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Home › Companies › L.B. FOSTER CO. › 2023-2024

L.B. FOSTER CO. 2023-2024 Proxy Voting Records

At L.B. FOSTER CO.'s shareholder meeting held May 23, 2024, in the 2023-2024 proxy season, 83 asset managers reported how they voted in their SEC Form N-PX filings, covering 769 separate fund positions. Their filings are grouped here into 11 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. L.B. FOSTER CO.'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 — Advisory approval of the compensation paid to the Company's named executive officers for 2023. — the reporting funds and managers cast 100% of the shares they voted in favour (FOR divided by FOR plus AGAINST plus WITHHELD; abstained and unvoted shares are excluded because neither took a side). Fund and manager reports are combined in it and may count the same shares twice: it adds fund reports to institutional-manager reports, which can cover the same shares. It is not the company's certified result.

Download data (CSV): ballot items · votes by manager · column guide.

Compiled from SEC Form N-PX filings and L.B. FOSTER CO.’s Form 8-K, filed May 24, 2024 (Item 5.07 on EDGAR). Page generated November 8, 2026.

  • 11Reported items
  • 83Asset managers
  • 769Fund votes
  • May 23, 2024Meeting date

Results at a glance

Meeting of May 23, 2024: 11 items on L.B. FOSTER CO.’s Form 8-K, filed May 24, 2024: 8 elected · 2 approved · 1 without a stated outcome.

Material dissent

None.

Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided

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

Explore L.B. FOSTER CO. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by L.B. FOSTER CO.

These tallies are L.B. FOSTER CO.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 24, 2024 (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.

L.B. FOSTER CO. — official shareholder meeting results, meeting held May 23, 2024
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Raymond T. Betler 8,194,827---- 21,7261,327,562 99.7%Elected—
Elect Director: Alexander B. Jones 8,188,279---- 28,2741,327,562 99.6%Elected—
Elect Director: John F. Kasel 8,195,739---- 20,8141,327,562 99.7%Elected—
Elect Director: John E. Kunz 8,173,632---- 42,9211,327,562 99.4%Elected—
Elect Director: Janet Lee 8,148,555---- 67,9981,327,562 99.1%Elected—
Elect Director: David J. Meyer 8,177,072---- 39,4811,327,562 99.5%Elected—
Elect Director: Diane B. Owen 8,128,149---- 88,4041,327,562 99%Elected—
Elect Director: Bruce E. Thompson 8,131,444---- 85,1091,327,562 99%Elected—
2. Ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for 2024 9,510,58426,3937,138 --0 99.7%Approved—
3. Advisory approval of the compensation paid to the Company's named executive officers in 2023 8,170,12523,15923,269 --1,327,562 99.7%Approved—
4. Approval of the L.B 6,809,9191,387,06619,568 --1,327,562 83%Not verified—

This meeting is also recorded here as May 22, 2024; both records come from the same filing, so the date should be checked against it.

Source: L.B. FOSTER CO., Form 8-K, filed with the SEC on May 24, 2024 — read the filing on EDGAR.

How asset managers voted at the L.B. FOSTER CO. 2023-2024 meeting

Each item below shows how the 83 asset managers that disclosed a L.B. FOSTER CO. 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 L.B. FOSTER CO.’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. Elect Director: Alexander B. Jones

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

99.6% Majority: yes · of votes cast

FOR 99.6%
FOR: 8,188,279WITHHELD: 28,274
Details: description as filed, official tally, votes by 26 asset managers

Description as filed by funds: Election of Directors: Alexander B. Jones

L.B. FOSTER CO.’s own tally for this item (“Elect Director: Alexander B. Jones”): 8,188,279 for, 28,274 withheld, per its Form 8-K filed May 24, 2024 (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.

Reported outcome: Elected, in the filing’s own words: “Proposal 1: Election of Directors: As a result of the shareholder vote, all of the foregoing nominees were elected to serve until the next annual meeting of shareholders.”
Support: 99.6% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 26 asset managers below reported 2,593,698 for, 345 unknown.

FOR
FOR: 2,593,698UNKNOWN: 345
Largest asset managers voting on “Election of Directors: Alexander B. Jones” at L.B. FOSTER CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Dimensional599,8070 00For
Vanguard568,2910 00For
Equitable531,7950 00For
FRANKLIN VALUE INVESTORS TRUST245,9930 00For
American Century125,8550 00For
Fidelity106,4320 00For
Investment Managers Series Trust III102,6350 00For
Royce95,3000 00For
BRIDGEWAY FUNDS INC45,2560 00For
1290 Funds42,0000 00For
SEI36,7970 00For
BRANDES INVESTMENT TRUST25,6770 00For
BlackRock23,1300 00For
Invesco21,9060 00For
Charles Schwab5,2900 00For
Jackson National3,3400 00For
Allianz2,3160 00For
Lincoln Financial2,1010 00For
Northern Trust2,0460 00For
John Hancock1,9970 00For
SA FUNDS INVESTMENT TRUST1,5650 00For
Nationwide1,3610 00For
TRUST FOR PROFESSIONAL MANAGERS1,3600 00For
Victory Capital1,3480 00For
NORTHERN LIGHTS FUND TRUST II00 00--

Showing the 25 largest of 26 asset managers. All 26 are in the interactive database (link above).

2. Elect Director: Bruce E. Thompson

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 8,131,444WITHHELD: 85,109
Details: description as filed, official tally, votes by 26 asset managers

Description as filed by funds: Election of Directors: Bruce E. Thompson

L.B. FOSTER CO.’s own tally for this item (“Elect Director: Bruce E. Thompson”): 8,131,444 for, 85,109 withheld, per its Form 8-K filed May 24, 2024 (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.

Reported outcome: Elected, in the filing’s own words: “Proposal 1: Election of Directors: As a result of the shareholder vote, all of the foregoing nominees were elected to serve until the next annual meeting of shareholders.”
Support: 99% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 26 asset managers below reported 2,548,442 for, 45,256 withheld, 345 unknown.

FOR
FOR: 2,548,442WITHHOLD: 45,256UNKNOWN: 345
Largest asset managers voting on “Election of Directors: Bruce E. Thompson” at L.B. FOSTER CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Dimensional599,8070 00For
Vanguard568,2910 00For
Equitable531,7950 00For
FRANKLIN VALUE INVESTORS TRUST245,9930 00For
American Century125,8550 00For
Fidelity106,4320 00For
Investment Managers Series Trust III102,6350 00For
Royce95,3000 00For
BRIDGEWAY FUNDS INC00 045,256Withhold
1290 Funds42,0000 00For
SEI36,7970 00For
BRANDES INVESTMENT TRUST25,6770 00For
BlackRock23,1300 00For
Invesco21,9060 00For
Charles Schwab5,2900 00For
Jackson National3,3400 00For
Allianz2,3160 00For
Lincoln Financial2,1010 00For
Northern Trust2,0460 00For
John Hancock1,9970 00For
SA FUNDS INVESTMENT TRUST1,5650 00For
Nationwide1,3610 00For
TRUST FOR PROFESSIONAL MANAGERS1,3600 00For
Victory Capital1,3480 00For
NORTHERN LIGHTS FUND TRUST II00 00--

Showing the 25 largest of 26 asset managers. All 26 are in the interactive database (link above).

3. Elect Director: David J. Meyer

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

99.5% Majority: yes · of votes cast

FOR 99.5%
FOR: 8,177,072WITHHELD: 39,481
Details: description as filed, official tally, votes by 26 asset managers

Description as filed by funds: Election of Directors: David J. Meyer

L.B. FOSTER CO.’s own tally for this item (“Elect Director: David J. Meyer”): 8,177,072 for, 39,481 withheld, per its Form 8-K filed May 24, 2024 (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.

Reported outcome: Elected, in the filing’s own words: “Proposal 1: Election of Directors: As a result of the shareholder vote, all of the foregoing nominees were elected to serve until the next annual meeting of shareholders.”
Support: 99.5% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 26 asset managers below reported 2,593,698 for, 345 unknown.

FOR
FOR: 2,593,698UNKNOWN: 345
Largest asset managers voting on “Election of Directors: David J. Meyer” at L.B. FOSTER CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Dimensional599,8070 00For
Vanguard568,2910 00For
Equitable531,7950 00For
FRANKLIN VALUE INVESTORS TRUST245,9930 00For
American Century125,8550 00For
Fidelity106,4320 00For
Investment Managers Series Trust III102,6350 00For
Royce95,3000 00For
BRIDGEWAY FUNDS INC45,2560 00For
1290 Funds42,0000 00For
SEI36,7970 00For
BRANDES INVESTMENT TRUST25,6770 00For
BlackRock23,1300 00For
Invesco21,9060 00For
Charles Schwab5,2900 00For
Jackson National3,3400 00For
Allianz2,3160 00For
Lincoln Financial2,1010 00For
Northern Trust2,0460 00For
John Hancock1,9970 00For
SA FUNDS INVESTMENT TRUST1,5650 00For
Nationwide1,3610 00For
TRUST FOR PROFESSIONAL MANAGERS1,3600 00For
Victory Capital1,3480 00For
NORTHERN LIGHTS FUND TRUST II00 00--

Showing the 25 largest of 26 asset managers. All 26 are in the interactive database (link above).

4. Elect Director: Diane B. Owen

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 8,128,149WITHHELD: 88,404
Details: description as filed, official tally, votes by 26 asset managers

Description as filed by funds: Election of Directors: Diane B. Owen

L.B. FOSTER CO.’s own tally for this item (“Elect Director: Diane B. Owen”): 8,128,149 for, 88,404 withheld, per its Form 8-K filed May 24, 2024 (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.

Reported outcome: Elected, in the filing’s own words: “Proposal 1: Election of Directors: As a result of the shareholder vote, all of the foregoing nominees were elected to serve until the next annual meeting of shareholders.”
Support: 99% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 26 asset managers below reported 2,548,442 for, 45,256 withheld, 345 unknown.

FOR
FOR: 2,548,442WITHHOLD: 45,256UNKNOWN: 345
Largest asset managers voting on “Election of Directors: Diane B. Owen” at L.B. FOSTER CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Dimensional599,8070 00For
Vanguard568,2910 00For
Equitable531,7950 00For
FRANKLIN VALUE INVESTORS TRUST245,9930 00For
American Century125,8550 00For
Fidelity106,4320 00For
Investment Managers Series Trust III102,6350 00For
Royce95,3000 00For
BRIDGEWAY FUNDS INC00 045,256Withhold
1290 Funds42,0000 00For
SEI36,7970 00For
BRANDES INVESTMENT TRUST25,6770 00For
BlackRock23,1300 00For
Invesco21,9060 00For
Charles Schwab5,2900 00For
Jackson National3,3400 00For
Allianz2,3160 00For
Lincoln Financial2,1010 00For
Northern Trust2,0460 00For
John Hancock1,9970 00For
SA FUNDS INVESTMENT TRUST1,5650 00For
Nationwide1,3610 00For
TRUST FOR PROFESSIONAL MANAGERS1,3600 00For
Victory Capital1,3480 00For
NORTHERN LIGHTS FUND TRUST II00 00--

Showing the 25 largest of 26 asset managers. All 26 are in the interactive database (link above).

5. Elect Director: Janet Lee

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

99.1% Majority: yes · of votes cast

FOR 99.1%
FOR: 8,148,555WITHHELD: 67,998
Details: description as filed, official tally, votes by 26 asset managers

Description as filed by funds: Election of Directors: Janet Lee

L.B. FOSTER CO.’s own tally for this item (“Elect Director: Janet Lee”): 8,148,555 for, 67,998 withheld, per its Form 8-K filed May 24, 2024 (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.

Reported outcome: Elected, in the filing’s own words: “Proposal 1: Election of Directors: As a result of the shareholder vote, all of the foregoing nominees were elected to serve until the next annual meeting of shareholders.”
Support: 99.1% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 26 asset managers below reported 2,548,442 for, 45,256 withheld, 345 unknown.

FOR
FOR: 2,548,442WITHHOLD: 45,256UNKNOWN: 345
Largest asset managers voting on “Election of Directors: Janet Lee” at L.B. FOSTER CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Dimensional599,8070 00For
Vanguard568,2910 00For
Equitable531,7950 00For
FRANKLIN VALUE INVESTORS TRUST245,9930 00For
American Century125,8550 00For
Fidelity106,4320 00For
Investment Managers Series Trust III102,6350 00For
Royce95,3000 00For
BRIDGEWAY FUNDS INC00 045,256Withhold
1290 Funds42,0000 00For
SEI36,7970 00For
BRANDES INVESTMENT TRUST25,6770 00For
BlackRock23,1300 00For
Invesco21,9060 00For
Charles Schwab5,2900 00For
Jackson National3,3400 00For
Allianz2,3160 00For
Lincoln Financial2,1010 00For
Northern Trust2,0460 00For
John Hancock1,9970 00For
SA FUNDS INVESTMENT TRUST1,5650 00For
Nationwide1,3610 00For
TRUST FOR PROFESSIONAL MANAGERS1,3600 00For
Victory Capital1,3480 00For
NORTHERN LIGHTS FUND TRUST II00 00--

Showing the 25 largest of 26 asset managers. All 26 are in the interactive database (link above).

6. Elect Director: John E. Kunz

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

99.4% Majority: yes · of votes cast

FOR 99.4%
FOR: 8,173,632WITHHELD: 42,921
Details: description as filed, official tally, votes by 26 asset managers

Description as filed by funds: Election of Directors: John E. Kunz

L.B. FOSTER CO.’s own tally for this item (“Elect Director: John E. Kunz”): 8,173,632 for, 42,921 withheld, per its Form 8-K filed May 24, 2024 (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.

Reported outcome: Elected, in the filing’s own words: “Proposal 1: Election of Directors: As a result of the shareholder vote, all of the foregoing nominees were elected to serve until the next annual meeting of shareholders.”
Support: 99.4% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 26 asset managers below reported 2,593,698 for, 345 unknown.

FOR
FOR: 2,593,698UNKNOWN: 345
Largest asset managers voting on “Election of Directors: John E. Kunz” at L.B. FOSTER CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Dimensional599,8070 00For
Vanguard568,2910 00For
Equitable531,7950 00For
FRANKLIN VALUE INVESTORS TRUST245,9930 00For
American Century125,8550 00For
Fidelity106,4320 00For
Investment Managers Series Trust III102,6350 00For
Royce95,3000 00For
BRIDGEWAY FUNDS INC45,2560 00For
1290 Funds42,0000 00For
SEI36,7970 00For
BRANDES INVESTMENT TRUST25,6770 00For
BlackRock23,1300 00For
Invesco21,9060 00For
Charles Schwab5,2900 00For
Jackson National3,3400 00For
Allianz2,3160 00For
Lincoln Financial2,1010 00For
Northern Trust2,0460 00For
John Hancock1,9970 00For
SA FUNDS INVESTMENT TRUST1,5650 00For
Nationwide1,3610 00For
TRUST FOR PROFESSIONAL MANAGERS1,3600 00For
Victory Capital1,3480 00For
NORTHERN LIGHTS FUND TRUST II00 00--

Showing the 25 largest of 26 asset managers. All 26 are in the interactive database (link above).

7. Elect Director: John F. Kasel

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

99.7% Majority: yes · of votes cast

FOR 99.7%
FOR: 8,195,739WITHHELD: 20,814
Details: description as filed, official tally, votes by 26 asset managers

Description as filed by funds: Election of Directors: John F. Kasel

L.B. FOSTER CO.’s own tally for this item (“Elect Director: John F. Kasel”): 8,195,739 for, 20,814 withheld, per its Form 8-K filed May 24, 2024 (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.

Reported outcome: Elected, in the filing’s own words: “Proposal 1: Election of Directors: As a result of the shareholder vote, all of the foregoing nominees were elected to serve until the next annual meeting of shareholders.”
Support: 99.7% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 26 asset managers below reported 2,593,698 for, 345 unknown.

FOR
FOR: 2,593,698UNKNOWN: 345
Largest asset managers voting on “Election of Directors: John F. Kasel” at L.B. FOSTER CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Dimensional599,8070 00For
Vanguard568,2910 00For
Equitable531,7950 00For
FRANKLIN VALUE INVESTORS TRUST245,9930 00For
American Century125,8550 00For
Fidelity106,4320 00For
Investment Managers Series Trust III102,6350 00For
Royce95,3000 00For
BRIDGEWAY FUNDS INC45,2560 00For
1290 Funds42,0000 00For
SEI36,7970 00For
BRANDES INVESTMENT TRUST25,6770 00For
BlackRock23,1300 00For
Invesco21,9060 00For
Charles Schwab5,2900 00For
Jackson National3,3400 00For
Allianz2,3160 00For
Lincoln Financial2,1010 00For
Northern Trust2,0460 00For
John Hancock1,9970 00For
SA FUNDS INVESTMENT TRUST1,5650 00For
Nationwide1,3610 00For
TRUST FOR PROFESSIONAL MANAGERS1,3600 00For
Victory Capital1,3480 00For
NORTHERN LIGHTS FUND TRUST II00 00--

Showing the 25 largest of 26 asset managers. All 26 are in the interactive database (link above).

8. Elect Director: Raymond T. Betler

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

99.7% Majority: yes · of votes cast

FOR 99.7%
FOR: 8,194,827WITHHELD: 21,726
Details: description as filed, official tally, votes by 26 asset managers

Description as filed by funds: Election of Directors: Raymond T. Betler

L.B. FOSTER CO.’s own tally for this item (“Elect Director: Raymond T. Betler”): 8,194,827 for, 21,726 withheld, per its Form 8-K filed May 24, 2024 (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.

Reported outcome: Elected, in the filing’s own words: “Proposal 1: Election of Directors: As a result of the shareholder vote, all of the foregoing nominees were elected to serve until the next annual meeting of shareholders.”
Support: 99.7% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 26 asset managers below reported 2,593,698 for, 345 unknown.

FOR
FOR: 2,593,698UNKNOWN: 345
Largest asset managers voting on “Election of Directors: Raymond T. Betler” at L.B. FOSTER CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Dimensional599,8070 00For
Vanguard568,2910 00For
Equitable531,7950 00For
FRANKLIN VALUE INVESTORS TRUST245,9930 00For
American Century125,8550 00For
Fidelity106,4320 00For
Investment Managers Series Trust III102,6350 00For
Royce95,3000 00For
BRIDGEWAY FUNDS INC45,2560 00For
1290 Funds42,0000 00For
SEI36,7970 00For
BRANDES INVESTMENT TRUST25,6770 00For
BlackRock23,1300 00For
Invesco21,9060 00For
Charles Schwab5,2900 00For
Jackson National3,3400 00For
Allianz2,3160 00For
Lincoln Financial2,1010 00For
Northern Trust2,0460 00For
John Hancock1,9970 00For
SA FUNDS INVESTMENT TRUST1,5650 00For
Nationwide1,3610 00For
TRUST FOR PROFESSIONAL MANAGERS1,3600 00For
Victory Capital1,3480 00For
NORTHERN LIGHTS FUND TRUST II00 00--

Showing the 25 largest of 26 asset managers. All 26 are in the interactive database (link above).

9. Approval of the L.B. Foster Company 2022 Equity and Incentive Compensation Plan (as Amended and Restated).

65% of fund votes cast · no official result

FORAGAINST
Details: votes by 29 asset managers

The 29 asset managers below reported 1,894,689 for, 1,034,334 against, 345 unknown. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

FOR: 1,894,689AGAINST: 1,034,334UNKNOWN: 345
Largest asset managers voting on “Approval of the L.B. Foster Company 2022 Equity and Incentive Compensation Plan (as Amended and Restated).” at L.B. FOSTER CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Dimensional599,8070 00For
Vanguard568,2910 00For
Equitable1,795530,000 00Against
FRANKLIN VALUE INVESTORS TRUST245,9930 00For
TETON WESTWOOD FUNDS0169,037 00Against
Gabelli0166,082 00Against
American Century0125,855 00Against
Fidelity106,4320 00For
Investment Managers Series Trust III102,6350 00For
Royce95,3000 00For
BRIDGEWAY FUNDS INC45,2560 00For
1290 Funds042,000 00Against
SEI36,7970 00For
BRANDES INVESTMENT TRUST25,6770 00For
BlackRock23,1300 00For
Invesco21,9060 00For
Charles Schwab5,2900 00For
Jackson National3,3400 00For
Allianz2,3160 00For
Lincoln Financial2,1010 00For
Northern Trust2,0460 00For
John Hancock1,9970 00For
SA FUNDS INVESTMENT TRUST1,5650 00For
Nationwide1,3610 00For
TRUST FOR PROFESSIONAL MANAGERS01,360 00Against

Showing the 25 largest of 29 asset managers. All 29 are in the interactive database (link above).

10. Advisory approval of the compensation paid to the Company's named executive officers for 2023.

Combines 4 wordings of this item as funds reported it.

100% Fund and manager reports combined; may count the same shares twice · no official result

FOR
Details: votes by 82 asset managers

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice). The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Fund voting reports: 28 asset managers voting on “Advisory approval of the compensation paid to the Company's named executive officers for 2023.” at L.B. FOSTER CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Dimensional599,8070 00For
Vanguard568,2910 00For
Equitable531,7950 00For
FRANKLIN VALUE INVESTORS TRUST245,9930 00For
TETON WESTWOOD FUNDS169,0370 00For
Gabelli166,0820 00For
American Century125,8550 00For
Fidelity106,4320 00For
Investment Managers Series Trust III102,6350 00For
Royce95,3000 00For
BRIDGEWAY FUNDS INC45,2560 00For
1290 Funds42,0000 00For
SEI36,7970 00For
BRANDES INVESTMENT TRUST25,6770 00For
BlackRock23,1300 00For
Invesco21,9060 00For
Charles Schwab5,2900 00For
Jackson National3,3400 00For
Allianz2,3160 00For
Lincoln Financial2,1010 00For
Northern Trust2,0460 00For
John Hancock1,9970 00For
SA FUNDS INVESTMENT TRUST1,5650 00For
Nationwide1,3610 00For
TRUST FOR PROFESSIONAL MANAGERS1,3600 00For

Fund voting reports, all 28 managers: 2,928,817 for, 345 unknown. Showing the 25 largest; every one is in the interactive database (link above).

Institutional-manager reports: 66 asset managers voting on “Advisory approval of the compensation paid to the Company's named executive officers for 2023.” at L.B. FOSTER CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
22NW, LP1,313,1210 00For
Gabelli861,2000 00For
Utah Retirement Systems361,5240 00For
Renaissance354,5320 00For
BRANDES INVESTMENT PARTNERS, LP335,1450 00For
FRANKLIN MUTUAL ADVISERS LLC245,9930 00For
BlackRock142,4860 00For
American Century127,2150 00For
GEODE CAPITAL MANAGEMENT, LLC106,5040 00For
First Pacific Advisors, LP102,6350 00For
Dimensional77,4520 00For
ARROWSTREET CAPITAL, LIMITED PARTNERSHIP69,8120 00For
GENDELL JEFFREY L67,6780 00For
BRIDGEWAY CAPITAL MANAGEMENT, LLC46,7560 00For
SYSTEMATIC FINANCIAL MANAGEMENT LP46,1600 00For
EAM Investors, LLC40,0560 00For
ACADIAN ASSET MANAGEMENT LLC39,9890 00For
Orion Porfolio Solutions, LLC38,7250 00For
Orion Portfolio Solutions, LLC38,7250 00For
SEI36,8210 00For
State Street36,2280 00For
Mill Creek Capital Advisors, LLC33,4880 00For
Citibank, N.A.32,2960 00For
Citibank (Switzerland) AG26,7370 00For
Northern Trust23,3550 00For

Institutional-manager reports, all 66 managers: 4,775,819 for, 1,000 not voted. Showing the 25 largest; every one is in the interactive database (link above).

11. Ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for…

Official resultOTHERReported outcome: Approved

Combines 2 wordings of this item as funds reported it.

99.7% Approved · of votes cast

FOR 99.7%
FOR: 9,510,584AGAINST: 26,393
Details: description as filed, official tally, votes by 28 asset managers

Description as filed by funds: Ratify appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for 2024.

L.B. FOSTER CO.’s own tally for this item (“2. Ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for 2024”): 9,510,584 for, 26,393 against — passed, per its Form 8-K filed May 24, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The foregoing proposal was approved.”
Support: 99.7% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 28 asset managers below reported 2,928,817 for, 345 unknown.

FOR
FOR: 2,928,817UNKNOWN: 345
Largest asset managers voting on “Ratify appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for 202” at L.B. FOSTER CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Dimensional599,8070 00For
Vanguard568,2910 00For
Equitable531,7950 00For
FRANKLIN VALUE INVESTORS TRUST245,9930 00For
TETON WESTWOOD FUNDS169,0370 00For
Gabelli166,0820 00For
American Century125,8550 00For
Fidelity106,4320 00For
Investment Managers Series Trust III102,6350 00For
Royce95,3000 00For
BRIDGEWAY FUNDS INC45,2560 00For
1290 Funds42,0000 00For
SEI36,7970 00For
BRANDES INVESTMENT TRUST25,6770 00For
BlackRock23,1300 00For
Invesco21,9060 00For
Charles Schwab5,2900 00For
Jackson National3,3400 00For
Allianz2,3160 00For
Lincoln Financial2,1010 00For
Northern Trust2,0460 00For
John Hancock1,9970 00For
SA FUNDS INVESTMENT TRUST1,5650 00For
Nationwide1,3610 00For
TRUST FOR PROFESSIONAL MANAGERS1,3600 00For

Showing the 25 largest of 28 asset managers. All 28 are in the interactive database (link above).

Largest L.B. FOSTER CO. shareholders voting in 2023-2024

Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 10,963,711 shares outstanding at the time of that meeting.

Fund voting reports: top L.B. FOSTER CO. shareholders by shares voted on “Advisory approval of the compensation paid to the Company's named executive officers for 2023.”, 2023-2024
#Asset manager % of shares outstanding
1Dimensional 5.47%
2Vanguard 5.18%
3Equitable 4.85%
4FRANKLIN VALUE INVESTORS TRUST 2.24%
5TETON WESTWOOD FUNDS 1.54%
6Gabelli 1.51%
7American Century 1.15%
8Fidelity 0.97%
9Investment Managers Series Trust III 0.94%
10Royce 0.87%
Institutional-manager reports: top L.B. FOSTER CO. shareholders by shares voted on “Advisory approval of the compensation paid to the Company's named executive officers for 2023.”, 2023-2024
#Asset manager % of shares outstanding
122NW, LP 11.98%
2Gabelli 7.86%
3Utah Retirement Systems 3.30%
4Renaissance 3.23%
5BRANDES INVESTMENT PARTNERS, LP 3.06%
6FRANKLIN MUTUAL ADVISERS LLC 2.24%
7BlackRock 1.30%
8American Century 1.16%
9GEODE CAPITAL MANAGEMENT, LLC 0.97%
10First Pacific Advisors, LP 0.94%

Reported L.B. FOSTER CO. holdings and ownership

As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.

L.B. FOSTER CO. holdings and ownership disclosed for the 2023-2024 proxy season
Holder % outstanding Disclosure
BRANDES INVESTMENT PARTNERS, LP 9.91% 13G
Dimensional Fund Advisors 6.31% 13F
BlackRock 5.97% 13F
Vanguard Group 4.58% 13F
Renaissance Technologies 3.26% 13F
Franklin Templeton 2.17% 13F
Millennium Management 1.52% 13F
Geode Capital 0.97% 13F
State Street 0.38% 13F
Morgan Stanley 0.36% 13F

Percentages above are of 10,963,711 shares outstanding, as reported by L.B. FOSTER CO. on its Form 10-Q dated May 1, 2024 (see the filing on EDGAR). This is the count contemporaneous with the 2023-2024 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.

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About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from L.B. FOSTER CO.’s 10-Q dated May 1, 2024. This page is a static snapshot rebuilt weekly on November 8, 2026; a live search always shows the current data.

L.B. FOSTER CO. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.

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proxyvotesnow.com, “L.B. FOSTER (FSTR) 2024 Annual Meeting: Vote Results & How Funds Voted”, https://proxyvotesnow.com/company/l-b-foster-company/2024 (version of November 8, 2026). Derived from SEC Form N-PX and Form 8-K filings; tables licensed CC BY 4.0. Licence: CC BY 4.0.