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Compiled from SEC Form N-PX filings and Carter's, Inc.’s Form 8-K, filed 2026-05-14 (Item 5.07 on EDGAR). Page generated 04 October 2026.
Explore Carter's, Inc. in the interactive database Compare manager voting policies
These tallies are Carter's, Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2026-05-14 (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 | Outcome |
|---|---|---|---|---|---|---|
| Elect Director: Rochester Anderson, Jr. | 26,433,744 | 2,255,893 | 109,613 | -- | 3,931,843 | Majority: yes |
| Elect Director: Jeffrey H. Black | 26,517,459 | 2,176,948 | 104,843 | -- | 3,931,843 | Majority: yes |
| Elect Director: Luis A. Borgen | 26,593,692 | 2,100,878 | 104,680 | -- | 3,931,843 | Majority: yes |
| Elect Director: Jevin S. Eagle | 26,633,029 | 2,061,628 | 104,593 | -- | 3,931,843 | Majority: yes |
| Elect Director: Mark P. Hipp | 26,471,912 | 2,222,496 | 104,842 | -- | 3,931,843 | Majority: yes |
| Elect Director: Stacey S. Rauch | 26,418,705 | 2,270,913 | 109,632 | -- | 3,931,843 | Majority: yes |
| Elect Director: Gretchen W. Schar | 26,273,474 | 2,421,022 | 104,754 | -- | 3,931,843 | Majority: yes |
| Elect Director: Stephanie P. Stahl | 20,728,519 | 7,963,877 | 106,854 | -- | 3,931,843 | Majority: yes |
| Proposal 2: Advisory Vote on Executive Compensation for Named Executive Officers The stockholders of the Company approved, on an advisory basis, the 2025 compensation awarded to the Company's named executive officers as disclosed in the Company's proxy stateme | 27,183,748 | 1,303,325 | 312,177 | -- | 3,931,843 | Passed |
| Proposal 3: Approval of the Company's Amended and Restated Equity Incentive Plan The stockholders of the Company approved the Company's Amended and Restated Equity Incentive Plan. | 20,978,215 | 7,380,358 | 440,677 | -- | 3,931,843 | Passed |
| Proposal 4: Ratification of Appointment of Independent Registered Public Accounting Firm The shareholders of the Company ratified the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for fiscal 2026. | 32,154,770 | 467,049 | -- | -- | -- | Majority: yes |
Source: Carter's, Inc., Form 8-K, filed with the SEC on 2026-05-14 — read the filing on EDGAR.
Each item below shows how the 321 asset managers that disclosed a Carter's, 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 Carter's, 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.
Combines 9 wordings of this item as funds reported it.
95% Passed · of votes cast
Carter's, Inc.’s own tally for this item (“Proposal 2: Advisory Vote on Executive Compensation for Named Executive Officers The stockholders of the Company approved, on an advisory basis, the 2025 compensation awarded to the Company's named executive officers as ”): 27,183,748 for, 1,303,325 against — passed, per its Form 8-K filed 2026-05-14 (Item 5.07). Of all 36,850,117 outstanding shares: 74% for, 4% against (77% of the company cast a for/against vote).
The 321 asset managers below cast 96% of the shares they voted on this item FOR. Fund share totals are not shown for this item: fund-reported shares overlap across filings (an adviser and the funds it manages can each report the same shares), and here their sum exceeds the total votes cast at the meeting.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 5,230,987 | 0 | 0 | 0 | For |
| Vanguard | 4,616,484 | 9 | 3 | 0 | For |
| Charles Schwab | 3,294,752 | 0 | 0 | 0 | For |
| American Century | 2,710,679 | 0 | 0 | 0 | For |
| PIMCO | 1,254,221 | 0 | 0 | 0 | For |
| State Street | 1,241,504 | 1,236 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 885,020 | 0 | 0 | 0 | For |
| Fidelity | 788,393 | 0 | 0 | 0 | For |
| Dimensional | 691,319 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 501,046 | 0 | 0 | 0 | For |
| PACIFIC INVESTMENT MANAGEMENT CO LLC | 446,118 | 0 | 0 | 0 | For |
| Rubric Capital Management LP | 439,712 | 0 | 0 | 0 | For |
| Wellington | 419,090 | 0 | 0 | 0 | For |
| PARAMETRIC PORTFOLIO ASSOCIATES LLC | 354,558 | 0 | 0 | 0 | For |
| Royce | 328,873 | 0 | 0 | 0 | For |
| J. Goldman & Co LP | 323,452 | 0 | 0 | 0 | For |
| Northern Trust | 17,821 | 297,266 | 0 | 0 | Against |
| LSV ASSET MANAGEMENT | 297,198 | 1,100 | 0 | 0 | For |
| MARSHALL WACE, LLP | 269,764 | 0 | 0 | 0 | For |
| Victory Capital | 267,792 | 0 | 0 | 0 | For |
| MELLON INVESTMENTS Corp | 0 | 256,074 | 0 | 0 | Against |
| JACOBS LEVY EQUITY MANAGEMENT, INC | 240,445 | 0 | 0 | 0 | For |
| SEI | 238,647 | 0 | 0 | 0 | For |
| Newton Investment Management North America, LLC | 212,725 | 0 | 0 | 0 | For |
| BNY Mellon | 142,169 | 64,078 | 0 | 0 | For |
Showing the 25 largest of 321 asset managers. See all 321 in the interactive database.
Combines 4 wordings of this item as funds reported it.
92% Majority: yes · of votes cast
Carter's, Inc.’s own tally for this item (“Elect Director: Rochester Anderson, Jr.”): 26,433,744 for, 2,255,893 against, per its Form 8-K filed 2026-05-14 (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 36,850,117 outstanding shares: 72% for, 6% against (78% of the company cast a for/against vote).
The 90 asset managers below cast 96% of the shares they voted on this item FOR (16,986,617 for, 689,976 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,278,681 | 10,865 | 0 | 0 | For |
| BlackRock | 3,928,849 | 0 | 0 | 0 | For |
| Charles Schwab | 1,625,443 | 0 | 0 | 0 | For |
| American Century | 1,329,384 | 0 | 0 | 0 | For |
| PIMCO | 1,254,221 | 0 | 0 | 0 | For |
| Fidelity | 780,369 | 0 | 0 | 0 | For |
| Dimensional | 0 | 594,316 | 0 | 0 | Against |
| State Street | 571,542 | 807 | 0 | 0 | For |
| Columbia Threadneedle | 501,046 | 0 | 0 | 0 | For |
| Royce | 186,483 | 0 | 0 | 0 | For |
| WisdomTree | 182,121 | 0 | 0 | 0 | For |
| BNY Mellon | 173,586 | 0 | 0 | 0 | For |
| EA Series Trust | 136,711 | 0 | 0 | 0 | For |
| Victory Capital | 133,138 | 0 | 0 | 0 | For |
| Invesco | 128,059 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 126,062 | 0 | 0 | 0 | For |
| Hartford | 120,064 | 0 | 0 | 0 | For |
| SEI | 104,768 | 0 | 0 | 0 | For |
| Jackson National | 95,985 | 7,610 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 101,915 | 0 | 0 | 0 | For |
| TIAA | 84,901 | 0 | 0 | 0 | For |
| Equitable | 80,360 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 78,600 | 0 | 0 | 0 | For |
| NEEDHAM FUNDS INC | 67,500 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 57,368 | 0 | 0 | 0 | For |
Showing the 25 largest of 90 asset managers. See all 90 in the interactive database.
Combines 3 wordings of this item as funds reported it.
74% Passed · of votes cast
Carter's, Inc.’s own tally for this item (“Proposal 3: Approval of the Company's Amended and Restated Equity Incentive Plan The stockholders of the Company approved the Company's Amended and Restated Equity Incentive Plan.”): 20,978,215 for, 7,380,358 against — passed, per its Form 8-K filed 2026-05-14 (Item 5.07). Of all 36,850,117 outstanding shares: 57% for, 20% against (77% of the company cast a for/against vote).
The 90 asset managers below cast 77% of the shares they voted on this item FOR (13,364,761 for, 4,099,064 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,289,498 | 47 | 3 | 0 | For |
| BlackRock | 3,928,849 | 0 | 0 | 0 | For |
| Charles Schwab | 1,625,443 | 0 | 0 | 0 | For |
| American Century | 0 | 1,329,384 | 0 | 0 | Against |
| PIMCO | 0 | 1,254,221 | 0 | 0 | Against |
| Fidelity | 780,369 | 0 | 0 | 0 | For |
| Dimensional | 0 | 594,316 | 0 | 0 | Against |
| State Street | 571,685 | 664 | 0 | 0 | For |
| Columbia Threadneedle | 501,046 | 0 | 0 | 0 | For |
| Royce | 0 | 0 | 186,483 | 0 | Abstain |
| WisdomTree | 182,121 | 0 | 0 | 0 | For |
| BNY Mellon | 31,417 | 142,169 | 0 | 0 | Against |
| EA Series Trust | 136,711 | 0 | 0 | 0 | For |
| Victory Capital | 0 | 133,138 | 0 | 0 | Against |
| Invesco | 128,059 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 126,062 | 0 | 0 | 0 | For |
| Hartford | 120,064 | 0 | 0 | 0 | For |
| SEI | 104,768 | 0 | 0 | 0 | For |
| Jackson National | 95,985 | 7,610 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 0 | 101,915 | 0 | 0 | Against |
| TIAA | 84,901 | 0 | 0 | 0 | For |
| Equitable | 80,360 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 0 | 78,600 | 0 | 0 | Against |
| NEEDHAM FUNDS INC | 67,500 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 57,368 | 0 | 0 | 0 | For |
Showing the 25 largest of 90 asset managers. See all 90 in the interactive database.
Combines 5 wordings of this item as funds reported it.
99% Majority: yes · of votes cast
Carter's, Inc.’s own tally for this item (“Proposal 4: Ratification of Appointment of Independent Registered Public Accounting Firm The shareholders of the Company ratified the appointment of PricewaterhouseCoopers LLP as the Company's independent registered publ”): 32,154,770 for, 467,049 against, per its Form 8-K filed 2026-05-14 (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 36,850,117 outstanding shares: 87% for, 1% against (89% of the company cast a for/against vote).
The 90 asset managers below cast 98% of the shares they voted on this item FOR (17,336,800 for, 320,794 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,283,826 | 5,722 | 0 | 0 | For |
| BlackRock | 3,928,849 | 0 | 0 | 0 | For |
| Charles Schwab | 1,625,443 | 0 | 0 | 0 | For |
| American Century | 1,329,384 | 0 | 0 | 0 | For |
| PIMCO | 1,254,221 | 0 | 0 | 0 | For |
| Fidelity | 780,369 | 0 | 0 | 0 | For |
| Dimensional | 594,316 | 0 | 0 | 0 | For |
| State Street | 572,314 | 35 | 0 | 0 | For |
| Columbia Threadneedle | 501,046 | 0 | 0 | 0 | For |
| Royce | 186,483 | 0 | 0 | 0 | For |
| WisdomTree | 182,121 | 0 | 0 | 0 | For |
| BNY Mellon | 31,417 | 142,169 | 0 | 0 | Against |
| EA Series Trust | 5,433 | 131,278 | 0 | 0 | Against |
| Victory Capital | 133,138 | 0 | 0 | 0 | For |
| Invesco | 128,059 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 126,062 | 0 | 0 | 0 | For |
| Hartford | 120,064 | 0 | 0 | 0 | For |
| SEI | 104,768 | 0 | 0 | 0 | For |
| Jackson National | 103,595 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 101,915 | 0 | 0 | 0 | For |
| TIAA | 84,901 | 0 | 0 | 0 | For |
| Equitable | 80,360 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 78,600 | 0 | 0 | 0 | For |
| NEEDHAM FUNDS INC | 67,500 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 57,368 | 0 | 0 | 0 | For |
Showing the 25 largest of 90 asset managers. See all 90 in the interactive database.
Combines 3 wordings of this item as funds reported it.
92% Majority: yes · of votes cast
Carter's, Inc.’s own tally for this item (“Elect Director: Gretchen W. Schar”): 26,273,474 for, 2,421,022 against, per its Form 8-K filed 2026-05-14 (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 36,850,117 outstanding shares: 71% for, 7% against (78% of the company cast a for/against vote).
The 89 asset managers below cast 95% of the shares they voted on this item FOR (16,816,160 for, 857,427 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,272,964 | 16,584 | 0 | 0 | For |
| BlackRock | 3,928,849 | 0 | 0 | 0 | For |
| Charles Schwab | 1,625,443 | 0 | 0 | 0 | For |
| American Century | 1,329,384 | 0 | 0 | 0 | For |
| PIMCO | 1,254,221 | 0 | 0 | 0 | For |
| Fidelity | 780,369 | 0 | 0 | 0 | For |
| Dimensional | 0 | 594,316 | 0 | 0 | Against |
| State Street | 571,542 | 807 | 0 | 0 | For |
| Columbia Threadneedle | 501,046 | 0 | 0 | 0 | For |
| Royce | 186,483 | 0 | 0 | 0 | For |
| WisdomTree | 182,121 | 0 | 0 | 0 | For |
| BNY Mellon | 173,586 | 0 | 0 | 0 | For |
| EA Series Trust | 5,433 | 131,278 | 0 | 0 | Against |
| Victory Capital | 133,138 | 0 | 0 | 0 | For |
| Invesco | 128,059 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 126,062 | 0 | 0 | 0 | For |
| Hartford | 120,064 | 0 | 0 | 0 | For |
| SEI | 104,768 | 0 | 0 | 0 | For |
| Jackson National | 95,985 | 7,610 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 101,915 | 0 | 0 | 0 | For |
| TIAA | 84,901 | 0 | 0 | 0 | For |
| Equitable | 52,880 | 27,480 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 78,600 | 0 | 0 | 0 | For |
| NEEDHAM FUNDS INC | 67,500 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 57,368 | 0 | 0 | 0 | For |
Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.
Combines 3 wordings of this item as funds reported it.
92% Majority: yes · of votes cast
Carter's, Inc.’s own tally for this item (“Elect Director: Jeffrey H. Black”): 26,517,459 for, 2,176,948 against, per its Form 8-K filed 2026-05-14 (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 36,850,117 outstanding shares: 72% for, 6% against (78% of the company cast a for/against vote).
The 89 asset managers below cast 96% of the shares they voted on this item FOR (16,983,610 for, 689,977 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,278,681 | 10,866 | 0 | 0 | For |
| BlackRock | 3,928,849 | 0 | 0 | 0 | For |
| Charles Schwab | 1,625,443 | 0 | 0 | 0 | For |
| American Century | 1,329,384 | 0 | 0 | 0 | For |
| PIMCO | 1,254,221 | 0 | 0 | 0 | For |
| Fidelity | 780,369 | 0 | 0 | 0 | For |
| Dimensional | 0 | 594,316 | 0 | 0 | Against |
| State Street | 571,542 | 807 | 0 | 0 | For |
| Columbia Threadneedle | 501,046 | 0 | 0 | 0 | For |
| Royce | 186,483 | 0 | 0 | 0 | For |
| WisdomTree | 182,121 | 0 | 0 | 0 | For |
| BNY Mellon | 173,586 | 0 | 0 | 0 | For |
| EA Series Trust | 136,711 | 0 | 0 | 0 | For |
| Victory Capital | 133,138 | 0 | 0 | 0 | For |
| Invesco | 128,059 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 126,062 | 0 | 0 | 0 | For |
| Hartford | 120,064 | 0 | 0 | 0 | For |
| SEI | 104,768 | 0 | 0 | 0 | For |
| Jackson National | 95,985 | 7,610 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 101,915 | 0 | 0 | 0 | For |
| TIAA | 84,901 | 0 | 0 | 0 | For |
| Equitable | 80,360 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 78,600 | 0 | 0 | 0 | For |
| NEEDHAM FUNDS INC | 67,500 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 57,368 | 0 | 0 | 0 | For |
Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.
Combines 3 wordings of this item as funds reported it.
93% Majority: yes · of votes cast
Carter's, Inc.’s own tally for this item (“Elect Director: Jevin S. Eagle”): 26,633,029 for, 2,061,628 against, per its Form 8-K filed 2026-05-14 (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 36,850,117 outstanding shares: 72% for, 6% against (78% of the company cast a for/against vote).
The 89 asset managers below cast 96% of the shares they voted on this item FOR (16,983,578 for, 690,010 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,278,684 | 10,864 | 0 | 0 | For |
| BlackRock | 3,928,849 | 0 | 0 | 0 | For |
| Charles Schwab | 1,625,443 | 0 | 0 | 0 | For |
| American Century | 1,329,384 | 0 | 0 | 0 | For |
| PIMCO | 1,254,221 | 0 | 0 | 0 | For |
| Fidelity | 780,369 | 0 | 0 | 0 | For |
| Dimensional | 0 | 594,316 | 0 | 0 | Against |
| State Street | 571,507 | 842 | 0 | 0 | For |
| Columbia Threadneedle | 501,046 | 0 | 0 | 0 | For |
| Royce | 186,483 | 0 | 0 | 0 | For |
| WisdomTree | 182,121 | 0 | 0 | 0 | For |
| BNY Mellon | 173,586 | 0 | 0 | 0 | For |
| EA Series Trust | 136,711 | 0 | 0 | 0 | For |
| Victory Capital | 133,138 | 0 | 0 | 0 | For |
| Invesco | 128,059 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 126,062 | 0 | 0 | 0 | For |
| Hartford | 120,064 | 0 | 0 | 0 | For |
| SEI | 104,768 | 0 | 0 | 0 | For |
| Jackson National | 95,985 | 7,610 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 101,915 | 0 | 0 | 0 | For |
| TIAA | 84,901 | 0 | 0 | 0 | For |
| Equitable | 80,360 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 78,600 | 0 | 0 | 0 | For |
| NEEDHAM FUNDS INC | 67,500 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 57,368 | 0 | 0 | 0 | For |
Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.
Combines 3 wordings of this item as funds reported it.
93% Majority: yes · of votes cast
Carter's, Inc.’s own tally for this item (“Elect Director: Luis A. Borgen”): 26,593,692 for, 2,100,878 against, per its Form 8-K filed 2026-05-14 (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 36,850,117 outstanding shares: 72% for, 6% against (78% of the company cast a for/against vote).
The 89 asset managers below cast 96% of the shares they voted on this item FOR (16,983,611 for, 689,975 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,278,682 | 10,864 | 0 | 0 | For |
| BlackRock | 3,928,849 | 0 | 0 | 0 | For |
| Charles Schwab | 1,625,443 | 0 | 0 | 0 | For |
| American Century | 1,329,384 | 0 | 0 | 0 | For |
| PIMCO | 1,254,221 | 0 | 0 | 0 | For |
| Fidelity | 780,369 | 0 | 0 | 0 | For |
| Dimensional | 0 | 594,316 | 0 | 0 | Against |
| State Street | 571,542 | 807 | 0 | 0 | For |
| Columbia Threadneedle | 501,046 | 0 | 0 | 0 | For |
| Royce | 186,483 | 0 | 0 | 0 | For |
| WisdomTree | 182,121 | 0 | 0 | 0 | For |
| BNY Mellon | 173,586 | 0 | 0 | 0 | For |
| EA Series Trust | 136,711 | 0 | 0 | 0 | For |
| Victory Capital | 133,138 | 0 | 0 | 0 | For |
| Invesco | 128,059 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 126,062 | 0 | 0 | 0 | For |
| Hartford | 120,064 | 0 | 0 | 0 | For |
| SEI | 104,768 | 0 | 0 | 0 | For |
| Jackson National | 95,985 | 7,610 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 101,915 | 0 | 0 | 0 | For |
| TIAA | 84,901 | 0 | 0 | 0 | For |
| Equitable | 80,360 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 78,600 | 0 | 0 | 0 | For |
| NEEDHAM FUNDS INC | 67,500 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 57,368 | 0 | 0 | 0 | For |
Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.
Combines 3 wordings of this item as funds reported it.
92% Majority: yes · of votes cast
Carter's, Inc.’s own tally for this item (“Elect Director: Mark P. Hipp”): 26,471,912 for, 2,222,496 against, per its Form 8-K filed 2026-05-14 (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 36,850,117 outstanding shares: 72% for, 6% against (78% of the company cast a for/against vote).
The 89 asset managers below cast 96% of the shares they voted on this item FOR (16,983,611 for, 689,976 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,278,682 | 10,865 | 0 | 0 | For |
| BlackRock | 3,928,849 | 0 | 0 | 0 | For |
| Charles Schwab | 1,625,443 | 0 | 0 | 0 | For |
| American Century | 1,329,384 | 0 | 0 | 0 | For |
| PIMCO | 1,254,221 | 0 | 0 | 0 | For |
| Fidelity | 780,369 | 0 | 0 | 0 | For |
| Dimensional | 0 | 594,316 | 0 | 0 | Against |
| State Street | 571,542 | 807 | 0 | 0 | For |
| Columbia Threadneedle | 501,046 | 0 | 0 | 0 | For |
| Royce | 186,483 | 0 | 0 | 0 | For |
| WisdomTree | 182,121 | 0 | 0 | 0 | For |
| BNY Mellon | 173,586 | 0 | 0 | 0 | For |
| EA Series Trust | 136,711 | 0 | 0 | 0 | For |
| Victory Capital | 133,138 | 0 | 0 | 0 | For |
| Invesco | 128,059 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 126,062 | 0 | 0 | 0 | For |
| Hartford | 120,064 | 0 | 0 | 0 | For |
| SEI | 104,768 | 0 | 0 | 0 | For |
| Jackson National | 95,985 | 7,610 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 101,915 | 0 | 0 | 0 | For |
| TIAA | 84,901 | 0 | 0 | 0 | For |
| Equitable | 80,360 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 78,600 | 0 | 0 | 0 | For |
| NEEDHAM FUNDS INC | 67,500 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 57,368 | 0 | 0 | 0 | For |
Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.
Combines 3 wordings of this item as funds reported it.
92% Majority: yes · of votes cast
Carter's, Inc.’s own tally for this item (“Elect Director: Stacey S. Rauch”): 26,418,705 for, 2,270,913 against, per its Form 8-K filed 2026-05-14 (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 36,850,117 outstanding shares: 72% for, 6% against (78% of the company cast a for/against vote).
The 89 asset managers below cast 96% of the shares they voted on this item FOR (16,983,610 for, 689,978 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,278,681 | 10,867 | 0 | 0 | For |
| BlackRock | 3,928,849 | 0 | 0 | 0 | For |
| Charles Schwab | 1,625,443 | 0 | 0 | 0 | For |
| American Century | 1,329,384 | 0 | 0 | 0 | For |
| PIMCO | 1,254,221 | 0 | 0 | 0 | For |
| Fidelity | 780,369 | 0 | 0 | 0 | For |
| Dimensional | 0 | 594,316 | 0 | 0 | Against |
| State Street | 571,542 | 807 | 0 | 0 | For |
| Columbia Threadneedle | 501,046 | 0 | 0 | 0 | For |
| Royce | 186,483 | 0 | 0 | 0 | For |
| WisdomTree | 182,121 | 0 | 0 | 0 | For |
| BNY Mellon | 173,586 | 0 | 0 | 0 | For |
| EA Series Trust | 136,711 | 0 | 0 | 0 | For |
| Victory Capital | 133,138 | 0 | 0 | 0 | For |
| Invesco | 128,059 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 126,062 | 0 | 0 | 0 | For |
| Hartford | 120,064 | 0 | 0 | 0 | For |
| SEI | 104,768 | 0 | 0 | 0 | For |
| Jackson National | 95,985 | 7,610 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 101,915 | 0 | 0 | 0 | For |
| TIAA | 84,901 | 0 | 0 | 0 | For |
| Equitable | 80,360 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 78,600 | 0 | 0 | 0 | For |
| NEEDHAM FUNDS INC | 67,500 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 57,368 | 0 | 0 | 0 | For |
Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.
Combines 3 wordings of this item as funds reported it.
72% Majority: yes · of votes cast
Carter's, Inc.’s own tally for this item (“Elect Director: Stephanie P. Stahl”): 20,728,519 for, 7,963,877 against, per its Form 8-K filed 2026-05-14 (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 36,850,117 outstanding shares: 56% for, 22% against (78% of the company cast a for/against vote).
The 89 asset managers below cast 76% of the shares they voted on this item FOR (13,486,585 for, 4,187,002 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,289,496 | 52 | 0 | 0 | For |
| BlackRock | 3,928,587 | 262 | 0 | 0 | For |
| Charles Schwab | 1,625,443 | 0 | 0 | 0 | For |
| American Century | 0 | 1,329,384 | 0 | 0 | Against |
| PIMCO | 0 | 1,254,221 | 0 | 0 | Against |
| Fidelity | 780,369 | 0 | 0 | 0 | For |
| Dimensional | 0 | 594,316 | 0 | 0 | Against |
| State Street | 571,685 | 664 | 0 | 0 | For |
| Columbia Threadneedle | 501,046 | 0 | 0 | 0 | For |
| Royce | 186,483 | 0 | 0 | 0 | For |
| WisdomTree | 182,121 | 0 | 0 | 0 | For |
| BNY Mellon | 173,586 | 0 | 0 | 0 | For |
| EA Series Trust | 136,711 | 0 | 0 | 0 | For |
| Victory Capital | 0 | 133,138 | 0 | 0 | Against |
| Invesco | 0 | 128,059 | 0 | 0 | Against |
| Bridge Builder Trust | 107,636 | 18,426 | 0 | 0 | For |
| Hartford | 120,064 | 0 | 0 | 0 | For |
| SEI | 104,768 | 0 | 0 | 0 | For |
| Jackson National | 95,985 | 7,610 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 0 | 101,915 | 0 | 0 | Against |
| TIAA | 0 | 84,901 | 0 | 0 | Against |
| Equitable | 80,360 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 0 | 78,600 | 0 | 0 | Against |
| NEEDHAM FUNDS INC | 67,500 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 57,368 | 0 | 0 | 0 | For |
Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.
Combines 3 wordings of this item as funds reported it.
99.9% fund support · no official result
The 39 asset managers below cast 99.9% of the shares they voted on this item FOR (240,273 for, 3 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 0 | 0 | 3,928,849 | 0 | Abstain |
| Charles Schwab | 0 | 0 | 1,625,443 | 0 | Abstain |
| Vanguard | 18,080 | 3 | 198,774 | 0 | Abstain |
| EA Series Trust | 5,433 | 0 | 131,278 | 0 | Abstain |
| Bridge Builder Trust | 0 | 0 | 126,062 | 0 | Abstain |
| Hartford | 0 | 0 | 120,064 | 0 | Abstain |
| SEI | 0 | 0 | 104,768 | 0 | Abstain |
| Jackson National | 0 | 0 | 103,595 | 0 | Abstain |
| NEEDHAM FUNDS INC | 67,500 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 0 | 0 | 57,368 | 0 | Abstain |
| NYLIM VP FUNDS TRUST | 0 | 0 | 55,570 | 0 | Abstain |
| Series Portfolios Trust | 35,899 | 0 | 9,300 | 0 | For |
| HUSSMAN INVESTMENT TRUST | 40,000 | 0 | 0 | 0 | For |
| James Alpha Funds Trust | 31,800 | 0 | 0 | 0 | For |
| Morningstar Funds Trust | 0 | 0 | 29,927 | 0 | Abstain |
| ADVISORS' INNER CIRCLE FUND | 0 | 0 | 27,200 | 0 | Abstain |
| ETF Series Solutions | 17,111 | 0 | 7,886 | 0 | For |
| Global X | 0 | 0 | 24,214 | 0 | Abstain |
| Mercer Funds | 0 | 0 | 15,900 | 0 | Abstain |
| John Hancock | 0 | 0 | 13,476 | 0 | Abstain |
| Russell Investments | 0 | 0 | 12,073 | 0 | Abstain |
| RBB FUND, INC. | 0 | 0 | 11,938 | 0 | Abstain |
| PACE SELECT ADVISORS TRUST | 0 | 0 | 10,956 | 0 | Abstain |
| Amplify ETF Trust | 10,485 | 0 | 0 | 0 | For |
| Allianz | 0 | 0 | 10,255 | 0 | Abstain |
Showing the 25 largest of 39 asset managers. See all 39 in the interactive database.
— fund support · no official result
No shares were cast for or against this item by the managers below — every disclosed position was an abstention or was not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Empower | 0 | 0 | 0 | 0 | N/A |
| Catholic Responsible Investments Funds | 0 | 0 | 13,803 | 0 | Abstain |
| Brighthouse | 0 | 0 | 0 | 0 | Not Voted |
| Venerable Variable Insurance Trust | 0 | 0 | 0 | 0 | Unknown |
| Lincoln Financial | 0 | 0 | 0 | 0 | Not Voted |
| SA FUNDS INVESTMENT TRUST | 0 | 0 | 0 | 0 | Unknown |
74% Passed · of votes cast
Carter's, Inc.’s own tally for this item (“Proposal 3: Approval of the Company's Amended and Restated Equity Incentive Plan The stockholders of the Company approved the Company's Amended and Restated Equity Incentive Plan.”): 20,978,215 for, 7,380,358 against — passed, per its Form 8-K filed 2026-05-14 (Item 5.07). Of all 36,850,117 outstanding shares: 57% for, 20% against (77% of the company cast a for/against vote).
The 2 asset managers below cast 20% of the shares they voted on this item FOR (1,400 for, 5,700 against).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Empower | 0 | 5,700 | 0 | 0 | Not Voted |
| CLEARWATER INVESTMENT TRUST | 1,400 | 0 | 0 | 0 | For |
Ranked by the number of Carter's, Inc. shares each manager voted on the most widely held ballot item of the 2025-2026 meeting, shown as a share of the 36,850,117 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | BlackRock | 14.20% |
| 2 | Vanguard | 12.53% |
| 3 | Charles Schwab | 8.94% |
| 4 | American Century | 7.36% |
| 5 | PIMCO | 3.40% |
| 6 | State Street | 3.37% |
| 7 | GEODE CAPITAL MANAGEMENT, LLC | 2.40% |
| 8 | Fidelity | 2.14% |
| 9 | Dimensional | 1.88% |
| 10 | Columbia Threadneedle | 1.36% |
Positions disclosed to the SEC on Schedules 13D and 13G, Form 13F and the company’s own proxy statement (DEF 14A).
| Holder | % outstanding | Disclosure |
|---|---|---|
| BlackRock | 14.86% | 13F |
| Vanguard Group | 11.19% | 13F |
| Pacific Investment Management Company LLC | 5.13% | 13G |
| Dimensional Fund Advisors | 4.79% | 13F |
| Morgan Stanley | 4.78% | 13F |
| State Street | 4.10% | 13F |
| RWWM, Inc. | 3.92% | 13G |
| Goldman Sachs | 2.55% | 13F |
| Geode Capital | 2.40% | 13F |
| BNY Mellon | 1.73% | 13F |
Percentages above are of 36,850,117 shares outstanding, as reported by Carter's, Inc. on its Form 10-Q dated 2026-04-27 (see the filing on EDGAR). This is the count contemporaneous with the 2025-2026 meeting, so the percentages are the ones that were true then, not ones restated against today’s share count.
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 Carter's, Inc.’s 10-Q dated 2026-04-27. This page is a static snapshot rebuilt weekly on 04 October 2026; a live search always shows the current data.
At Carter's, Inc.'s shareholder meeting held 2026-05-13, in the 2025-2026 proxy season, 321 asset managers reported how they voted in their SEC Form N-PX filings, covering 3,694 separate fund positions. Their filings are grouped here into 14 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 — Advisory approval of compensation of our named executive officers — the proposal passed 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: Carter's, Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2026-05-14.
Carter's, Inc. proxy season coverage: 2023-2024 · 2024-2025 · 2025-2026 (this page).