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BARNES GROUP INC. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and BARNES GROUP INC.’s Form 8-K, filed 2025-01-10 (Item 5.07 on EDGAR). Page generated 04 October 2026.

  • 7Reported items
  • 288Asset managers
  • 1,023Fund votes
  • 2025-01-09Meeting date

Proxy season: 2023-2024 2024-2025

Explore BARNES GROUP INC. in the interactive database Compare manager voting policies

Official 2024-2025 meeting results reported by BARNES GROUP INC.

These tallies are BARNES GROUP INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2025-01-10 (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.

BARNES GROUP INC. — official shareholder meeting results, meeting held 2025-01-09
Ballot itemForAgainst AbstainWithheldBroker non-votesOutcome
Proposal 1: Adoption of the Merger Agreement At the Special Meeting, Barnes' stockholders approved a proposal to adopt the Merger Agreement. 41,315,143145,21784,605 ---- Majority: yes
Proposal 2: The Compensation Proposal At the Special Meeting, Barnes' stockholders approved, on an advisory (nonbinding) basis, the compensation that may be paid or become payable to Barnes' named executive officers that is based on or otherwise relates to the 38,691,2582,661,460192,247 ---- Majority: yes

Source: BARNES GROUP INC., Form 8-K, filed with the SEC on 2025-01-10 — read the filing on EDGAR.

How asset managers voted at the BARNES GROUP INC. 2024-2025 meeting

Each item below shows how the 288 asset managers that disclosed a BARNES 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 BARNES 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.

1. To approve, on an advisory (nonbinding) basis, the compensation that may be paid or become payable to named executive officers of Barnes Group Inc. that is based on or otherwise related to the Merger Agreement and the transactions contemplated by the Merger Agreement.

SECTION 14A SAY-ON-PAY VOTESMajority of the votes cast: yes

Meeting held 2025-01-09.

Combines 8 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%
FOR: 38,691,258AGAINST: 2,661,460

BARNES GROUP INC.’s own tally for this item (“Proposal 2: The Compensation Proposal At the Special Meeting, Barnes' stockholders approved, on an advisory (nonbinding) basis, the compensation that may be paid or become payable to Barnes' named executive officers that”): 38,691,258 for, 2,661,460 against, per its Form 8-K filed 2025-01-10 (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. Of all 50,940,019 outstanding shares: 76% for, 5% against (81% of the company cast a for/against vote).

The 280 asset managers below cast 94% of the shares they voted on this item FOR (38,563,702 for, 2,434,623 against).

FOR 94%
FOR: 38,563,702 (94.0%)AGAINST: 2,434,623 (5.9%)ABSTAIN: 39,456 (0.1%)NOT VOTED: 32 (0.0%)
Largest asset managers voting on “To approve, on an advisory (nonbinding) basis, the compensation that may be paid or become payable to named ex” at BARNES GROUP INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock7,008,8110 00For
Vanguard5,346,0140 00For
State Street2,611,6920 00For
Irenic Capital Management LP2,286,4420 00For
Fidelity970,6451,276,000 00Against
Dimensional2,200,1080 00For
Charles Schwab1,614,3770 00For
GLAZER CAPITAL, LLC1,098,4590 00For
BANK OF AMERICA NA1,061,3760 00For
GEODE CAPITAL MANAGEMENT, LLC1,054,2130 00For
Aristotle Capital Boston, LLC752,1880 00For
NEXPOINT ASSET MANAGEMENT, L.P.732,6600 00For
NEXPOINT FUNDS I732,6600 00For
Woodline Partners LP707,0810 00For
Invesco670,0990 00For
Investment Managers Series Trust II641,2320 00For
BROWN ADVISORY INC635,2030 00For
KENNEDY CAPITAL MANAGEMENT LLC602,5070 00For
TIG Advisors, LLC581,6500 00For
Northern Trust7,602502,166 00Against
SEI361,6550 00For
Gabelli351,7410 00For
MELLON INVESTMENTS Corp323,7720 00For
GENEVA CAPITAL MANAGEMENT LLC253,9381,740 00For
First Eagle Investment Management, LLC233,0980 00For

Showing the 25 largest of 280 asset managers. See all 280 in the interactive database.

2. To adopt the Agreement and Plan of Merger, dated as of October 6, 2024, by and among Barnes Group Inc., Goat Holdco, LLC, and Goat Merger Sub, Inc., as it may be amended from time to time (the "Merger Agreement").

EXTRAORDINARY TRANSACTIONSMajority of the votes cast: yes

Meeting held 2025-01-09.

Combines 2 wordings of this item as funds reported it.

99.6% Majority: yes · of votes cast

FOR 99.6%
FOR: 41,315,143AGAINST: 145,217

BARNES GROUP INC.’s own tally for this item (“Proposal 1: Adoption of the Merger Agreement At the Special Meeting, Barnes' stockholders approved a proposal to adopt the Merger Agreement.”): 41,315,143 for, 145,217 against, per its Form 8-K filed 2025-01-10 (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. Of all 50,940,019 outstanding shares: 81% for, 0.3% against (81% of the company cast a for/against vote).

The 77 asset managers below cast 100% of the shares they voted on this item FOR (19,192,052 for, 0 against).

FOR 99.6%
FOR: 19,192,052 (99.7%)ABSTAIN: 58,244 (0.3%)
Largest asset managers voting on “To adopt the Agreement and Plan of Merger, dated as of October 6, 2024, by and among Barnes Group Inc., Goat H” at BARNES GROUP INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock5,335,6900 00For
Vanguard5,233,4830 00For
Dimensional1,947,1580 00For
Fidelity968,3050 00For
State Street809,3280 00For
Charles Schwab783,1720 00For
NEXPOINT FUNDS I732,6600 00For
Investment Managers Series Trust II641,2320 00For
Invesco274,1490 00For
FIRST EAGLE FUNDS207,9910 00For
SEI169,4790 00For
Columbia Threadneedle141,1420 00For
Equitable81,6820 58,2440For
ARBITRAGE FUNDS121,9050 00For
TIAA117,3280 00For
Jackson National110,0970 00For
New York Life107,2240 00For
Nationwide101,7620 00For
Principal87,7890 00For
QUANTITATIVE MASTER SERIES LLC80,1410 00For
HOTCHKIS & WILEY FUNDS /DE/74,0000 00For
Aristotle Funds Series Trust67,6780 00For
GDL FUND63,0000 00For
Prudential/PGIM60,7230 00For
Russell Investments58,9280 00For

Showing the 25 largest of 77 asset managers. See all 77 in the interactive database.

3. TO APPROVE ANY ADJOURNMENT OF THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES TO ADOPT THE MERGER AGREEMENT AT THE TIME OF THE SPECIAL MEETING.

CORPORATE GOVERNANCE

Meeting held 2025-01-09.

91% fund support · no official result

FOR 90%9%

The 76 asset managers below cast 91% of the shares they voted on this item FOR (17,368,662 for, 1,820,985 against).

FOR: 17,368,662 (90.2%)AGAINST: 1,820,985 (9.5%)ABSTAIN: 58,244 (0.3%)
Largest asset managers voting on “TO APPROVE ANY ADJOURNMENT OF THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES ” at BARNES GROUP INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock5,335,6900 00For
Vanguard5,233,4830 00For
Dimensional1,947,1580 00For
Fidelity11,009957,296 00Against
State Street16,987792,341 00Against
Charles Schwab783,1720 00For
NEXPOINT FUNDS I732,6600 00For
Investment Managers Series Trust II641,2320 00For
Invesco274,1490 00For
FIRST EAGLE FUNDS207,9910 00For
SEI169,4790 00For
Columbia Threadneedle141,1420 00For
Equitable81,6820 58,2440For
ARBITRAGE FUNDS121,9050 00For
TIAA117,3280 00For
Jackson National110,0970 00For
New York Life107,2240 00For
Nationwide101,7620 00For
Principal87,7890 00For
QUANTITATIVE MASTER SERIES LLC80,1410 00For
HOTCHKIS & WILEY FUNDS /DE/74,0000 00For
Aristotle Funds Series Trust67,6780 00For
GDL FUND63,0000 00For
Prudential/PGIM60,7230 00For
Russell Investments58,9280 00For

Showing the 25 largest of 76 asset managers. See all 76 in the interactive database.

4. Advisory Vote on Golden Parachutes

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2025-01-09.

100% fund support · no official result

FOR 100%

The 4 asset managers below cast 100% of the shares they voted on this item FOR (133,352 for, 0 against).

FOR: 133,352 (100.0%)
Largest asset managers voting on “Advisory Vote on Golden Parachutes” at BARNES GROUP INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Empower54,3710 00For
JPMorgan43,0140 00For
Varenne Capital Partners32,1660 00For
HC CAPITAL TRUST3,8010 00For

5. Approve Merger Agreement

EXTRAORDINARY TRANSACTIONS

Meeting held 2025-01-09.

100% fund support · no official result

FOR 100%

The 3 asset managers below cast 100% of the shares they voted on this item FOR (67,810 for, 0 against).

FOR: 67,810 (100.0%)
Largest asset managers voting on “Approve Merger Agreement” at BARNES GROUP INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Empower54,3710 00For
James Alpha Funds Trust9,6380 00For
HC CAPITAL TRUST3,8010 00For

6. Adjourn Meeting

SHAREHOLDER RIGHTS AND DEFENSES

Meeting held 2025-01-09.

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (58,172 for, 0 against).

FOR: 58,172 (100.0%)
Largest asset managers voting on “Adjourn Meeting” at BARNES GROUP INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Empower54,3710 00For
HC CAPITAL TRUST3,8010 00For

7. Vote on a non-binding resolution to approve the Company's executive compensation.

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2024-05-03 (outside the 2024-2025 season's 1 July to 30 June window; reported in this season's filings).

Combines 2 wordings of this item as funds reported it.

0% fund support · no official result

AGAINST 100%

The 2 asset managers below cast 0% of the shares they voted on this item FOR (0 for, 1,810 against).

AGAINST: 1,810 (100.0%)
Largest asset managers voting on “Vote on a non-binding resolution to approve the Company's executive compensation.” at BARNES GROUP INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
COLDSTREAM CAPITAL MANAGEMENT INC01,810 00Against
Echo45 Advisors LLC00 00--

Largest BARNES GROUP INC. shareholders voting in 2024-2025

Ranked by the number of BARNES GROUP INC. shares each manager voted on the most widely held ballot item of the 2024-2025 meeting, shown as a share of the 50,940,019 shares outstanding at the time of that meeting.

Top BARNES GROUP INC. shareholders by shares voted, 2024-2025
#Asset manager % of shares outstanding
1BlackRock 13.76%
2Vanguard 10.49%
3State Street 5.13%
4Irenic Capital Management LP 4.49%
5Fidelity 4.41%
6Dimensional 4.32%
7Charles Schwab 3.17%
8GLAZER CAPITAL, LLC 2.16%
9BANK OF AMERICA NA 2.08%
10GEODE CAPITAL MANAGEMENT, LLC 2.07%

Reported BARNES GROUP INC. ownership

Positions disclosed to the SEC on Schedules 13D and 13G, Form 13F and the company’s own proxy statement (DEF 14A).

BARNES GROUP INC. beneficial owners on record for the 2024-2025 proxy season
Holder % outstanding Disclosure
Irenic Capital Management LP 5.05% 13D
Dimensional Fund Advisors LP 3.87% 13G
Norges Bank 0.52% 13F
Nuveen 0.23% 13F

Percentages above are of 50,940,019 shares outstanding, as reported by BARNES GROUP INC. on its Form 10-Q dated 2024-10-23 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 meeting, so the percentages are the ones that were true then, not ones restated against today’s share count.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered investment companies and institutional managers disclose how they voted every proxy, and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from BARNES GROUP INC.’s 10-Q dated 2024-10-23. This page is a static snapshot rebuilt weekly on 04 October 2026; a live search always shows the current data.

At BARNES GROUP INC.'s shareholder meeting held 2025-01-09, in the 2024-2025 proxy season, 288 asset managers reported how they voted in their SEC Form N-PX filings, covering 1,023 separate fund positions. Their filings are grouped here into 7 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 on that ballot — To approve, on an advisory (nonbinding) basis, the compensation that may be paid or become… — FOR was 94% 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: BARNES GROUP INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2025-01-10.

BARNES GROUP INC. proxy season coverage: 2023-2024 · 2024-2025 (this page).