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CHURCHILL DOWNS INC. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and CHURCHILL DOWNS INC.’s Form 8-K, filed 2025-04-22 (Item 5.07 on EDGAR). Page generated 04 October 2026.

  • 6Reported items
  • 443Asset managers
  • 2,475Fund votes
  • 2025-04-22Meeting date

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

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

Official 2024-2025 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 2025-04-22 (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 2025-04-22
Ballot itemForAgainst AbstainWithheldBroker non-votesOutcome
Elect Director: R. Alex Rankin 57,498,013---- 3,872,1076,083,883 Majority: yes
Elect Director: Andréa Carter 57,475,350---- 3,894,7706,083,883 Majority: yes
(2) Ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered accounting firm for fiscal year 2025 66,806,055619,83528,113 ---- Majority: yes
(3) Approval of the Churchill Downs Incorporated 2025 Omnibus Stock and Incentive Plan 60,266,3781,046,43757,304 --6,083,883 Majority: yes
(4) Approval, on an advisory basis, of the compensation of the Company's named executive officers 59,339,8181,920,601109,700 --6,083,883 Majority: yes

Source: CHURCHILL DOWNS INC., Form 8-K, filed with the SEC on 2025-04-22 — read the filing on EDGAR.

How asset managers voted at the CHURCHILL DOWNS INC. 2024-2025 meeting

Each item below shows how the 443 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 11 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 59,339,818AGAINST: 1,920,601

CHURCHILL DOWNS INC.’s own tally for this item (“(4) Approval, on an advisory basis, of the compensation of the Company's named executive officers”): 59,339,818 for, 1,920,601 against, per its Form 8-K filed 2025-04-22 (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 73,500,000 outstanding shares: 81% for, 3% against (83% of the company cast a for/against vote).

The 434 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: 97.7%AGAINST: 2.2%ABSTAIN: 0.0%SPLIT: 0.1%NOT VOTED: 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., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard8,036,4780 00For
BlackRock7,503,325350 00For
Fidelity7,059,2410 00For
Capital Research Global Investors6,845,3100 00For
Capital Group2,896,2930 00For
State Street2,388,8250 00For
LONDON CO OF VIRGINIA2,117,7220 00For
Boston Partners1,629,7140 00For
TOUCHSTONE FUNDS GROUP TRUST1,538,8810 00For
John Hancock1,422,9360 00For
GEODE CAPITAL MANAGEMENT, LLC1,341,9960 00For
ArrowMark Colorado Holdings LLC1,304,2010 00For
SCHRODER INVESTMENT MANAGEMENT GROUP1,254,9850 00For
Charles Schwab1,233,7970 00For
Hudson Way Capital Management LLC1,176,9520 00For
JENNISON ASSOCIATES LLC956,3220 00For
Columbia Threadneedle935,7650 00For
WILLIAM BLAIR INVESTMENT MANAGEMENT, LLC898,5820 00For
Prudential/PGIM822,3630 00For
AMCAP FUND781,0160 00For
T. Rowe Price612,603165,070 00For
STOCK YARDS BANK & TRUST CO743,7840 00For
Baird623,1300 00For
Janus Henderson581,3730 00For
Northern Trust543,8400 00For

Showing the 25 largest of 434 asset managers. See all 434 in the interactive database.

2. To approve the Churchill Downs Incorporated 2025 Omnibus Stock and Incentive Plan.

COMPENSATIONMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 60,266,378AGAINST: 1,046,437

CHURCHILL DOWNS INC.’s own tally for this item (“(3) Approval of the Churchill Downs Incorporated 2025 Omnibus Stock and Incentive Plan”): 60,266,378 for, 1,046,437 against, per its Form 8-K filed 2025-04-22 (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 73,500,000 outstanding shares: 82% for, 1% against (83% of the company cast a for/against vote).

The 114 asset managers below cast 99.9% of the shares they voted on this item FOR (29,676,096 for, 22,768 against).

FOR 99.9%
FOR: 29,676,096 (99.9%)AGAINST: 22,768 (0.1%)ABSTAIN: 656 (0.0%)NOT VOTED: 141 (0.0%)
Largest asset managers voting on “To approve the Churchill Downs Incorporated 2025 Omnibus Stock and Incentive Plan.” at CHURCHILL DOWNS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard7,882,1700 00For
BlackRock5,014,6500 00For
Fidelity4,104,2090 00For
TOUCHSTONE FUNDS GROUP TRUST1,538,8810 00For
John Hancock1,363,8320 00For
Columbia Threadneedle935,7650 00For
Prudential/PGIM797,193295 00For
AMCAP FUND781,0160 00For
Charles Schwab614,5120 00For
JANUS INVESTMENT FUND496,5840 00For
State Street471,77129 00For
Baird401,2940 00For
T. Rowe Price310,9490 00For
Equitable277,4070 00For
Jackson National240,8550 00For
Neuberger Berman227,7870 00For
MERIDIAN FUND INC216,5990 00For
Dimensional205,2610 00For
Value Line Mid Cap Focused Fund, Inc.194,4900 00For
Voya175,0800 00For
TIAA167,4690 00For
WILLIAM BLAIR FUNDS166,2000 00For
HARBOR FUNDS165,1920 00For
AIG/SunAmerica164,8580 00For
Capital Group148,1490 00For

Showing the 25 largest of 114 asset managers. See all 114 in the interactive database.

3. Election of Class II Directors: Andrea Carter

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 9 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%
FOR: 57,475,350WITHHELD: 3,894,770

CHURCHILL DOWNS INC.’s own tally for this item (“Elect Director: Andréa Carter”): 57,475,350 for, 3,894,770 withheld, per its Form 8-K filed 2025-04-22 (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 73,500,000 outstanding shares: 78% for, 5% withheld (83% of the company cast a for/withheld vote).

The 109 asset managers below cast 100% of the shares they voted on this item FOR (27,683,971 for, 0 against).

FOR 93%
FOR: 27,683,971 (93.3%)ABSTAIN: 1,996,932 (6.7%)NOT VOTED: 141 (0.0%)
Largest asset managers voting on “Election of Class II Directors: Andrea Carter” at CHURCHILL DOWNS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard7,881,1470 1,0230For
BlackRock5,014,6500 00For
Fidelity4,104,2090 00For
TOUCHSTONE FUNDS GROUP TRUST1,538,8810 00For
John Hancock83,5630 1,280,2690Abstain
Columbia Threadneedle935,7650 00For
Prudential/PGIM797,4880 00For
AMCAP FUND781,0160 00For
Charles Schwab614,5120 00For
JANUS INVESTMENT FUND496,5840 00For
State Street471,8000 00For
Baird401,2940 00For
T. Rowe Price00 310,9490Abstain
Equitable193,3150 84,0920For
Jackson National240,8550 00For
Neuberger Berman227,7870 00For
MERIDIAN FUND INC216,5990 00For
Dimensional205,2610 00For
Value Line Mid Cap Focused Fund, Inc.194,4900 00For
Voya175,0800 00For
TIAA167,4690 00For
WILLIAM BLAIR FUNDS166,2000 00For
HARBOR FUNDS165,1920 00For
AIG/SunAmerica164,8580 00For
Capital Group148,1490 00For

Showing the 25 largest of 109 asset managers. See all 109 in the interactive database.

4. Election of Class II Directors: R. Alex Rankin

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%
FOR: 57,498,013WITHHELD: 3,872,107

CHURCHILL DOWNS INC.’s own tally for this item (“Elect Director: R. Alex Rankin”): 57,498,013 for, 3,872,107 withheld, per its Form 8-K filed 2025-04-22 (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 73,500,000 outstanding shares: 78% for, 5% withheld (83% of the company cast a for/withheld vote).

The 109 asset managers below cast 100% of the shares they voted on this item FOR (27,681,978 for, 0 against).

FOR 93%
FOR: 27,681,978 (93.3%)ABSTAIN: 1,998,925 (6.7%)NOT VOTED: 141 (0.0%)
Largest asset managers voting on “Election of Class II Directors: R. Alex Rankin” at CHURCHILL DOWNS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard7,881,1470 1,0230For
BlackRock5,014,6500 00For
Fidelity4,104,2090 00For
TOUCHSTONE FUNDS GROUP TRUST1,538,8810 00For
John Hancock83,5630 1,280,2690Abstain
Columbia Threadneedle935,7650 00For
Prudential/PGIM797,4880 00For
AMCAP FUND781,0160 00For
Charles Schwab614,5120 00For
JANUS INVESTMENT FUND496,5840 00For
State Street471,7710 290For
Baird401,2940 00For
T. Rowe Price00 310,9490Abstain
Equitable193,3150 84,0920For
Jackson National240,8550 00For
Neuberger Berman227,7870 00For
MERIDIAN FUND INC216,5990 00For
Dimensional205,2610 00For
Value Line Mid Cap Focused Fund, Inc.194,4900 00For
Voya175,0800 00For
TIAA167,4690 00For
WILLIAM BLAIR FUNDS166,2000 00For
HARBOR FUNDS165,1920 00For
AIG/SunAmerica164,8580 00For
Capital Group148,1490 00For

Showing the 25 largest of 109 asset managers. See all 109 in the interactive database.

5. To ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for fiscal year 2025.

AUDIT-RELATEDMajority of the votes cast: yes

Combines 3 wordings of this item as funds reported it.

99.0% Majority: yes · of votes cast

FOR 99.0%
FOR: 66,806,055AGAINST: 619,835

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 2025”): 66,806,055 for, 619,835 against, per its Form 8-K filed 2025-04-22 (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 73,500,000 outstanding shares: 91% for, 0.9% against (92% of the company cast a for/against vote).

The 109 asset managers below cast 99.9% of the shares they voted on this item FOR (29,666,566 for, 1,052 against).

FOR 99.9%
FOR: 29,666,566 (100.0%)AGAINST: 1,052 (0.0%)ABSTAIN: 13,285 (0.0%)NOT VOTED: 141 (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., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard7,881,1471,023 00For
BlackRock5,014,6500 00For
Fidelity4,104,2090 00For
TOUCHSTONE FUNDS GROUP TRUST1,538,8810 00For
John Hancock1,363,8320 00For
Columbia Threadneedle935,7650 00For
Prudential/PGIM797,4880 00For
AMCAP FUND781,0160 00For
Charles Schwab614,5120 00For
JANUS INVESTMENT FUND496,5840 00For
State Street471,77129 00For
Baird401,2940 00For
T. Rowe Price310,9490 00For
Equitable277,4070 00For
Jackson National240,8550 00For
Neuberger Berman227,7870 00For
MERIDIAN FUND INC216,5990 00For
Dimensional205,2610 00For
Value Line Mid Cap Focused Fund, Inc.194,4900 00For
Voya175,0800 00For
TIAA167,4690 00For
WILLIAM BLAIR FUNDS166,2000 00For
HARBOR FUNDS165,1920 00For
AIG/SunAmerica164,8580 00For
Capital Group148,1490 00For

Showing the 25 largest of 109 asset managers. See all 109 in the interactive database.

6. Section 14a Executive Compensation

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

97% Majority: yes · of votes cast

FOR 97%
FOR: 59,339,818AGAINST: 1,920,601

CHURCHILL DOWNS INC.’s own tally for this item (“(4) Approval, on an advisory basis, of the compensation of the Company's named executive officers”): 59,339,818 for, 1,920,601 against, per its Form 8-K filed 2025-04-22 (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 73,500,000 outstanding shares: 81% for, 3% against (83% of the company cast a for/against vote).

The 4 asset managers below cast 100% of the shares they voted on this item FOR (22 for, 0 against).

8%ABSTAIN 92%
FOR: 22 (7.7%)ABSTAIN: 264 (92.3%)
Largest asset managers voting on “Section 14a Executive Compensation” at CHURCHILL DOWNS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Aristides Capital LLC00 2640Abstain
Moisand Fitzgerald Tamayo, LLC140 00For
Focus Partners Wealth80 00For
SCHOLTZ & COMPANY, LLC00 00--

Largest CHURCHILL DOWNS INC. shareholders voting in 2024-2025

Ranked by the number of CHURCHILL DOWNS INC. shares each manager voted on the most widely held ballot item of the 2024-2025 meeting, shown as a share of the 73,500,000 shares outstanding at the time of that meeting.

Top CHURCHILL DOWNS INC. shareholders by shares voted, 2024-2025
#Asset manager % of shares outstanding
1Vanguard 10.93%
2BlackRock 10.21%
3Fidelity 9.60%
4Capital Research Global Investors 9.31%
5Capital Group 3.94%
6State Street 3.25%
7LONDON CO OF VIRGINIA 2.88%
8Boston Partners 2.22%
9TOUCHSTONE FUNDS GROUP TRUST 2.09%
10John Hancock 1.94%

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 2024-2025 proxy season
Holder % outstanding Disclosure
BlackRock 10.42% 13F
Vanguard Group 9.22% 13F
FMR (Fidelity) 4.18% 13F
State Street 2.98% 13F
Citadel Advisors 2.31% 13F
Geode Capital 1.89% 13F
Capital International 1.29% 13F
Norges Bank 0.86% 13F
Charles Schwab 0.84% 13F
Dimensional Fund Advisors 0.80% 13F

Percentages above are of 73,500,000 shares outstanding, as reported by CHURCHILL DOWNS INC. on its Form 10-K dated 2024-12-31 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 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 2024-12-31. 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 2025-04-22, in the 2024-2025 proxy season, 443 asset managers reported how they voted in their SEC Form N-PX filings, covering 2,475 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 97% 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 2025-04-22.

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