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Form N-PX · fund registrantSEC filer no. 945908

FIDELITY COVINGTON TRUST

fund voting report, part of Fidelity

Vote records reported
103,445year to 30 June 2026
Against management
4.4%4,405 of 99,687 marked votes
Say-on-pay support
95.2%for, of for + against + abstain
Shareholder-proposal support
15.3%for, of for + against + abstain
92.1% for6.0% against1.9% other4.4% against management100,339 votes

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

In its Form N-PX for the year to 30 June 2026, FIDELITY COVINGTON TRUST listed 103,445 vote records. Votes against management made up 4.4% of those marked either way (4,405 of 99,687); the median fund registrant stood at 6.2%.

Weighted by the number of shares voted, the against-management share is 6.5%. 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 95.2% of the section 14A say-on-pay items it reported (the median fund registrant: 91.6%) and it voted for 15.3% 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 (28.4% of 327), CAPITAL STRUCTURE (8.4% of 5,053) and COMPENSATION (7.1% of 5,947).

It reported 1.19 billion shares out on loan at record dates, 5.13% 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 share4.4%6.2%10.6%
Say-on-pay support rate95.2%91.6%86.0%
Shareholder-proposal support rate15.3%27.5%33.9%
Shares on loan, share of shares held5.13%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 ELECTIONS62,54559,7701,3954.0%
SECTION 14A SAY-ON-PAY VOTES7,1576,3473225.0%
AUDIT-RELATED8,2978,211800.6%
INVESTMENT COMPANY MATTERS4400.0%
SHAREHOLDER RIGHTS AND DEFENSES3362518428.4%
EXTRAORDINARY TRANSACTIONS785731546.2%
CAPITAL STRUCTURE5,0554,6663878.4%
COMPENSATION5,9785,4555227.1%
CORPORATE GOVERNANCE9,5257,8281,6656.2%
ENVIRONMENT OR CLIMATE9441617836.5%
HUMAN RIGHTS OR HUMAN CAPITAL/WORKFORCE414983163.1%
DIVERSITY, EQUITY, AND INCLUSION505974082.2%
OTHER SOCIAL ISSUES1,3382591,0791.4%
OTHER3081991092.2%

By season

SeasonVote recordsAgainst managementSay-on-pay supportShareholder-proposal supportSplit
year to 30 June 202490,3834.0%95.9%17.1%
year to 30 June 2025102,8524.0%96.6%15.4%
year to 30 June 2026103,4454.4%95.2%15.3%

Say-on-pay votes against management

Counting one say-on-pay item per company meeting, FIDELITY COVINGTON TRUST voted against management on 107 of the 2,197 it marked either way (4.9%) in the year to 30 June 2026. The 40 companies with the most reporting filers are listed.

A further 1 say-on-pay item was reported without a management mark and are left out of both sides of that fraction.

Shareholder proposals it supported

Of 673 proposals from security holders that could be told apart in the filings and on which it cast a vote, FIDELITY COVINGTON TRUST voted for 108 (16.0%). 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
Amazon.com, Inc.20 May 2026Shareholder proposal requesting additional reporting on impact of data centers on climate commitments
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
Alphabet Inc.5 Jun 2026Shareholder proposal regarding an enhanced disclosure on climate goals
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
Tesla, Inc.6 Nov 2025Shareholder proposal: CORPORATE GOVERNANCE
Wells Fargo & Company28 Apr 2026Shareholder Proposal - Govern by Majority Vote.
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 disclosure of voting results by share class.
Meta Platforms, Inc.27 May 2026A shareholder proposal regarding report on climate change-related commitments.
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.
FORD MOTOR COMPANY14 May 2026A shareholder proposal relating to a request that the Board take steps to implement one vote per share for...
FORD MOTOR COMPANY14 May 2026A shareholder proposal relating to public disclosure by share class of voting results on matters subject...
Airbnb, Inc.5 Jun 2026Dual-class sunset; and
Dollar General Corporation28 May 2026To vote on a shareholder proposal asking the Board to report on the feasibility of adopting a...
Dollar General Corporation28 May 2026Shareholder proposal: CORPORATE GOVERNANCE
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
lululemon athletica inc.25 Jun 2026Declassify the Board of Directors
Zscaler, Inc.12 Jan 2026To vote on a non-binding stockholder proposal requesting the declassification of our board of directors.
BJ's Wholesale Club Holdings, Inc.18 Jun 2026Vote on a shareholder proposal regarding a report on deforestation in the company's own-brand supply chain
BJ's Wholesale Club Holdings, Inc.18 Jun 2026Vote on a shareholder proposal regarding a report on greenhouse gas emissions reduction efforts
Norwegian Cruise Line Holdings Ltd.11 Jun 2026A shareholder proposal requesting the declassification of our board of directors
Universal Health Services, Inc.20 May 2026Disclosure of Voting Results Based on Shareholders' Money at Risk
Reliance, Inc.20 May 2026Company articles
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
Henry Schein, Inc.21 May 2026Proposal to approve, by non-binding vote, a shareholder proposal to Govern by Majority Vote.
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.
AGCO Corporation23 Apr 2026Stockholder proposal regarding giving stockholders an ability to call for a special stockholder meeting
Wyndham Hotels & Resorts, Inc.14 May 2026To vote on a stockholder proposal, if properly presented at the meeting, regarding stockholder ability to...

Shares on loan

FIDELITY COVINGTON TRUST reported 1.19 billion shares on loan at record dates against 21.99 billion shares voted: 5.13% 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

62 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
Fidelity Enhanced International ETF5,9584.4%not reported16.1%
Fidelity Small-Mid Multifactor ETF5,7541.9%97.9%18.2%
Fidelity Enhanced Small Cap Core ETF5,3026.8%93.4%25.0%
Fidelity Enhanced U.S. All-Cap Equity ETF4,5465.1%95.8%14.3%
Fidelity MSCI Financials Index ETF4,2422.4%96.4%0.0%
Fidelity Enhanced Large Cap Value ETF4,2213.7%95.4%10.8%
Fidelity Enhanced Mid Cap Core ETF4,0064.3%96.1%18.5%
Fidelity International Multifactor ETF3,5702.8%not reported19.4%
Fidelity MSCI Industrials Index ETF3,4901.8%96.5%2.0%
Fidelity MSCI Health Care Index ETF2,8954.2%94.4%2.6%
Fidelity Fundamental Global ex-U.S. ETF2,7806.6%not reported50.0%
Fidelity Enhanced Large Cap Core ETF2,7374.1%96.1%12.7%
Fidelity Emerging Markets Multifactor ETF2,5798.5%not reported54.5%
Fidelity MSCI Consumer Discretionary Index ETF2,5723.8%95.4%18.3%
Fidelity MSCI Information Technology Index ETF2,5444.2%92.5%9.6%
Fidelity Enhanced Emerging Markets ETF2,20412.6%not reported66.7%
Fidelity Blue Chip Growth ETF2,1046.1%95.5%17.2%
Fidelity International High Dividend ETF2,0132.7%not reported3.2%
Fidelity Fundamental Small-Mid Cap ETF1,9933.2%96.3%22.2%
Fidelity International Value Factor ETF1,9281.6%not reported4.1%
Fidelity Fundamental Emerging Markets ETF1,87612.0%not reported70.0%
Fidelity Value Factor ETF1,8491.7%98.4%7.6%
Fidelity Fundamental Developed International ETF1,7331.7%not reported42.9%
Fidelity Low Volatility Factor ETF1,7230.8%97.5%2.8%
Fidelity Quality Factor ETF1,6811.4%98.4%7.1%
Fidelity Fundamental Large Cap Value ETF1,6352.5%98.1%11.7%
Fidelity Dividend ETF for Rising Rates1,6123.5%95.7%9.4%
Fidelity Momentum Factor ETF1,5942.8%93.5%10.4%
Fidelity Blue Chip Value ETF1,5902.2%98.0%14.2%
Fidelity High Dividend ETF1,3834.0%95.1%9.4%
Fidelity Fundamental Large Cap Core ETF1,3784.4%98.8%16.2%
Fidelity MSCI Real Estate Index ETF1,2991.8%94.4%not reported
Fidelity Stocks for Inflation ETF1,2653.1%95.7%10.6%
Fidelity U.S. Multifactor ETF1,2442.2%95.6%8.8%
Fidelity Enhanced Large Cap Growth ETF1,2305.9%95.1%17.2%
Fidelity MSCI Materials Index ETF1,0602.8%94.8%6.7%
Fidelity Fundamental Large Cap Growth ETF1,0386.1%94.0%15.8%
Fidelity MSCI Energy Index ETF1,0161.8%97.8%0.0%
Fidelity MSCI Consumer Staples Index ETF1,0123.3%94.1%0.0%
Fidelity MSCI Communication Services Index ETF7818.5%84.4%7.7%
Fidelity MSCI Utilities Index ETF7631.3%96.8%5.6%
Fidelity Disruptive Automation ETF6919.1%95.5%25.8%
Fidelity Electric Vehicles and Future Transportation ETF66911.0%92.3%55.0%
Fidelity Clean Energy ETF65112.1%93.8%66.7%
Fidelity Magellan ETF6445.9%95.7%12.5%
Fidelity Metaverse ETF6346.9%92.9%13.5%
Fidelity Disruptive Medicine ETF5356.4%94.2%not reported
Fidelity Disruptive Finance ETF5186.5%96.3%11.8%
Fidelity Crypto Industry and Digital Payments ETF5039.6%84.0%0.0%
Fidelity Disruptive Technology ETF4738.3%100.0%22.4%
Fidelity Real Estate Investment ETF4686.6%85.0%not reported
Fidelity Cloud Computing ETF4547.6%90.2%18.2%
Fidelity Disruptive Communications ETF43013.5%89.7%16.7%
Fidelity Women's Leadership ETF1507.4%100.0%27.3%
Fidelity Sustainable U.S. Equity ETF1288.7%100.0%14.3%
Fidelity Digital Health ETF8712.8%not reportednot reported
Fidelity Enhanced Small Cap Value ETF705.7%100.0%not reported
Fidelity Enhanced Small Cap Growth ETF555.5%100.0%not reported
Fidelity Sustainable High Yield ETF320.0%not reportednot reported
Fidelity Enhanced Mid Cap Growth ETF2733.3%not reportednot reported

The 60 series with the most vote records are shown, of 62.

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 FIDELITY COVINGTON TRUST vote on executive pay?

In the year to 30 June 2026 FIDELITY COVINGTON TRUST reported 6,669 votes in the category SECTION 14A SAY-ON-PAY VOTES that were cast for, against or abstain. 6,347 were for (95.2%), 322 against and 0 abstentions. Counting one item per company meeting, it voted against management on 107 of the 2,197 say-on-pay items it marked either way. A further 1 say-on-pay item was reported without a management mark and are not counted in that figure.

How often does FIDELITY COVINGTON TRUST vote against management?

4.4% of the time in the year to 30 June 2026: 4,405 of the 99,687 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 FIDELITY COVINGTON TRUST support shareholder proposals on climate?

In the category ENVIRONMENT OR CLIMATE it reported 844 votes on proposals from security holders in the year to 30 June 2026 and voted for 61 of them (7.2%). Across every category it voted for 15.3% 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 FIDELITY COVINGTON TRUST (filer no. 945908), 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.