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CARROLS RESTAURANT GROUP INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and CARROLS RESTAURANT GROUP INC.’s Form 8-K, filed 2024-05-15 (Item 5.07 on EDGAR). Page generated 02 October 2026.

  • 5Reported items
  • 158Asset managers
  • 457Fund votes
  • 2024-05-14Meeting date

Proxy season: 2023-2024

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

Official 2023-2024 meeting results reported by CARROLS RESTAURANT GROUP INC.

These tallies are CARROLS RESTAURANT GROUP INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2024-05-15 (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.

CARROLS RESTAURANT GROUP INC. — official shareholder meeting results, meeting held 2024-05-14
Ballot itemForAgainst AbstainWithheldBroker non-votesOutcome
Proposal 1: Merger Proposal Majority Vote: 49,011,31589,69885,178 ---- Majority: yes
Unaffiliated Company Stockholder Vote: 37,488,71489,69885,178 ---- Majority: yes
Proposal 2: Compensation Proposal 41,304,2317,365,845516,115 ---- Majority: yes

Source: CARROLS RESTAURANT GROUP INC., Form 8-K, filed with the SEC on 2024-05-15 — read the filing on EDGAR.

How asset managers voted at the CARROLS RESTAURANT GROUP INC. 2023-2024 meeting

Each item below shows how the 158 asset managers that disclosed a CARROLS RESTAURANT 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 CARROLS RESTAURANT 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 (non- binding) basis, the compensation that will or may become payable by Carrols to its named executive officers in connection with the merger of BK Cheshire Corp. with and into Carrols Restaurant Group, Inc.

SECTION 14A SAY-ON-PAY VOTES

Combines 3 wordings of this item as funds reported it.

66% fund support · no official result

FOR 62%AGAINST 32%

The 150 asset managers below cast 66% of the shares they voted on this item FOR (17,393,792 for, 8,989,368 against).

FOR: 17,393,792 (62.3%)AGAINST: 8,989,368 (32.2%)ABSTAIN: 87,358 (0.3%)NOT VOTED: 1,454,146 (5.2%)
Largest asset managers voting on “To approve, on an advisory (non- binding) basis, the compensation that will or may become payable by Carrols t” at CARROLS RESTAURANT GROUP INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Fidelity691,9712,295,385 00Against
Man Group plc02,908,420 00Against
BlackRock2,346,0337,677 00For
Gabelli1,921,2040 00For
Vanguard1,769,8540 00For
Charles Schwab0192,966 00Not Voted
Putnam1,193,2830 00For
Dimensional01,151,675 00Against
Investment Managers Series Trust II1,041,51637,300 00For
GLAZER CAPITAL, LLC974,6470 00For
GEODE CAPITAL MANAGEMENT, LLC726,6380 00For
State Street674,8380 00For
Renaissance659,5930 00For
NEXPOINT FUNDS I0516,970 00Against
Beryl Capital Management LLC495,7710 00For
Equitable459,26622,220 00For
ARROWSTREET CAPITAL, LIMITED PARTNERSHIP469,5470 00For
Invesco443,5690 00For
Two Sigma377,3080 00For
SEI0361,426 00Against
GDL FUND310,0000 00For
Northern Trust1,685301,403 00Against
Nuveen0254,684 00Against
TIAA0251,061 00Against
WisdomTree223,6930 00For

Showing the 25 largest of 150 asset managers. See all 150 in the interactive database.

2. To approve the adoption of the Agreement and Plan of Merger, dated as of January 16, 2024, by and among Restaurant Brands International Inc., BK Cheshire Corp. and Carrols Restaurant Group, Inc. (as it may be amended from time to time, the "Merger Agreement").

EXTRAORDINARY TRANSACTIONS

Combines 2 wordings of this item as funds reported it.

100% fund support · no official result

FOR 99.7%

The 48 asset managers below cast 100% of the shares they voted on this item FOR (9,220,757 for, 0 against).

FOR: 9,220,757 (99.8%)ABSTAIN: 22,220 (0.2%)
Largest asset managers voting on “To approve the adoption of the Agreement and Plan of Merger, dated as of January 16, 2024, by and among Restau” at CARROLS RESTAURANT GROUP INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,741,8350 00For
BlackRock1,338,2110 00For
Investment Managers Series Trust II1,041,5160 00For
Dimensional925,4500 00For
Gabelli866,4280 00For
Fidelity690,9580 00For
Equitable459,2660 22,2200For
GDL FUND310,0000 00For
TIAA250,3610 00For
WisdomTree223,6930 00For
Invesco213,9480 00For
SEI180,5380 00For
BRIDGEWAY FUNDS INC125,0000 00For
Charles Schwab96,4830 00For
Russell Investments95,3060 00For
Guggenheim76,1810 00For
QUANTITATIVE MASTER SERIES LLC63,5600 00For
Putnam58,5830 00For
Lincoln Financial57,9580 00For
Legg Mason45,0000 00For
American Century44,2320 00For
Dunham Funds44,0570 00For
Goldman Sachs33,8800 00For
Principal Exchange-Traded Funds28,3920 00For
Neuberger Berman23,2790 00For

Showing the 25 largest of 48 asset managers. See all 48 in the interactive database.

3. To approve the adoption of the Agreement and Plan of Merger Agreement''), dated as of January 16, 2024, among Restaurant Brands International Inc. (''Parent''), BK Cheshire Corp. and Carrols Restaurant Group Inc. (as it may be amended fro time to time, the "Merger Agreement").

CORPORATE GOVERNANCE

100% fund support · no official result

FOR 100%

The 12 asset managers below cast 100% of the shares they voted on this item FOR (869,681 for, 0 against).

FOR: 869,681 (100.0%)
Largest asset managers voting on “To approve the adoption of the Agreement and Plan of Merger Agreement''), dated as of January 16, 2024, among ” at CARROLS RESTAURANT GROUP INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
NEXPOINT FUNDS I516,9700 00For
AltShares Trust118,8060 00For
Northern Lights Fund Trust IV92,4300 00For
LOCORR INVESTMENT TRUST41,5070 00For
Investment Managers Series Trust II37,3000 00For
Jackson National17,6480 00For
John Hancock14,9150 00For
Bridge Builder Trust14,1730 00For
GPS Funds I8,3770 00For
Allianz5,9840 00For
NORTHERN LIGHTS FUND TRUST II1,4900 00For
TRUST FOR PROFESSIONAL MANAGERS810 00For

4. Advisory Vote on Golden Parachutes

SECTION 14A SAY-ON-PAY VOTES

100% fund support · no official result

FOR 100%

The 3 asset managers below cast 100% of the shares they voted on this item FOR (254,259 for, 0 against).

FOR: 254,259 (100.0%)
Largest asset managers voting on “Advisory Vote on Golden Parachutes” at CARROLS RESTAURANT GROUP INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Manatuck Hill Partners, LLC251,3380 00For
Two Roads Shared Trust2,2790 00For
TD ASSET MANAGEMENT INC6420 00For

5. To approve, on an advisory (non-binding) basis, the compensation that will or may become payable by Carrols to its named executive officers in connection with the merger of BK Cheshire Corp. with and into Carrols Reasturant Group, Inc.

SECTION 14A SAY-ON-PAY VOTES

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (448 for, 0 against).

FOR: 448 (100.0%)
Largest asset managers voting on “To approve, on an advisory (non-binding) basis, the compensation that will or may become payable by Carrols to” at CARROLS RESTAURANT GROUP INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Orion Porfolio Solutions, LLC2240 00For
Orion Portfolio Solutions, LLC2240 00For

Largest CARROLS RESTAURANT GROUP INC. shareholders voting in 2023-2024

Ranked by the number of CARROLS RESTAURANT GROUP INC. shares each manager voted on the most widely held ballot item of the 2023-2024 meeting, shown as a share of the 52,621,276 shares outstanding at the time of that meeting.

Top CARROLS RESTAURANT GROUP INC. shareholders by shares voted, 2023-2024
#Asset manager % of shares outstanding
1Fidelity 5.68%
2Man Group plc 5.53%
3BlackRock 4.47%
4Gabelli 3.65%
5Vanguard 3.36%
6Charles Schwab 3.13%
7Putnam 2.27%
8Dimensional 2.19%
9Investment Managers Series Trust II 2.05%
10GLAZER CAPITAL, LLC 1.85%

Reported CARROLS RESTAURANT GROUP INC. ownership

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

CARROLS RESTAURANT GROUP INC. beneficial owners on record for the 2023-2024 proxy season
Holder % outstanding Disclosure
Matthew Perelman 28.69% DEF14A
Alexander Sloane 28.44% DEF14A
Cambridge Franchise Holdings, LLC 28.15% DEF14A
Restaurant Brands International Inc. 17.89% DEF14A
Daniel T. Accordino 4.77% DEF14A
Dimensional Fund Advisors 2.65% 13F
Renaissance Technologies 2.31% 13F
Geode Capital 1.40% 13F
State Street 1.38% 13F
Anthony E. Hull 1.34% DEF14A

Percentages above are of 52,621,276 shares outstanding, as reported by CARROLS RESTAURANT GROUP INC. on its Form 10-Q dated 2024-05-03 (see the filing on EDGAR). This is the count contemporaneous with the 2023-2024 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 CARROLS RESTAURANT GROUP INC.’s 10-Q dated 2024-05-03. This page is a static snapshot rebuilt weekly on 02 October 2026; a live search always shows the current data.

At CARROLS RESTAURANT GROUP INC.'s shareholder meeting held 2024-05-14, in the 2023-2024 proxy season, 158 asset managers reported how they voted in their SEC Form N-PX filings, covering 457 separate fund positions. Their filings are grouped here into 5 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. CARROLS RESTAURANT GROUP INC.'s own Form 8-K tally for this meeting is published below, but no row in it could be matched to the most widely held item, so this page states no certified outcome for that item. On that item — To approve, on an advisory (non- binding) basis, the compensation that will or may become… — the reporting funds cast 66% of the shares they voted in favour (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). That is the aggregate of those managers' own N-PX disclosures, not the company's certified result, and the funds are a subset of all shareholders.

CARROLS RESTAURANT GROUP INC. proxy season coverage: 2023-2024 (this page).