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At 22ND CENTURY GROUP INC.'s 2 shareholder meetings in the 2023-2024 proxy season (held October 16, 2023 and June 28, 2024), 61 asset managers reported how they voted in their SEC Form N-PX filings, covering 246 separate fund positions. Their filings are grouped here into 16 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. On the most widely held item of the season, voted at the meeting held June 28, 2024 — To approve, by non-binding vote, 2023 executive compensation — FOR was 85% of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side), which is more than half. Whether the item was approved is for the filing to say; that statement has not been read for this item. Source: 22ND CENTURY GROUP INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on June 28, 2024.
Download data (CSV): ballot items · votes by manager · column guide.
Compiled from SEC Form N-PX filings and 22ND CENTURY GROUP INC.’s Form 8-K, filed June 28, 2024 (Item 5.07 on EDGAR). Page generated November 8, 2026.
Meeting of June 28, 2024: 8 items on 22ND CENTURY GROUP INC.’s Form 8-K, filed June 28, 2024: 3 approved · 2 not approved · 3 without a stated outcome.
Meeting of October 16, 2023: 1 item on 22ND CENTURY GROUP INC.’s Form 8-K, filed October 16, 2023: 1 approved.
Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided
Proxy season: 2023-2024
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These tallies are 22ND CENTURY GROUP INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed June 28, 2024 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX. 22ND CENTURY GROUP INC. reported 2 meetings in this season; each is tabulated separately below, with its own filing.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| 1. To approve an amendment to the Company's Amended and Restated Articles of Incorporation to declassify the Board of Directors. In accordance with the voting results listed below, the charter amendment | 685,689 | 69,180 | 3,879 | -- | 1,595,154 | 91% | Not approved A stricter vote than a majority of the votes cast may have applied to this item; the filing does not state it. | — |
| Elect Director: Andy Arno | 652,799 | -- | -- | 105,949 | 1,595,154 | 86% | Not verified | — |
| 4. To approve an advisory resolution approving executive compensation for fiscal year 2023. In accordance with the voting results listed below, the Company's executive compensation for fiscal year 2023 | 636,228 | 113,622 | 8,898 | -- | 1,595,154 | 85% | Not verified | — |
| 2. Because the Charter Amendment (Proposal One) | 575,226 | 177,742 | 5,780 | -- | 1,595,154 | 76% | Not approved A stricter vote than a majority of the votes cast may have applied to this item; the filing does not state it. | — |
| 6. To approve the Warrants dated April 9, 2024 and the shares issuable upon exercise of the warrants pursuant to Rule 5635(d) of the Nasdaq Stock Market. In accordance with the voting results listed below, the warrants and shares issuable upon ex | 626,626 | 126,595 | 5,527 | -- | 1,595,154 | 83% | Approved | — |
| 7. To approve the Voluntary Conversion Option in the Debentures dated March 3, 2023, as amended December 22, 2023, pursuant to Rules 5635(b) and 5635(d) of the Nasdaq Stock Market. In accordance with the voting results listed below, the Volunta | 655,189 | 95,561 | 7,998 | -- | 1,595,154 | 87% | Approved | — |
| 8. To ratify the appointment of Freed Maxick CPAs, P.C. as the Company's independent registered public accountants for 2024. In accordance with the voting results listed below, Freed Maxick CPAs, P.C. will serve as the independent registered ce | 2,141,259 | 201,369 | 11,274 | -- | 0 | 91% | Not verified | — |
| 9. To approve the adjournment of the meeting, if necessary or advisable, to solicit additional proxies in favor of the Charter Amendment (Proposal 1), the amendment and restatement of our 2021 Omnibus Incentive Plan (Proposal 5), the approval of | 632,360 | 121,048 | 5,340 | -- | 1,595,154 | 84% | Approved | — |
Source: 22ND CENTURY GROUP INC., Form 8-K, filed with the SEC on June 28, 2024 — read the filing on EDGAR.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| 2. To approve the price adjustment provisions in the warrants dated July 20, 2023, pursuant to Rule 5365(d) of the Nasdaq Stock Market. In accordance with the voting results listed below, the proposal | 5,051,843 | 2,473,023 | 42,114 | -- | 5,996,943 | 67% | Approved | — |
Source: 22ND CENTURY GROUP INC., Form 8-K, filed with the SEC on October 16, 2023 — read the filing on EDGAR.
Each item below shows how the 61 asset managers that disclosed a 22ND CENTURY GROUP INC. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of 22ND CENTURY GROUP INC.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.
Meeting held June 28, 2024.
Combines 2 wordings of this item as funds reported it.
86% Majority: yes · of votes cast
Description as filed by funds: If the Charter Amendment is approved, to elect four directors to the Board of Directors: Andrew Arno
22ND CENTURY GROUP INC.’s own tally for this item (“Elect Director: Andy Arno”): 652,799 for, 105,949 withheld, per its Form 8-K filed June 28, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 86% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 5 asset managers below reported 5,985 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Amplify ETF Trust | 3,117 | 0 | 0 | 0 | For |
| Fidelity | 2,074 | 0 | 0 | 0 | For |
| T. Rowe Price | 399 | 0 | 0 | 0 | For |
| Vanguard | 391 | 0 | 0 | 0 | For |
| Guggenheim | 4 | 0 | 0 | 0 | For |
Meeting held June 28, 2024.
Combines 2 wordings of this item as funds reported it.
100% of fund votes cast · no official result
The 5 asset managers below reported 5,985 for. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Amplify ETF Trust | 3,117 | 0 | 0 | 0 | For |
| Fidelity | 2,074 | 0 | 0 | 0 | For |
| T. Rowe Price | 399 | 0 | 0 | 0 | For |
| Vanguard | 391 | 0 | 0 | 0 | For |
| Guggenheim | 4 | 0 | 0 | 0 | For |
Meeting held June 28, 2024.
Combines 2 wordings of this item as funds reported it.
100% of fund votes cast · no official result
The 5 asset managers below reported 5,985 for. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Amplify ETF Trust | 3,117 | 0 | 0 | 0 | For |
| Fidelity | 2,074 | 0 | 0 | 0 | For |
| T. Rowe Price | 399 | 0 | 0 | 0 | For |
| Vanguard | 391 | 0 | 0 | 0 | For |
| Guggenheim | 4 | 0 | 0 | 0 | For |
Meeting held June 28, 2024.
100% of fund votes cast · no official result
The 4 asset managers below reported 2,868 for. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 2,074 | 0 | 0 | 0 | For |
| T. Rowe Price | 399 | 0 | 0 | 0 | For |
| Vanguard | 391 | 0 | 0 | 0 | For |
| Guggenheim | 4 | 0 | 0 | 0 | For |
Meeting held June 28, 2024.
86% Majority: yes · of votes cast
Description as filed by funds: If the Charter Amendment is not approved, elect Andrew Arno as a Class I director.
22ND CENTURY GROUP INC.’s own tally for this item (“Elect Director: Andy Arno”): 652,799 for, 105,949 withheld, per its Form 8-K filed June 28, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 86% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 4 asset managers below reported 2,868 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 2,074 | 0 | 0 | 0 | For |
| T. Rowe Price | 399 | 0 | 0 | 0 | For |
| Vanguard | 391 | 0 | 0 | 0 | For |
| Guggenheim | 4 | 0 | 0 | 0 | For |
Meeting held June 28, 2024.
Combines 2 wordings of this item as funds reported it.
91% Not approved · of votes cast
Description as filed by funds: To approve an amendment to the Company's Amended and Restated Articles of Incorporation to declassify the Board of Directors (the "Charter Amendment").
22ND CENTURY GROUP INC.’s own tally for this item (“1. Proposal One: To approve an amendment to the Company's Amended and Restated Articles of Incorporation to declassify the Board of Directors. In accordance with the voting results listed below, the charter amendment”): 685,689 for, 69,180 against — failed, per its Form 8-K filed June 28, 2024 (Item 5.07). This item required more than a simple majority of votes cast — see the filing.
Reported outcome: Not approved, in the filing’s own words: “In accordance with the voting results listed below, the charter amendment was not approved.”
A stricter vote than a majority of the votes cast may have applied to this item; the filing does not state it.
Support: 91% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 5 asset managers below reported 5,985 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Amplify ETF Trust | 3,117 | 0 | 0 | 0 | For |
| Fidelity | 2,074 | 0 | 0 | 0 | For |
| T. Rowe Price | 399 | 0 | 0 | 0 | For |
| Vanguard | 391 | 0 | 0 | 0 | For |
| Guggenheim | 4 | 0 | 0 | 0 | For |
Meeting held October 16, 2023.
Combines 2 wordings of this item as funds reported it.
100% of fund votes cast · no official result
Description as filed by funds: To approve an amendment to our Articles of Incorporation, as amended, to increase the number of authorized shares of common stock from thirty-three million, three hundred thirty-three thousand and three hundred thirty four (33,333,334) shares to sixty-six million, six hundred sixty-six thousand sixty hundred sixty-seven (66,666,667) (Proposal 3).
The 9 asset managers below reported 606,237 for. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Amplify ETF Trust | 322,275 | 0 | 0 | 0 | For |
| Vanguard | 268,667 | 0 | 0 | 0 | For |
| T. Rowe Price | 6,394 | 0 | 0 | 0 | For |
| BlackRock | 4,814 | 0 | 0 | 0 | For |
| Fidelity | 3,064 | 0 | 0 | 0 | For |
| Victory Capital | 525 | 0 | 0 | 0 | For |
| Charles Schwab | 430 | 0 | 0 | 0 | For |
| Guggenheim | 64 | 0 | 0 | 0 | For |
| Nationwide | 4 | 0 | 0 | 0 | For |
Meeting held October 16, 2023.
Combines 2 wordings of this item as funds reported it.
100% of fund votes cast · no official result
Description as filed by funds: To approve the price adjustment provisions in the Warrants dated July 10, 2023, pursuant to Rule 5635(d) of the Nasdaq Stock Market (Proposal 1).
The 9 asset managers below reported 606,237 for. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Amplify ETF Trust | 322,275 | 0 | 0 | 0 | For |
| Vanguard | 268,667 | 0 | 0 | 0 | For |
| T. Rowe Price | 6,394 | 0 | 0 | 0 | For |
| BlackRock | 4,814 | 0 | 0 | 0 | For |
| Fidelity | 3,064 | 0 | 0 | 0 | For |
| Victory Capital | 525 | 0 | 0 | 0 | For |
| Charles Schwab | 430 | 0 | 0 | 0 | For |
| Guggenheim | 64 | 0 | 0 | 0 | For |
| Nationwide | 4 | 0 | 0 | 0 | For |
Meeting held October 16, 2023.
Combines 2 wordings of this item as funds reported it.
100% of fund votes cast · no official result
Description as filed by funds: To approve the price adjustment provisions in the Warrants dated July 20, 2023, pursuant to Rule 5635(d) of the Nasdaq Stock Market (Proposal 2).
The 9 asset managers below reported 606,237 for. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Amplify ETF Trust | 322,275 | 0 | 0 | 0 | For |
| Vanguard | 268,667 | 0 | 0 | 0 | For |
| T. Rowe Price | 6,394 | 0 | 0 | 0 | For |
| BlackRock | 4,814 | 0 | 0 | 0 | For |
| Fidelity | 3,064 | 0 | 0 | 0 | For |
| Victory Capital | 525 | 0 | 0 | 0 | For |
| Charles Schwab | 430 | 0 | 0 | 0 | For |
| Guggenheim | 64 | 0 | 0 | 0 | For |
| Nationwide | 4 | 0 | 0 | 0 | For |
Meeting held June 28, 2024.
Combines 2 wordings of this item as funds reported it.
87% Approved · of votes cast
Description as filed by funds: To approve the Voluntary Conversion Option in the Debentures dated March 3, 2023, as amended December 22, 2023, pursuant to Rules 5635(b) and 5635(d) of the Nasdaq Stock Market.
22ND CENTURY GROUP INC.’s own tally for this item (“7. Proposal Seven: To approve the Voluntary Conversion Option in the Debentures dated March 3, 2023, as amended December 22, 2023, pursuant to Rules 5635(b) and 5635(d) of the Nasdaq Stock Market. In accordance with the ”): 655,189 for, 95,561 against — passed, per its Form 8-K filed June 28, 2024 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “In accordance with the voting results listed below, the Voluntary Conversion Option was approved.”
Support: 87% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 5 asset managers below reported 5,985 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Amplify ETF Trust | 3,117 | 0 | 0 | 0 | For |
| Fidelity | 2,074 | 0 | 0 | 0 | For |
| T. Rowe Price | 399 | 0 | 0 | 0 | For |
| Vanguard | 391 | 0 | 0 | 0 | For |
| Guggenheim | 4 | 0 | 0 | 0 | For |
Meeting held June 28, 2024.
Combines 2 wordings of this item as funds reported it.
83% Approved · of votes cast
Description as filed by funds: To approve the Warrants dated April 9, 2024 and the shares issuable upon exercise of the warrants pursuant to Rule 5635(d) of the Nasdaq Stock Market.
22ND CENTURY GROUP INC.’s own tally for this item (“6. Proposal Six: To approve the Warrants dated April 9, 2024 and the shares issuable upon exercise of the warrants pursuant to Rule 5635(d) of the Nasdaq Stock Market. In accordance with the voting results listed below, ”): 626,626 for, 126,595 against — passed, per its Form 8-K filed June 28, 2024 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “In accordance with the voting results listed below, the warrants and shares issuable upon exercise of the warrants were approved.”
Support: 83% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 5 asset managers below reported 5,985 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Amplify ETF Trust | 3,117 | 0 | 0 | 0 | For |
| Fidelity | 2,074 | 0 | 0 | 0 | For |
| T. Rowe Price | 399 | 0 | 0 | 0 | For |
| Vanguard | 391 | 0 | 0 | 0 | For |
| Guggenheim | 4 | 0 | 0 | 0 | For |
Meeting held October 16, 2023.
99% of fund votes cast · no official result
Description as filed by funds: To approve the adjournment of the meeting, if necessary or advisable, to solicit additional proxies in favor of Proposals 1, 2 or 3.
The 9 asset managers below reported 599,843 for, 6,394 against. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Amplify ETF Trust | 322,275 | 0 | 0 | 0 | For |
| Vanguard | 268,667 | 0 | 0 | 0 | For |
| T. Rowe Price | 0 | 6,394 | 0 | 0 | Against |
| BlackRock | 4,814 | 0 | 0 | 0 | For |
| Fidelity | 3,064 | 0 | 0 | 0 | For |
| Victory Capital | 525 | 0 | 0 | 0 | For |
| Charles Schwab | 430 | 0 | 0 | 0 | For |
| Guggenheim | 64 | 0 | 0 | 0 | For |
| Nationwide | 4 | 0 | 0 | 0 | For |
Meeting held June 28, 2024.
84% Approved · of votes cast
Description as filed by funds: To approve the adjournment of the meeting, if necessary or advisable, to solicit additional proxies in favor of the Charter Amendment (Proposal 1), the amendment and restatement of our 2021 Omnibus Incentive Plan (Proposal 5), the approval of the Warrants (Proposal 6) or the approval of the Voluntary Conversion Option (Proposal 7).
22ND CENTURY GROUP INC.’s own tally for this item (“9. Proposal Nine: To approve the adjournment of the meeting, if necessary or advisable, to solicit additional proxies in favor of the Charter Amendment (Proposal 1), the amendment and restatement of our 2021 Omnibus Ince”): 632,360 for, 121,048 against — passed, per its Form 8-K filed June 28, 2024 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “In accordance with the voting results listed below, the adjournment was approved.”
Support: 84% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 5 asset managers below reported 5,586 for, 399 against.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Amplify ETF Trust | 3,117 | 0 | 0 | 0 | For |
| Fidelity | 2,074 | 0 | 0 | 0 | For |
| T. Rowe Price | 0 | 399 | 0 | 0 | Against |
| Vanguard | 391 | 0 | 0 | 0 | For |
| Guggenheim | 4 | 0 | 0 | 0 | For |
Meeting held June 28, 2024.
Combines 2 wordings of this item as funds reported it.
87% of fund votes cast · no official result
Description as filed by funds: To approve the amendment and restatement of the 22nd Century Group, Inc. 2021 Omnibus Incentive Plan which shall increase the number of shares authorized for issuance by five million (5,000,000).
The 5 asset managers below reported 5,191 for, 794 against. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Amplify ETF Trust | 3,117 | 0 | 0 | 0 | For |
| Fidelity | 2,074 | 0 | 0 | 0 | For |
| T. Rowe Price | 0 | 399 | 0 | 0 | Against |
| Vanguard | 0 | 391 | 0 | 0 | Against |
| Guggenheim | 0 | 4 | 0 | 0 | Against |
Meeting held June 28, 2024.
Combines 5 wordings of this item as funds reported it.
85% Majority: yes · of votes cast
Description as filed by funds: To approve, by non-binding vote, 2023 executive compensation
22ND CENTURY GROUP INC.’s own tally for this item (“4. Proposal Four: To approve an advisory resolution approving executive compensation for fiscal year 2023. In accordance with the voting results listed below, the Company's executive compensation for fiscal year 2023 has”): 636,228 for, 113,622 against, per its Form 8-K filed June 28, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 85% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Also reported under other wordings, matched to the same row of 22ND CENTURY GROUP INC.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “14A Executive Compensation” (2 managers, 1 for).
Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Amplify ETF Trust | 3,117 | 0 | 0 | 0 | For |
| Fidelity | 2,074 | 0 | 0 | 0 | For |
| T. Rowe Price | 399 | 0 | 0 | 0 | For |
| Vanguard | 391 | 0 | 0 | 0 | For |
| Guggenheim | 4 | 0 | 0 | 0 | For |
Fund voting reports, all 5 managers: 5,985 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 11,496 | 0 | 0 | 0 | For |
| Northern Trust | 9,366 | 0 | 0 | 0 | For |
| HighTower Advisors, LLC | 7,592 | 0 | 0 | 0 | For |
| Two Sigma | 3,996 | 0 | 0 | 0 | For |
| State Street | 3,173 | 0 | 0 | 0 | For |
| BAR HARBOR WEALTH MANAGEMENT | 2,500 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 2,108 | 0 | 0 | 0 | For |
| T. Rowe Price | 1,382 | 0 | 0 | 0 | For |
| Corient Private Wealth LLC | 924 | 0 | 0 | 0 | For |
| NJ State Employees Deferred Compensation Plan | 917 | 0 | 0 | 0 | For |
| ENVESTNET ASSET MANAGEMENT INC | 845 | 0 | 0 | 0 | For |
| STIFEL NICOLAUS & CO INC \MO\ | 483 | 0 | 0 | 0 | For |
| MELLON INVESTMENTS Corp | 335 | 0 | 0 | 0 | For |
| Aviance Capital Partners, LLC | 300 | 0 | 0 | 0 | For |
| Point72 | 253 | 0 | 0 | 0 | For |
| Bleakley Financial Group, LLC | 245 | 0 | 0 | 0 | For |
| Ridgewood Investments LLC | 160 | 0 | 0 | 0 | For |
| Citadel | 73 | 0 | 0 | 0 | For |
| BERKSHIRE ASSET MANAGEMENT LLC/PA | 63 | 0 | 0 | 0 | For |
| DAVENPORT & Co LLC | 63 | 0 | 0 | 0 | For |
| First Affirmative Financial Network | 0 | 43 | 0 | 0 | Against |
| Associated Trust Company, N.A. | 42 | 0 | 0 | 0 | For |
| PNC BANK, NATIONAL ASSOCIATION | 42 | 0 | 0 | 0 | For |
| COBBLESTONE CAPITAL ADVISORS LLC /NY/ | 38 | 0 | 0 | 0 | For |
| Goldman Sachs | 33 | 0 | 0 | 0 | For |
Institutional-manager reports, all 52 managers: 46,587 for, 43 against, 2 unknown. Showing the 25 largest; every one is in the interactive database (link above).
Meeting held June 28, 2024.
Combines 3 wordings of this item as funds reported it.
91% Majority: yes · of votes cast
Description as filed by funds: Ratification of the appointment of Freed Maxick CPAs, P.C. as our independent registered public accountants for fiscal year 2024.
22ND CENTURY GROUP INC.’s own tally for this item (“8. Proposal Eight: To ratify the appointment of Freed Maxick CPAs, P.C. as the Company's independent registered public accountants for 2024. In accordance with the voting results listed below, Freed Maxick CPAs, P.C. wil”): 2,141,259 for, 201,369 against, per its Form 8-K filed June 28, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 91% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Amplify ETF Trust | 3,117 | 0 | 0 | 0 | For |
| Fidelity | 2,074 | 0 | 0 | 0 | For |
| T. Rowe Price | 399 | 0 | 0 | 0 | For |
| Vanguard | 391 | 0 | 0 | 0 | For |
| Guggenheim | 4 | 0 | 0 | 0 | For |
Fund voting reports, all 5 managers: 5,985 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Greenwich Investment Management, Inc. | 676 | 676 | 0 | 0 | Mixed |
Institutional-manager reports, all 1 managers: 676 for, 676 against.
Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 8,292,518 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Amplify ETF Trust | 3.89% |
| 2 | Vanguard | 3.24% |
| 3 | T. Rowe Price | 0.08% |
| 4 | BlackRock | 0.06% |
| 5 | Fidelity | 0.04% |
| 6 | Victory Capital | <0.01% |
| 7 | Charles Schwab | <0.01% |
| 8 | Guggenheim | <0.01% |
| 9 | Nationwide | <0.01% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | BlackRock | 0.14% |
| 2 | Northern Trust | 0.11% |
| 3 | HighTower Advisors, LLC | 0.09% |
| 4 | Two Sigma | 0.05% |
| 5 | State Street | 0.04% |
| 6 | BAR HARBOR WEALTH MANAGEMENT | 0.03% |
| 7 | GEODE CAPITAL MANAGEMENT, LLC | 0.03% |
| 8 | T. Rowe Price | 0.02% |
| 9 | Corient Private Wealth LLC | 0.01% |
| 10 | NJ State Employees Deferred Compensation Plan | 0.01% |
As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.
| Holder | % outstanding | Disclosure |
|---|---|---|
| S | 37.87% | 13G |
| Joseph Reda | 9.16% | 13G |
| Jonathan Schechter | 6.45% | 13G |
| Gregory Castaldo | 3.24% | 13G |
| Anson Funds Management LP | 2.12% | 13G |
| Richard Abbe | 1.22% | 13G |
Percentages above are of 8,292,518 shares outstanding, as reported by 22ND CENTURY GROUP INC. on its Form 10-Q dated May 14, 2024 (see the filing on EDGAR). This is the count contemporaneous with the 2023-2024 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.
Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from 22ND CENTURY GROUP INC.’s 10-Q dated May 14, 2024. This page is a static snapshot rebuilt weekly on November 8, 2026; a live search always shows the current data.
22ND CENTURY GROUP INC. proxy season coverage: 2023-2024 (this page).
proxyvotesnow.com, “22ND CENTURY GROUP (XXII) 2023-2024 Shareholder Meetings: Vote Results”, https://proxyvotesnow.com/company/22nd-century-group-inc/2024 (version of November 9, 2026). Derived from SEC Form N-PX and Form 8-K filings; tables licensed CC BY 4.0. Licence: CC BY 4.0.