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Home › Companies › DILLARD'S INC. › 2023-2024

DILLARD'S INC. 2023-2024 Proxy Voting Records

At DILLARD'S INC.'s shareholder meeting held May 18, 2024, in the 2023-2024 proxy season, 79 asset managers reported how they voted on 7 ballot items in their SEC Form N-PX filings, covering 1,854 separate fund positions. On the most widely held item on that ballot — PROPOSAL TO APPROVE AN AMENDMENT TO THE COMPANY'S 2005 NON- EMPLOYEE DIRECTOR RESTRICTED STOCK… — FOR was 94% 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: DILLARD'S INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 21, 2024.

Download data (CSV): ballot items · votes by manager · column guide.

Compiled from SEC Form N-PX filings and DILLARD'S INC.’s Form 8-K, filed May 21, 2024 (Item 5.07 on EDGAR). Page generated November 8, 2026.

  • 7Ballot items
  • 79Asset managers
  • 1,854Fund votes
  • May 18, 2024Meeting date

Results at a glance

Meeting of May 18, 2024: 17 items on DILLARD'S INC.’s Form 8-K, filed May 21, 2024: 17 without a stated outcome.

Material dissent

None.

Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided

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

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

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

These tallies are DILLARD'S INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 21, 2024 (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.

DILLARD'S INC. — official shareholder meeting results, meeting held May 18, 2024
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: James I. Freeman 9,239,814746,4177,089 --604,665 93%Not verified—
Elect Director: Rob C. Holmes 9,869,210116,8247,286 --604,665 99%Not verified—
Elect Director: Reynie Rutledge 9,730,968255,2507,102 --604,665 97%Not verified—
Elect Director: J.C. Watts, Jr. 9,602,004387,3233,993 --604,665 96%Not verified—
Elect Director: Nick White 9,654,099335,8893,332 --604,665 97%Not verified—
Elect Director: Robert C. Connor 3,985,776---- ---- —Not verified—
Elect Director: William E. (Chip) Connor, II 3,985,776---- ---- —Not verified—
Elect Director: Alex Dillard 3,985,776---- ---- —Not verified—
Elect Director: Mike Dillard 3,985,776---- ---- —Not verified—
Elect Director: William Dillard, II 3,985,776---- ---- —Not verified—
Elect Director: William Dillard, III 3,985,776---- ---- —Not verified—
Elect Director: H. Lee Hastings, III 3,985,776---- ---- —Not verified—
Elect Director: Denise Mahaffy 3,985,776---- ---- —Not verified—
Elect Director: Drue Matheny 3,985,776---- ---- —Not verified—
Elect Director: Warren A. Stephens 3,985,776---- ---- —Not verified—
2. Ratification of the selection of KPMG LLP as the Company's independent registered public accounting firm for 2024 14,488,94491,1693,648 ---- 99.3%Not verified—
3. Approve an amendment to the Dillard's, Inc. 2005 Non-Employee Director Restricted Stock Plan 13,089,447846,30443,345 --604,665 94%Not verified—

Source: DILLARD'S INC., Form 8-K, filed with the SEC on May 21, 2024 — read the filing on EDGAR.

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

Each item below shows how the 79 asset managers that disclosed a DILLARD'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.

1. Elect Director: James I. Freeman

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

93% Majority: yes · of votes cast

FOR 93%
FOR: 9,239,814AGAINST: 746,417
Details: description as filed, official tally, votes by 76 asset managers

Description as filed by funds: ELECTION OF DIRECTORS: James I. Freeman

DILLARD'S INC.’s own tally for this item (“Elect Director: James I. Freeman”): 9,239,814 for, 746,417 against, per its Form 8-K filed May 21, 2024 (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.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 93% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 76 asset managers below reported 706,269 for, 340,622 against, 1,117 abstained.

FORAGAINST
FOR: 706,269AGAINST: 340,622ABSTAIN: 1,117
Largest asset managers voting on “ELECTION OF DIRECTORS: James I. Freeman” at DILLARD'S INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard357,6440 00For
BlackRock0100,438 00Against
Dimensional76,0740 00For
PIMCO074,420 00Against
Fidelity67,8661,816 00For
Charles Schwab063,651 00Against
American Century40,0180 00For
Cambria ETF Trust34,0220 00For
Royce20,6100 00For
BEXIL INVESTMENT TRUST20,3000 00For
WisdomTree018,044 00Against
First Trust17,2190 00For
SEI013,490 00Against
HENNESSY FUNDS TRUST13,2000 00For
State Street1711,826 00Against
Invesco10,1970 00For
AllianceBernstein09,260 00Against
Lincoln Financial4,9842,800 00Mixed
Russell Investments06,738 00Against
EA Series Trust6,5940 00For
Jackson National3,3532,091 00Mixed
Equitable05,375 00Against
Goldman Sachs05,185 00Against
John Hancock4,9110 00For
ETF Series Solutions3,1891,714 00Mixed

Showing the 25 largest of 76 asset managers. All 76 are in the interactive database (link above).

2. Elect Director: Rob C. Holmes

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 9,869,210AGAINST: 116,824
Details: description as filed, official tally, votes by 76 asset managers

Description as filed by funds: ELECTION OF DIRECTORS: Rob C. Holmes

DILLARD'S INC.’s own tally for this item (“Elect Director: Rob C. Holmes”): 9,869,210 for, 116,824 against, per its Form 8-K filed May 21, 2024 (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.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 76 asset managers below reported 1,031,608 for, 15,283 against, 1,117 abstained.

FOR
FOR: 1,031,608AGAINST: 15,283ABSTAIN: 1,117
Largest asset managers voting on “ELECTION OF DIRECTORS: Rob C. Holmes” at DILLARD'S INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard357,6440 00For
BlackRock100,4380 00For
Dimensional76,0740 00For
PIMCO74,4200 00For
Fidelity69,6820 00For
Charles Schwab63,6510 00For
American Century40,0180 00For
Cambria ETF Trust34,0220 00For
Royce20,6100 00For
BEXIL INVESTMENT TRUST20,3000 00For
WisdomTree18,0440 00For
First Trust17,2190 00For
SEI13,4900 00For
HENNESSY FUNDS TRUST13,2000 00For
State Street11,8421 00For
Invesco10,1970 00For
AllianceBernstein9,2600 00For
Lincoln Financial7,7840 00For
Russell Investments6,7380 00For
EA Series Trust6,5940 00For
Jackson National5,4440 00For
Equitable5,3750 00For
Goldman Sachs05,185 00Against
John Hancock4,9110 00For
ETF Series Solutions4,9030 00For

Showing the 25 largest of 76 asset managers. All 76 are in the interactive database (link above).

3. Elect Director: Reynie Rutledge

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 9,730,968AGAINST: 255,250
Details: description as filed, official tally, votes by 76 asset managers

Description as filed by funds: ELECTION OF DIRECTORS: Reynie Rutledge

DILLARD'S INC.’s own tally for this item (“Elect Director: Reynie Rutledge”): 9,730,968 for, 255,250 against, per its Form 8-K filed May 21, 2024 (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.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 76 asset managers below reported 940,962 for, 105,929 against, 1,117 abstained.

FOR
FOR: 940,962AGAINST: 105,929ABSTAIN: 1,117
Largest asset managers voting on “ELECTION OF DIRECTORS: Reynie Rutledge” at DILLARD'S INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard357,6440 00For
BlackRock100,4380 00For
Dimensional76,0740 00For
PIMCO074,420 00Against
Fidelity69,6820 00For
Charles Schwab63,6510 00For
American Century40,0180 00For
Cambria ETF Trust34,0220 00For
Royce20,6100 00For
BEXIL INVESTMENT TRUST20,3000 00For
WisdomTree18,0440 00For
First Trust17,2190 00For
SEI13,4900 00For
HENNESSY FUNDS TRUST13,2000 00For
State Street11,8412 00For
Invesco10,1970 00For
AllianceBernstein09,260 00Against
Lincoln Financial7,7840 00For
Russell Investments6,7380 00For
EA Series Trust6,5940 00For
Jackson National5,4440 00For
Equitable5254,850 00Mixed
Goldman Sachs05,185 00Against
John Hancock4,9110 00For
ETF Series Solutions4,9030 00For

Showing the 25 largest of 76 asset managers. All 76 are in the interactive database (link above).

4. Elect Director: J.C. Watts, Jr.

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 9,602,004AGAINST: 387,323
Details: description as filed, official tally, votes by 76 asset managers

Description as filed by funds: ELECTION OF DIRECTORS: J.C. Watts, Jr.

DILLARD'S INC.’s own tally for this item (“Elect Director: J.C. Watts, Jr.”): 9,602,004 for, 387,323 against, per its Form 8-K filed May 21, 2024 (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.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 76 asset managers below reported 849,676 for, 197,215 against, 1,117 abstained.

FORAGAINST
FOR: 849,676AGAINST: 197,215ABSTAIN: 1,117
Largest asset managers voting on “ELECTION OF DIRECTORS: J.C. Watts, Jr.” at DILLARD'S INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard357,6440 00For
BlackRock100,4380 00For
Dimensional076,074 00Against
PIMCO074,420 00Against
Fidelity69,6820 00For
Charles Schwab63,6510 00For
American Century40,0180 00For
Cambria ETF Trust34,0220 00For
Royce20,6100 00For
BEXIL INVESTMENT TRUST20,3000 00For
WisdomTree18,0440 00For
First Trust17,2190 00For
SEI13,4900 00For
HENNESSY FUNDS TRUST13,2000 00For
State Street11,8412 00For
Invesco10,1970 00For
AllianceBernstein09,260 00Against
Lincoln Financial3,4314,353 00Mixed
Russell Investments6,7380 00For
EA Series Trust6,5940 00For
Jackson National2,0913,353 00Mixed
Equitable5254,850 00Mixed
Goldman Sachs05,185 00Against
John Hancock1,3873,524 00Mixed
ETF Series Solutions3,1891,714 00Mixed

Showing the 25 largest of 76 asset managers. All 76 are in the interactive database (link above).

5. Elect Director: Nick White

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 9,654,099AGAINST: 335,889
Details: description as filed, official tally, votes by 76 asset managers

Description as filed by funds: ELECTION OF DIRECTORS: Nick White

DILLARD'S INC.’s own tally for this item (“Elect Director: Nick White”): 9,654,099 for, 335,889 against, per its Form 8-K filed May 21, 2024 (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.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 76 asset managers below reported 938,466 for, 108,425 against, 1,117 abstained.

FOR
FOR: 938,466AGAINST: 108,425ABSTAIN: 1,117
Largest asset managers voting on “ELECTION OF DIRECTORS: Nick White” at DILLARD'S INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard357,6440 00For
BlackRock100,4380 00For
Dimensional76,0740 00For
PIMCO074,420 00Against
Fidelity69,6820 00For
Charles Schwab63,6510 00For
American Century40,0180 00For
Cambria ETF Trust34,0220 00For
Royce20,6100 00For
BEXIL INVESTMENT TRUST20,3000 00For
WisdomTree18,0440 00For
First Trust17,2190 00For
SEI13,4900 00For
HENNESSY FUNDS TRUST13,2000 00For
State Street1711,826 00Against
Invesco10,1970 00For
AllianceBernstein9,2600 00For
Lincoln Financial4,9842,800 00Mixed
Russell Investments6,7380 00For
EA Series Trust6,5940 00For
Jackson National5,4440 00For
Equitable5,3750 00For
Goldman Sachs05,185 00Against
John Hancock4,9110 00For
ETF Series Solutions3,1891,714 00Mixed

Showing the 25 largest of 76 asset managers. All 76 are in the interactive database (link above).

6. Approve an amendment to the Dillard's, Inc. 2005 Non-Employee Director Restricted Stock Plan

Outcome not verifiedCOMPENSATIONReported outcome: Not verified

Combines 9 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%
FOR: 13,089,447AGAINST: 846,304
Details: description as filed, official tally, votes by 79 asset managers

Description as filed by funds: PROPOSAL TO APPROVE AN AMENDMENT TO THE COMPANY'S 2005 NON- EMPLOYEE DIRECTOR RESTRICTED STOCK PLAN.

DILLARD'S INC.’s own tally for this item (“3. Approve an amendment to the Dillard's, Inc. 2005 Non-Employee Director Restricted Stock Plan”): 13,089,447 for, 846,304 against, per its Form 8-K filed May 21, 2024 (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.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 94% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 79 asset managers below reported 689,629 for, 338,285 against, 20,610 abstained.

FORAGAINST
FOR: 689,629AGAINST: 338,285ABSTAIN: 20,610
Largest asset managers voting on “PROPOSAL TO APPROVE AN AMENDMENT TO THE COMPANY'S 2005 NON- EMPLOYEE DIRECTOR RESTRICTED STOCK PLAN.” at DILLARD'S INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard357,6440 00For
BlackRock100,4380 00For
Dimensional076,074 00Against
PIMCO074,420 00Against
Fidelity69,382300 00For
Charles Schwab63,6510 00For
American Century040,018 00Against
Cambria ETF Trust34,0220 00For
Royce00 20,6100Abstain
BEXIL INVESTMENT TRUST020,300 00Against
WisdomTree018,044 00Against
First Trust017,219 00Against
SEI13,4900 00For
HENNESSY FUNDS TRUST13,2000 00For
State Street911,834 00Against
Invesco010,197 00Against
AllianceBernstein09,260 00Against
Lincoln Financial07,784 00Against
Russell Investments6,7380 00For
EA Series Trust6,5940 00For
Jackson National05,444 00Against
Equitable5254,850 00Mixed
Goldman Sachs05,185 00Against
John Hancock04,911 00Against
ETF Series Solutions4,9030 00For

Showing the 25 largest of 79 asset managers. All 79 are in the interactive database (link above).

7. Ratification of the selection of KPMG LLP as the Company's independent registered public accounting firm for 2024

Outcome not verifiedAUDIT-RELATEDReported outcome: Not verified

Combines 3 wordings of this item as funds reported it.

99.3% Majority: yes · of votes cast

FOR 99.3%
FOR: 14,488,944AGAINST: 91,169
Details: description as filed, official tally, votes by 76 asset managers

Description as filed by funds: PROPOSAL TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR FISCAL 2024.

DILLARD'S INC.’s own tally for this item (“2. Ratification of the selection of KPMG LLP as the Company's independent registered public accounting firm for 2024”): 14,488,944 for, 91,169 against, per its Form 8-K filed May 21, 2024 (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.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.3% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 76 asset managers below reported 970,727 for, 76,164 against, 1,117 abstained.

FOR
FOR: 970,727AGAINST: 76,164ABSTAIN: 1,117
Largest asset managers voting on “PROPOSAL TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF THE COM” at DILLARD'S INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard357,6440 00For
BlackRock100,4380 00For
Dimensional76,0740 00For
PIMCO074,420 00Against
Fidelity69,6820 00For
Charles Schwab63,6510 00For
American Century40,0180 00For
Cambria ETF Trust34,0220 00For
Royce20,6100 00For
BEXIL INVESTMENT TRUST20,3000 00For
WisdomTree18,0440 00For
First Trust17,2190 00For
SEI13,4900 00For
HENNESSY FUNDS TRUST13,2000 00For
State Street11,8430 00For
Invesco10,1970 00For
AllianceBernstein9,2600 00For
Lincoln Financial7,7840 00For
Russell Investments6,7380 00For
EA Series Trust6,5940 00For
Jackson National5,4440 00For
Equitable5,3750 00For
Goldman Sachs5,1850 00For
John Hancock4,9110 00For
ETF Series Solutions3,1891,714 00Mixed

Showing the 25 largest of 76 asset managers. All 76 are in the interactive database (link above).

Largest DILLARD'S INC. shareholders voting in 2023-2024

Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 16,230,000 shares outstanding at the time of that meeting.

Fund voting reports: top DILLARD'S INC. shareholders by shares voted on “PROPOSAL TO APPROVE AN AMENDMENT TO THE COMPANY'S 2005 NON- EMPLOYEE DIRECTOR RESTRICTED STOCK…”, 2023-2024
#Asset manager % of shares outstanding
1Vanguard 2.20%
2BlackRock 0.62%
3Dimensional 0.47%
4PIMCO 0.46%
5Fidelity 0.43%
6Charles Schwab 0.39%
7American Century 0.25%
8Cambria ETF Trust 0.21%
9Royce 0.13%
10BEXIL INVESTMENT TRUST 0.13%
Institutional-manager reports: top DILLARD'S INC. shareholders by shares voted on “PROPOSAL TO APPROVE AN AMENDMENT TO THE COMPANY'S 2005 NON- EMPLOYEE DIRECTOR RESTRICTED STOCK…”, 2023-2024
#Asset manager % of shares outstanding
1New Vernon Capital Holdings II LLC <0.01%
2Empirical Financial Services, LLC d.b.a. Empirical Wealth Ma <0.01%
3Warren Street Wealth Advisors, LLC <0.01%

Reported DILLARD'S INC. holdings and ownership

As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.

DILLARD'S INC. holdings and ownership disclosed for the 2023-2024 proxy season
Holder % outstanding Disclosure
Alex Dillard 7.30% 13G
William Dillard, II 5.69% DEF14A
William T. Dillard, II 5.68% 13G
Mike Dillard 3.35% DEF14A
Drue Matheny 2.82% DEF14A
Dimensional Fund Advisors 2.63% 13F
Vanguard Group 1.89% 13F
William Dillard, III 1.55% DEF14A
BlackRock 1.25% 13F
Denise Mahaffy 1.05% DEF14A

Percentages above are of 16,230,000 shares outstanding, as reported by DILLARD'S INC. on its Form 10-Q dated May 4, 2024 (see the filing on EDGAR). This is the count contemporaneous with the 2023-2024 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.

Related

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from DILLARD'S INC.’s 10-Q dated May 4, 2024. This page is a static snapshot rebuilt weekly on November 8, 2026; a live search always shows the current data.

DILLARD'S INC. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.

Cite this page

proxyvotesnow.com, “DILLARD'S (DDS) 2024 Annual Meeting: Vote Results & How Funds Voted”, https://proxyvotesnow.com/company/dillards-inc/2024 (version of November 8, 2026). Derived from SEC Form N-PX and Form 8-K filings; tables licensed CC BY 4.0. Licence: CC BY 4.0.