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Madrigal Pharmaceuticals, Inc. 2025-2026 Proxy Voting Records

Compiled from SEC Form N-PX filings and Madrigal Pharmaceuticals, Inc.’s Form 8-K, filed 2026-06-17 (Item 5.07 on EDGAR). Page generated 02 October 2026.

  • 12Reported items
  • 406Asset managers
  • 3,234Fund votes
  • 2026-06-17Meeting date

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

Explore Madrigal Pharmaceuticals, Inc. in the interactive database Compare manager voting policies

Official 2025-2026 meeting results reported by Madrigal Pharmaceuticals, Inc.

These tallies are Madrigal Pharmaceuticals, Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2026-06-17 (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.

Madrigal Pharmaceuticals, Inc. — official shareholder meeting results, meeting held 2026-06-17
Ballot itemForAgainst AbstainWithheldBroker non-votesOutcome
Elect Director: Julian C. Baker 17,363,250---- 2,227,7341,731,844 Majority: yes
Elect Director: Daniel J. Brennan 19,469,200---- 121,7841,731,844 Majority: yes
Elect Director: James M. Daly 18,921,185---- 669,7991,731,844 Majority: yes
Proposal 2: The Company's stockholders approved, on a non-binding, advisory basis, the compensation of the Company's named executive officers. 19,000,895561,05829,031 --1,731,844 Majority: yes
Proposal 3: The Company's stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026. 21,256,31537,50529,009 ---- Majority: yes
Proposal 4: The Company's stockholders approved the 2026 Stock Plan. 19,118,851446,39425,739 --1,731,844 Majority: yes
Proposal 5: The Company's stockholders approved the 2026 ESPP. 19,546,76622,94821,270 --1,731,844 Majority: yes

This meeting is also recorded here as 2026-06-16; both records come from the same filing, so the date should be checked against it.

Source: Madrigal Pharmaceuticals, Inc., Form 8-K, filed with the SEC on 2026-06-17 — read the filing on EDGAR.

How asset managers voted at the Madrigal Pharmaceuticals, Inc. 2025-2026 meeting

Each item below shows how the 406 asset managers that disclosed a Madrigal 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 Madrigal 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. ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION

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

Combines 8 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 19,000,895AGAINST: 561,058

Madrigal Pharmaceuticals, Inc.’s own tally for this item (“Proposal 2: The Company's stockholders approved, on a non-binding, advisory basis, the compensation of the Company's named executive officers.”): 19,000,895 for, 561,058 against, per its Form 8-K filed 2026-06-17 (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 23,041,918 outstanding shares: 82% for, 2% against (85% of the company cast a for/against vote).

The 403 asset managers below cast 99% 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 company's reported shares outstanding.

FOR 99%
FOR: 98.5%AGAINST: 1.4%ABSTAIN: 0.0%NOT VOTED: 0.0%SPLIT: 0.0%
Largest asset managers voting on “ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION” at Madrigal Pharmaceuticals, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Janus Henderson3,280,8100 00For
Vanguard2,391,5201 00For
BAKER BROS. ADVISORS LP2,141,7010 00For
RTW INVESTMENTS, LP1,993,6870 00For
Fidelity1,127,7254,388 00For
JANUS INVESTMENT FUND1,109,7770 00For
BlackRock949,545111,323 00For
Wellington663,1830 00For
PAULSON & CO. INC.593,8250 00For
T. Rowe Price566,199500 00For
Polar Capital Holdings Plc547,2840 00For
State Street504,156251 00For
Invesco495,3220 00For
GEODE CAPITAL MANAGEMENT, LLC458,2030 00For
Charles Schwab436,2490 00For
Avoro Capital Advisors LLC400,0770 00For
WILLIAM BLAIR INVESTMENT MANAGEMENT, LLC288,7090 00For
American Century248,1130 00For
LORD, ABBETT & CO. LLC234,0670 00For
ADAGE CAPITAL PARTNERS GP, L.L.C.219,8090 00For
Lord Abbett206,6380 00For
PICTET ASSET MANAGEMENT SA173,1380 00For
Rock Springs Capital Management LP170,9990 00For
Hood River Capital Management LLC152,7820 00For
AllianceBernstein149,9710 00For

Showing the 25 largest of 403 asset managers. See all 403 in the interactive database.

2. To ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026

AUDIT-RELATEDMajority of the votes cast: yes

Combines 5 wordings of this item as funds reported it.

99.8% Majority: yes · of votes cast

FOR 99.8%
FOR: 21,256,315AGAINST: 37,505

Madrigal Pharmaceuticals, Inc.’s own tally for this item (“Proposal 3: The Company's stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026.”): 21,256,315 for, 37,505 against, per its Form 8-K filed 2026-06-17 (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 23,041,918 outstanding shares: 92% for, 0.2% against (92% of the company cast a for/against vote).

The 108 asset managers below cast 99.9% of the shares they voted on this item FOR (7,160,987 for, 5 against).

FOR 99.9%
FOR: 7,160,987 (100.0%)AGAINST: 5 (0.0%)ABSTAIN: 3,508 (0.0%)NOT VOTED: 22 (0.0%)
Largest asset managers voting on “To ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public account” at Madrigal Pharmaceuticals, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard2,236,3600 00For
JANUS INVESTMENT FUND1,109,7770 00For
Fidelity665,4490 00For
BlackRock417,9290 00For
T. Rowe Price224,8670 00For
Charles Schwab217,7590 00For
Lord Abbett206,6380 00For
Invesco192,7560 00For
State Street162,2975 00For
Erste Asset Management GmbH130,2100 00For
American Century115,4170 00For
Columbia Threadneedle99,6050 00For
Manager Directed Portfolios97,2640 00For
Jackson National84,5110 00For
WILLIAM BLAIR FUNDS65,1280 00For
Equitable63,1330 00For
Goldman Sachs58,0040 00For
TIAA57,7880 00For
Brighthouse39,8020 3,5080For
HARBOR FUNDS43,3010 00For
AIG/SunAmerica43,0630 00For
ACAP Strategic Fund39,6090 00For
Voya38,6760 00For
BNY Mellon38,5570 00For
Putnam37,7760 00For

Showing the 25 largest of 108 asset managers. See all 108 in the interactive database.

3. Re-election of Class I directors: Daniel Brennan

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

99.3% Majority: yes · of votes cast

FOR 99.3%
FOR: 19,469,200WITHHELD: 121,784

Madrigal Pharmaceuticals, Inc.’s own tally for this item (“Elect Director: Daniel J. Brennan”): 19,469,200 for, 121,784 withheld, per its Form 8-K filed 2026-06-17 (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 23,041,918 outstanding shares: 84% for, 0.6% withheld (85% of the company cast a for/withheld vote).

The 106 asset managers below cast 100% of the shares they voted on this item FOR (7,142,474 for, 0 against).

FOR 99.7%
FOR: 7,142,474 (99.7%)ABSTAIN: 21,026 (0.3%)NOT VOTED: 22 (0.0%)
Largest asset managers voting on “Re-election of Class I directors: Daniel Brennan” at Madrigal Pharmaceuticals, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard2,235,3420 1,0180For
JANUS INVESTMENT FUND1,109,7770 00For
Fidelity665,4490 00For
BlackRock417,9290 00For
T. Rowe Price224,8670 00For
Charles Schwab217,7590 00For
Lord Abbett206,6380 00For
Invesco192,7560 00For
State Street162,3020 00For
Erste Asset Management GmbH130,2100 00For
American Century115,4170 00For
Columbia Threadneedle99,6050 00For
Manager Directed Portfolios97,2640 00For
Jackson National84,5110 00For
WILLIAM BLAIR FUNDS65,1280 00For
Equitable63,1330 00For
Goldman Sachs58,0040 00For
TIAA57,7880 00For
Brighthouse39,8020 3,5080For
HARBOR FUNDS43,3010 00For
AIG/SunAmerica43,0630 00For
ACAP Strategic Fund39,6090 00For
Voya38,6760 00For
BNY Mellon38,5570 00For
Putnam37,7760 00For

Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.

4. Re-election of Class I directors: James Daly

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 18,921,185WITHHELD: 669,799

Madrigal Pharmaceuticals, Inc.’s own tally for this item (“Elect Director: James M. Daly”): 18,921,185 for, 669,799 withheld, per its Form 8-K filed 2026-06-17 (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 23,041,918 outstanding shares: 82% for, 3% withheld (85% of the company cast a for/withheld vote).

The 106 asset managers below cast 100% of the shares they voted on this item FOR (6,807,302 for, 0 against).

FOR 95%
FOR: 6,807,302 (95.0%)ABSTAIN: 356,198 (5.0%)NOT VOTED: 22 (0.0%)
Largest asset managers voting on “Re-election of Class I directors: James Daly” at Madrigal Pharmaceuticals, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard2,236,3590 10For
JANUS INVESTMENT FUND1,109,7770 00For
Fidelity665,4490 00For
BlackRock417,9290 00For
T. Rowe Price00 224,8670Abstain
Charles Schwab217,7590 00For
Lord Abbett206,6380 00For
Invesco192,7560 00For
State Street162,3020 00For
Erste Asset Management GmbH130,2100 00For
American Century115,4170 00For
Columbia Threadneedle99,6050 00For
Manager Directed Portfolios97,2640 00For
Jackson National84,5110 00For
WILLIAM BLAIR FUNDS65,1280 00For
Equitable39,7390 23,3940For
Goldman Sachs58,0040 00For
TIAA57,7880 00For
Brighthouse30,5620 12,7480For
HARBOR FUNDS43,3010 00For
AIG/SunAmerica43,0630 00For
ACAP Strategic Fund39,6090 00For
Voya38,6760 00For
BNY Mellon38,5570 00For
Putnam37,7760 00For

Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.

5. Re-election of Class I directors: Julian Baker

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

89% Majority: yes · of votes cast

FOR 89%11%
FOR: 17,363,250WITHHELD: 2,227,734

Madrigal Pharmaceuticals, Inc.’s own tally for this item (“Elect Director: Julian C. Baker”): 17,363,250 for, 2,227,734 withheld, per its Form 8-K filed 2026-06-17 (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 23,041,918 outstanding shares: 75% for, 10% withheld (85% of the company cast a for/withheld vote).

The 106 asset managers below cast 100% of the shares they voted on this item FOR (6,076,302 for, 0 against).

FOR 85%ABSTAIN 15%
FOR: 6,076,302 (84.8%)ABSTAIN: 1,087,198 (15.2%)NOT VOTED: 22 (0.0%)
Largest asset managers voting on “Re-election of Class I directors: Julian Baker” at Madrigal Pharmaceuticals, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard1,740,7280 495,6320For
JANUS INVESTMENT FUND1,109,7770 00For
Fidelity665,4490 00For
BlackRock417,9290 00For
T. Rowe Price00 224,8670Abstain
Charles Schwab217,7590 00For
Lord Abbett206,6380 00For
Invesco192,7560 00For
State Street1,2820 161,0200Abstain
Erste Asset Management GmbH130,2100 00For
American Century115,4170 00For
Columbia Threadneedle99,6050 00For
Manager Directed Portfolios97,2640 00For
Jackson National84,5110 00For
WILLIAM BLAIR FUNDS65,1280 00For
Equitable39,7390 23,3940For
Goldman Sachs57,0220 9820For
TIAA57,7880 00For
Brighthouse30,5620 12,7480For
HARBOR FUNDS43,3010 00For
AIG/SunAmerica43,0630 00For
ACAP Strategic Fund39,6090 00For
Voya38,6760 00For
BNY Mellon38,5570 00For
Putnam37,7760 00For

Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.

6. APPROVAL OF MADRIGAL PHARMACEUTICALS, INC. 2026 EMPLOYEE STOCK PURCHASE PLAN

COMPENSATION

99.9% fund support · no official result

FOR 99.9%

The 103 asset managers below cast 99.9% of the shares they voted on this item FOR (7,003,016 for, 3,508 against).

FOR: 7,003,016 (99.9%)AGAINST: 3,508 (0.1%)NOT VOTED: 22 (0.0%)
Largest asset managers voting on “APPROVAL OF MADRIGAL PHARMACEUTICALS, INC. 2026 EMPLOYEE STOCK PURCHASE PLAN” at Madrigal Pharmaceuticals, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard2,236,3600 00For
JANUS INVESTMENT FUND1,109,7770 00For
Fidelity665,4490 00For
BlackRock417,9290 00For
T. Rowe Price224,8670 00For
Charles Schwab217,7590 00For
Lord Abbett206,6380 00For
Invesco192,7560 00For
State Street162,3020 00For
American Century115,4170 00For
Columbia Threadneedle99,6050 00For
Manager Directed Portfolios97,2640 00For
Jackson National84,5110 00For
WILLIAM BLAIR FUNDS65,1280 00For
Equitable63,1330 00For
Goldman Sachs58,0040 00For
TIAA57,7880 00For
HARBOR FUNDS43,3010 00For
AIG/SunAmerica43,0630 00For
ACAP Strategic Fund39,6090 00For
Voya38,6760 00For
BNY Mellon38,5570 00For
Putnam37,7760 00For
JANUS ASPEN SERIES36,7440 00For
AllianceBernstein33,1560 00For

Showing the 25 largest of 103 asset managers. See all 103 in the interactive database.

7. APPROVAL OF MADRIGAL PHARMACEUTICALS, INC. 2026 STOCK PLAN

COMPENSATION

99.2% fund support · no official result

FOR 99.2%

The 103 asset managers below cast 99.2% of the shares they voted on this item FOR (6,951,085 for, 55,439 against).

FOR: 6,951,085 (99.2%)AGAINST: 55,439 (0.8%)NOT VOTED: 22 (0.0%)
Largest asset managers voting on “APPROVAL OF MADRIGAL PHARMACEUTICALS, INC. 2026 STOCK PLAN” at Madrigal Pharmaceuticals, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard2,236,3591 00For
JANUS INVESTMENT FUND1,109,7770 00For
Fidelity665,4490 00For
BlackRock417,9290 00For
T. Rowe Price224,8670 00For
Charles Schwab217,7590 00For
Lord Abbett206,6380 00For
Invesco192,7560 00For
State Street162,2975 00For
American Century115,4170 00For
Columbia Threadneedle99,6050 00For
Manager Directed Portfolios97,2640 00For
Jackson National84,5110 00For
WILLIAM BLAIR FUNDS65,1280 00For
Equitable63,1330 00For
Goldman Sachs58,0040 00For
TIAA57,7880 00For
HARBOR FUNDS43,3010 00For
AIG/SunAmerica43,0630 00For
ACAP Strategic Fund39,6090 00For
Voya38,6760 00For
BNY Mellon38,5570 00For
Putnam037,776 00Against
JANUS ASPEN SERIES36,7440 00For
AllianceBernstein33,1560 00For

Showing the 25 largest of 103 asset managers. See all 103 in the interactive database.

8. Approve Omnibus Stock Plan

COMPENSATION

99.4% fund support · no official result

FOR 99.4%

The 6 asset managers below cast 99.4% of the shares they voted on this item FOR (169,443 for, 1,011 against).

FOR: 169,443 (99.4%)AGAINST: 1,011 (0.6%)
Largest asset managers voting on “Approve Omnibus Stock Plan” at Madrigal Pharmaceuticals, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Erste Asset Management GmbH130,2100 00For
Brighthouse24,8460 00For
Eversept Partners, LP12,6140 00For
CLEARWATER INVESTMENT TRUST1,7720 00For
VALUED ADVISERS TRUST01,011 00Against
Milliman Funds Trust10 00For

9. Approve Qualified Employee Stock Purchase Plan

COMPENSATION

100% fund support · no official result

FOR 100%

The 6 asset managers below cast 100% of the shares they voted on this item FOR (170,454 for, 0 against).

FOR: 170,454 (100.0%)
Largest asset managers voting on “Approve Qualified Employee Stock Purchase Plan” at Madrigal Pharmaceuticals, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Erste Asset Management GmbH130,2100 00For
Brighthouse24,8460 00For
Eversept Partners, LP12,6140 00For
CLEARWATER INVESTMENT TRUST1,7720 00For
VALUED ADVISERS TRUST1,0110 00For
Milliman Funds Trust10 00For

10. Adopt Employee Stock Purchase Plan

CAPITAL STRUCTURE

Combines 2 wordings of this item as funds reported it.

100% fund support · no official result

FOR 100%

The 3 asset managers below cast 100% of the shares they voted on this item FOR (1,004 for, 0 against).

FOR: 1,004 (100.0%)
Largest asset managers voting on “Adopt Employee Stock Purchase Plan” at Madrigal Pharmaceuticals, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
AMERICAN PENSION INVESTORS TRUST5000 00For
McGowan Group Asset Management, Inc.5000 00For
MARCO INVESTMENT MANAGEMENT LLC40 00For

11. Adopt Stock Option Plan

COMPENSATION

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (1,000 for, 0 against).

FOR: 1,000 (100.0%)
Largest asset managers voting on “Adopt Stock Option Plan” at Madrigal Pharmaceuticals, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
AMERICAN PENSION INVESTORS TRUST5000 00For
McGowan Group Asset Management, Inc.5000 00For

12. Election of Directors (Full Slate)

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 (1,000 for, 0 against).

FOR: 1,000 (100.0%)
Largest asset managers voting on “Election of Directors (Full Slate)” at Madrigal Pharmaceuticals, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
AMERICAN PENSION INVESTORS TRUST5000 00For
McGowan Group Asset Management, Inc.5000 00For

Largest Madrigal Pharmaceuticals, Inc. shareholders voting in 2025-2026

Ranked by the number of Madrigal Pharmaceuticals, Inc. shares each manager voted on the most widely held ballot item of the 2025-2026 meeting, shown as a share of the 23,041,918 shares outstanding at the time of that meeting.

Top Madrigal Pharmaceuticals, Inc. shareholders by shares voted, 2025-2026
#Asset manager % of shares outstanding
1Janus Henderson 14.24%
2Vanguard 10.38%
3BAKER BROS. ADVISORS LP 9.29%
4RTW INVESTMENTS, LP 8.65%
5Fidelity 4.91%
6JANUS INVESTMENT FUND 4.82%
7BlackRock 4.60%
8Wellington 2.88%
9PAULSON & CO. INC. 2.58%
10T. Rowe Price 2.46%

Reported Madrigal Pharmaceuticals, Inc. ownership

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

Madrigal Pharmaceuticals, Inc. beneficial owners on record for the 2025-2026 proxy season
Holder % outstanding Disclosure
Avoro Capital Advisors LLC 10.07% DEF14A
Baker Bros. Advisors LP and affiliates 10.07% DEF14A
Julian Baker 10.07% DEF14A
JANUS HENDERSON GROUP PLC 8.76% 13G
RTW Investments, LP and affiliates 8.65% DEF14A
Vanguard Group 7.85% 13F
Paul Friedman, M.D. 7.72% DEF14A
Rebecca Taub, M.D. 7.72% DEF14A
Paulson & Co. Inc. and affiliates 7.41% DEF14A
BlackRock 6.77% 13F

Percentages above are of 23,041,918 shares outstanding, as reported by Madrigal Pharmaceuticals, Inc. on its Form 10-Q dated 2026-03-31 (see the filing on EDGAR). This is the count contemporaneous with the 2025-2026 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 Madrigal Pharmaceuticals, Inc.’s 10-Q dated 2026-03-31. This page is a static snapshot rebuilt weekly on 02 October 2026; a live search always shows the current data.

At Madrigal Pharmaceuticals, Inc.'s shareholder meeting held 2026-06-17, in the 2025-2026 proxy season, 406 asset managers reported how they voted in their SEC Form N-PX filings, covering 3,234 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 — ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION — FOR was 97% 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: Madrigal Pharmaceuticals, Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2026-06-17.

Madrigal Pharmaceuticals, Inc. proxy season coverage: 2023-2024 · 2024-2025 · 2025-2026 (this page).