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IRONWOOD PHARMACEUTICALS INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and IRONWOOD PHARMACEUTICALS INC.’s Form 8-K, filed 2024-06-21 (Item 5.07 on EDGAR). Page generated 02 October 2026.

13Reported items
284Asset managers
3,332Fund votes
2024-06-18Meeting date

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

Explore IRONWOOD PHARMACEUTICALS INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by IRONWOOD PHARMACEUTICALS INC.

These tallies are IRONWOOD PHARMACEUTICALS INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2024-06-21 (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.

IRONWOOD PHARMACEUTICALS INC. — official shareholder meeting results, meeting held 2024-06-18
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Outcome
Elect Director: Mark Currie, Ph.D.	130,019,704	--	--	5,472,128	7,708,364	Majority: yes
Elect Director: Alexander Denner, Ph.D.	125,450,072	--	--	10,041,760	7,708,364	Majority: yes
Elect Director: Andrew Dreyfus	129,704,783	--	--	5,787,049	7,708,364	Majority: yes
Elect Director: Jon Duane	127,436,834	--	--	8,054,998	7,708,364	Majority: yes
Elect Director: Marla Kessler	130,081,722	--	--	5,410,110	7,708,364	Majority: yes
Elect Director: Thomas McCourt	133,639,699	--	--	1,852,133	7,708,364	Majority: yes
Elect Director: Julie McHugh	124,822,215	--	--	10,669,617	7,708,364	Majority: yes
Elect Director: Catherine Moukheibir	129,803,799	--	--	5,688,033	7,708,364	Majority: yes
Elect Director: Jay Shepard	133,672,033	--	--	1,819,799	7,708,364	Majority: yes
Proposal 2: The stockholders approved, on a non-binding advisory basis, the compensation paid to the Company's named executive officers, as disclosed in the Company's proxy statement for the Annual Meeting, based on the following votes:	127,439,687	7,953,508	98,637	--	7,708,364	Majority: yes
Proposal 3: The stockholders ratified the selection of Ernst & Young LLP as the Company's independent registered public accounting firm for 2024, based on the following votes:	136,781,986	6,305,538	112,672	--	--	Majority: yes

This meeting is also recorded here as 2024-06-19; both records come from the same filing, so the date should be checked against it.

Source: IRONWOOD PHARMACEUTICALS INC., Form 8-K, filed with the SEC on 2024-06-21 — read the filing on EDGAR.

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

Each item below shows how the 284 asset managers that disclosed a IRONWOOD PHARMACEUTICALS 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 IRONWOOD PHARMACEUTICALS 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. Approval, by non-binding advisory vote, of the compensation paid to the named executive officers.

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

Combines 14 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%

FOR: 127,439,687AGAINST: 7,953,508

IRONWOOD PHARMACEUTICALS INC.’s own tally for this item (“Proposal 2: The stockholders approved, on a non-binding advisory basis, the compensation paid to the Company's named executive officers, as disclosed in the Company's proxy statement for the Annual Meeting, based on the ”): 127,439,687 for, 7,953,508 against, per its Form 8-K filed 2024-06-21 (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 158,957,123 outstanding shares: 80% for, 5% against (85% of the company cast a for/against vote).

The 283 asset managers below cast 95% 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 94%

FOR: 93.8%AGAINST: 5.1%ABSTAIN: 1.1%NOT VOTED: 0.0%

Largest asset managers voting on “Approval, by non-binding advisory vote, of the compensation paid to the named executive officers.” at IRONWOOD PHARMACEUTICALS INC., 2023-2024
Asset manager	For	Against	Abstain	Vote
State Street	22,443,717	0	0	For
Vanguard	20,456,858	0	0	For
BlackRock	19,932,306	0	0	For
Pacer Funds Trust	7,393,012	0	0	For
Man Group plc	6,379,760	0	0	For
ARMISTICE CAPITAL, LLC	0	3,677,175	0	Against
Fidelity	3,618,012	0	0	For
LSV ASSET MANAGEMENT	3,346,397	0	0	For
GEODE CAPITAL MANAGEMENT, LLC	3,102,697	0	0	For
Charles Schwab	2,774,144	0	0	For
Renaissance	2,750,288	0	0	For
JACOBS LEVY EQUITY MANAGEMENT, INC	2,629,809	0	0	For
JUPITER ASSET MANAGEMENT LTD	1,978,009	0	0	For
APG Asset Management US Inc.	1,964,344	0	0	For
Nuveen	1,851,373	0	0	For
TIAA	1,846,558	0	0	For
BRAIDWELL LP	1,543,682	0	0	For
Kynam Capital Management, LP	0	0	1,441,029	Abstain
BROWN CAPITAL MANAGEMENT LLC	0	1,418,332	0	Against
Northern Trust	1,371,829	94	0	For
GLENMEDE FUND INC	1,066,522	0	0	For
First Eagle Investment Management, LLC	1,017,225	0	0	For
FIRST EAGLE FUNDS	932,893	0	0	For
MELLON INVESTMENTS Corp	927,966	0	0	For
Two Sigma	919,312	0	0	For

Showing the 25 largest of 283 asset managers. See all 283 in the interactive database.

2. Ratification of the selection of Ernst & Young LLP as Ironwood Pharmaceuticals, Inc.'s independent registered public accounting firm for 2024.

AUDIT-RELATEDMajority of the votes cast: yes

Combines 5 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%

FOR: 136,781,986AGAINST: 6,305,538

IRONWOOD PHARMACEUTICALS INC.’s own tally for this item (“Proposal 3: The stockholders ratified the selection of Ernst & Young LLP as the Company's independent registered public accounting firm for 2024, based on the following votes:”): 136,781,986 for, 6,305,538 against, per its Form 8-K filed 2024-06-21 (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 158,957,123 outstanding shares: 86% for, 4% against (90% of the company cast a for/against vote).

The 94 asset managers below cast 99.7% of the shares they voted on this item FOR (72,666,663 for, 153,922 against).

FOR 99.7%

FOR: 72,666,663 (99.7%)AGAINST: 153,922 (0.2%)ABSTAIN: 34,334 (0.0%)

Largest asset managers voting on “Ratification of the selection of Ernst & Young LLP as Ironwood Pharmaceuticals, Inc.'s independent registered ” at IRONWOOD PHARMACEUTICALS INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	19,802,874	0	For
BlackRock	16,293,964	0	For
State Street	9,850,243	1,477	For
Pacer Funds Trust	7,393,012	0	For
Fidelity	3,523,928	0	For
TIAA	1,846,558	0	For
Charles Schwab	1,362,879	0	For
GLENMEDE FUND INC	1,066,522	0	For
FIRST EAGLE FUNDS	932,893	0	For
Brown Capital Management Mutual Funds	770,390	0	For
Columbia Threadneedle	610,957	0	For
Royce	578,312	0	For
Direxion Shares ETF Trust	480,330	0	For
World Funds Trust	406,801	0	For
NORTHERN LIGHTS FUND TRUST II	400,000	0	For
Principal	378,739	0	For
Two Roads Shared Trust	363,047	0	For
Equitable	357,417	0	For
Invesco	352,644	0	For
Nationwide	350,718	0	For
FINANCIAL INVESTORS TRUST	339,705	0	For
BRIDGEWAY FUNDS INC	300,000	0	For
Jackson National	297,949	0	For
Bridge Builder Trust	295,089	0	For
SEI	281,994	0	For

Showing the 25 largest of 94 asset managers. See all 94 in the interactive database.

3. Election of Directors. To elect nine director nominees numbered 01 through 09 to serve for a one-year term extending until the 2025 annual meeting of stockholders and their successors are duly elected and qualified: Alexander Denner, Ph.D.

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

93% Majority: yes · of votes cast

FOR 93%7%

FOR: 125,450,072WITHHELD: 10,041,760

IRONWOOD PHARMACEUTICALS INC.’s own tally for this item (“Elect Director: Alexander Denner, Ph.D.”): 125,450,072 for, 10,041,760 withheld, per its Form 8-K filed 2024-06-21 (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 158,957,123 outstanding shares: 79% for, 6% withheld (85% of the company cast a for/withheld vote).

The 89 asset managers below cast 100% of the shares they voted on this item FOR (69,700,287 for, 0 against).

FOR 97%

FOR: 69,700,287 (96.8%)ABSTAIN: 2,340,592 (3.2%)

Largest asset managers voting on “Election of Directors. To elect nine director nominees numbered 01 through 09 to serve for a one-year term ext” at IRONWOOD PHARMACEUTICALS INC., 2023-2024
Asset manager	For	Abstain	Vote
Vanguard	19,802,874	0	For
BlackRock	16,293,964	0	For
State Street	9,849,151	2,569	For
Pacer Funds Trust	7,393,012	0	For
Fidelity	3,523,928	0	For
TIAA	0	1,846,558	Abstain
Charles Schwab	1,362,879	0	For
GLENMEDE FUND INC	1,066,522	0	For
FIRST EAGLE FUNDS	932,893	0	For
Brown Capital Management Mutual Funds	770,390	0	For
Columbia Threadneedle	610,957	0	For
Royce	578,312	0	For
Direxion Shares ETF Trust	480,330	0	For
NORTHERN LIGHTS FUND TRUST II	400,000	0	For
Principal	378,739	0	For
Equitable	357,417	0	For
Invesco	352,644	0	For
Nationwide	338,218	12,500	For
FINANCIAL INVESTORS TRUST	339,705	0	For
BRIDGEWAY FUNDS INC	0	300,000	Abstain
Jackson National	297,949	0	For
Bridge Builder Trust	295,089	0	For
SEI	281,994	0	For
Putnam	261,367	0	For
QUANTITATIVE MASTER SERIES LLC	258,397	0	For

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

4. Election of Directors. To elect nine director nominees numbered 01 through 09 to serve for a one-year term extending until the 2025 annual meeting of stockholders and their successors are duly elected and qualified: Andrew Dreyfus

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%

FOR: 129,704,783WITHHELD: 5,787,049

IRONWOOD PHARMACEUTICALS INC.’s own tally for this item (“Elect Director: Andrew Dreyfus”): 129,704,783 for, 5,787,049 withheld, per its Form 8-K filed 2024-06-21 (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 158,957,123 outstanding shares: 82% for, 4% withheld (85% of the company cast a for/withheld vote).

The 89 asset managers below cast 100% of the shares they voted on this item FOR (71,972,072 for, 0 against).

FOR 99.9%

FOR: 71,972,072 (99.9%)ABSTAIN: 68,807 (0.1%)

Largest asset managers voting on “Election of Directors. To elect nine director nominees numbered 01 through 09 to serve for a one-year term ext” at IRONWOOD PHARMACEUTICALS INC., 2023-2024
Asset manager	For	Abstain	Vote
Vanguard	19,802,874	0	For
BlackRock	16,293,964	0	For
State Street	9,850,449	1,271	For
Pacer Funds Trust	7,393,012	0	For
Fidelity	3,523,928	0	For
TIAA	1,846,558	0	For
Charles Schwab	1,362,879	0	For
GLENMEDE FUND INC	1,066,522	0	For
FIRST EAGLE FUNDS	932,893	0	For
Brown Capital Management Mutual Funds	770,390	0	For
Columbia Threadneedle	610,957	0	For
Royce	578,312	0	For
Direxion Shares ETF Trust	480,330	0	For
NORTHERN LIGHTS FUND TRUST II	400,000	0	For
Principal	378,739	0	For
Equitable	357,417	0	For
Invesco	352,644	0	For
Nationwide	350,718	0	For
FINANCIAL INVESTORS TRUST	339,705	0	For
BRIDGEWAY FUNDS INC	300,000	0	For
Jackson National	297,949	0	For
Bridge Builder Trust	295,089	0	For
SEI	281,994	0	For
Putnam	261,367	0	For
QUANTITATIVE MASTER SERIES LLC	258,397	0	For

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

5. Election of Directors. To elect nine director nominees numbered 01 through 09 to serve for a one-year term extending until the 2025 annual meeting of stockholders and their successors are duly elected and qualified: Catherine Moukheibir

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%

FOR: 129,803,799WITHHELD: 5,688,033

IRONWOOD PHARMACEUTICALS INC.’s own tally for this item (“Elect Director: Catherine Moukheibir”): 129,803,799 for, 5,688,033 withheld, per its Form 8-K filed 2024-06-21 (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 158,957,123 outstanding shares: 82% for, 4% withheld (85% of the company cast a for/withheld vote).

The 89 asset managers below cast 100% of the shares they voted on this item FOR (71,928,401 for, 0 against).

FOR 99.8%

FOR: 71,928,401 (99.8%)ABSTAIN: 112,478 (0.2%)

Largest asset managers voting on “Election of Directors. To elect nine director nominees numbered 01 through 09 to serve for a one-year term ext” at IRONWOOD PHARMACEUTICALS INC., 2023-2024
Asset manager	For	Abstain	Vote
Vanguard	19,802,874	0	For
BlackRock	16,293,964	0	For
State Street	9,850,449	1,271	For
Pacer Funds Trust	7,393,012	0	For
Fidelity	3,523,928	0	For
TIAA	1,846,558	0	For
Charles Schwab	1,362,879	0	For
GLENMEDE FUND INC	1,066,522	0	For
FIRST EAGLE FUNDS	932,893	0	For
Brown Capital Management Mutual Funds	770,390	0	For
Columbia Threadneedle	610,957	0	For
Royce	578,312	0	For
Direxion Shares ETF Trust	480,330	0	For
NORTHERN LIGHTS FUND TRUST II	400,000	0	For
Principal	378,269	470	For
Equitable	357,417	0	For
Invesco	352,644	0	For
Nationwide	350,718	0	For
FINANCIAL INVESTORS TRUST	339,705	0	For
BRIDGEWAY FUNDS INC	300,000	0	For
Jackson National	297,949	0	For
Bridge Builder Trust	295,089	0	For
SEI	281,994	0	For
Putnam	261,367	0	For
QUANTITATIVE MASTER SERIES LLC	258,397	0	For

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

6. Election of Directors. To elect nine director nominees numbered 01 through 09 to serve for a one-year term extending until the 2025 annual meeting of stockholders and their successors are duly elected and qualified: Jay Shepard

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%

FOR: 133,672,033WITHHELD: 1,819,799

IRONWOOD PHARMACEUTICALS INC.’s own tally for this item (“Elect Director: Jay Shepard”): 133,672,033 for, 1,819,799 withheld, per its Form 8-K filed 2024-06-21 (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 158,957,123 outstanding shares: 84% for, 1% withheld (85% of the company cast a for/withheld vote).

The 89 asset managers below cast 100% of the shares they voted on this item FOR (71,975,354 for, 0 against).

FOR 99.9%

FOR: 71,975,354 (99.9%)ABSTAIN: 65,525 (0.1%)

Largest asset managers voting on “Election of Directors. To elect nine director nominees numbered 01 through 09 to serve for a one-year term ext” at IRONWOOD PHARMACEUTICALS INC., 2023-2024
Asset manager	For	Abstain	Vote
Vanguard	19,802,874	0	For
BlackRock	16,293,964	0	For
State Street	9,850,449	1,271	For
Pacer Funds Trust	7,393,012	0	For
Fidelity	3,523,928	0	For
TIAA	1,846,558	0	For
Charles Schwab	1,362,879	0	For
GLENMEDE FUND INC	1,066,522	0	For
FIRST EAGLE FUNDS	932,893	0	For
Brown Capital Management Mutual Funds	770,390	0	For
Columbia Threadneedle	610,957	0	For
Royce	578,312	0	For
Direxion Shares ETF Trust	480,330	0	For
NORTHERN LIGHTS FUND TRUST II	400,000	0	For
Principal	378,739	0	For
Equitable	357,417	0	For
Invesco	352,644	0	For
Nationwide	350,718	0	For
FINANCIAL INVESTORS TRUST	339,705	0	For
BRIDGEWAY FUNDS INC	300,000	0	For
Jackson National	297,949	0	For
Bridge Builder Trust	295,089	0	For
SEI	281,994	0	For
Putnam	261,367	0	For
QUANTITATIVE MASTER SERIES LLC	258,397	0	For

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

7. Election of Directors. To elect nine director nominees numbered 01 through 09 to serve for a one-year term extending until the 2025 annual meeting of stockholders and their successors are duly elected and qualified: Jon Duane

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%

FOR: 127,436,834WITHHELD: 8,054,998

IRONWOOD PHARMACEUTICALS INC.’s own tally for this item (“Elect Director: Jon Duane”): 127,436,834 for, 8,054,998 withheld, per its Form 8-K filed 2024-06-21 (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 158,957,123 outstanding shares: 80% for, 5% withheld (85% of the company cast a for/withheld vote).

The 89 asset managers below cast 100% of the shares they voted on this item FOR (71,646,693 for, 0 against).

FOR 99.4%

FOR: 71,646,693 (99.5%)ABSTAIN: 394,186 (0.5%)

Largest asset managers voting on “Election of Directors. To elect nine director nominees numbered 01 through 09 to serve for a one-year term ext” at IRONWOOD PHARMACEUTICALS INC., 2023-2024
Asset manager	For	Abstain	Vote
Vanguard	19,802,874	0	For
BlackRock	16,293,964	0	For
State Street	9,849,151	2,569	For
Pacer Funds Trust	7,393,012	0	For
Fidelity	3,523,928	0	For
TIAA	1,846,558	0	For
Charles Schwab	1,362,879	0	For
GLENMEDE FUND INC	1,066,522	0	For
FIRST EAGLE FUNDS	932,893	0	For
Brown Capital Management Mutual Funds	770,390	0	For
Columbia Threadneedle	610,957	0	For
Royce	578,312	0	For
Direxion Shares ETF Trust	480,330	0	For
NORTHERN LIGHTS FUND TRUST II	400,000	0	For
Principal	378,739	0	For
Equitable	357,417	0	For
Invesco	352,644	0	For
Nationwide	338,218	12,500	For
FINANCIAL INVESTORS TRUST	339,705	0	For
BRIDGEWAY FUNDS INC	0	300,000	Abstain
Jackson National	297,949	0	For
Bridge Builder Trust	295,089	0	For
SEI	281,994	0	For
Putnam	261,367	0	For
QUANTITATIVE MASTER SERIES LLC	258,397	0	For

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

8. Election of Directors. To elect nine director nominees numbered 01 through 09 to serve for a one-year term extending until the 2025 annual meeting of stockholders and their successors are duly elected and qualified: Julie McHugh

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

92% Majority: yes · of votes cast

FOR 92%8%

FOR: 124,822,215WITHHELD: 10,669,617

IRONWOOD PHARMACEUTICALS INC.’s own tally for this item (“Elect Director: Julie McHugh”): 124,822,215 for, 10,669,617 withheld, per its Form 8-K filed 2024-06-21 (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 158,957,123 outstanding shares: 79% for, 7% withheld (85% of the company cast a for/withheld vote).

The 89 asset managers below cast 100% of the shares they voted on this item FOR (71,646,693 for, 0 against).

FOR 99.4%

FOR: 71,646,693 (99.5%)ABSTAIN: 394,186 (0.5%)

Largest asset managers voting on “Election of Directors. To elect nine director nominees numbered 01 through 09 to serve for a one-year term ext” at IRONWOOD PHARMACEUTICALS INC., 2023-2024
Asset manager	For	Abstain	Vote
Vanguard	19,802,874	0	For
BlackRock	16,293,964	0	For
State Street	9,849,151	2,569	For
Pacer Funds Trust	7,393,012	0	For
Fidelity	3,523,928	0	For
TIAA	1,846,558	0	For
Charles Schwab	1,362,879	0	For
GLENMEDE FUND INC	1,066,522	0	For
FIRST EAGLE FUNDS	932,893	0	For
Brown Capital Management Mutual Funds	770,390	0	For
Columbia Threadneedle	610,957	0	For
Royce	578,312	0	For
Direxion Shares ETF Trust	480,330	0	For
NORTHERN LIGHTS FUND TRUST II	400,000	0	For
Principal	378,739	0	For
Equitable	357,417	0	For
Invesco	352,644	0	For
Nationwide	338,218	12,500	For
FINANCIAL INVESTORS TRUST	339,705	0	For
BRIDGEWAY FUNDS INC	0	300,000	Abstain
Jackson National	297,949	0	For
Bridge Builder Trust	295,089	0	For
SEI	281,994	0	For
Putnam	261,367	0	For
QUANTITATIVE MASTER SERIES LLC	258,397	0	For

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

9. Election of Directors. To elect nine director nominees numbered 01 through 09 to serve for a one-year term extending until the 2025 annual meeting of stockholders and their successors are duly elected and qualified: Mark Currie, Ph.D.

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%

FOR: 130,019,704WITHHELD: 5,472,128

IRONWOOD PHARMACEUTICALS INC.’s own tally for this item (“Elect Director: Mark Currie, Ph.D.”): 130,019,704 for, 5,472,128 withheld, per its Form 8-K filed 2024-06-21 (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 158,957,123 outstanding shares: 82% for, 3% withheld (85% of the company cast a for/withheld vote).

The 89 asset managers below cast 100% of the shares they voted on this item FOR (71,975,354 for, 0 against).

FOR 99.9%

FOR: 71,975,354 (99.9%)ABSTAIN: 65,525 (0.1%)

Largest asset managers voting on “Election of Directors. To elect nine director nominees numbered 01 through 09 to serve for a one-year term ext” at IRONWOOD PHARMACEUTICALS INC., 2023-2024
Asset manager	For	Abstain	Vote
Vanguard	19,802,874	0	For
BlackRock	16,293,964	0	For
State Street	9,850,449	1,271	For
Pacer Funds Trust	7,393,012	0	For
Fidelity	3,523,928	0	For
TIAA	1,846,558	0	For
Charles Schwab	1,362,879	0	For
GLENMEDE FUND INC	1,066,522	0	For
FIRST EAGLE FUNDS	932,893	0	For
Brown Capital Management Mutual Funds	770,390	0	For
Columbia Threadneedle	610,957	0	For
Royce	578,312	0	For
Direxion Shares ETF Trust	480,330	0	For
NORTHERN LIGHTS FUND TRUST II	400,000	0	For
Principal	378,739	0	For
Equitable	357,417	0	For
Invesco	352,644	0	For
Nationwide	350,718	0	For
FINANCIAL INVESTORS TRUST	339,705	0	For
BRIDGEWAY FUNDS INC	300,000	0	For
Jackson National	297,949	0	For
Bridge Builder Trust	295,089	0	For
SEI	281,994	0	For
Putnam	261,367	0	For
QUANTITATIVE MASTER SERIES LLC	258,397	0	For

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

10. Election of Directors. To elect nine director nominees numbered 01 through 09 to serve for a one-year term extending until the 2025 annual meeting of stockholders and their successors are duly elected and qualified: Marla Kessler

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%

FOR: 130,081,722WITHHELD: 5,410,110

IRONWOOD PHARMACEUTICALS INC.’s own tally for this item (“Elect Director: Marla Kessler”): 130,081,722 for, 5,410,110 withheld, per its Form 8-K filed 2024-06-21 (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 158,957,123 outstanding shares: 82% for, 3% withheld (85% of the company cast a for/withheld vote).

The 89 asset managers below cast 100% of the shares they voted on this item FOR (71,975,354 for, 0 against).

FOR 99.9%

FOR: 71,975,354 (99.9%)ABSTAIN: 65,525 (0.1%)

Largest asset managers voting on “Election of Directors. To elect nine director nominees numbered 01 through 09 to serve for a one-year term ext” at IRONWOOD PHARMACEUTICALS INC., 2023-2024
Asset manager	For	Abstain	Vote
Vanguard	19,802,874	0	For
BlackRock	16,293,964	0	For
State Street	9,850,449	1,271	For
Pacer Funds Trust	7,393,012	0	For
Fidelity	3,523,928	0	For
TIAA	1,846,558	0	For
Charles Schwab	1,362,879	0	For
GLENMEDE FUND INC	1,066,522	0	For
FIRST EAGLE FUNDS	932,893	0	For
Brown Capital Management Mutual Funds	770,390	0	For
Columbia Threadneedle	610,957	0	For
Royce	578,312	0	For
Direxion Shares ETF Trust	480,330	0	For
NORTHERN LIGHTS FUND TRUST II	400,000	0	For
Principal	378,739	0	For
Equitable	357,417	0	For
Invesco	352,644	0	For
Nationwide	350,718	0	For
FINANCIAL INVESTORS TRUST	339,705	0	For
BRIDGEWAY FUNDS INC	300,000	0	For
Jackson National	297,949	0	For
Bridge Builder Trust	295,089	0	For
SEI	281,994	0	For
Putnam	261,367	0	For
QUANTITATIVE MASTER SERIES LLC	258,397	0	For

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

11. Election of Directors. To elect nine director nominees numbered 01 through 09 to serve for a one-year term extending until the 2025 annual meeting of stockholders and their successors are duly elected and qualified: Thomas McCourt

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%

FOR: 133,639,699WITHHELD: 1,852,133

IRONWOOD PHARMACEUTICALS INC.’s own tally for this item (“Elect Director: Thomas McCourt”): 133,639,699 for, 1,852,133 withheld, per its Form 8-K filed 2024-06-21 (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 158,957,123 outstanding shares: 84% for, 1% withheld (85% of the company cast a for/withheld vote).

The 89 asset managers below cast 100% of the shares they voted on this item FOR (71,975,354 for, 0 against).

FOR 99.9%

FOR: 71,975,354 (99.9%)ABSTAIN: 65,525 (0.1%)

Largest asset managers voting on “Election of Directors. To elect nine director nominees numbered 01 through 09 to serve for a one-year term ext” at IRONWOOD PHARMACEUTICALS INC., 2023-2024
Asset manager	For	Abstain	Vote
Vanguard	19,802,874	0	For
BlackRock	16,293,964	0	For
State Street	9,850,449	1,271	For
Pacer Funds Trust	7,393,012	0	For
Fidelity	3,523,928	0	For
TIAA	1,846,558	0	For
Charles Schwab	1,362,879	0	For
GLENMEDE FUND INC	1,066,522	0	For
FIRST EAGLE FUNDS	932,893	0	For
Brown Capital Management Mutual Funds	770,390	0	For
Columbia Threadneedle	610,957	0	For
Royce	578,312	0	For
Direxion Shares ETF Trust	480,330	0	For
NORTHERN LIGHTS FUND TRUST II	400,000	0	For
Principal	378,739	0	For
Equitable	357,417	0	For
Invesco	352,644	0	For
Nationwide	350,718	0	For
FINANCIAL INVESTORS TRUST	339,705	0	For
BRIDGEWAY FUNDS INC	300,000	0	For
Jackson National	297,949	0	For
Bridge Builder Trust	295,089	0	For
SEI	281,994	0	For
Putnam	261,367	0	For
QUANTITATIVE MASTER SERIES LLC	258,397	0	For

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

12. DIRECTOR

DIRECTOR ELECTIONS

100% fund support · no official result

FOR 100%

The 3 asset managers below cast 100% of the shares they voted on this item FOR (367,298 for, 0 against).

FOR: 367,298 (100.0%)

Largest asset managers voting on “DIRECTOR” at IRONWOOD PHARMACEUTICALS INC., 2023-2024
Asset manager	For	Vote
Two Roads Shared Trust	363,047	For
SYNTAX ETF TRUST	3,901	For
Boltwood Capital Management	350	For

13. Election of Directors. To elect nine director nominees numbered 01 through 09 to serve for a one-year term extending until the 2025 annual meeting of stockholders and their successors are duly elected and qualified

DIRECTOR ELECTIONS

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (446,742 for, 0 against).

FOR: 446,742 (100.0%)

Largest asset managers voting on “Election of Directors. To elect nine director nominees numbered 01 through 09 to serve for a one-year term ext” at IRONWOOD PHARMACEUTICALS INC., 2023-2024
Asset manager	For	Against	Abstain	Withheld	Vote
World Funds Trust	406,801	0	0	0	For
Northern Lights Fund Trust IV	39,941	0	0	0	For

Largest IRONWOOD PHARMACEUTICALS INC. shareholders voting in 2023-2024

Ranked by the number of IRONWOOD PHARMACEUTICALS INC. shares each manager voted on the most widely held ballot item of the 2023-2024 meeting, shown as a share of the 158,957,123 shares outstanding at the time of that meeting.

Top IRONWOOD PHARMACEUTICALS INC. shareholders by shares voted, 2023-2024
#	Asset manager	% of shares outstanding
1	State Street	14.12%
2	Vanguard	12.87%
3	BlackRock	12.54%
4	Pacer Funds Trust	4.65%
5	Man Group plc	4.01%
6	ARMISTICE CAPITAL, LLC	2.31%
7	Fidelity	2.28%
8	LSV ASSET MANAGEMENT	2.11%
9	GEODE CAPITAL MANAGEMENT, LLC	1.95%
10	Charles Schwab	1.75%

Reported IRONWOOD PHARMACEUTICALS INC. ownership

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

IRONWOOD PHARMACEUTICALS INC. beneficial owners on record for the 2023-2024 proxy season
Holder	% outstanding	Disclosure
Alexander Denner, Ph.D.	10.39%	DEF14A
Sarissa Capital Management LP	10.31%	DEF14A
Vanguard Group	10.11%	13F
State Street	8.76%	13F
BlackRock	7.59%	13F
Renaissance Technologies	4.47%	13F
Geode Capital	1.98%	13F
Nuveen	1.16%	13F
Thomas McCourt	1.02%	DEF14A
Citadel Advisors	0.98%	13F

Percentages above are of 158,957,123 shares outstanding, as reported by IRONWOOD PHARMACEUTICALS INC. on its Form 10-Q dated 2024-03-31 (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 IRONWOOD PHARMACEUTICALS INC.’s 10-Q dated 2024-03-31. This page is a static snapshot rebuilt weekly on 02 October 2026; a live search always shows the current data.

At IRONWOOD PHARMACEUTICALS INC.'s shareholder meeting held 2024-06-18, in the 2023-2024 proxy season, 284 asset managers reported how they voted in their SEC Form N-PX filings, covering 3,332 separate fund positions. Their filings are grouped here into 13 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 — Approval, by non-binding advisory vote, of the compensation paid to the named executive… — 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: IRONWOOD PHARMACEUTICALS INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2024-06-21.

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