How proposals are grouped on this site

Form N-PX has no proposal number and no standard title. Each filer describes each matter in its own words, often as supplied by its voting platform. One shareholder proposal can arrive as "Report on Lobbying Payments and Policy", as "Shareholder proposal regarding lobbying disclosure" and as "Item 6", all meaning the same line on the ballot. To say how many filers voted for it, those records have to be brought together.

Step one: category and source

Records are first split by who put the matter forward (the issuer or a security holder) and by the form's categories. Some items exist once per meeting, so no text is needed to find them: the advisory vote on executive pay, the vote on how often to hold it, the vote on merger-related pay, and audit-related items. Director elections are reduced to counts: how many nominees, what share of reported votes were for, how many filers withheld from at least one nominee. The wording of a director record names a person and is discarded as soon as it has been counted.

Step two: management items

Other management items (share issues, equity plans, charter amendments) are shown together by category. Filers number and word them too differently to separate reliably, and they are rarely contested.

Step three: shareholder proposals

Proposals from security holders are the contested part of a ballot, so they are separated when the filings allow it:

1. Each description is reduced to its content words. Numbering, "shareholder proposal regarding", "if properly presented" and similar boilerplate are removed, and simple word endings are trimmed.
2. Wordings that share enough content words are linked, starting from the wordings used by the most filers.
3. Two wordings reported by the same filer are kept apart. A filer reports each proposal once, so two wordings from one filer are two proposals. This is what separates two lobbying proposals on one ballot.
4. Groups from different sets of filers that overlap less strongly are then merged, since different voting platforms word the same proposal differently.
5. A group backed by too few filers is not shown as a proposal. Its records are shown together as "shareholder proposals (not separable from the filings)".

Titles

The title printed for a group is the most common wording among its filers, shortened. Before printing, the wording must pass a person-name filter, because some descriptions name the proponent or an executive. A wording with a given name, an honorific or "submitted by" phrasing is rejected. So is any wording about electing, appointing, paying or removing an office holder, since those name the individual, and any word that turns up mostly in wordings of that kind. So, finally, is any word that is neither an ordinary English word nor part of the general vocabulary of proposal wording seen across many companies. If no wording passes, the SEC category name is printed instead.

What can go wrong

Two similar proposals can be merged when no filer reports both; one proposal can be split when platforms word it very differently; a filer can choose an unexpected category. The corrections page explains how to report a grouping error. The filings themselves are always linked from the filer pages.