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FOOT LOCKER INC. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and FOOT LOCKER INC.’s Form 8-K (Item 5.07 on EDGAR). Page generated 04 October 2026.

18Reported items
344Asset managers
4,259Fund votes
2025-05-21Meeting date

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

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

Official 2024-2025 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 (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 2025-05-21
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Outcome
Elect Director: Mary N. Dillon	67,464,403	868,236	10,313,347	--	5,787,605	Majority: yes
Elect Director: Virginia C. Drosos	67,802,309	521,088	10,322,589	--	5,787,605	Majority: yes
Elect Director: Darlene Nicosia	67,267,348	1,055,308	10,323,330	--	5,787,605	Majority: yes
Elect Director: Ulice Payne, Jr.	67,701,743	618,116	10,326,127	--	5,787,605	Majority: yes
Elect Director: Sonia Syngal	67,127,567	885,938	10,632,481	--	5,787,605	Majority: yes
Elect Director: Kimberly K. Underhill	66,664,457	1,654,894	10,326,635	--	5,787,605	Majority: yes
Elect Director: John Venhuizen	67,634,267	376,479	10,635,240	--	5,787,605	Majority: yes
Elect Director: Tristan Walker	67,819,194	499,413	10,327,379	--	5,787,605	Majority: yes
Elect Director: Dona D. Young	65,886,347	2,436,262	10,323,377	--	5,787,605	Majority: yes
Proposal 2: Advisory Vote to Approve Executive Compensation	64,581,774	3,713,410	10,350,802	--	5,787,605	Majority: yes
Proposal 3: Vote to Approve an Amendment to the 2007 Stock Incentive Plan, as Amended and Restated	73,961,370	4,392,263	292,353	--	5,787,605	Majority: yes
Proposal 4: Ratification of Appointment of Independent Registered Public Accounting Firm	82,376,884	1,767,358	289,349	--	--	Majority: yes
Proposal 5: Vote to Approve a Shareholder Proposal Regarding Greenhouse Gas Emissions	4,459,708	73,442,938	743,340	--	5,787,605	Majority: no

Source: FOOT LOCKER INC., Form 8-K — read the filing on EDGAR.

How asset managers voted at the FOOT LOCKER INC. 2024-2025 meeting

Each item below shows how the 344 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

Meeting held 2025-05-21.

Combines 13 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%

FOR: 64,581,774AGAINST: 3,713,410

FOOT LOCKER INC.’s own tally for this item (“Proposal 2: Advisory Vote to Approve Executive Compensation”): 64,581,774 for, 3,713,410 against, per its Form 8-K (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 338 asset managers below cast 95% of the shares they voted on this item FOR (70,769,993 for, 3,437,305 against).

FOR 95%

FOR: 70,769,993 (95.1%)AGAINST: 3,437,305 (4.6%)ABSTAIN: 214,975 (0.3%)NOT VOTED: 6,841 (0.0%)NO VOTE: 57 (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., 2024-2025
Asset manager	For	Against	Abstain	Vote
BlackRock	11,609,522	534	0	For
Vanguard	10,520,815	5,747	14	For
Allspring	9,082,863	0	0	For
Fidelity	4,621,061	0	0	For
Dimensional	4,137,937	0	0	For
State Street	3,841,406	37,980	0	For
American Century	3,796,195	0	0	For
Charles Schwab	2,383,064	0	0	For
GEODE CAPITAL MANAGEMENT, LLC	1,948,462	0	0	For
JACOBS LEVY EQUITY MANAGEMENT, INC	1,405,904	0	0	For
STIFEL NICOLAUS & CO INC \MO\	1,080,914	0	0	For
Goldman Sachs	906,910	0	0	For
JPMorgan	0	880,310	0	Against
CRAMER ROSENTHAL MCGLYNN LLC	806,925	0	0	For
Invenomic Capital Management LP	793,230	0	0	For
CRM Mutual Fund Trust	750,277	0	0	For
Northern Trust	650,057	0	0	For
Invesco	644,119	0	0	For
GLENMEDE FUND INC	567,485	0	0	For
Columbia Threadneedle	534,102	0	0	For
SEGALL BRYANT & HAMILL, LLC	522,922	0	0	For
MELLON INVESTMENTS Corp	427,199	0	0	For
EA Series Trust	12,639	409,371	0	Against
PRINCIPAL GLOBAL INVESTORS	411,173	0	0	For
NORTHERN LIGHTS FUND TRUST II	404,645	0	0	For

Showing the 25 largest of 338 asset managers. See all 338 in the interactive database.

2. APPROVAL OF AN AMENDMENT TO THE 2007 STOCK INCENTIVE PLAN, AS AMENDED AND RESTATED.

COMPENSATIONMajority of the votes cast: yes

Meeting held 2025-05-21.

Combines 3 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%

FOR: 73,961,370AGAINST: 4,392,263

FOOT LOCKER INC.’s own tally for this item (“Proposal 3: Vote to Approve an Amendment to the 2007 Stock Incentive Plan, as Amended and Restated”): 73,961,370 for, 4,392,263 against, per its Form 8-K (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 84 asset managers below cast 94% of the shares they voted on this item FOR (40,068,224 for, 2,383,104 against).

FOR 94%

FOR: 40,068,224 (94.4%)AGAINST: 2,383,104 (5.6%)ABSTAIN: 4,430 (0.0%)

Largest asset managers voting on “APPROVAL OF AN AMENDMENT TO THE 2007 STOCK INCENTIVE PLAN, AS AMENDED AND RESTATED.” at FOOT LOCKER INC., 2024-2025
Asset manager	For	Against	Vote
Vanguard	10,248,782	6	For
BlackRock	9,347,465	0	For
Allspring	4,236,204	0	For
Dimensional	3,762,444	0	For
Fidelity	3,113,708	0	For
American Century	0	1,870,462	Against
Charles Schwab	1,149,960	0	For
State Street	1,145,572	41	For
Goldman Sachs	796,869	0	For
CRM Mutual Fund Trust	750,277	0	For
GLENMEDE FUND INC	567,485	0	For
Columbia Threadneedle	534,102	0	For
EA Series Trust	422,010	0	For
NORTHERN LIGHTS FUND TRUST II	404,645	0	For
Equitable	336,980	0	For
BRIDGEWAY FUNDS INC	330,000	0	For
BNY Mellon	294,023	0	For
JPMorgan	266,370	0	For
TIAA	0	231,167	Against
Segall Bryant & Hamill Trust	221,020	0	For
Jackson National	219,217	0	For
Bridge Builder Trust	39,292	122,746	Against
Nationwide	154,869	0	For
QUANTITATIVE MASTER SERIES LLC	143,183	0	For
PIMCO	116,996	1,571	For

Showing the 25 largest of 84 asset managers. See all 84 in the interactive database.

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

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-05-21.

Combines 5 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 67,267,348AGAINST: 1,055,308

FOOT LOCKER INC.’s own tally for this item (“Elect Director: Darlene Nicosia”): 67,267,348 for, 1,055,308 against, per its Form 8-K (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 82 asset managers below cast 99% of the shares they voted on this item FOR (41,987,561 for, 446,114 against).

FOR 99%

FOR: 41,987,561 (98.9%)AGAINST: 446,114 (1.1%)ABSTAIN: 4,444 (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., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	10,248,773	1	14	For
BlackRock	9,347,465	0	0	For
Allspring	4,236,204	0	0	For
Dimensional	3,762,444	0	0	For
Fidelity	3,113,708	0	0	For
American Century	1,870,462	0	0	For
Charles Schwab	1,149,960	0	0	For
State Street	1,145,613	0	0	For
Goldman Sachs	796,869	0	0	For
CRM Mutual Fund Trust	750,277	0	0	For
GLENMEDE FUND INC	567,485	0	0	For
Columbia Threadneedle	534,102	0	0	For
EA Series Trust	12,639	409,371	0	Against
NORTHERN LIGHTS FUND TRUST II	404,645	0	0	For
Equitable	336,980	0	0	For
BRIDGEWAY FUNDS INC	330,000	0	0	For
BNY Mellon	294,023	0	0	For
JPMorgan	266,370	0	0	For
TIAA	231,167	0	0	For
Segall Bryant & Hamill Trust	221,020	0	0	For
Jackson National	219,217	0	0	For
Bridge Builder Trust	162,038	0	0	For
Nationwide	154,869	0	0	For
QUANTITATIVE MASTER SERIES LLC	143,183	0	0	For
PIMCO	118,567	0	0	For

Showing the 25 largest of 82 asset managers. See all 82 in the interactive database.

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

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-05-21.

Combines 5 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%

FOR: 65,886,347AGAINST: 2,436,262

FOOT LOCKER INC.’s own tally for this item (“Elect Director: Dona D. Young”): 65,886,347 for, 2,436,262 against, per its Form 8-K (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 82 asset managers below cast 99% of the shares they voted on this item FOR (41,853,371 for, 580,304 against).

FOR 99%

FOR: 41,853,371 (98.6%)AGAINST: 580,304 (1.4%)ABSTAIN: 4,444 (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., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	10,245,956	2,818	14	For
BlackRock	9,347,465	0	0	For
Allspring	4,236,204	0	0	For
Dimensional	3,762,444	0	0	For
Fidelity	3,110,588	3,120	0	For
American Century	1,870,462	0	0	For
Charles Schwab	1,149,960	0	0	For
State Street	1,145,572	41	0	For
Goldman Sachs	796,869	0	0	For
CRM Mutual Fund Trust	750,277	0	0	For
GLENMEDE FUND INC	567,485	0	0	For
Columbia Threadneedle	534,102	0	0	For
EA Series Trust	12,639	409,371	0	Against
NORTHERN LIGHTS FUND TRUST II	404,645	0	0	For
Equitable	336,980	0	0	For
BRIDGEWAY FUNDS INC	330,000	0	0	For
BNY Mellon	294,023	0	0	For
JPMorgan	266,370	0	0	For
TIAA	231,167	0	0	For
Segall Bryant & Hamill Trust	221,020	0	0	For
Jackson National	219,217	0	0	For
Bridge Builder Trust	39,292	122,746	0	Against
Nationwide	154,869	0	0	For
QUANTITATIVE MASTER SERIES LLC	143,183	0	0	For
PIMCO	116,996	1,571	0	For

Showing the 25 largest of 82 asset managers. See all 82 in the interactive database.

5. Elect Nine Directors to the Board to Serve for One-Year Terms: John Venhuizen

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-05-21.

Combines 5 wordings of this item as funds reported it.

99.4% Majority: yes · of votes cast

FOR 99.4%

FOR: 67,634,267AGAINST: 376,479

FOOT LOCKER INC.’s own tally for this item (“Elect Director: John Venhuizen”): 67,634,267 for, 376,479 against, per its Form 8-K (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 82 asset managers below cast 99.9% of the shares they voted on this item FOR (42,431,344 for, 2,330 against).

FOR 99.9%

FOR: 42,431,344 (100.0%)AGAINST: 2,330 (0.0%)ABSTAIN: 4,445 (0.0%)

Largest asset managers voting on “Elect Nine Directors to the Board to Serve for One-Year Terms: John Venhuizen” at FOOT LOCKER INC., 2024-2025
Asset manager	For	Abstain	Vote
Vanguard	10,248,773	15	For
BlackRock	9,347,465	0	For
Allspring	4,236,204	0	For
Dimensional	3,762,444	0	For
Fidelity	3,113,708	0	For
American Century	1,870,462	0	For
Charles Schwab	1,149,960	0	For
State Street	1,145,613	0	For
Goldman Sachs	796,869	0	For
CRM Mutual Fund Trust	750,277	0	For
GLENMEDE FUND INC	567,485	0	For
Columbia Threadneedle	534,102	0	For
EA Series Trust	422,010	0	For
NORTHERN LIGHTS FUND TRUST II	404,645	0	For
Equitable	336,980	0	For
BRIDGEWAY FUNDS INC	330,000	0	For
BNY Mellon	294,023	0	For
JPMorgan	266,370	0	For
TIAA	231,167	0	For
Segall Bryant & Hamill Trust	221,020	0	For
Jackson National	219,217	0	For
Bridge Builder Trust	162,038	0	For
Nationwide	154,869	0	For
QUANTITATIVE MASTER SERIES LLC	143,183	0	For
PIMCO	118,567	0	For

Showing the 25 largest of 82 asset managers. See all 82 in the interactive database.

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

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-05-21.

Combines 5 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 66,664,457AGAINST: 1,654,894

FOOT LOCKER INC.’s own tally for this item (“Elect Director: Kimberly K. Underhill”): 66,664,457 for, 1,654,894 against, per its Form 8-K (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 82 asset managers below cast 99% of the shares they voted on this item FOR (41,987,560 for, 446,115 against).

FOR 99%

FOR: 41,987,560 (98.9%)AGAINST: 446,115 (1.1%)ABSTAIN: 4,444 (0.0%)

Largest asset managers voting on “Elect Nine Directors to the Board to Serve for One-Year Terms: Kimberly K. Underhill” at FOOT LOCKER INC., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	10,248,772	2	14	For
BlackRock	9,347,465	0	0	For
Allspring	4,236,204	0	0	For
Dimensional	3,762,444	0	0	For
Fidelity	3,113,708	0	0	For
American Century	1,870,462	0	0	For
Charles Schwab	1,149,960	0	0	For
State Street	1,145,613	0	0	For
Goldman Sachs	796,869	0	0	For
CRM Mutual Fund Trust	750,277	0	0	For
GLENMEDE FUND INC	567,485	0	0	For
Columbia Threadneedle	534,102	0	0	For
EA Series Trust	12,639	409,371	0	Against
NORTHERN LIGHTS FUND TRUST II	404,645	0	0	For
Equitable	336,980	0	0	For
BRIDGEWAY FUNDS INC	330,000	0	0	For
BNY Mellon	294,023	0	0	For
JPMorgan	266,370	0	0	For
TIAA	231,167	0	0	For
Segall Bryant & Hamill Trust	221,020	0	0	For
Jackson National	219,217	0	0	For
Bridge Builder Trust	162,038	0	0	For
Nationwide	154,869	0	0	For
QUANTITATIVE MASTER SERIES LLC	143,183	0	0	For
PIMCO	118,567	0	0	For

Showing the 25 largest of 82 asset managers. See all 82 in the interactive database.

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

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-05-21.

Combines 5 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%

FOR: 67,464,403AGAINST: 868,236

FOOT LOCKER INC.’s own tally for this item (“Elect Director: Mary N. Dillon”): 67,464,403 for, 868,236 against, per its Form 8-K (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 82 asset managers below cast 99.9% of the shares they voted on this item FOR (42,431,344 for, 2,331 against).

FOR 99.9%

FOR: 42,431,344 (100.0%)AGAINST: 2,331 (0.0%)ABSTAIN: 4,444 (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., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	10,248,773	1	14	For
BlackRock	9,347,465	0	0	For
Allspring	4,236,204	0	0	For
Dimensional	3,762,444	0	0	For
Fidelity	3,113,708	0	0	For
American Century	1,870,462	0	0	For
Charles Schwab	1,149,960	0	0	For
State Street	1,145,613	0	0	For
Goldman Sachs	796,869	0	0	For
CRM Mutual Fund Trust	750,277	0	0	For
GLENMEDE FUND INC	567,485	0	0	For
Columbia Threadneedle	534,102	0	0	For
EA Series Trust	422,010	0	0	For
NORTHERN LIGHTS FUND TRUST II	404,645	0	0	For
Equitable	336,980	0	0	For
BRIDGEWAY FUNDS INC	330,000	0	0	For
BNY Mellon	294,023	0	0	For
JPMorgan	266,370	0	0	For
TIAA	231,167	0	0	For
Segall Bryant & Hamill Trust	221,020	0	0	For
Jackson National	219,217	0	0	For
Bridge Builder Trust	162,038	0	0	For
Nationwide	154,869	0	0	For
QUANTITATIVE MASTER SERIES LLC	143,183	0	0	For
PIMCO	118,567	0	0	For

Showing the 25 largest of 82 asset managers. See all 82 in the interactive database.

8. Elect Nine Directors to the Board to Serve for One-Year Terms: Sonia Syngal

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-05-21.

Combines 5 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%

FOR: 67,127,567AGAINST: 885,938

FOOT LOCKER INC.’s own tally for this item (“Elect Director: Sonia Syngal”): 67,127,567 for, 885,938 against, per its Form 8-K (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 82 asset managers below cast 99.0% of the shares they voted on this item FOR (42,020,119 for, 413,555 against).

FOR 99.0%

FOR: 42,020,119 (99.0%)AGAINST: 413,555 (1.0%)ABSTAIN: 4,445 (0.0%)

Largest asset managers voting on “Elect Nine Directors to the Board to Serve for One-Year Terms: Sonia Syngal” at FOOT LOCKER INC., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	10,248,772	1	15	For
BlackRock	9,347,465	0	0	For
Allspring	4,236,204	0	0	For
Dimensional	3,762,444	0	0	For
Fidelity	3,113,708	0	0	For
American Century	1,870,462	0	0	For
Charles Schwab	1,149,960	0	0	For
State Street	1,145,613	0	0	For
Goldman Sachs	796,869	0	0	For
CRM Mutual Fund Trust	750,277	0	0	For
GLENMEDE FUND INC	567,485	0	0	For
Columbia Threadneedle	534,102	0	0	For
EA Series Trust	12,639	409,371	0	Against
NORTHERN LIGHTS FUND TRUST II	404,645	0	0	For
Equitable	336,980	0	0	For
BRIDGEWAY FUNDS INC	330,000	0	0	For
BNY Mellon	294,023	0	0	For
JPMorgan	266,370	0	0	For
TIAA	231,167	0	0	For
Segall Bryant & Hamill Trust	221,020	0	0	For
Jackson National	219,217	0	0	For
Bridge Builder Trust	162,038	0	0	For
Nationwide	154,869	0	0	For
QUANTITATIVE MASTER SERIES LLC	143,183	0	0	For
PIMCO	118,567	0	0	For

Showing the 25 largest of 82 asset managers. See all 82 in the interactive database.

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

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-05-21.

Combines 5 wordings of this item as funds reported it.

99.2% Majority: yes · of votes cast

FOR 99.2%

FOR: 67,819,194AGAINST: 499,413

FOOT LOCKER INC.’s own tally for this item (“Elect Director: Tristan Walker”): 67,819,194 for, 499,413 against, per its Form 8-K (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 82 asset managers below cast 99.9% of the shares they voted on this item FOR (42,431,344 for, 2,331 against).

FOR 99.9%

FOR: 42,431,344 (100.0%)AGAINST: 2,331 (0.0%)ABSTAIN: 4,444 (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., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	10,248,773	1	14	For
BlackRock	9,347,465	0	0	For
Allspring	4,236,204	0	0	For
Dimensional	3,762,444	0	0	For
Fidelity	3,113,708	0	0	For
American Century	1,870,462	0	0	For
Charles Schwab	1,149,960	0	0	For
State Street	1,145,613	0	0	For
Goldman Sachs	796,869	0	0	For
CRM Mutual Fund Trust	750,277	0	0	For
GLENMEDE FUND INC	567,485	0	0	For
Columbia Threadneedle	534,102	0	0	For
EA Series Trust	422,010	0	0	For
NORTHERN LIGHTS FUND TRUST II	404,645	0	0	For
Equitable	336,980	0	0	For
BRIDGEWAY FUNDS INC	330,000	0	0	For
BNY Mellon	294,023	0	0	For
JPMorgan	266,370	0	0	For
TIAA	231,167	0	0	For
Segall Bryant & Hamill Trust	221,020	0	0	For
Jackson National	219,217	0	0	For
Bridge Builder Trust	162,038	0	0	For
Nationwide	154,869	0	0	For
QUANTITATIVE MASTER SERIES LLC	143,183	0	0	For
PIMCO	118,567	0	0	For

Showing the 25 largest of 82 asset managers. See all 82 in the interactive database.

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

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-05-21.

Combines 5 wordings of this item as funds reported it.

99.0% Majority: yes · of votes cast

FOR 99.0%

FOR: 67,701,743AGAINST: 618,116

FOOT LOCKER INC.’s own tally for this item (“Elect Director: Ulice Payne, Jr.”): 67,701,743 for, 618,116 against, per its Form 8-K (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 82 asset managers below cast 99.8% of the shares they voted on this item FOR (42,386,986 for, 46,689 against).

FOR 99.8%

FOR: 42,386,986 (99.9%)AGAINST: 46,689 (0.1%)ABSTAIN: 4,444 (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., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	10,248,773	1	14	For
BlackRock	9,347,465	0	0	For
Allspring	4,236,204	0	0	For
Dimensional	3,762,444	0	0	For
Fidelity	3,113,708	0	0	For
American Century	1,870,462	0	0	For
Charles Schwab	1,149,960	0	0	For
State Street	1,145,613	0	0	For
Goldman Sachs	796,869	0	0	For
CRM Mutual Fund Trust	750,277	0	0	For
GLENMEDE FUND INC	567,485	0	0	For
Columbia Threadneedle	534,102	0	0	For
EA Series Trust	422,010	0	0	For
NORTHERN LIGHTS FUND TRUST II	404,645	0	0	For
Equitable	336,980	0	0	For
BRIDGEWAY FUNDS INC	330,000	0	0	For
BNY Mellon	294,023	0	0	For
JPMorgan	266,370	0	0	For
TIAA	231,167	0	0	For
Segall Bryant & Hamill Trust	221,020	0	0	For
Jackson National	219,217	0	0	For
Bridge Builder Trust	162,038	0	0	For
Nationwide	154,869	0	0	For
QUANTITATIVE MASTER SERIES LLC	143,183	0	0	For
PIMCO	118,567	0	0	For

Showing the 25 largest of 82 asset managers. See all 82 in the interactive database.

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

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-05-21.

Combines 5 wordings of this item as funds reported it.

99.2% Majority: yes · of votes cast

FOR 99.2%

FOR: 67,802,309AGAINST: 521,088

FOOT LOCKER INC.’s own tally for this item (“Elect Director: Virginia C. Drosos”): 67,802,309 for, 521,088 against, per its Form 8-K (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 82 asset managers below cast 99.9% of the shares they voted on this item FOR (42,431,344 for, 2,331 against).

FOR 99.9%

FOR: 42,431,344 (100.0%)AGAINST: 2,331 (0.0%)ABSTAIN: 4,444 (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., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	10,248,773	1	14	For
BlackRock	9,347,465	0	0	For
Allspring	4,236,204	0	0	For
Dimensional	3,762,444	0	0	For
Fidelity	3,113,708	0	0	For
American Century	1,870,462	0	0	For
Charles Schwab	1,149,960	0	0	For
State Street	1,145,613	0	0	For
Goldman Sachs	796,869	0	0	For
CRM Mutual Fund Trust	750,277	0	0	For
GLENMEDE FUND INC	567,485	0	0	For
Columbia Threadneedle	534,102	0	0	For
EA Series Trust	422,010	0	0	For
NORTHERN LIGHTS FUND TRUST II	404,645	0	0	For
Equitable	336,980	0	0	For
BRIDGEWAY FUNDS INC	330,000	0	0	For
BNY Mellon	294,023	0	0	For
JPMorgan	266,370	0	0	For
TIAA	231,167	0	0	For
Segall Bryant & Hamill Trust	221,020	0	0	For
Jackson National	219,217	0	0	For
Bridge Builder Trust	162,038	0	0	For
Nationwide	154,869	0	0	For
QUANTITATIVE MASTER SERIES LLC	143,183	0	0	For
PIMCO	118,567	0	0	For

Showing the 25 largest of 82 asset managers. See all 82 in the interactive database.

12. RATIFY THE APPOINTMENT OF KPMG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE 2025 FISCAL YEAR.

AUDIT-RELATEDMajority of the votes cast: yes

Meeting held 2025-05-21.

Combines 2 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 82,376,884AGAINST: 1,767,358

FOOT LOCKER INC.’s own tally for this item (“Proposal 4: Ratification of Appointment of Independent Registered Public Accounting Firm”): 82,376,884 for, 1,767,358 against, per its Form 8-K (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 80 asset managers below cast 99% of the shares they voted on this item FOR (41,751,918 for, 617,733 against).

FOR 99%

FOR: 41,751,918 (98.5%)AGAINST: 617,733 (1.5%)ABSTAIN: 4,430 (0.0%)

Largest asset managers voting on “RATIFY THE APPOINTMENT OF KPMG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE 2025” at FOOT LOCKER INC., 2024-2025
Asset manager	For	Against	Vote
Vanguard	10,245,970	2,818	For
BlackRock	9,347,465	0	For
Allspring	4,236,204	0	For
Dimensional	3,762,444	0	For
Fidelity	3,110,588	3,120	For
American Century	1,870,462	0	For
Charles Schwab	1,149,960	0	For
State Street	1,145,572	41	For
Goldman Sachs	796,869	0	For
CRM Mutual Fund Trust	750,277	0	For
GLENMEDE FUND INC	567,485	0	For
Columbia Threadneedle	534,102	0	For
EA Series Trust	12,639	409,371	Against
NORTHERN LIGHTS FUND TRUST II	404,645	0	For
Equitable	336,980	0	For
BRIDGEWAY FUNDS INC	330,000	0	For
BNY Mellon	93,845	200,178	Against
JPMorgan	266,370	0	For
TIAA	231,167	0	For
Segall Bryant & Hamill Trust	221,020	0	For
Jackson National	219,217	0	For
Bridge Builder Trust	162,038	0	For
Nationwide	154,869	0	For
QUANTITATIVE MASTER SERIES LLC	143,183	0	For
PIMCO	116,996	1,571	For

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

13. VOTE ON A SHAREHOLDER PROPOSAL REQUESTING THAT THE COMPANY ADOPT A GOAL FOR REDUCING ITS ENTERPRISE-WIDE GREENHOUSE GAS EMISSIONS IN LINE WITH THE PARIS AGREEMENT.

ENVIRONMENT OR CLIMATEMajority of the votes cast: no

Meeting held 2025-05-21.

6% Majority: no · of votes cast

AGAINST 94%

FOR: 4,459,708AGAINST: 73,442,938

FOOT LOCKER INC.’s own tally for this item (“Proposal 5: Vote to Approve a Shareholder Proposal Regarding Greenhouse Gas Emissions”): 4,459,708 for, 73,442,938 against, per its Form 8-K (Item 5.07). FOR was not 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 79 asset managers below cast 4% of the shares they voted on this item FOR (1,477,868 for, 40,684,526 against).

AGAINST 96%

FOR: 1,477,868 (3.5%)AGAINST: 40,684,526 (96.1%)ABSTAIN: 177,911 (0.4%)

Largest asset managers voting on “VOTE ON A SHAREHOLDER PROPOSAL REQUESTING THAT THE COMPANY ADOPT A GOAL FOR REDUCING ITS ENTERPRISE-WIDE GREEN” at FOOT LOCKER INC., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	2,821	10,245,966	1	Against
BlackRock	13,664	9,333,801	0	Against
Allspring	0	4,236,204	0	Against
Dimensional	34,633	3,727,811	0	Against
Fidelity	10,968	3,102,740	0	Against
American Century	0	1,870,462	0	Against
Charles Schwab	0	1,149,960	0	Against
State Street	46,056	1,099,557	0	Against
Goldman Sachs	0	796,869	0	Against
CRM Mutual Fund Trust	0	750,277	0	Against
GLENMEDE FUND INC	567,485	0	0	For
Columbia Threadneedle	0	534,102	0	Against
EA Series Trust	409,371	12,639	0	For
NORTHERN LIGHTS FUND TRUST II	0	404,645	0	Against
Equitable	0	336,980	0	Against
BRIDGEWAY FUNDS INC	330,000	0	0	For
BNY Mellon	0	294,023	0	Against
JPMorgan	0	266,370	0	Against
TIAA	0	231,167	0	Against
Segall Bryant & Hamill Trust	0	221,020	0	Against
Jackson National	0	219,217	0	Against
Bridge Builder Trust	0	162,038	0	Against
Nationwide	0	154,869	0	Against
QUANTITATIVE MASTER SERIES LLC	0	143,183	0	Against
PIMCO	1,571	116,996	0	Against

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

14. 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

Meeting held 2024-05-21 (outside the 2024-2025 season's 1 July to 30 June window; reported in this season's filings).

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 2 asset managers below cast 0% of the shares they voted on this item FOR (0 for, 1,754 against).

AGAINST 100%

AGAINST: 1,754 (100.0%)

Largest asset managers voting on “Vote, on an Advisory Basis, to Approve the Company's Named Executive Officers' Compensation.” at FOOT LOCKER INC., 2024-2025
Asset manager	For	Against	Abstain	Withheld	Vote
COLDSTREAM CAPITAL MANAGEMENT INC	0	1,754	0	0	Against
Echo45 Advisors LLC	0	0	0	0	--

15. Adopt GHG Emissions Reduction Targets Aligned with the Paris Agreement Goal

ENVIRONMENT OR CLIMATE

Meeting held 2025-05-21.

0% fund support · no official result

AGAINST 100%

The 2 asset managers below cast 0% of the shares they voted on this item FOR (0 for, 64,038 against).

AGAINST: 64,038 (100.0%)

Largest asset managers voting on “Adopt GHG Emissions Reduction Targets Aligned with the Paris Agreement Goal” at FOOT LOCKER INC., 2024-2025
Asset manager	For	Against	Abstain	Withheld	Vote
Empower	0	60,143	0	0	Against
CLEARWATER INVESTMENT TRUST	0	3,895	0	0	Against

16. Audit Related

AUDIT-RELATED

Meeting held 2025-05-21.

Combines 2 wordings of this item as funds reported it.

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (1,205 for, 0 against).

FOR: 1,205 (100.0%)

Largest asset managers voting on “Audit Related” at FOOT LOCKER INC., 2024-2025
Asset manager	For	Against	Abstain	Withheld	Vote
Two Roads Shared Trust	1,090	0	0	0	For
Members Trust Co	115	0	0	0	For

17. Compensation

COMPENSATIONMajority of the votes cast: yes

Meeting held 2025-05-21.

95% Majority: yes · of votes cast

FOR 95%

FOR: 64,581,774AGAINST: 3,713,410

The 2 asset managers below cast 100% of the shares they voted on this item FOR (1,205 for, 0 against).

FOR 100%

FOR: 1,205 (100.0%)

Largest asset managers voting on “Compensation” at FOOT LOCKER INC., 2024-2025
Asset manager	For	Against	Abstain	Withheld	Vote
Two Roads Shared Trust	1,090	0	0	0	For
Members Trust Co	115	0	0	0	For

18. Ratify KPMG LLP as Auditors

AUDIT-RELATED

Meeting held 2025-05-21.

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (64,038 for, 0 against).

FOR: 64,038 (100.0%)

Largest asset managers voting on “Ratify KPMG LLP as Auditors” at FOOT LOCKER INC., 2024-2025
Asset manager	For	Against	Abstain	Withheld	Vote
Empower	60,143	0	0	0	For
CLEARWATER INVESTMENT TRUST	3,895	0	0	0	For

Largest FOOT LOCKER INC. shareholders voting in 2024-2025

Ranked by the number of FOOT LOCKER INC. shares each manager voted on the most widely held ballot item of the 2024-2025 meeting.

Top FOOT LOCKER INC. shareholders by shares voted, 2024-2025
#	Asset manager	Shares voted
1	BlackRock	11,610,056
2	Vanguard	10,526,576
3	Allspring	9,082,863
4	Fidelity	4,621,061
5	Dimensional	4,137,937
6	State Street	3,879,386
7	American Century	3,796,195
8	Charles Schwab	2,389,848
9	GEODE CAPITAL MANAGEMENT, LLC	1,948,462
10	JACOBS LEVY EQUITY MANAGEMENT, INC	1,405,904

Shown as share counts, not percentages: no shares-outstanding figure has been matched to FOOT LOCKER INC. for the 2024-2025 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 04 October 2026; a live search always shows the current data.

At FOOT LOCKER INC.'s shareholder meeting held 2025-05-21, in the 2024-2025 proxy season, 344 asset managers reported how they voted in their SEC Form N-PX filings, covering 4,259 separate fund positions. Their filings are grouped here into 18 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 95% 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 (filing date not recorded for this item).

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