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INTRA-CELLULAR THERAPIES INC. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and INTRA-CELLULAR THERAPIES INC.’s Form 8-K, filed 2025-03-27 (Item 5.07 on EDGAR). Page generated 02 October 2026.

12Reported items
410Asset managers
1,411Fund votes
2025-03-27Meeting date

Proxy season: 2023-2024 2024-2025

Explore INTRA-CELLULAR THERAPIES INC. in the interactive database Compare manager voting policies

Official 2024-2025 meeting results reported by INTRA-CELLULAR THERAPIES INC.

These tallies are INTRA-CELLULAR THERAPIES INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2025-03-27 (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.

INTRA-CELLULAR THERAPIES INC. — official shareholder meeting results, meeting held 2025-03-27
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Outcome
Proposal 1: The Merger Agreement Proposal	77,685,024	88,362	176,174	--	0	Majority: yes
Proposal 2: The Merger-Related Compensation Proposal	48,312,178	29,129,164	508,215	--	0	Majority: yes

Source: INTRA-CELLULAR THERAPIES INC., Form 8-K, filed with the SEC on 2025-03-27 — read the filing on EDGAR.

How asset managers voted at the INTRA-CELLULAR THERAPIES INC. 2024-2025 meeting

Each item below shows how the 410 asset managers that disclosed a INTRA-CELLULAR THERAPIES 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 INTRA-CELLULAR THERAPIES 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 (non- binding) basis, the compensation that may be paid or become payable to ITI's named executive officers that is based on or otherwise relates to the Merger Agreement and the transactions contemplated by the Merger Agreement.

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2025-03-27.

Combines 8 wordings of this item as funds reported it.

63% fund support · no official result

FOR 62%AGAINST 37%

The 389 asset managers below cast 63% of the shares they voted on this item FOR (44,397,287 for, 26,563,210 against).

FOR: 44,397,287 (61.5%)AGAINST: 26,563,210 (36.8%)ABSTAIN: 422,225 (0.6%)SPLIT: 758,294 (1.1%)NOT VOTED: 4,633 (0.0%)

Largest asset managers voting on “To approve, on an advisory (non- binding) basis, the compensation that may be paid or become payable to ITI's ” at INTRA-CELLULAR THERAPIES INC., 2024-2025
Asset manager	For	Against	Vote
Vanguard	9,631,967	5,862	For
Fidelity	161,227	6,192,857	Against
BlackRock	5,730,652	27,156	For
Pentwater Capital Management LP	0	4,304,480	Against
Invesco	3,408,956	0	For
FARALLON CAPITAL MANAGEMENT LLC	3,054,547	0	For
DAVIDSON KEMPNER CAPITAL MANAGEMENT LP	2,998,966	0	For
Deep Track Capital, LP	2,000,000	0	For
Charles Schwab	1,800,832	0	For
GEODE CAPITAL MANAGEMENT, LLC	0	1,751,292	Against
State Street	1,626,706	46,946	For
MARSHALL WACE, LLP	1,410,331	0	For
AllianceBernstein	0	1,146,062	Against
GW&K Investment Management, LLC	113,224	0	Split
UBS	0	821,757	Against
Hudson Bay Capital Management LP	0	806,475	Against
PERCEPTIVE ADVISORS LLC	760,674	0	For
Avoro Capital Advisors LLC	742,500	0	For
SUVRETTA CAPITAL MANAGEMENT, LLC	700,904	0	For
First Trust	10,045	680,864	Against
TIG Advisors, LLC	591,629	0	For
Northern Trust	0	552,352	Against
Citadel	539,397	0	For
JPMorgan	0	514,069	Against
DE Shaw	0	490,385	Against

Showing the 25 largest of 389 asset managers. See all 389 in the interactive database.

2. TO ADJOURN THE COMPANY STOCKHOLDERS' MEETING TO A LATER DATE OR DATES AS PROVIDED IN THE MERGER AGREEMENT, IF NECESSARY OR APPROPRIATE, INCLUDING TO SOLICIT ADDITIONAL VOTES IF THERE ARE INSUFFICIENT VOTES TO ADOPT THE MERGER AGREEMENT AT THE TIME OF THE SPECIAL MEETING OF STOCKHOLDERS.

CORPORATE GOVERNANCE

Meeting held 2025-03-27.

Combines 4 wordings of this item as funds reported it.

93% fund support · no official result

FOR 93%7%

The 95 asset managers below cast 93% of the shares they voted on this item FOR (22,481,350 for, 1,713,720 against).

FOR: 22,481,350 (92.9%)AGAINST: 1,713,720 (7.1%)ABSTAIN: 4,509 (0.0%)

Largest asset managers voting on “TO ADJOURN THE COMPANY STOCKHOLDERS' MEETING TO A LATER DATE OR DATES AS PROVIDED IN THE MERGER AGREEMENT, IF ” at INTRA-CELLULAR THERAPIES INC., 2024-2025
Asset manager	For	Against	Vote
Vanguard	9,384,258	0	For
Fidelity	2,134,476	1,564,308	For
BlackRock	2,560,516	0	For
Invesco	1,562,715	0	For
Charles Schwab	895,600	0	For
First Trust	683,162	0	For
JPMorgan	505,769	0	For
TIAA	467,942	0	For
MERGER FUND	412,965	0	For
Jackson National	316,550	0	For
FRANKLIN STRATEGIC SERIES	296,448	0	For
Investment Managers Series Trust II	235,884	0	For
Putnam	220,890	0	For
AB DISCOVERY GROWTH FUND, INC.	215,973	0	For
John Hancock	187,799	0	For
AllianceBernstein	176,449	0	For
NEXPOINT FUNDS I	160,700	0	For
AMG FUNDS	148,774	0	For
Manager Directed Portfolios	140,353	0	For
Calamos	119,618	0	For
Equitable	109,353	0	For
State Street	0	108,140	Against
GMO	97,553	0	For
MassMutual	94,545	0	For
Principal	86,679	0	For

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.

3. To adopt the Agreement and Plan of Merger (as it may be amended from time to time, the "Merger Agreement"), dated January 10, 2025, by and among Intra-Cellular Therapies, Inc. ("ITI"), Johnson & Johnson, a New Jersey corporation ("Johnson & Johnson"), and Fleming Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Johnson & Johnson ("Merger Sub"). Pursuant to the terms of the

EXTRAORDINARY TRANSACTIONS

Meeting held 2025-03-27.

100% fund support · no official result

FOR 100%

The 95 asset managers below cast 100% of the shares they voted on this item FOR (24,201,346 for, 0 against).

FOR: 24,201,346 (100.0%)

Largest asset managers voting on “To adopt the Agreement and Plan of Merger (as it may be amended from time to time, the "Merger Agreement"), da” at INTRA-CELLULAR THERAPIES INC., 2024-2025
Asset manager	For	Vote
Vanguard	9,384,258	For
Fidelity	3,698,784	For
BlackRock	2,560,516	For
Invesco	1,562,715	For
Charles Schwab	895,600	For
First Trust	683,162	For
JPMorgan	505,769	For
TIAA	467,942	For
MERGER FUND	412,965	For
Jackson National	316,550	For
FRANKLIN STRATEGIC SERIES	296,448	For
Investment Managers Series Trust II	235,884	For
Putnam	220,890	For
AB DISCOVERY GROWTH FUND, INC.	215,973	For
John Hancock	187,799	For
AllianceBernstein	176,449	For
NEXPOINT FUNDS I	160,700	For
AMG FUNDS	148,774	For
Manager Directed Portfolios	140,353	For
Calamos	119,618	For
Equitable	109,353	For
State Street	108,140	For
GMO	97,553	For
MassMutual	94,545	For
Principal	86,679	For

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.

4. Advisory Vote on Golden Parachutes

COMPENSATION

Meeting held 2025-03-27.

Combines 2 wordings of this item as funds reported it.

37% fund support · no official result

FOR 37%AGAINST 63%

The 12 asset managers below cast 37% of the shares they voted on this item FOR (1,113,540 for, 1,883,507 against).

FOR: 1,113,540 (37.2%)AGAINST: 1,883,507 (62.8%)

Largest asset managers voting on “Advisory Vote on Golden Parachutes” at INTRA-CELLULAR THERAPIES INC., 2024-2025
Asset manager	For	Against	Vote
Bellevue Group AG	0	925,701	Against
JPMorgan	0	842,270	Against
ADAGE CAPITAL PARTNERS GP, L.L.C.	775,000	0	For
Taconic Capital Advisors LP	225,021	0	For
Brighthouse	109,676	0	For
ESSEX INVESTMENT MANAGEMENT CO LLC	0	44,198	Against
EFG Asset Management (North America) Corp.	0	32,136	Against
Erste Asset Management GmbH	0	23,400	Against
GuideStone	0	13,696	Against
AMERICAN BEACON FUNDS	3,800	0	For
HC CAPITAL TRUST	0	2,106	Against
FAYEZ SAROFIM & CO	43	0	For

5. Approve Merger Agreement

EXTRAORDINARY TRANSACTIONS

Meeting held 2025-03-27.

100% fund support · no official result

FOR 100%

The 6 asset managers below cast 100% of the shares they voted on this item FOR (148,923 for, 0 against).

FOR: 148,923 (100.0%)

Largest asset managers voting on “Approve Merger Agreement” at INTRA-CELLULAR THERAPIES INC., 2024-2025
Asset manager	For	Vote
Brighthouse	109,676	For
Erste Asset Management GmbH	23,400	For
GuideStone	13,696	For
HC CAPITAL TRUST	2,106	For
Simplify Exchange Traded Funds	38	For
VOISARD ASSET MANAGEMENT GROUP, INC.	7	For

6. Adjourn Meeting

EXTRAORDINARY TRANSACTIONS

Meeting held 2025-03-27.

100% fund support · no official result

FOR 100%

The 4 asset managers below cast 100% of the shares they voted on this item FOR (148,878 for, 0 against).

FOR: 148,878 (100.0%)

Largest asset managers voting on “Adjourn Meeting” at INTRA-CELLULAR THERAPIES INC., 2024-2025
Asset manager	For	Vote
Brighthouse	109,676	For
Erste Asset Management GmbH	23,400	For
GuideStone	13,696	For
HC CAPITAL TRUST	2,106	For

7. 14A Executive Compensation

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2025-03-27.

100% fund support · no official result

ABSTAIN 99.5%

The 3 asset managers below cast 100% of the shares they voted on this item FOR (45 for, 0 against).

FOR: 45 (0.4%)ABSTAIN: 11,111 (99.6%)

Largest asset managers voting on “14A Executive Compensation” at INTRA-CELLULAR THERAPIES INC., 2024-2025
Asset manager	For	Abstain	Vote
DeepCurrents Investment Group LLC	0	11,111	Abstain
Simplify Exchange Traded Funds	38	0	For
VOISARD ASSET MANAGEMENT GROUP, INC.	7	0	For

8. 14A Executive Compensation To approve, on an advisory (non-binding) basis, the compensation that may be paid or become payable to ITI's named executive officers that is based on or otherwise relates to the Merger Agreement and the transactions contemplated by the Merger Agreement.

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2025-03-27.

100% fund support · no official result

FOR 100%

The 3 asset managers below cast 100% of the shares they voted on this item FOR (49,577 for, 0 against).

FOR: 49,577 (100.0%)

Largest asset managers voting on “14A Executive Compensation To approve, on an advisory (non-binding) basis, the compensation that may be paid o” at INTRA-CELLULAR THERAPIES INC., 2024-2025
Asset manager	For	Vote
Pier Capital, LLC	36,287	For
RBB FUND, INC.	8,375	For
Dunham Funds	4,915	For

9. To approve by an advisory vote the compensation of the Company's named executive officers, as disclosed in the proxy statement.

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

Meeting held 2024-06-14 (outside the 2024-2025 season's 1 July to 30 June window; reported in this season's filings).

Combines 3 wordings of this item as funds reported it.

91% Majority: yes · of votes cast

FOR 91%9%

FOR: 80,788,125AGAINST: 7,537,868

INTRA-CELLULAR THERAPIES INC.’s own tally for this item (“Proposal 4: On an advisory basis, the compensation of the Company's named executive officers as disclosed in the proxy statement was approved, based on the following votes:”): 80,788,125 for, 7,537,868 against, per its Form 8-K filed 2024-06-18 (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 3 asset managers below cast 0% of the shares they voted on this item FOR (0 for, 107,690 against).

AGAINST 100%

AGAINST: 107,690 (100.0%)

Largest asset managers voting on “To approve by an advisory vote the compensation of the Company's named executive officers, as disclosed in the” at INTRA-CELLULAR THERAPIES INC., 2024-2025
Asset manager	Against	Vote
Brighthouse	106,817	Against
COLDSTREAM CAPITAL MANAGEMENT INC	873	Against
Echo45 Advisors LLC	0	--

10. Approve Motion to Adjourn Meeting

OTHER

Meeting held 2025-03-27.

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (45 for, 0 against).

FOR: 45 (100.0%)

Largest asset managers voting on “Approve Motion to Adjourn Meeting” at INTRA-CELLULAR THERAPIES INC., 2024-2025
Asset manager	For	Against	Abstain	Withheld	Vote
Simplify Exchange Traded Funds	38	0	0	0	For
VOISARD ASSET MANAGEMENT GROUP, INC.	7	0	0	0	For

11. Approve Merger Agreement To adopt the Agreement and Plan of Merger (as it may be amended from time to time, the "Merger Agreement"), dated January 10, 2025, by and among Intra-Cellular Therapies, Inc. ("ITI"), Johnson & Johnson, a New Jersey corporation ("Johnson & Johnson"), and Fleming Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Johnson & Johnson ("Merger Sub"). Pur

EXTRAORDINARY TRANSACTIONS

Meeting held 2025-03-27.

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (13,290 for, 0 against).

FOR: 13,290 (100.0%)

Largest asset managers voting on “Approve Merger Agreement To adopt the Agreement and Plan of Merger (as it may be amended from time to time, th” at INTRA-CELLULAR THERAPIES INC., 2024-2025
Asset manager	For	Against	Abstain	Withheld	Vote
RBB FUND, INC.	8,375	0	0	0	For
Dunham Funds	4,915	0	0	0	For

12. Approve Motion to Adjourn Meeting To adjourn the Company Stockholders' Meeting to a later date or dates as provided in the Merger Agreement, if necessary or appropriate, including to solicit additional votes if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting of Stockholders.

CORPORATE GOVERNANCE

Meeting held 2025-03-27.

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (13,290 for, 0 against).

FOR: 13,290 (100.0%)

Largest asset managers voting on “Approve Motion to Adjourn Meeting To adjourn the Company Stockholders' Meeting to a later date or dates as pro” at INTRA-CELLULAR THERAPIES INC., 2024-2025
Asset manager	For	Against	Abstain	Withheld	Vote
RBB FUND, INC.	8,375	0	0	0	For
Dunham Funds	4,915	0	0	0	For

Largest INTRA-CELLULAR THERAPIES INC. shareholders voting in 2024-2025

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

Top INTRA-CELLULAR THERAPIES INC. shareholders by shares voted, 2024-2025
#	Asset manager	Shares voted
1	Vanguard	9,637,829
2	Fidelity	6,354,084
3	BlackRock	5,757,808
4	Pentwater Capital Management LP	4,304,480
5	Invesco	3,408,956
6	FARALLON CAPITAL MANAGEMENT LLC	3,054,547
7	DAVIDSON KEMPNER CAPITAL MANAGEMENT LP	2,998,966
8	Deep Track Capital, LP	2,000,000
9	Charles Schwab	1,803,332
10	GEODE CAPITAL MANAGEMENT, LLC	1,751,292

Shown as share counts, not percentages: no shares-outstanding figure has been matched to INTRA-CELLULAR THERAPIES 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 02 October 2026; a live search always shows the current data.

At INTRA-CELLULAR THERAPIES INC.'s shareholder meeting held 2025-03-27, in the 2024-2025 proxy season, 410 asset managers reported how they voted in their SEC Form N-PX filings, covering 1,411 separate fund positions. Their filings are grouped here into 12 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. INTRA-CELLULAR THERAPIES 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 (non- binding) basis, the compensation that may be paid or become… — the reporting funds cast 63% 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.

INTRA-CELLULAR THERAPIES INC. proxy season coverage: 2023-2024 · 2024-2025 (this page).