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FOOT LOCKER INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and FOOT LOCKER INC.’s Form 8-K, filed 2024-05-23 (Item 5.07 on EDGAR). Page generated 02 October 2026.

21Reported items
339Asset managers
3,706Fund votes
2024-05-21Meeting date

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

Explore FOOT LOCKER INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by FOOT LOCKER INC.

These tallies are FOOT LOCKER INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2024-05-23 (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.

FOOT LOCKER INC. — official shareholder meeting results, meeting held 2024-05-21
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Outcome
Elect Director: Mary N. Dillon	63,945,934	573,917	133,650	--	7,156,427	Majority: yes
Elect Director: Virginia C. Drosos	64,213,615	306,403	133,483	--	7,156,427	Majority: yes
Elect Director: Guillermo G. Marmol	62,697,487	1,816,973	139,041	--	7,156,427	Majority: yes
Elect Director: Darlene Nicosia	63,694,141	826,388	132,972	--	7,156,427	Majority: yes
Elect Director: Steven Oakland	64,102,454	416,575	134,472	--	7,156,427	Majority: yes
Elect Director: Ulice Payne, Jr.	64,120,998	389,042	143,461	--	7,156,427	Majority: yes
Elect Director: Kimberly Underhill	63,185,171	1,325,998	142,332	--	7,156,427	Majority: yes
Elect Director: Tristan Walker	64,234,885	277,458	141,158	--	7,156,427	Majority: yes
Elect Director: Dona D. Young	62,194,624	2,314,944	143,933	--	7,156,427	Majority: yes
Proposal 2: Advisory Vote to Approve Executive Compensation	60,488,732	3,971,966	192,803	--	7,156,427	Majority: yes
Proposal 3: Ratification of Appointment of Independent Registered Public Accounting Firm	70,490,584	1,172,196	147,148	--	--	Majority: yes

Source: FOOT LOCKER INC., Form 8-K, filed with the SEC on 2024-05-23 — read the filing on EDGAR.

How asset managers voted at the FOOT LOCKER INC. 2023-2024 meeting

Each item below shows how the 339 asset managers that disclosed a FOOT LOCKER 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 FOOT LOCKER 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. Vote, on an Advisory Basis, to Approve the Company's Named Executive Officers' Compensation.

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

Combines 17 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%

FOR: 60,488,732AGAINST: 3,971,966

FOOT LOCKER INC.’s own tally for this item (“Proposal 2: Advisory Vote to Approve Executive Compensation”): 60,488,732 for, 3,971,966 against, per its Form 8-K filed 2024-05-23 (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.

The 336 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.

FOR 96%

FOR: 95.7%AGAINST: 4.2%ABSTAIN: 0.1%UNKNOWN: 0.0%NOT VOTED: 0.0%

Largest asset managers voting on “Vote, on an Advisory Basis, to Approve the Company's Named Executive Officers' Compensation.” at FOOT LOCKER INC., 2023-2024
Asset manager	For	Against	Vote
Fidelity	13,633,712	0	For
BlackRock	12,564,229	534	For
Vanguard	10,200,205	0	For
Allspring	4,239,289	0	For
State Street	4,026,542	0	For
Dimensional	3,543,187	0	For
ARROWSTREET CAPITAL, LIMITED PARTNERSHIP	2,175,046	159,688	For
Charles Schwab	1,965,077	0	For
Goldman Sachs	1,769,998	0	For
GEODE CAPITAL MANAGEMENT, LLC	1,566,281	0	For
American Century	1,482,995	0	For
LSV ASSET MANAGEMENT	1,161,686	140,468	For
MARSHALL WACE, LLP	0	845,642	Against
SEI	700,984	14,035	For
Northern Trust	685,085	3,160	For
GLENMEDE FUND INC	602,453	0	For
STIFEL NICOLAUS & CO INC \MO\	540,598	0	For
PARAMETRIC PORTFOLIO ASSOCIATES LLC	483,929	0	For
TOWLE & CO	0	479,741	Against
MELLON INVESTMENTS Corp	468,561	0	For
APG Asset Management US Inc.	0	431,311	Against
JACOBS LEVY EQUITY MANAGEMENT, INC	427,836	0	For
Corient Private Wealth LLC	427,012	0	For
PRINCIPAL GLOBAL INVESTORS	425,375	0	For
HighTower Advisors, LLC	425,299	0	For

Showing the 25 largest of 336 asset managers. See all 336 in the interactive database.

2. Elect Nine Directors to the Board to Serve for One-Year Terms: Darlene Nicosia

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 5 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%

FOR: 63,694,141AGAINST: 826,388

FOOT LOCKER INC.’s own tally for this item (“Elect Director: Darlene Nicosia”): 63,694,141 for, 826,388 against, per its Form 8-K filed 2024-05-23 (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.

The 88 asset managers below cast 99.1% of the shares they voted on this item FOR (39,973,874 for, 323,633 against).

FOR 99.1%

FOR: 39,973,874 (99.2%)AGAINST: 323,633 (0.8%)ABSTAIN: 4,430 (0.0%)UNKNOWN: 5,729 (0.0%)

Largest asset managers voting on “Elect Nine Directors to the Board to Serve for One-Year Terms: Darlene Nicosia” at FOOT LOCKER INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	10,055,651	0	For
BlackRock	9,670,829	0	For
Fidelity	6,693,182	0	For
Dimensional	3,153,347	0	For
Allspring	1,966,388	0	For
State Street	1,244,555	0	For
Charles Schwab	958,730	0	For
Goldman Sachs	859,072	0	For
American Century	740,985	0	For
GLENMEDE FUND INC	602,453	0	For
Columbia Threadneedle	387,986	0	For
EA Series Trust	2,153	295,954	Against
Bridge Builder Trust	274,988	0	For
SEI	266,796	0	For
BRIDGEWAY FUNDS INC	255,000	0	For
Equitable	252,723	0	For
Jackson National	246,567	0	For
TIAA	230,691	0	For
Nationwide	179,454	0	For
NORTHERN LIGHTS FUND TRUST II	168,526	0	For
QUANTITATIVE MASTER SERIES LLC	145,071	0	For
BNY Mellon	125,098	0	For
Investment Managers Series Trust	124,888	0	For
First Trust	102,980	0	For
Principal	93,544	0	For

Showing the 25 largest of 88 asset managers. See all 88 in the interactive database.

3. Elect Nine Directors to the Board to Serve for One-Year Terms: Dona D. Young

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 5 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%

FOR: 62,194,624AGAINST: 2,314,944

FOOT LOCKER INC.’s own tally for this item (“Elect Director: Dona D. Young”): 62,194,624 for, 2,314,944 against, per its Form 8-K filed 2024-05-23 (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.

The 88 asset managers below cast 99.0% of the shares they voted on this item FOR (39,916,990 for, 380,517 against).

FOR 99.0%

FOR: 39,916,990 (99.0%)AGAINST: 380,517 (0.9%)ABSTAIN: 4,430 (0.0%)UNKNOWN: 5,729 (0.0%)

Largest asset managers voting on “Elect Nine Directors to the Board to Serve for One-Year Terms: Dona D. Young” at FOOT LOCKER INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	10,055,651	0	For
BlackRock	9,670,829	0	For
Fidelity	6,693,182	0	For
Dimensional	3,153,347	0	For
Allspring	1,966,388	0	For
State Street	1,244,458	97	For
Charles Schwab	958,730	0	For
Goldman Sachs	859,072	0	For
American Century	740,985	0	For
GLENMEDE FUND INC	602,453	0	For
Columbia Threadneedle	387,986	0	For
EA Series Trust	2,153	295,954	Against
Bridge Builder Trust	246,876	28,112	For
SEI	266,796	0	For
BRIDGEWAY FUNDS INC	255,000	0	For
Equitable	252,723	0	For
Jackson National	246,567	0	For
TIAA	230,691	0	For
Nationwide	179,454	0	For
NORTHERN LIGHTS FUND TRUST II	168,526	0	For
QUANTITATIVE MASTER SERIES LLC	145,071	0	For
BNY Mellon	125,098	0	For
Investment Managers Series Trust	124,888	0	For
First Trust	102,980	0	For
Principal	93,544	0	For

Showing the 25 largest of 88 asset managers. See all 88 in the interactive database.

4. Elect Nine Directors to the Board to Serve for One-Year Terms: Guillermo G. Marmol

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: 62,697,487AGAINST: 1,816,973

FOOT LOCKER INC.’s own tally for this item (“Elect Director: Guillermo G. Marmol”): 62,697,487 for, 1,816,973 against, per its Form 8-K filed 2024-05-23 (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.

The 88 asset managers below cast 99.0% of the shares they voted on this item FOR (39,916,990 for, 380,517 against).

FOR 99.0%

FOR: 39,916,990 (99.0%)AGAINST: 380,517 (0.9%)ABSTAIN: 4,430 (0.0%)UNKNOWN: 5,729 (0.0%)

Largest asset managers voting on “Elect Nine Directors to the Board to Serve for One-Year Terms: Guillermo G. Marmol” at FOOT LOCKER INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	10,055,651	0	For
BlackRock	9,670,829	0	For
Fidelity	6,693,182	0	For
Dimensional	3,153,347	0	For
Allspring	1,966,388	0	For
State Street	1,244,458	97	For
Charles Schwab	958,730	0	For
Goldman Sachs	859,072	0	For
American Century	740,985	0	For
GLENMEDE FUND INC	602,453	0	For
Columbia Threadneedle	387,986	0	For
EA Series Trust	2,153	295,954	Against
Bridge Builder Trust	246,876	28,112	For
SEI	266,796	0	For
BRIDGEWAY FUNDS INC	255,000	0	For
Equitable	252,723	0	For
Jackson National	246,567	0	For
TIAA	230,691	0	For
Nationwide	179,454	0	For
NORTHERN LIGHTS FUND TRUST II	168,526	0	For
QUANTITATIVE MASTER SERIES LLC	145,071	0	For
BNY Mellon	125,098	0	For
Investment Managers Series Trust	124,888	0	For
First Trust	102,980	0	For
Principal	93,544	0	For

Showing the 25 largest of 88 asset managers. See all 88 in the interactive database.

5. Elect Nine Directors to the Board to Serve for One-Year Terms: Kimberly Underhill

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 5 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 63,185,171AGAINST: 1,325,998

FOOT LOCKER INC.’s own tally for this item (“Elect Director: Kimberly Underhill”): 63,185,171 for, 1,325,998 against, per its Form 8-K filed 2024-05-23 (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.

The 88 asset managers below cast 99.1% of the shares they voted on this item FOR (39,973,874 for, 323,633 against).

FOR 99.1%

FOR: 39,973,874 (99.2%)AGAINST: 323,633 (0.8%)ABSTAIN: 4,430 (0.0%)UNKNOWN: 5,729 (0.0%)

Largest asset managers voting on “Elect Nine Directors to the Board to Serve for One-Year Terms: Kimberly Underhill” at FOOT LOCKER INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	10,055,651	0	For
BlackRock	9,670,829	0	For
Fidelity	6,693,182	0	For
Dimensional	3,153,347	0	For
Allspring	1,966,388	0	For
State Street	1,244,555	0	For
Charles Schwab	958,730	0	For
Goldman Sachs	859,072	0	For
American Century	740,985	0	For
GLENMEDE FUND INC	602,453	0	For
Columbia Threadneedle	387,986	0	For
EA Series Trust	2,153	295,954	Against
Bridge Builder Trust	274,988	0	For
SEI	266,796	0	For
BRIDGEWAY FUNDS INC	255,000	0	For
Equitable	252,723	0	For
Jackson National	246,567	0	For
TIAA	230,691	0	For
Nationwide	179,454	0	For
NORTHERN LIGHTS FUND TRUST II	168,526	0	For
QUANTITATIVE MASTER SERIES LLC	145,071	0	For
BNY Mellon	125,098	0	For
Investment Managers Series Trust	124,888	0	For
First Trust	102,980	0	For
Principal	93,544	0	For

Showing the 25 largest of 88 asset managers. See all 88 in the interactive database.

6. Elect Nine Directors to the Board to Serve for One-Year Terms: Mary N. Dillon

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 5 wordings of this item as funds reported it.

99.1% Majority: yes · of votes cast

FOR 99.1%

FOR: 63,945,934AGAINST: 573,917

FOOT LOCKER INC.’s own tally for this item (“Elect Director: Mary N. Dillon”): 63,945,934 for, 573,917 against, per its Form 8-K filed 2024-05-23 (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.

The 88 asset managers below cast 100% of the shares they voted on this item FOR (40,297,507 for, 0 against).

FOR 99.9%

FOR: 40,297,507 (100.0%)ABSTAIN: 4,430 (0.0%)UNKNOWN: 5,729 (0.0%)

Largest asset managers voting on “Elect Nine Directors to the Board to Serve for One-Year Terms: Mary N. Dillon” at FOOT LOCKER INC., 2023-2024
Asset manager	For	Vote
Vanguard	10,055,651	For
BlackRock	9,670,829	For
Fidelity	6,693,182	For
Dimensional	3,153,347	For
Allspring	1,966,388	For
State Street	1,244,555	For
Charles Schwab	958,730	For
Goldman Sachs	859,072	For
American Century	740,985	For
GLENMEDE FUND INC	602,453	For
Columbia Threadneedle	387,986	For
EA Series Trust	298,107	For
Bridge Builder Trust	274,988	For
SEI	266,796	For
BRIDGEWAY FUNDS INC	255,000	For
Equitable	252,723	For
Jackson National	246,567	For
TIAA	230,691	For
Nationwide	179,454	For
NORTHERN LIGHTS FUND TRUST II	168,526	For
QUANTITATIVE MASTER SERIES LLC	145,071	For
BNY Mellon	125,098	For
Investment Managers Series Trust	124,888	For
First Trust	102,980	For
Principal	93,544	For

Showing the 25 largest of 88 asset managers. See all 88 in the interactive database.

7. Elect Nine Directors to the Board to Serve for One-Year Terms: Steven Oakland

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 5 wordings of this item as funds reported it.

99.3% Majority: yes · of votes cast

FOR 99.3%

FOR: 64,102,454AGAINST: 416,575

FOOT LOCKER INC.’s own tally for this item (“Elect Director: Steven Oakland”): 64,102,454 for, 416,575 against, per its Form 8-K filed 2024-05-23 (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.

The 88 asset managers below cast 99.9% of the shares they voted on this item FOR (40,269,828 for, 27,679 against).

FOR 99.9%

FOR: 40,269,828 (99.9%)AGAINST: 27,679 (0.1%)ABSTAIN: 4,430 (0.0%)UNKNOWN: 5,729 (0.0%)

Largest asset managers voting on “Elect Nine Directors to the Board to Serve for One-Year Terms: Steven Oakland” at FOOT LOCKER INC., 2023-2024
Asset manager	For	Vote
Vanguard	10,055,651	For
BlackRock	9,670,829	For
Fidelity	6,693,182	For
Dimensional	3,153,347	For
Allspring	1,966,388	For
State Street	1,244,555	For
Charles Schwab	958,730	For
Goldman Sachs	859,072	For
American Century	740,985	For
GLENMEDE FUND INC	602,453	For
Columbia Threadneedle	387,986	For
EA Series Trust	298,107	For
Bridge Builder Trust	274,988	For
SEI	266,796	For
BRIDGEWAY FUNDS INC	255,000	For
Equitable	252,723	For
Jackson National	246,567	For
TIAA	230,691	For
Nationwide	179,454	For
NORTHERN LIGHTS FUND TRUST II	168,526	For
QUANTITATIVE MASTER SERIES LLC	145,071	For
BNY Mellon	125,098	For
Investment Managers Series Trust	124,888	For
First Trust	102,980	For
Principal	93,544	For

Showing the 25 largest of 88 asset managers. See all 88 in the interactive database.

8. Elect Nine Directors to the Board to Serve for One-Year Terms: Tristan Walker

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 5 wordings of this item as funds reported it.

99.5% Majority: yes · of votes cast

FOR 99.5%

FOR: 64,234,885AGAINST: 277,458

FOOT LOCKER INC.’s own tally for this item (“Elect Director: Tristan Walker”): 64,234,885 for, 277,458 against, per its Form 8-K filed 2024-05-23 (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.

The 88 asset managers below cast 100% of the shares they voted on this item FOR (40,297,507 for, 0 against).

FOR 99.9%

FOR: 40,297,507 (100.0%)ABSTAIN: 4,430 (0.0%)UNKNOWN: 5,729 (0.0%)

Largest asset managers voting on “Elect Nine Directors to the Board to Serve for One-Year Terms: Tristan Walker” at FOOT LOCKER INC., 2023-2024
Asset manager	For	Vote
Vanguard	10,055,651	For
BlackRock	9,670,829	For
Fidelity	6,693,182	For
Dimensional	3,153,347	For
Allspring	1,966,388	For
State Street	1,244,555	For
Charles Schwab	958,730	For
Goldman Sachs	859,072	For
American Century	740,985	For
GLENMEDE FUND INC	602,453	For
Columbia Threadneedle	387,986	For
EA Series Trust	298,107	For
Bridge Builder Trust	274,988	For
SEI	266,796	For
BRIDGEWAY FUNDS INC	255,000	For
Equitable	252,723	For
Jackson National	246,567	For
TIAA	230,691	For
Nationwide	179,454	For
NORTHERN LIGHTS FUND TRUST II	168,526	For
QUANTITATIVE MASTER SERIES LLC	145,071	For
BNY Mellon	125,098	For
Investment Managers Series Trust	124,888	For
First Trust	102,980	For
Principal	93,544	For

Showing the 25 largest of 88 asset managers. See all 88 in the interactive database.

9. Elect Nine Directors to the Board to Serve for One-Year Terms: Ulice Payne, Jr.

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 5 wordings of this item as funds reported it.

99.3% Majority: yes · of votes cast

FOR 99.3%

FOR: 64,120,998AGAINST: 389,042

FOOT LOCKER INC.’s own tally for this item (“Elect Director: Ulice Payne, Jr.”): 64,120,998 for, 389,042 against, per its Form 8-K filed 2024-05-23 (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.

The 88 asset managers below cast 99.9% of the shares they voted on this item FOR (40,295,354 for, 2,153 against).

FOR 99.9%

FOR: 40,295,354 (100.0%)AGAINST: 2,153 (0.0%)ABSTAIN: 4,430 (0.0%)UNKNOWN: 5,729 (0.0%)

Largest asset managers voting on “Elect Nine Directors to the Board to Serve for One-Year Terms: Ulice Payne, Jr.” at FOOT LOCKER INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	10,055,651	0	For
BlackRock	9,670,829	0	For
Fidelity	6,693,182	0	For
Dimensional	3,153,347	0	For
Allspring	1,966,388	0	For
State Street	1,244,555	0	For
Charles Schwab	958,730	0	For
Goldman Sachs	859,072	0	For
American Century	740,985	0	For
GLENMEDE FUND INC	602,453	0	For
Columbia Threadneedle	387,986	0	For
EA Series Trust	295,954	2,153	For
Bridge Builder Trust	274,988	0	For
SEI	266,796	0	For
BRIDGEWAY FUNDS INC	255,000	0	For
Equitable	252,723	0	For
Jackson National	246,567	0	For
TIAA	230,691	0	For
Nationwide	179,454	0	For
NORTHERN LIGHTS FUND TRUST II	168,526	0	For
QUANTITATIVE MASTER SERIES LLC	145,071	0	For
BNY Mellon	125,098	0	For
Investment Managers Series Trust	124,888	0	For
First Trust	102,980	0	For
Principal	93,544	0	For

Showing the 25 largest of 88 asset managers. See all 88 in the interactive database.

10. Elect Nine Directors to the Board to Serve for One-Year Terms: Virginia C. Drosos

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 5 wordings of this item as funds reported it.

99.5% Majority: yes · of votes cast

FOR 99.5%

FOR: 64,213,615AGAINST: 306,403

FOOT LOCKER INC.’s own tally for this item (“Elect Director: Virginia C. Drosos”): 64,213,615 for, 306,403 against, per its Form 8-K filed 2024-05-23 (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.

The 88 asset managers below cast 99.9% of the shares they voted on this item FOR (40,276,515 for, 20,992 against).

FOR 99.9%

FOR: 40,276,515 (99.9%)AGAINST: 20,992 (0.1%)ABSTAIN: 4,430 (0.0%)UNKNOWN: 5,729 (0.0%)

Largest asset managers voting on “Elect Nine Directors to the Board to Serve for One-Year Terms: Virginia C. Drosos” at FOOT LOCKER INC., 2023-2024
Asset manager	For	Vote
Vanguard	10,055,651	For
BlackRock	9,670,829	For
Fidelity	6,693,182	For
Dimensional	3,153,347	For
Allspring	1,966,388	For
State Street	1,244,555	For
Charles Schwab	958,730	For
Goldman Sachs	859,072	For
American Century	740,985	For
GLENMEDE FUND INC	602,453	For
Columbia Threadneedle	387,986	For
EA Series Trust	298,107	For
Bridge Builder Trust	274,988	For
SEI	266,796	For
BRIDGEWAY FUNDS INC	255,000	For
Equitable	252,723	For
Jackson National	246,567	For
TIAA	230,691	For
Nationwide	179,454	For
NORTHERN LIGHTS FUND TRUST II	168,526	For
QUANTITATIVE MASTER SERIES LLC	145,071	For
BNY Mellon	125,098	For
Investment Managers Series Trust	124,888	For
First Trust	102,980	For
Principal	93,544	For

Showing the 25 largest of 88 asset managers. See all 88 in the interactive database.

11. Ratify the Appointment of KPMG LLP as the Company's Independent Registered Public Accounting Firm for the 2024 Fiscal Year.

AUDIT-RELATEDMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 70,490,584AGAINST: 1,172,196

FOOT LOCKER INC.’s own tally for this item (“Proposal 3: Ratification of Appointment of Independent Registered Public Accounting Firm”): 70,490,584 for, 1,172,196 against, per its Form 8-K filed 2024-05-23 (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.

The 88 asset managers below cast 99.1% of the shares they voted on this item FOR (39,954,457 for, 343,050 against).

FOR 99.1%

FOR: 39,954,457 (99.1%)AGAINST: 343,050 (0.9%)ABSTAIN: 4,430 (0.0%)UNKNOWN: 5,729 (0.0%)

Largest asset managers voting on “Ratify the Appointment of KPMG LLP as the Company's Independent Registered Public Accounting Firm for the 2024” at FOOT LOCKER INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	10,055,651	0	For
BlackRock	9,670,829	0	For
Fidelity	6,693,182	0	For
Dimensional	3,153,347	0	For
Allspring	1,966,388	0	For
State Street	1,244,458	97	For
Charles Schwab	958,730	0	For
Goldman Sachs	859,072	0	For
American Century	740,985	0	For
GLENMEDE FUND INC	602,453	0	For
Columbia Threadneedle	387,986	0	For
EA Series Trust	2,153	295,954	Against
Bridge Builder Trust	274,988	0	For
SEI	266,796	0	For
BRIDGEWAY FUNDS INC	255,000	0	For
Equitable	252,723	0	For
Jackson National	246,567	0	For
TIAA	230,691	0	For
Nationwide	179,454	0	For
NORTHERN LIGHTS FUND TRUST II	168,526	0	For
QUANTITATIVE MASTER SERIES LLC	145,071	0	For
BNY Mellon	125,098	0	For
Investment Managers Series Trust	124,888	0	For
First Trust	102,980	0	For
Principal	93,544	0	For

Showing the 25 largest of 88 asset managers. See all 88 in the interactive database.

12. ELECT DIRECTOR DARLENE NICOSIA

DIRECTOR ELECTIONSMajority of the votes cast: yes

99% Majority: yes · of votes cast

FOR 99%

FOR: 63,694,141AGAINST: 826,388

The 2 asset managers below cast 100% of the shares they voted on this item FOR (68,741 for, 0 against).

FOR 100%

FOR: 68,741 (100.0%)

Largest asset managers voting on “ELECT DIRECTOR DARLENE NICOSIA” at FOOT LOCKER INC., 2023-2024
Asset manager	For	Against	Abstain	Withheld	Vote
Empower	63,541	0	0	0	For
TIMOTHY PLAN	5,200	0	0	0	For

13. ELECT DIRECTOR DONA D. YOUNG

DIRECTOR ELECTIONSMajority of the votes cast: yes

96% Majority: yes · of votes cast

FOR 96%

FOR: 62,194,624AGAINST: 2,314,944

The 2 asset managers below cast 8% of the shares they voted on this item FOR (5,200 for, 63,541 against).

8%AGAINST 92%

FOR: 5,200 (7.6%)AGAINST: 63,541 (92.4%)

Largest asset managers voting on “ELECT DIRECTOR DONA D. YOUNG” at FOOT LOCKER INC., 2023-2024
Asset manager	For	Against	Abstain	Withheld	Vote
Empower	0	63,541	0	0	Against
TIMOTHY PLAN	5,200	0	0	0	For

14. ELECT DIRECTOR GUILLERMO G. MARMOL

DIRECTOR ELECTIONSMajority of the votes cast: yes

97% Majority: yes · of votes cast

FOR 97%

FOR: 62,697,487AGAINST: 1,816,973

The 2 asset managers below cast 100% of the shares they voted on this item FOR (68,741 for, 0 against).

FOR 100%

FOR: 68,741 (100.0%)

Largest asset managers voting on “ELECT DIRECTOR GUILLERMO G. MARMOL” at FOOT LOCKER INC., 2023-2024
Asset manager	For	Against	Abstain	Withheld	Vote
Empower	63,541	0	0	0	For
TIMOTHY PLAN	5,200	0	0	0	For

15. ELECT DIRECTOR KIMBERLY UNDERHILL

DIRECTOR ELECTIONSMajority of the votes cast: yes

98% Majority: yes · of votes cast

FOR 98%

FOR: 63,185,171AGAINST: 1,325,998

The 2 asset managers below cast 100% of the shares they voted on this item FOR (68,741 for, 0 against).

FOR 100%

FOR: 68,741 (100.0%)

Largest asset managers voting on “ELECT DIRECTOR KIMBERLY UNDERHILL” at FOOT LOCKER INC., 2023-2024
Asset manager	For	Against	Abstain	Withheld	Vote
Empower	63,541	0	0	0	For
TIMOTHY PLAN	5,200	0	0	0	For

16. ELECT DIRECTOR MARY N. DILLON

DIRECTOR ELECTIONSMajority of the votes cast: yes

99.1% Majority: yes · of votes cast

FOR 99.1%

FOR: 63,945,934AGAINST: 573,917

The 2 asset managers below cast 100% of the shares they voted on this item FOR (68,741 for, 0 against).

FOR 100%

FOR: 68,741 (100.0%)

Largest asset managers voting on “ELECT DIRECTOR MARY N. DILLON” at FOOT LOCKER INC., 2023-2024
Asset manager	For	Against	Abstain	Withheld	Vote
Empower	63,541	0	0	0	For
TIMOTHY PLAN	5,200	0	0	0	For

17. ELECT DIRECTOR STEVEN OAKLAND

DIRECTOR ELECTIONSMajority of the votes cast: yes

99.3% Majority: yes · of votes cast

FOR 99.3%

FOR: 64,102,454AGAINST: 416,575

The 2 asset managers below cast 100% of the shares they voted on this item FOR (68,741 for, 0 against).

FOR 100%

FOR: 68,741 (100.0%)

Largest asset managers voting on “ELECT DIRECTOR STEVEN OAKLAND” at FOOT LOCKER INC., 2023-2024
Asset manager	For	Against	Abstain	Withheld	Vote
Empower	63,541	0	0	0	For
TIMOTHY PLAN	5,200	0	0	0	For

18. ELECT DIRECTOR TRISTAN WALKER

DIRECTOR ELECTIONSMajority of the votes cast: yes

99.5% Majority: yes · of votes cast

FOR 99.5%

FOR: 64,234,885AGAINST: 277,458

The 2 asset managers below cast 100% of the shares they voted on this item FOR (68,741 for, 0 against).

FOR 100%

FOR: 68,741 (100.0%)

Largest asset managers voting on “ELECT DIRECTOR TRISTAN WALKER” at FOOT LOCKER INC., 2023-2024
Asset manager	For	Against	Abstain	Withheld	Vote
Empower	63,541	0	0	0	For
TIMOTHY PLAN	5,200	0	0	0	For

19. ELECT DIRECTOR ULICE PAYNE, JR.

DIRECTOR ELECTIONSMajority of the votes cast: yes

99.3% Majority: yes · of votes cast

FOR 99.3%

FOR: 64,120,998AGAINST: 389,042

The 2 asset managers below cast 100% of the shares they voted on this item FOR (68,741 for, 0 against).

FOR 100%

FOR: 68,741 (100.0%)

Largest asset managers voting on “ELECT DIRECTOR ULICE PAYNE, JR.” at FOOT LOCKER INC., 2023-2024
Asset manager	For	Against	Abstain	Withheld	Vote
Empower	63,541	0	0	0	For
TIMOTHY PLAN	5,200	0	0	0	For

20. ELECT DIRECTOR VIRGINIA C. DROSOS

DIRECTOR ELECTIONSMajority of the votes cast: yes

99.5% Majority: yes · of votes cast

FOR 99.5%

FOR: 64,213,615AGAINST: 306,403

The 2 asset managers below cast 100% of the shares they voted on this item FOR (68,741 for, 0 against).

FOR 100%

FOR: 68,741 (100.0%)

Largest asset managers voting on “ELECT DIRECTOR VIRGINIA C. DROSOS” at FOOT LOCKER INC., 2023-2024
Asset manager	For	Against	Abstain	Withheld	Vote
Empower	63,541	0	0	0	For
TIMOTHY PLAN	5,200	0	0	0	For

21. RATIFY KPMG LLP AS AUDITORS

AUDIT-RELATED

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (68,741 for, 0 against).

FOR: 68,741 (100.0%)

Largest asset managers voting on “RATIFY KPMG LLP AS AUDITORS” at FOOT LOCKER INC., 2023-2024
Asset manager	For	Against	Abstain	Withheld	Vote
Empower	63,541	0	0	0	For
TIMOTHY PLAN	5,200	0	0	0	For

Largest FOOT LOCKER INC. shareholders voting in 2023-2024

Ranked by the number of FOOT LOCKER INC. shares each manager voted on the most widely held ballot item of the 2023-2024 meeting.

Top FOOT LOCKER INC. shareholders by shares voted, 2023-2024
#	Asset manager	Shares voted
1	Fidelity	13,633,712
2	BlackRock	12,564,763
3	Vanguard	10,200,205
4	Allspring	4,239,289
5	State Street	4,026,542
6	Dimensional	3,543,187
7	ARROWSTREET CAPITAL, LIMITED PARTNERSHIP	2,334,734
8	Charles Schwab	1,968,079
9	Goldman Sachs	1,769,998
10	GEODE CAPITAL MANAGEMENT, LLC	1,566,281

Shown as share counts, not percentages: no shares-outstanding figure has been matched to FOOT LOCKER INC. for the 2023-2024 season, so there is no denominator to divide by.

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. This page is a static snapshot rebuilt weekly on 02 October 2026; a live search always shows the current data.

At FOOT LOCKER INC.'s shareholder meeting held 2024-05-21, in the 2023-2024 proxy season, 339 asset managers reported how they voted in their SEC Form N-PX filings, covering 3,706 separate fund positions. Their filings are grouped here into 21 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 — Vote, on an Advisory Basis, to Approve the Company's Named Executive Officers' Compensation. — 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: FOOT LOCKER INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2024-05-23.

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