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Home › Companies › LL FLOORING HOLDINGS INC. › 2024-2025

LL FLOORING HOLDINGS INC. 2024-2025 Proxy Voting Records

At LL FLOORING HOLDINGS INC.'s shareholder meeting held July 10, 2024, in the 2024-2025 proxy season, 52 asset managers reported how they voted in their SEC Form N-PX filings, covering 516 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. On the most widely held item on that ballot — TO APPROVE A NON-BINDING ADVISORY RESOLUTION APPROVING THE COMPENSATION OF OUR NAMED EXECUTIVE… — LL FLOORING HOLDINGS INC.'s filing reports the proposal as approved, with 50.1% support of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side). Source: LL FLOORING HOLDINGS INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on July 12, 2024.

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

Compiled from SEC Form N-PX filings and LL FLOORING HOLDINGS INC.’s Form 8-K, filed July 12, 2024 (Item 5.07 on EDGAR). Page generated November 8, 2026.

  • 12Reported items
  • 52Asset managers
  • 516Fund votes
  • July 10, 2024Meeting date

Results at a glance

Meeting of July 10, 2024: 11 items on LL FLOORING HOLDINGS INC.’s Form 8-K, filed July 12, 2024: 4 approved · 1 not approved · 6 without a stated outcome.

Not approved or not elected

Contested election

Nominees the filing reports as not elected, and nominees under 80% of the votes cast.

Material dissent

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: 2024-2025

Explore LL FLOORING HOLDINGS INC. in the interactive database Compare manager voting policies

Official 2024-2025 meeting results reported by LL FLOORING HOLDINGS INC.

These tallies are LL FLOORING HOLDINGS INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed July 12, 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.

LL FLOORING HOLDINGS INC. — official shareholder meeting results, meeting held July 10, 2024
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Douglas T. Moore 4,224,302---- 17,363,351-- 20%Not verified—
Elect Director: Ashish Parmar 8,606,618---- 12,975,915-- 40%Not verified—
Elect Director: Nancy M. Taylor 7,786,985---- 13,796,196-- 36%Not verified—
Elect Director: John Jason Delves 16,929,510---- 4,368,838-- 79%Not verified—
Elect Director: Thomas D. Sullivan 12,730,978---- 8,568,391-- 60%Not verified—
Elect Director: Jill Witter 13,098,199---- 8,195,677-- 62%Not verified—
2. Approval of a non-binding advisory resolution approving the compensation of the Company's named executive officers 10,141,24110,097,4881,445,708 --1 50.1%Approved—
3. Approval of an amendment and restatement of the Company ' s Amended and Restated Certificate of Incorporation to declassify the Board of Directors 18,440,7672,015,6881,227,982 --1 90%Approved—
4. Approval of an amendment and restatement of the Company's Amended and Restated Certificate of Incorporation to increase the number of shares authorized for issuance 10,420,9149,945,3981,318,125 --2 51.2%Not approved
A stricter vote than a majority of the votes cast may have applied to this item; the filing does not state it.
—
5. Ratification of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024 19,903,387536,0481,245,004 ---- 97%Approved—
6. Proposal submitted by Donovan S. Royal, a stockholder of the Company, with respect to enabling stockholders to call special meetings of stockholders as set forth in the proxy statement 9,690,8029,080,1372,922,403 --0 51.6%Approved—

Source: LL FLOORING HOLDINGS INC., Form 8-K, filed with the SEC on July 12, 2024 — read the filing on EDGAR.

How asset managers voted at the LL FLOORING HOLDINGS INC. 2024-2025 meeting

Each item below shows how the 52 asset managers that disclosed a LL FLOORING HOLDINGS 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 LL FLOORING HOLDINGS 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. Elect Director: Ashish Parmar

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 3 wordings of this item as funds reported it.

40% Plurality election · of votes cast

FOR 40%WITHHELD
FOR: 8,606,618WITHHELD: 12,975,915
Details: description as filed, official tally, votes by 16 asset managers

Description as filed by funds: Company Nominees: Ashish Parmar

LL FLOORING HOLDINGS INC.’s own tally for this item (“Elect Director: Ashish Parmar”): 8,606,618 for, 12,975,915 withheld, per its Form 8-K filed July 12, 2024 (Item 5.07). This is a for/withhold election, which is decided by plurality: a nominee does not need a majority of the votes cast to be elected, so no passed or failed outcome is stated here.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 40% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 16 asset managers below reported 2,442,782 for, 2,511 not voted.

FOR
FOR: 2,442,782NOT VOTED: 2,511
Largest asset managers voting on “Company Nominees: Ashish Parmar” at LL FLOORING HOLDINGS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard1,632,1120 00For
Fidelity257,9150 00For
American Century177,2340 00For
BRIDGEWAY FUNDS INC164,8000 00For
T. Rowe Price61,8000 00For
Dimensional55,5780 00For
BlackRock44,8050 00For
Charles Schwab17,1820 00For
Northern Trust9,5950 00For
Jackson National7,7310 00For
Equitable5,0300 00For
Lincoln Financial2,5110 00For
TRUST FOR PROFESSIONAL MANAGERS2,7380 00For
John Hancock2,1110 00For
Invesco1,4700 00For
Guggenheim1700 00For

2. Elect Director: Douglas T. Moore

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 3 wordings of this item as funds reported it.

20% Plurality election · of votes cast

FOR 20%WITHHELD
FOR: 4,224,302WITHHELD: 17,363,351
Details: description as filed, official tally, votes by 16 asset managers

Description as filed by funds: Company Nominees: Douglas T. Moore

LL FLOORING HOLDINGS INC.’s own tally for this item (“Elect Director: Douglas T. Moore”): 4,224,302 for, 17,363,351 withheld, per its Form 8-K filed July 12, 2024 (Item 5.07). This is a for/withhold election, which is decided by plurality: a nominee does not need a majority of the votes cast to be elected, so no passed or failed outcome is stated here.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 20% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 16 asset managers below reported 1,470 for, 2,441,312 withheld, 2,511 not voted.

WITHHOLD
FOR: 1,470WITHHOLD: 2,441,312NOT VOTED: 2,511
Largest asset managers voting on “Company Nominees: Douglas T. Moore” at LL FLOORING HOLDINGS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard00 01,632,112Withhold
Fidelity00 0257,915Withhold
American Century00 0177,234Withhold
BRIDGEWAY FUNDS INC00 0164,800Withhold
T. Rowe Price00 061,800Withhold
Dimensional00 055,578Withhold
BlackRock00 044,805Withhold
Charles Schwab00 017,182Withhold
Northern Trust00 09,595Withhold
Jackson National00 07,731Withhold
Equitable00 05,030Withhold
Lincoln Financial00 02,511Withhold
TRUST FOR PROFESSIONAL MANAGERS00 02,738Withhold
John Hancock00 02,111Withhold
Invesco1,4700 00For
Guggenheim00 0170Withhold

3. Elect Director: Nancy M. Taylor

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 3 wordings of this item as funds reported it.

36% Plurality election · of votes cast

FOR 36%WITHHELD
FOR: 7,786,985WITHHELD: 13,796,196
Details: description as filed, official tally, votes by 16 asset managers

Description as filed by funds: Company Nominees: Nancy M. Taylor

LL FLOORING HOLDINGS INC.’s own tally for this item (“Elect Director: Nancy M. Taylor”): 7,786,985 for, 13,796,196 withheld, per its Form 8-K filed July 12, 2024 (Item 5.07). This is a for/withhold election, which is decided by plurality: a nominee does not need a majority of the votes cast to be elected, so no passed or failed outcome is stated here.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 36% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 16 asset managers below reported 2,128,736 for, 314,046 withheld, 2,511 not voted.

FOR
FOR: 2,128,736WITHHOLD: 314,046NOT VOTED: 2,511
Largest asset managers voting on “Company Nominees: Nancy M. Taylor” at LL FLOORING HOLDINGS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard1,632,1120 00For
Fidelity20,4810 0237,434Mixed
American Century177,2340 00For
BRIDGEWAY FUNDS INC164,8000 00For
T. Rowe Price61,8000 00For
Dimensional55,5780 00For
BlackRock00 044,805Withhold
Charles Schwab00 017,182Withhold
Northern Trust00 09,595Withhold
Jackson National7,7310 00For
Equitable00 05,030Withhold
Lincoln Financial2,5110 00For
TRUST FOR PROFESSIONAL MANAGERS2,7380 00For
John Hancock2,1110 00For
Invesco1,4700 00For
Guggenheim1700 00For

4. Elect Director: Jill Witter

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

62% Majority: yes · of votes cast

FOR 62%WITHHELD
FOR: 13,098,199WITHHELD: 8,195,677
Details: description as filed, official tally, votes by 16 asset managers

Description as filed by funds: Election of Directors for terms ending in 2027: F9 Nominees: Jill Witter

LL FLOORING HOLDINGS INC.’s own tally for this item (“Elect Director: Jill Witter”): 13,098,199 for, 8,195,677 withheld, per its Form 8-K filed July 12, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 62% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 16 asset managers below reported 59,430 for, 2,383,352 withheld, 2,511 not voted.

WITHHOLD
FOR: 59,430WITHHOLD: 2,383,352NOT VOTED: 2,511
Largest asset managers voting on “Election of Directors for terms ending in 2027: F9 Nominees: Jill Witter” at LL FLOORING HOLDINGS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard00 01,632,112Withhold
Fidelity00 0257,915Withhold
American Century00 0177,234Withhold
BRIDGEWAY FUNDS INC00 0164,800Withhold
T. Rowe Price00 061,800Withhold
Dimensional00 055,578Withhold
BlackRock44,8050 00For
Charles Schwab00 017,182Withhold
Northern Trust9,5950 00For
Jackson National00 07,731Withhold
Equitable5,0300 00For
Lincoln Financial00 02,511Withhold
TRUST FOR PROFESSIONAL MANAGERS00 02,738Withhold
John Hancock00 02,111Withhold
Invesco00 01,470Withhold
Guggenheim00 0170Withhold

5. Elect Director: John Jason Delves

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

79% Majority: yes · of votes cast

FOR 79%WITHHELD
FOR: 16,929,510WITHHELD: 4,368,838
Details: description as filed, official tally, votes by 16 asset managers

Description as filed by funds: Election of Directors for terms ending in 2027: F9 Nominees: John Jason Delves

LL FLOORING HOLDINGS INC.’s own tally for this item (“Elect Director: John Jason Delves”): 16,929,510 for, 4,368,838 withheld, per its Form 8-K filed July 12, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 79% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 16 asset managers below reported 2,441,312 for, 1,470 withheld, 2,511 not voted.

FOR
FOR: 2,441,312WITHHOLD: 1,470NOT VOTED: 2,511
Largest asset managers voting on “Election of Directors for terms ending in 2027: F9 Nominees: John Jason Delves” at LL FLOORING HOLDINGS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard1,632,1120 00For
Fidelity257,9150 00For
American Century177,2340 00For
BRIDGEWAY FUNDS INC164,8000 00For
T. Rowe Price61,8000 00For
Dimensional55,5780 00For
BlackRock44,8050 00For
Charles Schwab17,1820 00For
Northern Trust9,5950 00For
Jackson National7,7310 00For
Equitable5,0300 00For
Lincoln Financial2,5110 00For
TRUST FOR PROFESSIONAL MANAGERS2,7380 00For
John Hancock2,1110 00For
Invesco00 01,470Withhold
Guggenheim1700 00For

6. Elect Director: Thomas D. Sullivan

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

60% Majority: yes · of votes cast

FOR 60%WITHHELD
FOR: 12,730,978WITHHELD: 8,568,391
Details: description as filed, official tally, votes by 16 asset managers

Description as filed by funds: Election of Directors for terms ending in 2027: F9 Nominees: Thomas D. Sullivan

LL FLOORING HOLDINGS INC.’s own tally for this item (“Elect Director: Thomas D. Sullivan”): 12,730,978 for, 8,568,391 withheld, per its Form 8-K filed July 12, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 60% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 16 asset managers below reported 17,182 for, 2,425,600 withheld, 2,511 not voted.

WITHHOLD
FOR: 17,182WITHHOLD: 2,425,600NOT VOTED: 2,511
Largest asset managers voting on “Election of Directors for terms ending in 2027: F9 Nominees: Thomas D. Sullivan” at LL FLOORING HOLDINGS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard00 01,632,112Withhold
Fidelity00 0257,915Withhold
American Century00 0177,234Withhold
BRIDGEWAY FUNDS INC00 0164,800Withhold
T. Rowe Price00 061,800Withhold
Dimensional00 055,578Withhold
BlackRock00 044,805Withhold
Charles Schwab17,1820 00For
Northern Trust00 09,595Withhold
Jackson National00 07,731Withhold
Equitable00 05,030Withhold
Lincoln Financial00 02,511Withhold
TRUST FOR PROFESSIONAL MANAGERS00 02,738Withhold
John Hancock00 02,111Withhold
Invesco00 01,470Withhold
Guggenheim00 0170Withhold

7. Hammann Nominee: Jerald Hammann

No official matchDIRECTOR ELECTIONS

Combines 3 wordings of this item as funds reported it.

0% of fund votes cast · no official result

WITHHOLD
Details: votes by 16 asset managers

The 16 asset managers below reported 2,442,782 withheld, 2,511 not voted. 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.

WITHHOLD: 2,442,782NOT VOTED: 2,511
Largest asset managers voting on “Hammann Nominee: Jerald Hammann” at LL FLOORING HOLDINGS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard00 01,632,112Withhold
Fidelity00 0257,915Withhold
American Century00 0177,234Withhold
BRIDGEWAY FUNDS INC00 0164,800Withhold
T. Rowe Price00 061,800Withhold
Dimensional00 055,578Withhold
BlackRock00 044,805Withhold
Charles Schwab00 017,182Withhold
Northern Trust00 09,595Withhold
Jackson National00 07,731Withhold
Equitable00 05,030Withhold
Lincoln Financial00 02,511Withhold
TRUST FOR PROFESSIONAL MANAGERS00 02,738Withhold
John Hancock00 02,111Withhold
Invesco00 01,470Withhold
Guggenheim00 0170Withhold

8. Approval of an amendment and restatement of the Company ' s Amended and Restated Certificate of Incorporation to…

Official resultSHAREHOLDER RIGHTS AND DEFENSESReported outcome: Approved

Combines 3 wordings of this item as funds reported it.

90% Approved · of votes cast

FOR 90%
FOR: 18,440,767AGAINST: 2,015,688
Details: description as filed, official tally, votes by 16 asset managers

Description as filed by funds: To approve an amendment and restatement of the Company's Amended and Restated Certificate of Incorporation to declassify the Board of Directors

LL FLOORING HOLDINGS INC.’s own tally for this item (“3. Approval of an amendment and restatement of the Company ' s Amended and Restated Certificate of Incorporation to declassify the Board of Directors”): 18,440,767 for, 2,015,688 against — passed, per its Form 8-K filed July 12, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Based on the results reported by First Coast, the Company's stockholders approved the amendment and restatement of the Certificate of Incorporation to declassify the Board.”
Support: 90% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 16 asset managers below reported 2,442,782 for, 2,511 not voted.

FOR
FOR: 2,442,782NOT VOTED: 2,511
Largest asset managers voting on “To approve an amendment and restatement of the Company's Amended and Restated Certificate of Incorporation to ” at LL FLOORING HOLDINGS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard1,632,1120 00For
Fidelity257,9150 00For
American Century177,2340 00For
BRIDGEWAY FUNDS INC164,8000 00For
T. Rowe Price61,8000 00For
Dimensional55,5780 00For
BlackRock44,8050 00For
Charles Schwab17,1820 00For
Northern Trust9,5950 00For
Jackson National7,7310 00For
Equitable5,0300 00For
Lincoln Financial2,5110 00For
TRUST FOR PROFESSIONAL MANAGERS2,7380 00For
John Hancock2,1110 00For
Invesco1,4700 00For
Guggenheim1700 00For

9. Approval of an amendment and restatement of the Company's Amended and Restated Certificate of Incorporation to increase…

Official resultCAPITAL STRUCTUREReported outcome: Not approved

Combines 3 wordings of this item as funds reported it.

51.2% Not approved · of votes cast

FOR 51.2%AGAINST
FOR: 10,420,914AGAINST: 9,945,398
Details: description as filed, official tally, votes by 16 asset managers

Description as filed by funds: To approve an amendment and restatement of the Company's Amended and Restated Certificate of Incorporation to increase the number of shares authorized for issuance

LL FLOORING HOLDINGS INC.’s own tally for this item (“4. Approval of an amendment and restatement of the Company's Amended and Restated Certificate of Incorporation to increase the number of shares authorized for issuance”): 10,420,914 for, 9,945,398 against — failed, per its Form 8-K filed July 12, 2024 (Item 5.07). This item required more than a simple majority of votes cast — see the filing.

Reported outcome: Not approved, in the filing’s own words: “Based on the results reported by First Coast, the Company's stockholders did not approve the amendment and restatement of the Certificate of Incorporation to increase the number of shares authorized for issuance.”
A stricter vote than a majority of the votes cast may have applied to this item; the filing does not state it.
Support: 51.2% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 16 asset managers below reported 2,442,782 for, 2,511 not voted.

FOR
FOR: 2,442,782NOT VOTED: 2,511
Largest asset managers voting on “To approve an amendment and restatement of the Company's Amended and Restated Certificate of Incorporation to ” at LL FLOORING HOLDINGS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard1,632,1120 00For
Fidelity257,9150 00For
American Century177,2340 00For
BRIDGEWAY FUNDS INC164,8000 00For
T. Rowe Price61,8000 00For
Dimensional55,5780 00For
BlackRock44,8050 00For
Charles Schwab17,1820 00For
Northern Trust9,5950 00For
Jackson National7,7310 00For
Equitable5,0300 00For
Lincoln Financial2,5110 00For
TRUST FOR PROFESSIONAL MANAGERS2,7380 00For
John Hancock2,1110 00For
Invesco1,4700 00For
Guggenheim1700 00For

10. Approval of a non-binding advisory resolution approving the compensation of the Company's named executive officers

Official resultFund totals may overlapSECTION 14A SAY-ON-PAY VOTESReported outcome: Approved

Combines 4 wordings of this item as funds reported it.

50.1% Approved · of votes cast

FOR 50.1%AGAINST
FOR: 10,141,241AGAINST: 10,097,488
Details: description as filed, official tally, votes by 52 asset managers

Description as filed by funds: TO APPROVE A NON-BINDING ADVISORY RESOLUTION APPROVING THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.

LL FLOORING HOLDINGS INC.’s own tally for this item (“2. Approval of a non-binding advisory resolution approving the compensation of the Company's named executive officers”): 10,141,241 for, 10,097,488 against — passed, per its Form 8-K filed July 12, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 2: Approval of a non-binding advisory resolution approving the compensation of the Company's named executive officers Based on the results reported by First Coast, the Company's stockholders approved on a non-binding, advisory basis the compensation paid to the Company's named executive of…”
Support: 50.1% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

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).

Fund voting reports: 16 asset managers voting on “TO APPROVE A NON-BINDING ADVISORY RESOLUTION APPROVING THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.” at LL FLOORING HOLDINGS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard1,632,1120 00For
Fidelity257,9150 00For
American Century177,2340 00For
BRIDGEWAY FUNDS INC164,8000 00For
T. Rowe Price61,8000 00For
Dimensional055,578 00Against
BlackRock44,8050 00For
Charles Schwab17,1820 00For
Northern Trust9,5950 00For
Jackson National07,731 00Against
Equitable5,0300 00For
Lincoln Financial02,511 00Against
TRUST FOR PROFESSIONAL MANAGERS2,7380 00For
John Hancock6311,480 00Mixed
Invesco1,4700 00For
Guggenheim1700 00For

Fund voting reports, all 16 managers: 2,375,482 for, 67,300 against, 2,511 not voted.

Institutional-manager reports: 46 asset managers voting on “TO APPROVE A NON-BINDING ADVISORY RESOLUTION APPROVING THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS.” at LL FLOORING HOLDINGS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
DE Shaw838,7070 00For
BlackRock331,9480 00For
GEODE CAPITAL MANAGEMENT, LLC262,1900 00For
Alpine Global Management, LLC0231,072 00Against
American Century179,9720 00For
BRIDGEWAY CAPITAL MANAGEMENT, LLC164,8000 00For
T. Rowe Price159,2000 00For
Robertson Opportunity Capital, LLC0139,078 00Against
Northern Trust80,1470 00For
Dimensional066,296 00Against
State Street58,6270 00For
BLAIR WILLIAM & CO/IL48,3690 00For
Charles Schwab17,1820 00For
Maryland State Retirement & Pension System16,4680 00For
Vanguard11,8740 00For
Two Sigma11,0210 00For
Fiduciary Trust Co International of Pennsylvania10,0000 00For
ROCKEFELLER FINANCIAL LLC8,4720 00For
SYNOVUS FINANCIAL CORP5,0000 00For
Bleakley Financial Group, LLC4,0890 00For
MELLON INVESTMENTS Corp2,6410 00For
REGIONS FINANCIAL CORP1,8750 00For
PARAMETRIC PORTFOLIO ASSOCIATES LLC01,798 00Against
Prudential/PGIM1,7000 00For
Invesco1,4700 00For

Institutional-manager reports, all 46 managers: 2,221,920 for, 438,244 against, 200 abstained, 250 not voted. Showing the 25 largest; every one is in the interactive database (link above).

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

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 2 wordings of this item as funds reported it.

97% Approved · of votes cast

FOR 97%
FOR: 19,903,387AGAINST: 536,048
Details: description as filed, official tally, votes by 16 asset managers

Description as filed by funds: To ratify the selection of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2024

LL FLOORING HOLDINGS INC.’s own tally for this item (“5. Ratification of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024”): 19,903,387 for, 536,048 against — passed, per its Form 8-K filed July 12, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Based on the results reported by First Coast, the Company's stockholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024.”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 16 asset managers below reported 2,442,782 for, 2,511 not voted.

FOR
FOR: 2,442,782NOT VOTED: 2,511
Largest asset managers voting on “To ratify the selection of Ernst & Young LLP as our independent registered public accounting firm for the fisc” at LL FLOORING HOLDINGS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard1,632,1120 00For
Fidelity257,9150 00For
American Century177,2340 00For
BRIDGEWAY FUNDS INC164,8000 00For
T. Rowe Price61,8000 00For
Dimensional55,5780 00For
BlackRock44,8050 00For
Charles Schwab17,1820 00For
Northern Trust9,5950 00For
Jackson National7,7310 00For
Equitable5,0300 00For
Lincoln Financial2,5110 00For
TRUST FOR PROFESSIONAL MANAGERS2,7380 00For
John Hancock2,1110 00For
Invesco1,4700 00For
Guggenheim1700 00For

12. Proposal submitted by Donovan S. Royal, a stockholder of the Company, with respect to enabling stockholders to call…

Official resultCORPORATE GOVERNANCEReported outcome: Approved

Combines 3 wordings of this item as funds reported it.

51.6% Approved · of votes cast

FOR 51.6%AGAINST
FOR: 9,690,802AGAINST: 9,080,137
Details: description as filed, official tally, votes by 16 asset managers

Description as filed by funds: Stockholder proposal, if properly presented, to enable stockholders to call special meetings of stockholders

LL FLOORING HOLDINGS INC.’s own tally for this item (“6. Proposal submitted by Donovan S. Royal, a stockholder of the Company, with respect to enabling stockholders to call special meetings of stockholders as set forth in the proxy statement”): 9,690,802 for, 9,080,137 against — passed, per its Form 8-K filed July 12, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Based on the results reported by First Coast, the Company's stockholders approved the advisory stockholder proposal to permit stockholders to call special meetings of stockholders.”
Support: 51.6% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 16 asset managers below reported 1,648,830 for, 793,952 against, 2,511 not voted.

FORAGAINST
FOR: 1,648,830AGAINST: 793,952NOT VOTED: 2,511
Largest asset managers voting on “Stockholder proposal, if properly presented, to enable stockholders to call special meetings of stockholders” at LL FLOORING HOLDINGS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard1,587,03045,082 00For
Fidelity0257,915 00Against
American Century0177,234 00Against
BRIDGEWAY FUNDS INC0164,800 00Against
T. Rowe Price61,8000 00For
Dimensional055,578 00Against
BlackRock044,805 00Against
Charles Schwab017,182 00Against
Northern Trust09,595 00Against
Jackson National07,731 00Against
Equitable05,030 00Against
Lincoln Financial02,511 00Against
TRUST FOR PROFESSIONAL MANAGERS02,738 00Against
John Hancock02,111 00Against
Invesco01,470 00Against
Guggenheim0170 00Against

Largest LL FLOORING HOLDINGS INC. shareholders voting in 2024-2025

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 30,657,355 shares outstanding at the time of that meeting.

Fund voting reports: top LL FLOORING HOLDINGS INC. shareholders by shares voted on “TO APPROVE A NON-BINDING ADVISORY RESOLUTION APPROVING THE COMPENSATION OF OUR NAMED EXECUTIVE…”, 2024-2025
#Asset manager % of shares outstanding
1Vanguard 5.32%
2Fidelity 0.84%
3American Century 0.58%
4BRIDGEWAY FUNDS INC 0.54%
5T. Rowe Price 0.20%
6Dimensional 0.18%
7BlackRock 0.15%
8Charles Schwab 0.06%
9Northern Trust 0.03%
10Jackson National 0.03%
Institutional-manager reports: top LL FLOORING HOLDINGS INC. shareholders by shares voted on “TO APPROVE A NON-BINDING ADVISORY RESOLUTION APPROVING THE COMPENSATION OF OUR NAMED EXECUTIVE…”, 2024-2025
#Asset manager % of shares outstanding
1DE Shaw 2.74%
2BlackRock 1.08%
3GEODE CAPITAL MANAGEMENT, LLC 0.86%
4Alpine Global Management, LLC 0.75%
5American Century 0.59%
6BRIDGEWAY CAPITAL MANAGEMENT, LLC 0.54%
7T. Rowe Price 0.52%
8Robertson Opportunity Capital, LLC 0.45%
9Northern Trust 0.26%
10Dimensional 0.22%

Percentages above are of 30,657,355 shares outstanding, as reported by LL FLOORING HOLDINGS INC. on its Form 10-Q dated May 3, 2024 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 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 LL FLOORING HOLDINGS INC.’s 10-Q dated May 3, 2024. This page is a static snapshot rebuilt weekly on November 8, 2026; a live search always shows the current data.

LL FLOORING HOLDINGS INC. proxy season coverage: 2024-2025 (this page).

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proxyvotesnow.com, “LL FLOORING HOLDINGS INC. 2024 Annual Meeting (2024-2025 season)”, https://proxyvotesnow.com/company/ll-flooring-holdings-inc/2025 (version of November 9, 2026). Derived from SEC Form N-PX and Form 8-K filings; tables licensed CC BY 4.0. Licence: CC BY 4.0.