 2026: 5,478 of the 81,436 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 MASTER INVESTMENT PORTFOLIO support shareholder proposals on climate?

In the category ENVIRONMENT OR CLIMATE it reported 216 votes on proposals from security holders in the year to 30 June 2026 and voted for 20 of them (9.3%). Across every category it voted for 12.7% 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 MASTER INVESTMENT PORTFOLIO (filer no. 915092), 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.