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At BGSF INC.'s shareholder meeting held August 9, 2023, in the 2023-2024 proxy season, 66 asset managers reported how they voted on 5 ballot items in their SEC Form N-PX filings, covering 304 separate fund positions. On the most widely held item on that ballot — Advisory vote to approve named executive officer compensation. — BGSF INC.'s filing reports the proposal as approved, with 95% support 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). Source: BGSF INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on August 14, 2023.
Download data (CSV): ballot items · votes by manager · column guide.
Compiled from SEC Form N-PX filings and BGSF INC.’s Form 8-K, filed August 14, 2023 (Item 5.07 on EDGAR). Page generated November 8, 2026.
Meeting of August 9, 2023: 5 items on BGSF INC.’s Form 8-K, filed August 14, 2023: 2 elected · 3 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 2024-2025
Explore BGSF INC. in the interactive database Compare manager voting policies
These tallies are BGSF INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed August 14, 2023 (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.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| Elect Director: C. David Allen, Jr. | 4,807,320 | -- | -- | 413,146 | 1,906,383 | 92% | Elected | — |
| Elect Director: Douglas E. Hailey | 3,701,535 | -- | -- | 1,518,931 | 1,906,383 | 71% | Elected | — |
| 2. Proposal to ratify the appointment of Whitley Penn LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023 | 6,933,493 | 187,025 | 6,331 | -- | -- | 97% | Approved | — |
| 3. Proposal to amend the BGSF, Inc. 2013 Long-Term Incentive Plan, including to add an additional 250,000 shares of common stock available for issuance | 3,468,479 | 1,748,962 | 3,025 | -- | 1,906,383 | 66% | Approved | — |
| 4. Advisory vote to approve named executive officer compensation | 4,628,239 | 227,884 | 364,341 | -- | 1,906,385 | 95% | Approved | — |
Source: BGSF INC., Form 8-K, filed with the SEC on August 14, 2023 — read the filing on EDGAR.
Each item below shows how the 66 asset managers that disclosed a BGSF 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.
Combines 3 wordings of this item as funds reported it.
92% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: C. David Allen, Jr.
BGSF INC.’s own tally for this item (“Elect Director: C. David Allen, Jr.”): 4,807,320 for, 413,146 withheld, per its Form 8-K filed August 14, 2023 (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: Elected, in the filing’s own words: “The following individuals were elected as Class III directors of the Company: There were no abstentions on this matter.”
Support: 92% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 23 asset managers below reported 1,403,765 for, 273,479 withheld, 2,380 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| NORTHERN LIGHTS FUND TRUST II | 527,452 | 0 | 0 | 0 | For |
| Vanguard | 513,422 | 0 | 0 | 0 | For |
| Dimensional | 0 | 0 | 0 | 273,021 | Withhold |
| Fidelity | 73,176 | 0 | 0 | 0 | For |
| WisdomTree | 58,037 | 0 | 0 | 0 | For |
| BlackRock | 46,252 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 39,700 | 0 | 0 | 0 | For |
| Principal | 30,900 | 0 | 0 | 0 | For |
| CULLEN FUNDS TRUST | 30,870 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY FUNDS /DE/ | 27,260 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 15,300 | 0 | 0 | 0 | For |
| RBC FUNDS TRUST | 14,900 | 0 | 0 | 0 | For |
| Prudential/PGIM | 10,814 | 0 | 0 | 0 | For |
| FORUM FUNDS II | 9,625 | 0 | 0 | 0 | For |
| Charles Schwab | 2,723 | 0 | 0 | 0 | For |
| Equitable | 1,644 | 0 | 0 | 0 | For |
| Jackson National | 0 | 0 | 1,580 | 0 | Abstain |
| Victory Capital | 1,073 | 0 | 0 | 0 | For |
| John Hancock | 0 | 0 | 800 | 0 | Abstain |
| Lincoln Financial | 0 | 0 | 0 | 458 | Withhold |
| WILSHIRE MUTUAL FUNDS INC | 310 | 0 | 0 | 0 | For |
| Blackstone Alternative Investment Funds | 300 | 0 | 0 | 0 | For |
| American Century | 7 | 0 | 0 | 0 | For |
Combines 3 wordings of this item as funds reported it.
71% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Douglas E. Hailey
BGSF INC.’s own tally for this item (“Elect Director: Douglas E. Hailey”): 3,701,535 for, 1,518,931 withheld, per its Form 8-K filed August 14, 2023 (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: Elected, in the filing’s own words: “The following individuals were elected as Class III directors of the Company: There were no abstentions on this matter.”
Support: 71% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 23 asset managers below reported 1,131,988 for, 530,046 withheld, 17,590 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| NORTHERN LIGHTS FUND TRUST II | 527,452 | 0 | 0 | 0 | For |
| Vanguard | 513,422 | 0 | 0 | 0 | For |
| Dimensional | 0 | 0 | 0 | 273,021 | Withhold |
| Fidelity | 0 | 0 | 0 | 73,176 | Withhold |
| WisdomTree | 0 | 0 | 0 | 58,037 | Withhold |
| BlackRock | 46,252 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 0 | 0 | 0 | 39,700 | Withhold |
| Principal | 0 | 0 | 0 | 30,900 | Withhold |
| CULLEN FUNDS TRUST | 30,870 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY FUNDS /DE/ | 0 | 0 | 0 | 27,260 | Withhold |
| Columbia Threadneedle | 0 | 0 | 0 | 15,300 | Withhold |
| RBC FUNDS TRUST | 0 | 0 | 14,900 | 0 | Abstain |
| Prudential/PGIM | 0 | 0 | 0 | 10,814 | Withhold |
| FORUM FUNDS II | 9,625 | 0 | 0 | 0 | For |
| Charles Schwab | 2,723 | 0 | 0 | 0 | For |
| Equitable | 1,644 | 0 | 0 | 0 | For |
| Jackson National | 0 | 0 | 1,580 | 0 | Abstain |
| Victory Capital | 0 | 0 | 0 | 1,073 | Withhold |
| John Hancock | 0 | 0 | 800 | 0 | Abstain |
| Lincoln Financial | 0 | 0 | 0 | 458 | Withhold |
| WILSHIRE MUTUAL FUNDS INC | 0 | 0 | 310 | 0 | Abstain |
| Blackstone Alternative Investment Funds | 0 | 0 | 0 | 300 | Withhold |
| American Century | 0 | 0 | 0 | 7 | Withhold |
Combines 2 wordings of this item as funds reported it.
66% Approved · of votes cast
Description as filed by funds: Approval of Amendments to the BGSF, Inc. 2013 Long-Term Incentive Plan, including to add an additional 250,000 shares of common stock available for issuance.
BGSF INC.’s own tally for this item (“3. Proposal to amend the BGSF, Inc. 2013 Long-Term Incentive Plan, including to add an additional 250,000 shares of common stock available for issuance”): 3,468,479 for, 1,748,962 against — passed, per its Form 8-K filed August 14, 2023 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 3 The proposal to amend the BGSF, Inc. 2013 Long-Term Incentive Plan, including to add an additional 250,000 shares of common stock available for issuance was approved based upon the following votes:”
Support: 66% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 23 asset managers below reported 1,084,092 for, 595,532 against.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| NORTHERN LIGHTS FUND TRUST II | 527,452 | 0 | 0 | 0 | For |
| Vanguard | 513,422 | 0 | 0 | 0 | For |
| Dimensional | 0 | 273,021 | 0 | 0 | Against |
| Fidelity | 0 | 73,176 | 0 | 0 | Against |
| WisdomTree | 0 | 58,037 | 0 | 0 | Against |
| BlackRock | 0 | 46,252 | 0 | 0 | Against |
| BRIDGEWAY FUNDS INC | 0 | 39,700 | 0 | 0 | Against |
| Principal | 0 | 30,900 | 0 | 0 | Against |
| CULLEN FUNDS TRUST | 30,870 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY FUNDS /DE/ | 0 | 27,260 | 0 | 0 | Against |
| Columbia Threadneedle | 0 | 15,300 | 0 | 0 | Against |
| RBC FUNDS TRUST | 0 | 14,900 | 0 | 0 | Against |
| Prudential/PGIM | 0 | 10,814 | 0 | 0 | Against |
| FORUM FUNDS II | 9,625 | 0 | 0 | 0 | For |
| Charles Schwab | 2,723 | 0 | 0 | 0 | For |
| Equitable | 0 | 1,644 | 0 | 0 | Against |
| Jackson National | 0 | 1,580 | 0 | 0 | Against |
| Victory Capital | 0 | 1,073 | 0 | 0 | Against |
| John Hancock | 0 | 800 | 0 | 0 | Against |
| Lincoln Financial | 0 | 458 | 0 | 0 | Against |
| WILSHIRE MUTUAL FUNDS INC | 0 | 310 | 0 | 0 | Against |
| Blackstone Alternative Investment Funds | 0 | 300 | 0 | 0 | Against |
| American Century | 0 | 7 | 0 | 0 | Against |
Combines 3 wordings of this item as funds reported it.
95% Approved · of votes cast
Description as filed by funds: Advisory vote to approve named executive officer compensation.
BGSF INC.’s own tally for this item (“4. Advisory vote to approve named executive officer compensation”): 4,628,239 for, 227,884 against — passed, per its Form 8-K filed August 14, 2023 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 4 The advisory vote to approve named executive officer compensation was approved based upon the following votes:”
Support: 95% 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 |
|---|---|---|---|---|---|
| NORTHERN LIGHTS FUND TRUST II | 527,452 | 0 | 0 | 0 | For |
| Vanguard | 513,422 | 0 | 0 | 0 | For |
| Dimensional | 273,021 | 0 | 0 | 0 | For |
| RBB FUND, INC. | 0 | 0 | 165,900 | 0 | Abstain |
| Fidelity | 73,176 | 0 | 0 | 0 | For |
| WisdomTree | 58,037 | 0 | 0 | 0 | For |
| BlackRock | 46,252 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 39,700 | 0 | 0 | 0 | For |
| Principal | 30,900 | 0 | 0 | 0 | For |
| CULLEN FUNDS TRUST | 30,870 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY FUNDS /DE/ | 27,260 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 15,300 | 0 | 0 | 0 | For |
| RBC FUNDS TRUST | 14,900 | 0 | 0 | 0 | For |
| Prudential/PGIM | 10,814 | 0 | 0 | 0 | For |
| FORUM FUNDS II | 9,625 | 0 | 0 | 0 | For |
| Charles Schwab | 2,723 | 0 | 0 | 0 | For |
| Equitable | 1,644 | 0 | 0 | 0 | For |
| Jackson National | 1,580 | 0 | 0 | 0 | For |
| Victory Capital | 1,073 | 0 | 0 | 0 | For |
| John Hancock | 800 | 0 | 0 | 0 | For |
| Lincoln Financial | 458 | 0 | 0 | 0 | For |
| WILSHIRE MUTUAL FUNDS INC | 310 | 0 | 0 | 0 | For |
| Blackstone Alternative Investment Funds | 300 | 0 | 0 | 0 | For |
| American Century | 7 | 0 | 0 | 0 | For |
Fund voting reports, all 24 managers: 1,679,624 for, 165,900 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Pacific Ridge Capital Partners, LLC | 0 | 0 | 186,106 | 0 | Abstain |
| BlackRock | 125,570 | 0 | 0 | 0 | For |
| KING LUTHER CAPITAL MANAGEMENT CORP | 120,038 | 0 | 0 | 0 | For |
| LSV ASSET MANAGEMENT | 112,290 | 4,387 | 0 | 0 | For |
| HOTCHKIS & WILEY CAPITAL MANAGEMENT LLC | 115,784 | 0 | 0 | 0 | For |
| STATE BOARD OF ADMINISTRATION OF FLORIDA RETIREMENT SYSTEM | 0 | 115,345 | 0 | 0 | Against |
| Tieton Capital Management, LLC | 107,560 | 0 | 0 | 0 | For |
| TOCQUEVILLE ASSET MANAGEMENT L.P. | 104,700 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 80,642 | 0 | 0 | 0 | For |
| Dimensional | 64,603 | 0 | 0 | 0 | For |
| Clear Harbor Asset Management, LLC | 54,350 | 0 | 0 | 0 | For |
| Citadel | 38,727 | 0 | 0 | 0 | For |
| ALBERT D MASON INC | 38,077 | 0 | 0 | 0 | For |
| State Street | 37,397 | 0 | 0 | 0 | For |
| Connor, Clark & Lunn Investment Management Ltd. | 24,565 | 0 | 0 | 0 | For |
| Corient Private Wealth LLC | 17,657 | 0 | 0 | 0 | For |
| ARROWSTREET CAPITAL, LIMITED PARTNERSHIP | 13,483 | 0 | 0 | 0 | For |
| STIFEL NICOLAUS & CO INC \MO\ | 12,004 | 0 | 0 | 0 | For |
| Newton Investment Management North America, LLC | 0 | 11,500 | 0 | 0 | Against |
| Two Sigma | 11,454 | 0 | 0 | 0 | For |
| Allianz | 0 | 7,000 | 0 | 0 | Against |
| O'SHAUGHNESSY ASSET MANAGEMENT, LLC | 4,952 | 0 | 0 | 0 | For |
| MELLON INVESTMENTS Corp | 4,400 | 0 | 0 | 0 | For |
| Vanguard | 3,232 | 0 | 0 | 0 | For |
| Bridge City Capital, LLC | 2,886 | 0 | 0 | 0 | For |
Institutional-manager reports, all 46 managers: 1,115,001 for, 138,232 against, 186,106 abstained. Showing the 25 largest; every one is in the interactive database (link above).
Combines 3 wordings of this item as funds reported it.
97% Approved · of votes cast
Description as filed by funds: To ratify BGSF, Inc.'s Audit Committee's appointment of Whitley Penn LLP as independent registered public accounting firm for the 2023 fiscal year ending December 31, 2023.
BGSF INC.’s own tally for this item (“2. Proposal to ratify the appointment of Whitley Penn LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023”): 6,933,493 for, 187,025 against — passed, per its Form 8-K filed August 14, 2023 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 2 The proposal to ratify the appointment of Whitley Penn LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023 was approved based upon the following votes:”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 23 asset managers below reported 1,669,999 for, 9,625 against.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| NORTHERN LIGHTS FUND TRUST II | 527,452 | 0 | 0 | 0 | For |
| Vanguard | 513,422 | 0 | 0 | 0 | For |
| Dimensional | 273,021 | 0 | 0 | 0 | For |
| Fidelity | 73,176 | 0 | 0 | 0 | For |
| WisdomTree | 58,037 | 0 | 0 | 0 | For |
| BlackRock | 46,252 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 39,700 | 0 | 0 | 0 | For |
| Principal | 30,900 | 0 | 0 | 0 | For |
| CULLEN FUNDS TRUST | 30,870 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY FUNDS /DE/ | 27,260 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 15,300 | 0 | 0 | 0 | For |
| RBC FUNDS TRUST | 14,900 | 0 | 0 | 0 | For |
| Prudential/PGIM | 10,814 | 0 | 0 | 0 | For |
| FORUM FUNDS II | 0 | 9,625 | 0 | 0 | Against |
| Charles Schwab | 2,723 | 0 | 0 | 0 | For |
| Equitable | 1,644 | 0 | 0 | 0 | For |
| Jackson National | 1,580 | 0 | 0 | 0 | For |
| Victory Capital | 1,073 | 0 | 0 | 0 | For |
| John Hancock | 800 | 0 | 0 | 0 | For |
| Lincoln Financial | 458 | 0 | 0 | 0 | For |
| WILSHIRE MUTUAL FUNDS INC | 310 | 0 | 0 | 0 | For |
| Blackstone Alternative Investment Funds | 300 | 0 | 0 | 0 | For |
| American Century | 7 | 0 | 0 | 0 | For |
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 10,853,618 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | NORTHERN LIGHTS FUND TRUST II | 4.86% |
| 2 | Vanguard | 4.73% |
| 3 | Dimensional | 2.52% |
| 4 | RBB FUND, INC. | 1.53% |
| 5 | Fidelity | 0.67% |
| 6 | WisdomTree | 0.53% |
| 7 | BlackRock | 0.43% |
| 8 | BRIDGEWAY FUNDS INC | 0.37% |
| 9 | Principal | 0.28% |
| 10 | CULLEN FUNDS TRUST | 0.28% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Pacific Ridge Capital Partners, LLC | 1.71% |
| 2 | BlackRock | 1.16% |
| 3 | KING LUTHER CAPITAL MANAGEMENT CORP | 1.11% |
| 4 | LSV ASSET MANAGEMENT | 1.08% |
| 5 | HOTCHKIS & WILEY CAPITAL MANAGEMENT LLC | 1.07% |
| 6 | STATE BOARD OF ADMINISTRATION OF FLORIDA RETIREMENT SYSTEM | 1.06% |
| 7 | Tieton Capital Management, LLC | 0.99% |
| 8 | TOCQUEVILLE ASSET MANAGEMENT L.P. | 0.96% |
| 9 | GEODE CAPITAL MANAGEMENT, LLC | 0.74% |
| 10 | Dimensional | 0.60% |
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 |
|---|---|---|
| North Star Investment Management Corporation | 6.69% | DEF14A |
| Tieton Capital Management, LLC | 5.74% | 13G |
| Vanguard Group | 4.95% | 13F |
| Dimensional Fund Advisors | 2.89% | 13F |
| Beth Garvey | 2.61% | DEF14A |
| Douglas E. Hailey | 1.86% | DEF14A |
| Dan Hollenbach | 1.49% | DEF14A |
| BlackRock | 1.43% | 13F |
| Paul A. Seid | 1.05% | DEF14A |
| Richard L. Baum, Jr. | 1.03% | DEF14A |
Percentages above are of 10,853,618 shares outstanding, as reported by BGSF INC. on its Form 10-Q dated August 8, 2023 (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 BGSF INC.’s 10-Q dated August 8, 2023. This page is a static snapshot rebuilt weekly on November 8, 2026; a live search always shows the current data.
BGSF INC. proxy season coverage: 2023-2024 (this page) · 2024-2025.
proxyvotesnow.com, “BGSF (BGSF) 2023 Annual Meeting (2023-2024 season): Vote Results”, https://proxyvotesnow.com/company/bgsf-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.