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HASHICORP INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and HASHICORP INC.’s Form 8-K, filed 2024-06-27 (Item 5.07 on EDGAR). Page generated 04 October 2026.

  • 6Reported items
  • 303Asset managers
  • 1,518Fund votes
  • 2024-06-25Meeting date

Proxy season: 2023-2024 2024-2025

Explore HASHICORP INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by HASHICORP INC.

These tallies are HASHICORP INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2024-06-27 (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.

HASHICORP INC. — official shareholder meeting results, meeting held 2024-06-25
Ballot itemForAgainst AbstainWithheldBroker non-votesOutcome
Elect Director: Armon Dadgar 393,864,245---- 22,181,96011,635,428 Majority: yes
Elect Director: David McJannet 393,657,893---- 22,388,31211,635,428 Majority: yes

Source: HASHICORP INC., Form 8-K, filed with the SEC on 2024-06-27 — read the filing on EDGAR.

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

Each item below shows how the 303 asset managers that disclosed a HASHICORP 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 HASHICORP INC.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.

1. To approve, on an advisory basis, the compensation of our named executive officers.

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2024-06-25.

Combines 4 wordings of this item as funds reported it.

47.3% fund support · no official result

FOR 47.2%AGAINST 52.6%

The 290 asset managers below cast 47.3% of the shares they voted on this item FOR (48,531,231 for, 54,056,411 against).

FOR: 48,531,231 (47.2%)AGAINST: 54,056,411 (52.6%)ABSTAIN: 132,708 (0.1%)NOT VOTED: 119,900 (0.1%)UNKNOWN: 7 (0.0%)
Largest asset managers voting on “To approve, on an advisory basis, the compensation of our named executive officers.” at HASHICORP INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
GGV Capital LLC18,244,5270 00For
Vanguard012,093,951 00Against
Man Group plc08,667,100 00Against
Federated Hermes4,479,7320 00For
BlackRock23,3134,194,057 00Against
TPG GP A, LLC3,294,4360 00For
First Trust6,0722,688,026 00Against
TIG Advisors, LLC2,265,0690 00For
AQR02,207,691 00Against
JPMorgan01,964,867 00Against
TimesSquare Capital Management, LLC01,819,106 00Against
Pentwater Capital Management LP01,760,000 00Against
Charles Schwab01,403,192 00Against
FRANKLIN ADVISERS INC1,468,9570 00For
Magnetar Financial LLC01,456,063 00Against
FRANKLIN STRATEGIC SERIES1,451,7000 00For
Invesco01,357,035 00Against
Daventry Group, LP1,300,4810 00For
MERGER FUND1,125,5480 00For
State Street995,29444,118 00For
Carlson Capital, L.P.0990,175 00Against
Hudson Bay Capital Management LP0948,933 00Against
WATER ISLAND CAPITAL LLC901,2310 00For
Advisors' Inner Circle Fund II857,1350 00For
ARBITRAGE FUNDS793,3850 00For

Showing the 25 largest of 290 asset managers. See all 290 in the interactive database.

2. To elect the two Class III directors to hold office until our 2027 annual meeting of stockholders and until their respective successors are elected and qualified: Armon Dadgar

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2024-06-25.

Combines 5 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%
FOR: 393,864,245WITHHELD: 22,181,960

HASHICORP INC.’s own tally for this item (“Elect Director: Armon Dadgar”): 393,864,245 for, 22,181,960 withheld, per its Form 8-K filed 2024-06-27 (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. Share-of-outstanding not shown: votes cast exceed the reported share count, which usually means multiple share classes with different voting rights.

The 84 asset managers below cast 100% of the shares they voted on this item FOR (29,049,579 for, 0 against).

FOR 82%ABSTAIN 18%
FOR: 29,049,579 (82.5%)ABSTAIN: 6,176,827 (17.5%)NOT VOTED: 10 (0.0%)
Largest asset managers voting on “To elect the two Class III directors to hold office until our 2027 annual meeting of stockholders and until th” at HASHICORP INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard11,925,3850 00For
First Trust00 2,424,3730Abstain
Federated Hermes2,239,8660 00For
JPMorgan1,907,2440 00For
BlackRock1,890,9640 00For
TimesSquare Capital Management, LLC1,813,2160 5,8900For
FRANKLIN STRATEGIC SERIES1,451,7000 00For
MERGER FUND1,125,5480 00For
Advisors' Inner Circle Fund II857,1350 00For
AQR00 848,5170Abstain
ARBITRAGE FUNDS793,3850 00For
Investment Managers Series Trust II741,5770 00For
Charles Schwab701,5960 00For
OLD WESTBURY FUNDS INC00 644,4290Abstain
Invesco592,6380 00For
AMG FUNDS534,2900 00For
Fidelity494,5230 35,7700For
New York Life00 420,0690Abstain
NEXPOINT FUNDS I00 370,5200Abstain
Virtus250,8950 00For
TIAA246,0700 00For
AIG/SunAmerica00 212,3230Abstain
State Street104,5790 106,7260Abstain
WisdomTree200,8190 00For
Jackson National79,0100 86,3170Abstain

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

3. To elect the two Class III directors to hold office until our 2027 annual meeting of stockholders and until their respective successors are elected and qualified: David McJannet

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2024-06-25.

Combines 6 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%
FOR: 393,657,893WITHHELD: 22,388,312

HASHICORP INC.’s own tally for this item (“Elect Director: David McJannet”): 393,657,893 for, 22,388,312 withheld, per its Form 8-K filed 2024-06-27 (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. Share-of-outstanding not shown: votes cast exceed the reported share count, which usually means multiple share classes with different voting rights.

The 84 asset managers below cast 100% of the shares they voted on this item FOR (28,594,876 for, 0 against).

FOR 81%ABSTAIN 19%
FOR: 28,594,876 (81.2%)ABSTAIN: 6,631,530 (18.8%)NOT VOTED: 10 (0.0%)
Largest asset managers voting on “To elect the two Class III directors to hold office until our 2027 annual meeting of stockholders and until th” at HASHICORP INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard11,925,3850 00For
First Trust00 2,424,3730Abstain
Federated Hermes2,239,8660 00For
JPMorgan1,907,2440 00For
BlackRock1,890,9640 00For
TimesSquare Capital Management, LLC1,813,2160 5,8900For
FRANKLIN STRATEGIC SERIES1,451,7000 00For
MERGER FUND1,125,5480 00For
Advisors' Inner Circle Fund II857,1350 00For
AQR00 848,5170Abstain
ARBITRAGE FUNDS793,3850 00For
Investment Managers Series Trust II741,5770 00For
Charles Schwab701,5960 00For
OLD WESTBURY FUNDS INC00 644,4290Abstain
Invesco592,6380 00For
AMG FUNDS534,2900 00For
Fidelity221,7510 308,5420Abstain
New York Life00 420,0690Abstain
NEXPOINT FUNDS I00 370,5200Abstain
Virtus250,8950 00For
TIAA00 246,0700Abstain
AIG/SunAmerica00 212,3230Abstain
State Street208,6190 2,6860For
WisdomTree200,8190 00For
Jackson National79,0100 86,3170Abstain

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

4. To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for our fiscal year ending January 31, 2025.

AUDIT-RELATED

Meeting held 2024-06-25.

Combines 2 wordings of this item as funds reported it.

100% fund support · no official result

FOR 99.7%

The 83 asset managers below cast 100% of the shares they voted on this item FOR (35,153,676 for, 0 against).

FOR: 35,153,676 (99.8%)ABSTAIN: 72,029 (0.2%)NOT VOTED: 10 (0.0%)
Largest asset managers voting on “To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for ou” at HASHICORP INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard11,925,3850 00For
First Trust2,424,3730 00For
Federated Hermes2,239,8660 00For
JPMorgan1,907,2440 00For
BlackRock1,890,9640 00For
TimesSquare Capital Management, LLC1,819,1060 00For
FRANKLIN STRATEGIC SERIES1,451,7000 00For
MERGER FUND1,125,5480 00For
Advisors' Inner Circle Fund II857,1350 00For
AQR848,5170 00For
ARBITRAGE FUNDS793,3850 00For
Investment Managers Series Trust II741,5770 00For
Charles Schwab701,5960 00For
OLD WESTBURY FUNDS INC644,4290 00For
Invesco592,6380 00For
AMG FUNDS534,2900 00For
Fidelity530,2930 00For
New York Life420,0690 00For
NEXPOINT FUNDS I370,5200 00For
Virtus250,8950 00For
TIAA246,0700 00For
AIG/SunAmerica212,3230 00For
State Street211,3050 00For
WisdomTree200,8190 00For
Jackson National165,3270 00For

Showing the 25 largest of 83 asset managers. See all 83 in the interactive database.

5. Advisory Vote to Ratify Named Executive Officers' Compensation

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2024-06-25.

0% fund support · no official result

AGAINST 100%

The 4 asset managers below cast 0% of the shares they voted on this item FOR (0 for, 3,877,586 against).

AGAINST: 3,877,586 (100.0%)
Largest asset managers voting on “Advisory Vote to Ratify Named Executive Officers' Compensation” at HASHICORP INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
JPMorgan02,004,978 00Against
ADAGE CAPITAL PARTNERS GP, L.L.C.01,870,307 00Against
TD ASSET MANAGEMENT INC01,490 00Against
Desjardins Global Asset Management Inc.0811 00Against

6. To approve, on a non-binding, advisory basis, the compensation that will or may become payable by HashiCorp to its named executive officers in connection with the merger contemplated by the merger agreement.

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

Meeting held 2024-07-15 (outside the 2023-2024 season's 1 July to 30 June window; reported in this season's filings).

Combines 2 wordings of this item as funds reported it.

99.9% Passed · of votes cast

FOR 99.9%
FOR: 573,004,886AGAINST: 202,991

HASHICORP INC.’s own tally for this item (“Proposal 1: Adoption of the Merger Agreement”): 573,004,886 for, 202,991 against — passed, per its Form 8-K filed 2024-07-16 (Item 5.07). Share-of-outstanding not shown: votes cast exceed the reported share count, which usually means multiple share classes with different voting rights.

The 3 asset managers below cast 100% of the shares they voted on this item FOR (289,372 for, 0 against).

FOR 84%UNKNOWN 16%
FOR: 289,372 (83.9%)UNKNOWN: 55,600 (16.1%)
Largest asset managers voting on “To approve, on a non-binding, advisory basis, the compensation that will or may become payable by HashiCorp to” at HASHICORP INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
HARVEST MANAGEMENT LLC219,0930 00For
AltShares Trust70,2790 00For
K2 PRINCIPAL FUND, L.P.00 00Unknown

Largest HASHICORP INC. shareholders voting in 2023-2024

Ranked by the number of HASHICORP INC. shares each manager voted on the most widely held ballot item of the 2023-2024 meeting, shown as a share of the 200,073,000 shares outstanding at the time of that meeting.

Top HASHICORP INC. shareholders by shares voted, 2023-2024
#Asset manager % of shares outstanding
1GGV Capital LLC 9.12%
2Vanguard 6.04%
3Man Group plc 4.33%
4Federated Hermes 2.24%
5BlackRock 2.11%
6TPG GP A, LLC 1.65%
7First Trust 1.35%
8TIG Advisors, LLC 1.13%
9AQR 1.10%
10JPMorgan 0.98%

Reported HASHICORP INC. ownership

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

HASHICORP INC. beneficial owners on record for the 2023-2024 proxy season
Holder % outstanding Disclosure
Armon Dadgar 8.80% 13G
Mayfield XIV and associated entities 6.37% DEF14A
The Vanguard Group 5.36% 13G
Mitchell Hashimoto 3.48% 13G
David McJannet 3.32% 13G
Millennium Management 1.02% 13F
Geode Capital 0.91% 13F
State Street 0.89% 13F
Franklin Templeton 0.72% 13F
Wellington Management 0.68% 13F

Percentages above are of 200,073,000 shares outstanding, as reported by HASHICORP INC. on its Form 10-Q dated 2024-04-30 (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 HASHICORP INC.’s 10-Q dated 2024-04-30. This page is a static snapshot rebuilt weekly on 04 October 2026; a live search always shows the current data.

At HASHICORP INC.'s shareholder meeting held 2024-06-25, in the 2023-2024 proxy season, 303 asset managers reported how they voted in their SEC Form N-PX filings, covering 1,518 separate fund positions. Their filings are grouped here into 6 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. HASHICORP INC.'s own Form 8-K tally for this meeting is published below, but no row in it could be matched to the most widely held item, so this page states no certified outcome for that item. On that item — To approve, on an advisory basis, the compensation of our named executive officers. — the reporting funds cast 47.3% of the shares they voted in favour (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). That is the aggregate of those managers' own N-PX disclosures, not the company's certified result, and the funds are a subset of all shareholders.

HASHICORP INC. proxy season coverage: 2023-2024 (this page) · 2024-2025.