Home › Companies › CHICO'S FAS INC. › 2023-2024

CHICO'S FAS INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and CHICO'S FAS INC.’s Form 8-K, filed 2024-01-05 (Item 5.07 on EDGAR). Page generated 02 October 2026.

  • 6Reported items
  • 244Asset managers
  • 937Fund votes
  • 2024-01-03Meeting date

Proxy season: 2023-2024

Explore CHICO'S FAS INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by CHICO'S FAS INC.

These tallies are CHICO'S FAS INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2024-01-05 (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.

CHICO'S FAS INC. — official shareholder meeting results, meeting held 2024-01-03
Ballot itemForAgainst AbstainWithheldBroker non-votesOutcome
Proposal 1: Proposal to adopt the Agreement and Plan of Merger, dated as of September 27, 2023, by and among Daphne Parent LLC ("Parent"), Daphne Merger Sub, Inc., a direct, wholly owned subsidiary of Parent ("Merger Sub"), and the Company, pursuant to which M 102,806,5331,208,261111,317 ---- Majority: yes
Proposal 2: Non-binding, advisory proposal to approve compensation that will or may become payable by the Company to its named executive officers in connection with the Merger. 99,231,4034,376,925517,783 ---- Majority: yes
Proposal 3: Proposal to approve an adjournment of the Special Meeting, from time to time, if necessary or appropriate, including to solicit additional proxies if there are insufficient votes at the time of the Special Meeting to approve the proposal to adopt t 94,671,1829,257,079197,850 ---- Majority: yes

This meeting is also recorded here as 2024-01-04; both records come from the same filing, so the date should be checked against it.

Source: CHICO'S FAS INC., Form 8-K, filed with the SEC on 2024-01-05 — read the filing on EDGAR.

How asset managers voted at the CHICO'S FAS INC. 2023-2024 meeting

Each item below shows how the 244 asset managers that disclosed a CHICO'S FAS 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 CHICO'S FAS 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. Proposal 2 - Non-binding, advisory proposal to approve compensation that will or may become payable by Chico's FAS, Inc. to its named executive officers in connection with the Merger; and

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

Combines 15 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 99,231,403AGAINST: 4,376,925

CHICO'S FAS INC.’s own tally for this item (“Proposal 2: Non-binding, advisory proposal to approve compensation that will or may become payable by the Company to its named executive officers in connection with the Merger.”): 99,231,403 for, 4,376,925 against, per its Form 8-K filed 2024-01-05 (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 123,447,000 outstanding shares: 80% for, 4% against (84% of the company cast a for/against vote).

The 231 asset managers below cast 99% of the shares they voted on this item FOR (101,759,781 for, 1,163,819 against).

FOR 99%
FOR: 101,759,781 (98.6%)AGAINST: 1,163,819 (1.1%)ABSTAIN: 198,912 (0.2%)NOT VOTED: 45,050 (0.0%)
Largest asset managers voting on “Proposal 2 - Non-binding, advisory proposal to approve compensation that will or may become payable by Chico's” at CHICO'S FAS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
BlackRock18,339,5020 00For
Pacer Funds Trust9,833,6780 00For
Vanguard8,391,1160 00For
State Street7,516,5840 00For
Dimensional5,404,0470 00For
Invesco4,088,7350 00For
Charles Schwab3,888,9470 00For
American Century3,865,4860 00For
Renaissance3,456,3290 00For
GLAZER CAPITAL, LLC2,961,7110 00For
NEXPOINT FUNDS I2,724,7880 00For
GEODE CAPITAL MANAGEMENT, LLC2,555,1080 00For
Fidelity2,481,4360 00For
Magnetar Financial LLC2,120,7610 00For
WATER ISLAND CAPITAL LLC2,109,5910 00For
BRIDGEWAY FUNDS INC1,610,0000 00For
ARBITRAGE FUNDS1,540,7030 00For
Neuberger Berman1,385,7070 00For
ARROWSTREET CAPITAL, LIMITED PARTNERSHIP1,214,9530 00For
Woodline Partners LP1,180,9710 00For
Global Alpha Capital Management Ltd.1,070,0680 00For
AllianceBernstein1,069,1410 00For
MELLON INVESTMENTS Corp890,9160 00For
PRINCIPAL GLOBAL INVESTORS664,8540 00For
New York Life555,9540 00For

Showing the 25 largest of 231 asset managers. See all 231 in the interactive database.

2. Proposal 1 - Proposal to adopt the Agreement and Plan of Merger, dated as of September 27, 2023, by and among Daphne Parent LLC ("Parent"), Daphne Merger Sub, Inc., a direct, wholly owned subsidiary of Parent ("Merger Sub"), and Chico's FAS, Inc., pursuant to which Merger Sub will merge with and into Chico's FAS, Inc. (the "Merger"), with Chico's FAS, Inc. surviving the Merger and becoming a wholl

EXTRAORDINARY TRANSACTIONSMajority of the votes cast: yes

Combines 5 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 102,806,533AGAINST: 1,208,261

CHICO'S FAS INC.’s own tally for this item (“Proposal 1: Proposal to adopt the Agreement and Plan of Merger, dated as of September 27, 2023, by and among Daphne Parent LLC ("Parent"), Daphne Merger Sub, Inc., a direct, wholly owned subsidiary of Parent ("Merger Sub”): 102,806,533 for, 1,208,261 against, per its Form 8-K filed 2024-01-05 (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 123,447,000 outstanding shares: 83% for, 1.0% against (84% of the company cast a for/against vote).

The 80 asset managers below cast 100% of the shares they voted on this item FOR (59,434,852 for, 0 against).

FOR 99.9%
FOR: 59,434,852 (99.9%)ABSTAIN: 59,410 (0.1%)
Largest asset managers voting on “Proposal 1 - Proposal to adopt the Agreement and Plan of Merger, dated as of September 27, 2023, by and among ” at CHICO'S FAS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
BlackRock13,957,2440 00For
Pacer Funds Trust9,833,6780 00For
Vanguard8,197,0900 00For
Dimensional4,745,7060 00For
NEXPOINT FUNDS I2,724,7880 00For
State Street2,501,1230 00For
Fidelity2,478,8560 00For
Invesco2,025,2220 00For
American Century1,931,7300 00For
Charles Schwab1,923,1010 00For
BRIDGEWAY FUNDS INC1,610,0000 00For
ARBITRAGE FUNDS1,540,7030 00For
New York Life555,9540 00For
Columbia Threadneedle370,8690 00For
EA Series Trust342,5040 00For
TIAA338,9020 00For
Equitable267,5920 59,4100For
Jackson National281,4450 00For
AltShares Trust280,0810 00For
Guggenheim231,9760 00For
Neuberger Berman231,5940 00For
QUANTITATIVE MASTER SERIES LLC219,1810 00For
BNY Mellon204,1170 00For
Royce185,1930 00For
Principal153,5550 00For

Showing the 25 largest of 80 asset managers. See all 80 in the interactive database.

3. Proposal 3 - Proposal to approve an adjournment of the Special Meeting, from time to time, if necessary or appropriate, including to solicit additional proxies if there are insufficient votes at the time of the Special Meeting to approve Proposal 1 or in the absence of a quorum.

CORPORATE GOVERNANCEMajority of the votes cast: yes

Combines 3 wordings of this item as funds reported it.

91% Majority: yes · of votes cast

FOR 91%9%
FOR: 94,671,182AGAINST: 9,257,079

CHICO'S FAS INC.’s own tally for this item (“Proposal 3: Proposal to approve an adjournment of the Special Meeting, from time to time, if necessary or appropriate, including to solicit additional proxies if there are insufficient votes at the time of the Special Me”): 94,671,182 for, 9,257,079 against, per its Form 8-K filed 2024-01-05 (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 123,447,000 outstanding shares: 77% for, 7% against (84% of the company cast a for/against vote).

The 79 asset managers below cast 91% of the shares they voted on this item FOR (54,342,464 for, 5,092,383 against).

FOR 91%9%
FOR: 54,342,464 (91.3%)AGAINST: 5,092,383 (8.6%)ABSTAIN: 59,410 (0.1%)
Largest asset managers voting on “Proposal 3 - Proposal to approve an adjournment of the Special Meeting, from time to time, if necessary or app” at CHICO'S FAS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
BlackRock13,957,2440 00For
Pacer Funds Trust9,833,6780 00For
Vanguard8,197,0900 00For
Dimensional4,745,7060 00For
NEXPOINT FUNDS I2,724,7880 00For
State Street02,501,123 00Against
Fidelity58,6422,420,214 00Against
Invesco2,025,2220 00For
American Century1,931,7300 00For
Charles Schwab1,923,1010 00For
BRIDGEWAY FUNDS INC1,610,0000 00For
ARBITRAGE FUNDS1,540,7030 00For
New York Life555,9540 00For
Columbia Threadneedle370,8690 00For
EA Series Trust342,5040 00For
TIAA338,9020 00For
Equitable267,5920 59,4100For
Jackson National281,4450 00For
AltShares Trust280,0810 00For
Guggenheim231,9760 00For
Neuberger Berman231,5940 00For
QUANTITATIVE MASTER SERIES LLC219,1810 00For
BNY Mellon204,1170 00For
Royce185,1930 00For
Principal153,5550 00For

Showing the 25 largest of 79 asset managers. See all 79 in the interactive database.

4. Advisory Vote on Golden Parachutes

SECTION 14A SAY-ON-PAY VOTES

100% fund support · no official result

FOR 100%

The 6 asset managers below cast 100% of the shares they voted on this item FOR (1,077,496 for, 0 against).

FOR: 1,077,496 (100.0%)
Largest asset managers voting on “Advisory Vote on Golden Parachutes” at CHICO'S FAS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Desjardins Global Asset Management Inc.751,3960 00For
TD ASSET MANAGEMENT INC142,7040 00For
Empower93,0600 00For
Regime de rentes du Mouvement Desjardins60,2000 00For
JPMorgan28,2460 00For
Two Roads Shared Trust1,8900 00For

5. Adjourn Meeting

OTHER

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (94,950 for, 0 against).

FOR: 94,950 (100.0%)
Largest asset managers voting on “Adjourn Meeting” at CHICO'S FAS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Empower93,0600 00For
Two Roads Shared Trust1,8900 00For

6. Approve Merger Agreement

OTHER

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (94,950 for, 0 against).

FOR: 94,950 (100.0%)
Largest asset managers voting on “Approve Merger Agreement” at CHICO'S FAS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Empower93,0600 00For
Two Roads Shared Trust1,8900 00For

Largest CHICO'S FAS INC. shareholders voting in 2023-2024

Ranked by the number of CHICO'S FAS INC. shares each manager voted on the most widely held ballot item of the 2023-2024 meeting, shown as a share of the 123,447,000 shares outstanding at the time of that meeting.

Top CHICO'S FAS INC. shareholders by shares voted, 2023-2024
#Asset manager % of shares outstanding
1BlackRock 14.86%
2Pacer Funds Trust 7.97%
3Vanguard 6.80%
4State Street 6.09%
5Dimensional 4.38%
6Invesco 3.31%
7Charles Schwab 3.19%
8American Century 3.13%
9Renaissance 2.80%
10GLAZER CAPITAL, LLC 2.40%

Reported CHICO'S FAS INC. ownership

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

CHICO'S FAS INC. beneficial owners on record for the 2023-2024 proxy season
Holder % outstanding Disclosure
BlackRock, Inc. 19.86% DEF14A
The Vanguard Group 6.76% 13G
Molly Langenstein 1.59% DEF14A
Bonnie R. Brooks 0.46% DEF14A
Kristin M. Gwinner 0.35% DEF14A
David M. Oliver 0.20% DEF14A
David F. Walker 0.19% DEF14A
John J. Mahoney 0.19% DEF14A
Patrick J. Guido 0.15% DEF14A
Joseph R. Topper, Jr. 0.15% DEF14A

Percentages above are of 123,447,000 shares outstanding, as reported by CHICO'S FAS INC. on its Form 10-Q dated 2023-10-28 (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 CHICO'S FAS INC.’s 10-Q dated 2023-10-28. This page is a static snapshot rebuilt weekly on 02 October 2026; a live search always shows the current data.

At CHICO'S FAS INC.'s shareholder meeting held 2024-01-03, in the 2023-2024 proxy season, 244 asset managers reported how they voted in their SEC Form N-PX filings, covering 937 separate fund positions. Their filings are grouped here into 6 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 — Proposal 2 - Non-binding, advisory proposal to approve compensation that will or may become… — FOR was 96% 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: CHICO'S FAS INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2024-01-05.

CHICO'S FAS INC. proxy season coverage: 2023-2024 (this page).