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CHURCHILL DOWNS INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and CHURCHILL DOWNS INC.’s Form 8-K, filed 2024-04-23 (Item 5.07 on EDGAR). Page generated 04 October 2026.

  • 6Reported items
  • 386Asset managers
  • 2,349Fund votes
  • 2024-04-23Meeting date

Proxy season: 2023-2024 2024-2025 2025-2026

Explore CHURCHILL DOWNS INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by CHURCHILL DOWNS INC.

These tallies are CHURCHILL DOWNS INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2024-04-23 (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.

CHURCHILL DOWNS INC. — official shareholder meeting results, meeting held 2024-04-23
Ballot itemForAgainst AbstainWithheldBroker non-votesOutcome
Elect Director: William C. Carstanjen 61,082,260---- 1,588,4045,623,367 Majority: yes
Elect Director: Karole F. Lloyd 58,207,129---- 4,621,5815,465,321 Majority: yes
Elect Director: Paul C. Varga 61,321,823---- 2,039,0404,933,168 Majority: yes
(2) Ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered accounting firm for fiscal year 2024 67,165,079577,226551,726 ---- Majority: yes
(3) Approval, on an advisory basis, of the compensation of the Company's named executive officers 61,668,2831,547,436145,139 --4,933,173 Majority: yes

This meeting is also recorded here as 2024-04-24; both records come from the same filing, so the date should be checked against it.

Source: CHURCHILL DOWNS INC., Form 8-K, filed with the SEC on 2024-04-23 — read the filing on EDGAR.

How asset managers voted at the CHURCHILL DOWNS INC. 2023-2024 meeting

Each item below shows how the 386 asset managers that disclosed a CHURCHILL DOWNS 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 CHURCHILL DOWNS 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 A NON-BINDING ADVISORY BASIS, THE COMPANY'S EXECUTIVE COMPENSATION AS DISCLOSED IN THE PROXY STATEMENT.

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

Combines 21 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 61,668,283AGAINST: 1,547,436

CHURCHILL DOWNS INC.’s own tally for this item (“(3) Approval, on an advisory basis, of the compensation of the Company's named executive officers”): 61,668,283 for, 1,547,436 against, per its Form 8-K filed 2024-04-23 (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 74,500,000 outstanding shares: 83% for, 2% against (85% of the company cast a for/against vote).

The 377 asset managers below cast 98% 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.

FOR 98%
FOR: 98.1%AGAINST: 1.9%ABSTAIN: 0.0%NOT VOTED: 0.0%UNKNOWN: 0.0%
Largest asset managers voting on “TO APPROVE, ON A NON-BINDING ADVISORY BASIS, THE COMPANY'S EXECUTIVE COMPENSATION AS DISCLOSED IN THE PROXY ST” at CHURCHILL DOWNS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Fidelity9,944,7480 00For
Vanguard7,530,7940 00For
Capital Research Global Investors6,715,8160 00For
AMCAP FUND4,933,6870 00For
BlackRock4,622,608350 00For
State Street2,149,3450 00For
Putnam1,831,1900 00For
LONDON CO OF VIRGINIA1,670,9540 00For
SCHRODER INVESTMENT MANAGEMENT GROUP1,543,8470 00For
ArrowMark Colorado Holdings LLC1,264,4010 00For
TOUCHSTONE FUNDS GROUP TRUST1,143,5750 00For
GEODE CAPITAL MANAGEMENT, LLC1,139,4020 00For
Columbia Threadneedle1,118,3160 00For
Charles Schwab1,082,4070 00For
T. Rowe Price972,6060 00For
JENNISON ASSOCIATES LLC812,2430 00For
Prudential/PGIM774,7980 00For
John Hancock765,5770 00For
Voya646,2400 00For
Nitorum Capital, L.P.590,6380 00For
Baird565,8890 00For
Hudson Way Capital Management LLC517,5230 00For
Citadel480,8710 00For
MELLON INVESTMENTS Corp0431,562 00Against
Gabelli401,7760 00For

Showing the 25 largest of 377 asset managers. See all 377 in the interactive database.

2. Election of Class I Directors: Karole F. Lloyd

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 6 wordings of this item as funds reported it.

93% Majority: yes · of votes cast

FOR 93%7%
FOR: 58,207,129WITHHELD: 4,621,581

CHURCHILL DOWNS INC.’s own tally for this item (“Elect Director: Karole F. Lloyd”): 58,207,129 for, 4,621,581 withheld, per its Form 8-K filed 2024-04-23 (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 74,500,000 outstanding shares: 78% for, 6% withheld (84% of the company cast a for/withheld vote).

The 99 asset managers below cast 100% of the shares they voted on this item FOR (28,905,910 for, 0 against).

FOR 92%8%
FOR: 28,905,910 (91.9%)ABSTAIN: 2,544,346 (8.1%)
Largest asset managers voting on “Election of Class I Directors: Karole F. Lloyd” at CHURCHILL DOWNS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard7,432,9140 00For
Fidelity5,492,0650 00For
AMCAP FUND4,933,6870 00For
BlackRock3,172,9320 00For
TOUCHSTONE FUNDS GROUP TRUST1,143,5750 00For
Columbia Threadneedle00 1,118,3160Abstain
Prudential/PGIM771,2680 00For
John Hancock82,0110 624,3340Abstain
Charles Schwab537,3300 00For
T. Rowe Price402,2920 00For
State Street2580 396,4900Abstain
JANUS INVESTMENT FUND348,7080 00For
Baird345,4450 00For
Equitable192,5800 85,2200For
Voya265,6860 00For
Principal250,3930 00For
MERIDIAN FUND INC249,4600 00For
Dimensional244,0750 00For
Value Line Mid Cap Focused Fund, Inc.194,4900 00For
HARBOR FUNDS182,0220 00For
Jackson National164,8940 00For
Putnam161,1300 00For
Neuberger Berman150,6620 00For
Gabelli141,9000 00For
FINANCIAL INVESTORS TRUST141,6630 00For

Showing the 25 largest of 99 asset managers. See all 99 in the interactive database.

3. Election of Class I Directors: Paul C. Varga

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 6 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 61,321,823WITHHELD: 2,039,040

CHURCHILL DOWNS INC.’s own tally for this item (“Elect Director: Paul C. Varga”): 61,321,823 for, 2,039,040 withheld, per its Form 8-K filed 2024-04-23 (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 74,500,000 outstanding shares: 82% for, 3% withheld (85% of the company cast a for/withheld vote).

The 99 asset managers below cast 100% of the shares they voted on this item FOR (30,563,188 for, 0 against).

FOR 97%
FOR: 30,563,188 (97.2%)ABSTAIN: 887,068 (2.8%)
Largest asset managers voting on “Election of Class I Directors: Paul C. Varga” at CHURCHILL DOWNS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard7,432,9140 00For
Fidelity5,492,0650 00For
AMCAP FUND4,933,6870 00For
BlackRock3,172,9320 00For
TOUCHSTONE FUNDS GROUP TRUST1,143,5750 00For
Columbia Threadneedle1,118,3160 00For
Prudential/PGIM771,2680 00For
John Hancock82,0110 624,3340Abstain
Charles Schwab537,3300 00For
T. Rowe Price402,2920 00For
State Street396,6960 520For
JANUS INVESTMENT FUND348,7080 00For
Baird345,4450 00For
Equitable192,5800 85,2200For
Voya265,6860 00For
Principal250,3930 00For
MERIDIAN FUND INC249,4600 00For
Dimensional244,0750 00For
Value Line Mid Cap Focused Fund, Inc.194,4900 00For
HARBOR FUNDS182,0220 00For
Jackson National164,8940 00For
Putnam161,1300 00For
Neuberger Berman150,6620 00For
Gabelli141,9000 00For
FINANCIAL INVESTORS TRUST141,6630 00For

Showing the 25 largest of 99 asset managers. See all 99 in the interactive database.

4. Election of Class I Directors: William C. Carstanjen

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 5 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 61,082,260WITHHELD: 1,588,404

CHURCHILL DOWNS INC.’s own tally for this item (“Elect Director: William C. Carstanjen”): 61,082,260 for, 1,588,404 withheld, per its Form 8-K filed 2024-04-23 (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 74,500,000 outstanding shares: 82% for, 2% withheld (84% of the company cast a for/withheld vote).

The 99 asset managers below cast 100% of the shares they voted on this item FOR (30,732,385 for, 0 against).

FOR 98%
FOR: 30,732,385 (97.7%)ABSTAIN: 717,871 (2.3%)
Largest asset managers voting on “Election of Class I Directors: William C. Carstanjen” at CHURCHILL DOWNS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard7,432,9140 00For
Fidelity5,492,0650 00For
AMCAP FUND4,933,6870 00For
BlackRock3,172,9320 00For
TOUCHSTONE FUNDS GROUP TRUST1,143,5750 00For
Columbia Threadneedle1,118,3160 00For
Prudential/PGIM771,2680 00For
John Hancock82,0110 624,3340Abstain
Charles Schwab537,3300 00For
T. Rowe Price402,2920 00For
State Street396,6730 750For
JANUS INVESTMENT FUND348,7080 00For
Baird345,4450 00For
Equitable277,8000 00For
Voya265,6860 00For
Principal250,3930 00For
MERIDIAN FUND INC249,4600 00For
Dimensional244,0750 00For
Value Line Mid Cap Focused Fund, Inc.194,4900 00For
HARBOR FUNDS182,0220 00For
Jackson National164,8940 00For
Putnam161,1300 00For
Neuberger Berman150,6620 00For
Gabelli141,9000 00For
FINANCIAL INVESTORS TRUST141,6630 00For

Showing the 25 largest of 99 asset managers. See all 99 in the interactive database.

5. To ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for fiscal year 2024.

OTHERMajority of the votes cast: yes

Combines 6 wordings of this item as funds reported it.

99.1% Majority: yes · of votes cast

FOR 99.1%
FOR: 67,165,079AGAINST: 577,226

CHURCHILL DOWNS INC.’s own tally for this item (“(2) Ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered accounting firm for fiscal year 2024”): 67,165,079 for, 577,226 against, per its Form 8-K filed 2024-04-23 (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 74,500,000 outstanding shares: 90% for, 0.8% against (91% of the company cast a for/against vote).

The 99 asset managers below cast 99.9% of the shares they voted on this item FOR (31,435,499 for, 552 against).

FOR 99.9%
FOR: 31,435,499 (100.0%)AGAINST: 552 (0.0%)ABSTAIN: 14,205 (0.0%)
Largest asset managers voting on “To ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public account” at CHURCHILL DOWNS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard7,432,9140 00For
Fidelity5,492,0650 00For
AMCAP FUND4,933,6870 00For
BlackRock3,172,9320 00For
TOUCHSTONE FUNDS GROUP TRUST1,143,5750 00For
Columbia Threadneedle1,118,3160 00For
Prudential/PGIM771,2680 00For
John Hancock706,3450 00For
Charles Schwab537,3300 00For
T. Rowe Price402,2920 00For
State Street396,72523 00For
JANUS INVESTMENT FUND348,7080 00For
Baird345,4450 00For
Equitable277,8000 00For
Voya265,6860 00For
Principal250,3930 00For
MERIDIAN FUND INC249,4600 00For
Dimensional244,0750 00For
Value Line Mid Cap Focused Fund, Inc.194,4900 00For
HARBOR FUNDS182,0220 00For
Jackson National164,8940 00For
Putnam161,1300 00For
Neuberger Berman150,6620 00For
Gabelli141,9000 00For
FINANCIAL INVESTORS TRUST141,6630 00For

Showing the 25 largest of 99 asset managers. See all 99 in the interactive database.

6. Section 14a Executive Compensation

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

98% Majority: yes · of votes cast

FOR 98%
FOR: 61,668,283AGAINST: 1,547,436

CHURCHILL DOWNS INC.’s own tally for this item (“(3) Approval, on an advisory basis, of the compensation of the Company's named executive officers”): 61,668,283 for, 1,547,436 against, per its Form 8-K filed 2024-04-23 (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 74,500,000 outstanding shares: 83% for, 2% against (85% of the company cast a for/against vote).

The 2 asset managers below cast 100% of the shares they voted on this item FOR (4,180 for, 0 against).

FOR 100%
FOR: 4,180 (100.0%)
Largest asset managers voting on “Section 14a Executive Compensation” at CHURCHILL DOWNS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Sculati Wealth Management, LLC4,1800 00For
SCHOLTZ & COMPANY, LLC00 00--

Largest CHURCHILL DOWNS INC. shareholders voting in 2023-2024

Ranked by the number of CHURCHILL DOWNS INC. shares each manager voted on the most widely held ballot item of the 2023-2024 meeting, shown as a share of the 74,500,000 shares outstanding at the time of that meeting.

Top CHURCHILL DOWNS INC. shareholders by shares voted, 2023-2024
#Asset manager % of shares outstanding
1Fidelity 13.35%
2Vanguard 10.11%
3Capital Research Global Investors 9.01%
4AMCAP FUND 6.62%
5BlackRock 6.21%
6State Street 2.89%
7Putnam 2.46%
8LONDON CO OF VIRGINIA 2.24%
9SCHRODER INVESTMENT MANAGEMENT GROUP 2.07%
10ArrowMark Colorado Holdings LLC 1.70%

Reported CHURCHILL DOWNS INC. ownership

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

CHURCHILL DOWNS INC. beneficial owners on record for the 2023-2024 proxy season
Holder % outstanding Disclosure
BlackRock 8.56% 13F
Vanguard Group 8.54% 13F
Capital International 3.44% 13F
State Street 2.69% 13F
FMR (Fidelity) 2.67% 13F
Citadel Advisors 2.09% 13F
Geode Capital 1.59% 13F
BNY Mellon 0.85% 13F
Morgan Stanley 0.74% 13F
Charles Schwab 0.73% 13F

Percentages above are of 74,500,000 shares outstanding, as reported by CHURCHILL DOWNS INC. on its Form 10-K dated 2023-12-31 (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 CHURCHILL DOWNS INC.’s 10-K dated 2023-12-31. This page is a static snapshot rebuilt weekly on 04 October 2026; a live search always shows the current data.

At CHURCHILL DOWNS INC.'s shareholder meeting held 2024-04-23, in the 2023-2024 proxy season, 386 asset managers reported how they voted in their SEC Form N-PX filings, covering 2,349 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 — TO APPROVE, ON A NON-BINDING ADVISORY BASIS, THE COMPANY'S EXECUTIVE COMPENSATION AS DISCLOSED… — FOR was 98% 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: CHURCHILL DOWNS INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2024-04-23.

CHURCHILL DOWNS INC. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.