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GROCERY OUTLET HOLDING CORP. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and GROCERY OUTLET HOLDING CORP.’s Form 8-K, filed 2024-06-05 (Item 5.07 on EDGAR). Page generated 04 October 2026.

  • 5Ballot items
  • 275Asset managers
  • 1,901Fund votes
  • 2024-06-03Meeting date

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

Explore GROCERY OUTLET HOLDING CORP. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by GROCERY OUTLET HOLDING CORP.

These tallies are GROCERY OUTLET HOLDING CORP.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2024-06-05 (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.

GROCERY OUTLET HOLDING CORP. — official shareholder meeting results, meeting held 2024-06-03
Ballot itemForAgainst AbstainWithheldBroker non-votesOutcome
Elect Director: Mary Kay Haben 88,351,7241,885,768140,620 --2,603,794 Majority: yes
Elect Director: Gail Moody-Byrd 89,764,508473,066140,538 --2,603,794 Majority: yes
Elect Director: Jeffrey R. York 77,951,90212,286,328139,882 --2,603,794 Majority: yes
Proposal 2: The ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 28, 2024 was approved by the following votes: 92,469,299389,433123,174 ---- Passed
Proposal 3: The non-binding advisory resolution on the Company's named executive officer compensation for the fiscal year ended December 30, 2023 was approved by the following votes: 76,583,62513,664,564129,923 --2,603,794 Passed

Source: GROCERY OUTLET HOLDING CORP., Form 8-K, filed with the SEC on 2024-06-05 — read the filing on EDGAR.

How asset managers voted at the GROCERY OUTLET HOLDING CORP. 2023-2024 meeting

Each item below shows how the 275 asset managers that disclosed a GROCERY OUTLET HOLDING CORP. 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. To approve an advisory (non- binding) vote on the Company's named executive officer compensation.

SECTION 14A SAY-ON-PAY VOTESCompany result: Passed

Combines 12 wordings of this item as funds reported it.

85% Passed · of votes cast

FOR 85%AGAINST 15%
FOR: 76,583,625AGAINST: 13,664,564

GROCERY OUTLET HOLDING CORP.’s own tally for this item (“Proposal 3: The non-binding advisory resolution on the Company's named executive officer compensation for the fiscal year ended December 30, 2023 was approved by the following votes:”): 76,583,625 for, 13,664,564 against — passed, per its Form 8-K filed 2024-06-05 (Item 5.07). Of all 100,147,065 outstanding shares: 76% for, 14% against (90% of the company cast a for/against vote).

The 273 asset managers below cast 74% 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 company's reported shares outstanding.

FOR 74%AGAINST 26%
FOR: 73.9%AGAINST: 26.0%ABSTAIN: 0.1%NOT VOTED: 0.0%UNKNOWN: 0.0%
Largest asset managers voting on “To approve an advisory (non- binding) vote on the Company's named executive officer compensation.” at GROCERY OUTLET HOLDING CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Capital Group62011,589,917 00Against
Vanguard9,288,8460 00For
Capital Research Global Investors08,241,977 00Against
BlackRock6,541,6270 00For
AllianceBernstein6,384,6560 00For
MACKENZIE FINANCIAL CORP4,992,1670 00For
Man Group plc04,513,260 00Against
AMCAP FUND03,894,763 00Against
State Street3,759,8610 00For
Neuberger Berman3,406,9280 00For
Clearbridge Investments, LLC2,964,5290 00For
Dimensional2,945,6200 00For
Jackson Square Partners, LLC2,606,8930 00For
Legg Mason2,506,5680 00For
JPMorgan2,305,7620 00For
Federated Hermes2,264,44611,663 00For
Fidelity2,004,6380 00For
Charles Schwab1,931,5280 00For
Invesco1,920,6770 00For
Janus Henderson1,816,1930 00For
JANUS INVESTMENT FUND1,691,0720 00For
GEODE CAPITAL MANAGEMENT, LLC1,626,4960 00For
AB DISCOVERY GROWTH FUND, INC.1,236,8600 00For
Northern Trust1,011,48366 00For
Ranger Investment Management, L.P.963,0600 00For

Showing the 25 largest of 273 asset managers. See all 273 in the interactive database.

2. Election of Class II Directors: Mary Kay Haben

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 88,351,724AGAINST: 1,885,768

GROCERY OUTLET HOLDING CORP.’s own tally for this item (“Elect Director: Mary Kay Haben”): 88,351,724 for, 1,885,768 against, per its Form 8-K filed 2024-06-05 (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 100,147,065 outstanding shares: 88% for, 2% against (90% of the company cast a for/against vote).

The 89 asset managers below cast 99.8% of the shares they voted on this item FOR (50,370,244 for, 89,468 against).

FOR 99.6%
FOR: 50,370,244 (99.7%)AGAINST: 89,468 (0.2%)ABSTAIN: 69,294 (0.1%)UNKNOWN: 8 (0.0%)
Largest asset managers voting on “Election of Class II Directors: Mary Kay Haben” at GROCERY OUTLET HOLDING CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard9,154,3640 00For
Capital Group7,937,4880 00For
BlackRock3,981,5490 00For
AMCAP FUND3,894,7630 00For
Dimensional2,596,4490 00For
Legg Mason2,506,5680 00For
Fidelity1,790,2220 00For
JANUS INVESTMENT FUND1,691,0720 00For
AllianceBernstein1,581,4880 00For
Neuberger Berman1,371,1140 00For
AB DISCOVERY GROWTH FUND, INC.1,236,8600 00For
Federated Hermes1,126,2000 00For
JPMorgan1,075,4860 00For
Charles Schwab940,4610 00For
Invesco921,3460 00For
State Street900,4192,811 00For
Nationwide889,3950 00For
Jackson National807,8200 00For
Managed Portfolio Series649,5790 00For
Equitable591,4210 00For
Principal587,7080 00For
Brighthouse477,4910 53,6280For
TIAA476,9230 00For
GLENMEDE FUND INC356,3030 00For
Victory Capital331,1190 00For

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

3. Election of Class II Directors: Gail Moody-Byrd

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

99.4% Majority: yes · of votes cast

FOR 99.4%
FOR: 89,764,508AGAINST: 473,066

GROCERY OUTLET HOLDING CORP.’s own tally for this item (“Elect Director: Gail Moody-Byrd”): 89,764,508 for, 473,066 against, per its Form 8-K filed 2024-06-05 (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 100,147,065 outstanding shares: 90% for, 0.5% against (90% of the company cast a for/against vote).

The 89 asset managers below cast 99.9% of the shares they voted on this item FOR (50,441,640 for, 18,072 against).

FOR 99.8%
FOR: 50,441,640 (99.8%)AGAINST: 18,072 (0.0%)ABSTAIN: 69,294 (0.1%)UNKNOWN: 8 (0.0%)
Largest asset managers voting on “Election of Class II Directors: Gail Moody-Byrd” at GROCERY OUTLET HOLDING CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard9,154,3640 00For
Capital Group7,937,4880 00For
BlackRock3,981,5490 00For
AMCAP FUND3,894,7630 00For
Dimensional2,596,4490 00For
Legg Mason2,506,5680 00For
Fidelity1,790,2220 00For
JANUS INVESTMENT FUND1,691,0720 00For
AllianceBernstein1,581,4880 00For
Neuberger Berman1,371,1140 00For
AB DISCOVERY GROWTH FUND, INC.1,236,8600 00For
Federated Hermes1,126,2000 00For
JPMorgan1,075,4860 00For
Charles Schwab940,4610 00For
Invesco921,3460 00For
State Street901,7241,506 00For
Nationwide889,3950 00For
Jackson National807,8200 00For
Managed Portfolio Series649,5790 00For
Equitable591,4210 00For
Principal587,7080 00For
Brighthouse477,4910 53,6280For
TIAA476,9230 00For
GLENMEDE FUND INC356,3030 00For
Victory Capital331,1190 00For

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

4. Election of Class II Directors: Jeffrey R. York

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

86% Majority: yes · of votes cast

FOR 86%14%
FOR: 77,951,902AGAINST: 12,286,328

GROCERY OUTLET HOLDING CORP.’s own tally for this item (“Elect Director: Jeffrey R. York”): 77,951,902 for, 12,286,328 against, per its Form 8-K filed 2024-06-05 (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 100,147,065 outstanding shares: 78% for, 12% against (90% of the company cast a for/against vote).

The 89 asset managers below cast 87% of the shares they voted on this item FOR (43,932,177 for, 6,527,535 against).

FOR 87%13%
FOR: 43,932,177 (86.9%)AGAINST: 6,527,535 (12.9%)ABSTAIN: 69,294 (0.1%)UNKNOWN: 8 (0.0%)
Largest asset managers voting on “Election of Class II Directors: Jeffrey R. York” at GROCERY OUTLET HOLDING CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard9,154,3640 00For
Capital Group7,937,4880 00For
BlackRock3,981,5490 00For
AMCAP FUND3,894,7630 00For
Dimensional2,596,4490 00For
Legg Mason2,506,5680 00For
Fidelity1,709,40080,822 00For
JANUS INVESTMENT FUND1,691,0720 00For
AllianceBernstein01,581,488 00Against
Neuberger Berman1,371,1140 00For
AB DISCOVERY GROWTH FUND, INC.01,236,860 00Against
Federated Hermes1,126,2000 00For
JPMorgan1,075,4860 00For
Charles Schwab940,4610 00For
Invesco0921,346 00Against
State Street9,050894,180 00Against
Nationwide889,3950 00For
Jackson National542,319265,501 00For
Managed Portfolio Series649,5790 00For
Equitable43,478547,943 00Against
Principal216,153371,555 00Against
Brighthouse161,485316,006 53,6280Against
TIAA476,9230 00For
GLENMEDE FUND INC356,3030 00For
Victory Capital331,1190 00For

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

5. To ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the current fiscal year ending December 28, 2024.

AUDIT-RELATEDCompany result: Passed

Combines 6 wordings of this item as funds reported it.

99.5% Passed · of votes cast

FOR 99.5%
FOR: 92,469,299AGAINST: 389,433

GROCERY OUTLET HOLDING CORP.’s own tally for this item (“Proposal 2: The ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 28, 2024 was approved by the following votes:”): 92,469,299 for, 389,433 against — passed, per its Form 8-K filed 2024-06-05 (Item 5.07). Of all 100,147,065 outstanding shares: 92% for, 0.4% against (93% of the company cast a for/against vote).

The 89 asset managers below cast 99.9% of the shares they voted on this item FOR (50,444,003 for, 31,375 against).

FOR 99.8%
FOR: 50,444,003 (99.8%)AGAINST: 31,375 (0.1%)ABSTAIN: 53,628 (0.1%)UNKNOWN: 8 (0.0%)
Largest asset managers voting on “To ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting f” at GROCERY OUTLET HOLDING CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard9,154,3640 00For
Capital Group7,937,4880 00For
BlackRock3,981,5490 00For
AMCAP FUND3,894,7630 00For
Dimensional2,596,4490 00For
Legg Mason2,506,5680 00For
Fidelity1,790,2220 00For
JANUS INVESTMENT FUND1,691,0720 00For
AllianceBernstein1,581,4880 00For
Neuberger Berman1,371,1140 00For
AB DISCOVERY GROWTH FUND, INC.1,236,8600 00For
Federated Hermes1,126,2000 00For
JPMorgan1,075,4860 00For
Charles Schwab940,4610 00For
Invesco921,3460 00For
State Street902,406824 00For
Nationwide889,3950 00For
Jackson National807,8200 00For
Managed Portfolio Series649,5790 00For
Equitable591,4210 00For
Principal587,7080 00For
Brighthouse477,4910 53,6280For
TIAA476,9230 00For
GLENMEDE FUND INC356,3030 00For
Victory Capital331,1190 00For

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

Largest GROCERY OUTLET HOLDING CORP. shareholders voting in 2023-2024

Ranked by the number of GROCERY OUTLET HOLDING CORP. shares each manager voted on the most widely held ballot item of the 2023-2024 meeting, shown as a share of the 100,147,065 shares outstanding at the time of that meeting.

Top GROCERY OUTLET HOLDING CORP. shareholders by shares voted, 2023-2024
#Asset manager % of shares outstanding
1Capital Group 11.57%
2Vanguard 9.28%
3Capital Research Global Investors 8.23%
4BlackRock 6.53%
5AllianceBernstein 6.38%
6MACKENZIE FINANCIAL CORP 4.98%
7Man Group plc 4.51%
8AMCAP FUND 3.89%
9State Street 3.75%
10Neuberger Berman 3.40%

Reported GROCERY OUTLET HOLDING CORP. ownership

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

GROCERY OUTLET HOLDING CORP. beneficial owners on record for the 2023-2024 proxy season
Holder % outstanding Disclosure
BlackRock 14.31% 13F
FMR (Fidelity) 13.57% 13F
Vanguard Group 11.03% 13F
Jackson Square Partners, LLC 4.42% 13G
Morgan Stanley 3.72% 13F
Eric J. Lindberg, Jr. 3.29% DEF14A
State Street 3.10% 13F
Dimensional Fund Advisors 2.95% 13F
Geode Capital 1.66% 13F
Goldman Sachs 1.59% 13F

Percentages above are of 100,147,065 shares outstanding, as reported by GROCERY OUTLET HOLDING CORP. on its Form 10-Q dated 2024-03-30 (see the filing on EDGAR). This is the count contemporaneous with the 2023-2024 meeting, so the percentages are the ones that were true then, not ones restated against today’s share count.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered investment companies and institutional managers disclose how they voted every proxy, and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from GROCERY OUTLET HOLDING CORP.’s 10-Q dated 2024-03-30. This page is a static snapshot rebuilt weekly on 04 October 2026; a live search always shows the current data.

At GROCERY OUTLET HOLDING CORP.'s shareholder meeting held 2024-06-03, in the 2023-2024 proxy season, 275 asset managers reported how they voted on 5 ballot items in their SEC Form N-PX filings, covering 1,901 separate fund positions. On the most widely held item on that ballot — To approve an advisory (non- binding) vote on the Company's named executive officer… — the proposal passed with 85% support 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). Source: GROCERY OUTLET HOLDING CORP.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2024-06-05.

GROCERY OUTLET HOLDING CORP. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.