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Home › Companies › MATRIX SERVICE CO. › 2023-2024

MATRIX SERVICE CO. 2023-2024 Proxy Voting Records

At MATRIX SERVICE CO.'s shareholder meeting held November 14, 2023, in the 2023-2024 proxy season, 88 asset managers reported how they voted in their SEC Form N-PX filings, covering 930 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 on named executive of officer compensation. — MATRIX SERVICE CO.'s filing reports the proposal as approved, with 82% 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: MATRIX SERVICE CO.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on November 16, 2023.

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

Compiled from SEC Form N-PX filings and MATRIX SERVICE CO.’s Form 8-K, filed November 16, 2023 (Item 5.07 on EDGAR). Page generated November 8, 2026.

  • 12Reported items
  • 88Asset managers
  • 930Fund votes
  • November 14, 2023Meeting date

Results at a glance

Meeting of November 14, 2023: 10 items on MATRIX SERVICE CO.’s Form 8-K, filed November 16, 2023: 7 elected · 3 approved.

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 MATRIX SERVICE CO. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by MATRIX SERVICE CO.

These tallies are MATRIX SERVICE CO.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed November 16, 2023 (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.

MATRIX SERVICE CO. — official shareholder meeting results, meeting held November 14, 2023
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Jose L. Bustamante 16,290,9982,423,82113,101 --5,087,632 87%Elected—
Elect Director: Martha Z. Carnes 16,677,2102,044,4676,243 --5,087,632 89%Elected—
Elect Director: John D. Chandler 18,327,821387,87612,223 --5,087,632 98%Elected—
Elect Director: Carlin G. Conner 16,627,5272,093,0447,349 --5,087,632 89%Elected—
Elect Director: John R. Hewitt 18,493,430224,44810,042 --5,087,632 99%Elected—
Elect Director: Liane K. Hinrichs 16,277,0632,443,9116,946 --5,087,632 87%Elected—
Elect Director: James H. Miller 15,292,0213,424,08911,810 --5,087,632 82%Elected—
2. Ratification of Selection of Independent Registered Public Accounting Firm The proposal to ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for fiscal 2024 23,227,203500,70787,642 ---- 98%Approved—
3. Advisory Vote to Approve Named Executive Officer Compensation 15,259,1253,408,66060,135 --5,087,632 82%Approved—
5. To Approve Amendment of the Company's 2020 Stock and Incentive Compensation Plan 16,685,4392,027,03315,448 --5,087,632 89%Approved—

Source: MATRIX SERVICE CO., Form 8-K, filed with the SEC on November 16, 2023 — read the filing on EDGAR.

How asset managers voted at the MATRIX SERVICE CO. 2023-2024 meeting

Each item below shows how the 88 asset managers that disclosed a MATRIX SERVICE 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 MATRIX SERVICE 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: Carlin G. Conner

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

89% Majority: yes · of votes cast

FOR 89%
FOR: 16,627,527AGAINST: 2,093,044
Details: description as filed, official tally, votes by 33 asset managers

Description as filed by funds: Election of Directors: Carlin G. Conner

MATRIX SERVICE CO.’s own tally for this item (“Elect Director: Carlin G. Conner”): 16,627,527 for, 2,093,044 against, per its Form 8-K filed November 16, 2023 (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 One - Election of Directors The nominees for election to the Board of Directors were elected to serve for a term expiring at the 2024 Annual Meeting of Stockholders or until their successors shall be duly elected and qualified.”
Support: 89% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 33 asset managers below reported 7,277,642 for, 60,000 against.

FOR
FOR: 7,277,642AGAINST: 60,000
Largest asset managers voting on “Election of Directors: Carlin G. Conner” at MATRIX SERVICE CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,204,8920 00For
AEGIS FUNDS1,133,4560 00For
BNY Mellon963,0030 00For
Dimensional930,0830 00For
Royce860,7840 00For
FRANKLIN VALUE INVESTORS TRUST607,0190 00For
RBB FUND, INC.340,9150 00For
Fidelity224,7760 00For
BlackRock218,1590 00For
NEEDHAM FUNDS INC202,5000 00For
AMERICAN BEACON FUNDS181,9060 00For
Invesco91,8970 00For
Russell Investments72,5530 00For
1290 Funds60,2510 00For
BRIDGEWAY FUNDS INC060,000 00Against
Victory Capital41,1990 00For
Nationwide23,0840 00For
T. Rowe Price20,0110 00For
Columbia Threadneedle18,8790 00For
Charles Schwab10,8470 00For
Northern Trust10,6080 00For
Jackson National9,5200 00For
GuideStone8,1000 00For
MASTER INVESTMENT PORTFOLIO7,4330 00For
American Century7,2210 00For

Showing the 25 largest of 33 asset managers. All 33 are in the interactive database (link above).

2. Elect Director: James H. Miller

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

82% Majority: yes · of votes cast

FOR 82%AGAINST
FOR: 15,292,021AGAINST: 3,424,089
Details: description as filed, official tally, votes by 33 asset managers

Description as filed by funds: Election of Directors: James H. Miller

MATRIX SERVICE CO.’s own tally for this item (“Elect Director: James H. Miller”): 15,292,021 for, 3,424,089 against, per its Form 8-K filed November 16, 2023 (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 One - Election of Directors The nominees for election to the Board of Directors were elected to serve for a term expiring at the 2024 Annual Meeting of Stockholders or until their successors shall be duly elected and qualified.”
Support: 82% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 33 asset managers below reported 6,598,070 for, 739,572 against.

FOR
FOR: 6,598,070AGAINST: 739,572
Largest asset managers voting on “Election of Directors: James H. Miller” at MATRIX SERVICE CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,204,8920 00For
AEGIS FUNDS1,133,4560 00For
BNY Mellon963,0030 00For
Dimensional930,0830 00For
Royce860,7840 00For
FRANKLIN VALUE INVESTORS TRUST0607,019 00Against
RBB FUND, INC.340,9150 00For
Fidelity224,7760 00For
BlackRock218,1590 00For
NEEDHAM FUNDS INC202,5000 00For
AMERICAN BEACON FUNDS181,9060 00For
Invesco91,8970 00For
Russell Investments072,553 00Against
1290 Funds60,2510 00For
BRIDGEWAY FUNDS INC060,000 00Against
Victory Capital41,1990 00For
Nationwide23,0840 00For
T. Rowe Price20,0110 00For
Columbia Threadneedle18,8790 00For
Charles Schwab10,8470 00For
Northern Trust10,6080 00For
Jackson National9,5200 00For
GuideStone8,1000 00For
MASTER INVESTMENT PORTFOLIO7,4330 00For
American Century7,2210 00For

Showing the 25 largest of 33 asset managers. All 33 are in the interactive database (link above).

3. Elect Director: John D. Chandler

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 18,327,821AGAINST: 387,876
Details: description as filed, official tally, votes by 33 asset managers

Description as filed by funds: Election of Directors: John D. Chandler

MATRIX SERVICE CO.’s own tally for this item (“Elect Director: John D. Chandler”): 18,327,821 for, 387,876 against, per its Form 8-K filed November 16, 2023 (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 One - Election of Directors The nominees for election to the Board of Directors were elected to serve for a term expiring at the 2024 Annual Meeting of Stockholders or until their successors shall be duly elected and qualified.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 33 asset managers below reported 7,277,642 for, 60,000 against.

FOR
FOR: 7,277,642AGAINST: 60,000
Largest asset managers voting on “Election of Directors: John D. Chandler” at MATRIX SERVICE CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,204,8920 00For
AEGIS FUNDS1,133,4560 00For
BNY Mellon963,0030 00For
Dimensional930,0830 00For
Royce860,7840 00For
FRANKLIN VALUE INVESTORS TRUST607,0190 00For
RBB FUND, INC.340,9150 00For
Fidelity224,7760 00For
BlackRock218,1590 00For
NEEDHAM FUNDS INC202,5000 00For
AMERICAN BEACON FUNDS181,9060 00For
Invesco91,8970 00For
Russell Investments72,5530 00For
1290 Funds60,2510 00For
BRIDGEWAY FUNDS INC060,000 00Against
Victory Capital41,1990 00For
Nationwide23,0840 00For
T. Rowe Price20,0110 00For
Columbia Threadneedle18,8790 00For
Charles Schwab10,8470 00For
Northern Trust10,6080 00For
Jackson National9,5200 00For
GuideStone8,1000 00For
MASTER INVESTMENT PORTFOLIO7,4330 00For
American Century7,2210 00For

Showing the 25 largest of 33 asset managers. All 33 are in the interactive database (link above).

4. Elect Director: John R. Hewitt

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 18,493,430AGAINST: 224,448
Details: description as filed, official tally, votes by 33 asset managers

Description as filed by funds: Election of Directors: John R. Hewitt

MATRIX SERVICE CO.’s own tally for this item (“Elect Director: John R. Hewitt”): 18,493,430 for, 224,448 against, per its Form 8-K filed November 16, 2023 (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 One - Election of Directors The nominees for election to the Board of Directors were elected to serve for a term expiring at the 2024 Annual Meeting of Stockholders or until their successors shall be duly elected and qualified.”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 33 asset managers below reported 7,337,642 for.

FOR
FOR: 7,337,642
Largest asset managers voting on “Election of Directors: John R. Hewitt” at MATRIX SERVICE CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,204,8920 00For
AEGIS FUNDS1,133,4560 00For
BNY Mellon963,0030 00For
Dimensional930,0830 00For
Royce860,7840 00For
FRANKLIN VALUE INVESTORS TRUST607,0190 00For
RBB FUND, INC.340,9150 00For
Fidelity224,7760 00For
BlackRock218,1590 00For
NEEDHAM FUNDS INC202,5000 00For
AMERICAN BEACON FUNDS181,9060 00For
Invesco91,8970 00For
Russell Investments72,5530 00For
1290 Funds60,2510 00For
BRIDGEWAY FUNDS INC60,0000 00For
Victory Capital41,1990 00For
Nationwide23,0840 00For
T. Rowe Price20,0110 00For
Columbia Threadneedle18,8790 00For
Charles Schwab10,8470 00For
Northern Trust10,6080 00For
Jackson National9,5200 00For
GuideStone8,1000 00For
MASTER INVESTMENT PORTFOLIO7,4330 00For
American Century7,2210 00For

Showing the 25 largest of 33 asset managers. All 33 are in the interactive database (link above).

5. Elect Director: Jose L. Bustamante

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

87% Majority: yes · of votes cast

FOR 87%
FOR: 16,290,998AGAINST: 2,423,821
Details: description as filed, official tally, votes by 33 asset managers

Description as filed by funds: Election of Directors: Jose L. Bustamante

MATRIX SERVICE CO.’s own tally for this item (“Elect Director: Jose L. Bustamante”): 16,290,998 for, 2,423,821 against, per its Form 8-K filed November 16, 2023 (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 One - Election of Directors The nominees for election to the Board of Directors were elected to serve for a term expiring at the 2024 Annual Meeting of Stockholders or until their successors shall be duly elected and qualified.”
Support: 87% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 33 asset managers below reported 7,277,642 for, 60,000 against.

FOR
FOR: 7,277,642AGAINST: 60,000
Largest asset managers voting on “Election of Directors: Jose L. Bustamante” at MATRIX SERVICE CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,204,8920 00For
AEGIS FUNDS1,133,4560 00For
BNY Mellon963,0030 00For
Dimensional930,0830 00For
Royce860,7840 00For
FRANKLIN VALUE INVESTORS TRUST607,0190 00For
RBB FUND, INC.340,9150 00For
Fidelity224,7760 00For
BlackRock218,1590 00For
NEEDHAM FUNDS INC202,5000 00For
AMERICAN BEACON FUNDS181,9060 00For
Invesco91,8970 00For
Russell Investments72,5530 00For
1290 Funds60,2510 00For
BRIDGEWAY FUNDS INC060,000 00Against
Victory Capital41,1990 00For
Nationwide23,0840 00For
T. Rowe Price20,0110 00For
Columbia Threadneedle18,8790 00For
Charles Schwab10,8470 00For
Northern Trust10,6080 00For
Jackson National9,5200 00For
GuideStone8,1000 00For
MASTER INVESTMENT PORTFOLIO7,4330 00For
American Century7,2210 00For

Showing the 25 largest of 33 asset managers. All 33 are in the interactive database (link above).

6. Elect Director: Liane K. Hinrichs

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

87% Majority: yes · of votes cast

FOR 87%
FOR: 16,277,063AGAINST: 2,443,911
Details: description as filed, official tally, votes by 33 asset managers

Description as filed by funds: Election of Directors: Liane K. Hinrichs

MATRIX SERVICE CO.’s own tally for this item (“Elect Director: Liane K. Hinrichs”): 16,277,063 for, 2,443,911 against, per its Form 8-K filed November 16, 2023 (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 One - Election of Directors The nominees for election to the Board of Directors were elected to serve for a term expiring at the 2024 Annual Meeting of Stockholders or until their successors shall be duly elected and qualified.”
Support: 87% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 33 asset managers below reported 7,277,642 for, 60,000 against.

FOR
FOR: 7,277,642AGAINST: 60,000
Largest asset managers voting on “Election of Directors: Liane K. Hinrichs” at MATRIX SERVICE CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,204,8920 00For
AEGIS FUNDS1,133,4560 00For
BNY Mellon963,0030 00For
Dimensional930,0830 00For
Royce860,7840 00For
FRANKLIN VALUE INVESTORS TRUST607,0190 00For
RBB FUND, INC.340,9150 00For
Fidelity224,7760 00For
BlackRock218,1590 00For
NEEDHAM FUNDS INC202,5000 00For
AMERICAN BEACON FUNDS181,9060 00For
Invesco91,8970 00For
Russell Investments72,5530 00For
1290 Funds60,2510 00For
BRIDGEWAY FUNDS INC060,000 00Against
Victory Capital41,1990 00For
Nationwide23,0840 00For
T. Rowe Price20,0110 00For
Columbia Threadneedle18,8790 00For
Charles Schwab10,8470 00For
Northern Trust10,6080 00For
Jackson National9,5200 00For
GuideStone8,1000 00For
MASTER INVESTMENT PORTFOLIO7,4330 00For
American Century7,2210 00For

Showing the 25 largest of 33 asset managers. All 33 are in the interactive database (link above).

7. Elect Director: Martha Z. Carnes

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

89% Majority: yes · of votes cast

FOR 89%
FOR: 16,677,210AGAINST: 2,044,467
Details: description as filed, official tally, votes by 33 asset managers

Description as filed by funds: Election of Directors: Martha Z. Carnes

MATRIX SERVICE CO.’s own tally for this item (“Elect Director: Martha Z. Carnes”): 16,677,210 for, 2,044,467 against, per its Form 8-K filed November 16, 2023 (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 One - Election of Directors The nominees for election to the Board of Directors were elected to serve for a term expiring at the 2024 Annual Meeting of Stockholders or until their successors shall be duly elected and qualified.”
Support: 89% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 33 asset managers below reported 7,277,642 for, 60,000 against.

FOR
FOR: 7,277,642AGAINST: 60,000
Largest asset managers voting on “Election of Directors: Martha Z. Carnes” at MATRIX SERVICE CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,204,8920 00For
AEGIS FUNDS1,133,4560 00For
BNY Mellon963,0030 00For
Dimensional930,0830 00For
Royce860,7840 00For
FRANKLIN VALUE INVESTORS TRUST607,0190 00For
RBB FUND, INC.340,9150 00For
Fidelity224,7760 00For
BlackRock218,1590 00For
NEEDHAM FUNDS INC202,5000 00For
AMERICAN BEACON FUNDS181,9060 00For
Invesco91,8970 00For
Russell Investments72,5530 00For
1290 Funds60,2510 00For
BRIDGEWAY FUNDS INC060,000 00Against
Victory Capital41,1990 00For
Nationwide23,0840 00For
T. Rowe Price20,0110 00For
Columbia Threadneedle18,8790 00For
Charles Schwab10,8470 00For
Northern Trust10,6080 00For
Jackson National9,5200 00For
GuideStone8,1000 00For
MASTER INVESTMENT PORTFOLIO7,4330 00For
American Century7,2210 00For

Showing the 25 largest of 33 asset managers. All 33 are in the interactive database (link above).

8. To Approve Amendment of the Company's 2020 Stock and Incentive Compensation Plan

Official resultFund totals may overlapCAPITAL STRUCTUREReported outcome: Approved

Combines 3 wordings of this item as funds reported it.

89% Approved · of votes cast

FOR 89%
FOR: 16,685,439AGAINST: 2,027,033
Details: description as filed, official tally, votes by 38 asset managers

Description as filed by funds: To consider and vote upon a proposal to amend the Company's 2020 Stock and Incentive Compensation Plan to increase the number of shares of Common Stock of the Company authorized for issuance thereunder from 2,350,000 to 3,975,000.

MATRIX SERVICE CO.’s own tally for this item (“5. To Approve Amendment of the Company's 2020 Stock and Incentive Compensation Plan”): 16,685,439 for, 2,027,033 against — passed, per its Form 8-K filed November 16, 2023 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The results were as follows: Proposal Five - To Approve Amendment of the Company's 2020 Stock and Incentive Compensation Plan The stockholders voted to approve the amendment of the Company's 2020 Stock and Incentive Compensation Plan to increase the number of shares of Common Stock of the Company a…”
Support: 89% 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: 33 asset managers voting on “To consider and vote upon a proposal to amend the Company's 2020 Stock and Incentive Compensation Plan to incr” at MATRIX SERVICE CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,204,8920 00For
AEGIS FUNDS01,133,456 00Against
BNY Mellon963,0030 00For
Dimensional930,0830 00For
Royce860,7840 00For
FRANKLIN VALUE INVESTORS TRUST607,0190 00For
RBB FUND, INC.340,9150 00For
Fidelity224,7760 00For
BlackRock218,1590 00For
NEEDHAM FUNDS INC202,5000 00For
AMERICAN BEACON FUNDS181,9060 00For
Invesco91,8970 00For
Russell Investments72,5530 00For
1290 Funds60,2510 00For
BRIDGEWAY FUNDS INC60,0000 00For
Victory Capital41,1990 00For
Adirondack Funds26,4700 00For
Nationwide23,0840 00For
T. Rowe Price20,0110 00For
Columbia Threadneedle18,8790 00For
Charles Schwab10,8470 00For
Northern Trust10,6080 00For
Jackson National9,5200 00For
GuideStone8,1000 00For
MASTER INVESTMENT PORTFOLIO7,4330 00For

Fund voting reports, all 33 managers: 6,220,635 for, 1,140,677 against. Showing the 25 largest; every one is in the interactive database (link above).

Institutional-manager reports: 5 asset managers voting on “To consider and vote upon a proposal to amend the Company's 2020 Stock and Incentive Compensation Plan to incr” at MATRIX SERVICE CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
WESTERLY CAPITAL MANAGEMENT, LLC590,0000 00For
1492 Capital Management LLC174,3770 00For
ALGERT GLOBAL LLC5,5600 00For
King Wealth Management Group00 2,8000Abstain
WEDGE CAPITAL MANAGEMENT L L P/NC2720 00For

Institutional-manager reports, all 5 managers: 770,209 for, 2,800 abstained.

9. Advisory Vote to Approve Named Executive Officer Compensation

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

Combines 3 wordings of this item as funds reported it.

82% Approved · of votes cast

FOR 82%AGAINST
FOR: 15,259,125AGAINST: 3,408,660
Details: description as filed, official tally, votes by 83 asset managers

Description as filed by funds: Advisory vote on named executive of officer compensation.

MATRIX SERVICE CO.’s own tally for this item (“3. Advisory Vote to Approve Named Executive Officer Compensation”): 15,259,125 for, 3,408,660 against — passed, per its Form 8-K filed November 16, 2023 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal Three - Advisory Vote to Approve Named Executive Officer Compensation The stockholders voted to approve, on an advisory basis, named executive officer compensation for fiscal 2023.”
Support: 82% 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: 33 asset managers voting on “Advisory vote on named executive of officer compensation.” at MATRIX SERVICE CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,204,8920 00For
AEGIS FUNDS01,133,456 00Against
BNY Mellon963,0030 00For
Dimensional0930,083 00Against
Royce860,7840 00For
FRANKLIN VALUE INVESTORS TRUST607,0190 00For
RBB FUND, INC.340,9150 00For
Fidelity224,7760 00For
BlackRock218,1590 00For
NEEDHAM FUNDS INC202,5000 00For
AMERICAN BEACON FUNDS181,9060 00For
Invesco91,8970 00For
Russell Investments072,553 00Against
1290 Funds60,2510 00For
BRIDGEWAY FUNDS INC60,0000 00For
Victory Capital41,1990 00For
Adirondack Funds26,4700 00For
Nationwide23,0840 00For
T. Rowe Price20,0110 00For
Columbia Threadneedle18,8790 00For
Charles Schwab10,8470 00For
Northern Trust10,6080 00For
Jackson National09,520 00Against
GuideStone8,1000 00For
MASTER INVESTMENT PORTFOLIO7,4330 00For

Fund voting reports, all 33 managers: 5,196,708 for, 2,164,604 against. Showing the 25 largest; every one is in the interactive database (link above).

Institutional-manager reports: 65 asset managers voting on “Advisory vote on named executive of officer compensation.” at MATRIX SERVICE CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
FIRST WILSHIRE SECURITIES MANAGEMENT INC1,969,2850 00For
Harvey Partners, LLC1,657,0000 00For
Newton Investment Management North America, LLC1,380,3670 00For
BlackRock662,6930 00For
FRANKLIN MUTUAL ADVISERS LLC607,0190 00For
WESTERLY CAPITAL MANAGEMENT, LLC590,0000 00For
Royce448,9750 00For
Stanley-Laman Group, Ltd.0387,012 00Against
GEODE CAPITAL MANAGEMENT, LLC250,7120 00For
1492 Capital Management LLC174,3770 00For
Dimensional0158,221 00Against
ACADIAN ASSET MANAGEMENT LLC148,2510 00For
OREGON PUBLIC EMPLOYEES RETIREMENT FUND0136,723 00Against
DE Shaw125,7940 00For
JACOBS LEVY EQUITY MANAGEMENT, INC105,3650 00For
Renaissance98,0120 00For
State Street96,8970 00For
EAM Investors, LLC92,4750 00For
Invesco91,8970 00For
PNC BANK, NATIONAL ASSOCIATION084,000 00Against
Keene & Associates, Inc.79,9340 00For
Victory Capital65,2990 00For
AEGIS FINANCIAL CORP064,497 00Against
Two Sigma58,8600 00For
Citadel52,5750 00For

Institutional-manager reports, all 65 managers: 8,978,109 for, 899,520 against, 32,756 abstained, 2,392 not voted. Showing the 25 largest; every one is in the interactive database (link above).

10. Advisory vote on frequency of future advisory votes on named executive officer compensation.

No official matchFund totals may overlapSECTION 14A SAY-ON-PAY VOTES

Combines 2 wordings of this item as funds reported it.

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

1 YEAR
Details: votes by 64 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 vote on frequency of future advisory votes on named executive officer compensation.” at MATRIX SERVICE CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard00 00--
BNY Mellon00 00--
Dimensional00 00--
Royce00 00--
FRANKLIN VALUE INVESTORS TRUST00 00--
RBB FUND, INC.00 00--
Fidelity00 00--
BlackRock00 00--
AMERICAN BEACON FUNDS00 00--
Invesco00 00--
Russell Investments00 00--
1290 Funds00 00--
BRIDGEWAY FUNDS INC00 00--
Victory Capital00 00--
Adirondack Funds26,4700 00For
Nationwide00 00--
T. Rowe Price00 00--
Columbia Threadneedle00 00--
Charles Schwab00 00--
Northern Trust00 00--
GuideStone00 00--
MASTER INVESTMENT PORTFOLIO00 00--
American Century00 00--
Lincoln Financial00 00--
Equitable00 00--

Fund voting reports, all 28 managers: 26,470 for, 5,039,628 1 year, 939,537 3 year. Showing the 25 largest; every one is in the interactive database (link above).

Institutional-manager reports: 49 asset managers voting on “Advisory vote on frequency of future advisory votes on named executive officer compensation.” at MATRIX SERVICE CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
FIRST WILSHIRE SECURITIES MANAGEMENT INC00 00--
Harvey Partners, LLC00 00--
Newton Investment Management North America, LLC00 00--
BlackRock00 00--
FRANKLIN MUTUAL ADVISERS LLC00 00--
Royce00 00--
GEODE CAPITAL MANAGEMENT, LLC00 00--
1492 Capital Management LLC174,3770 00For
Dimensional00 00--
ACADIAN ASSET MANAGEMENT LLC00 00--
OREGON PUBLIC EMPLOYEES RETIREMENT FUND00 00--
DE Shaw00 00--
JACOBS LEVY EQUITY MANAGEMENT, INC00 00--
Renaissance00 00--
State Street00 00--
EAM Investors, LLC00 00--
Invesco00 00--
Victory Capital00 00--
Two Sigma00 00--
Citadel00 00--
T. Rowe Price00 00--
STATE OF WISCONSIN INVESTMENT BOARD00 00--
Russell Investments00 00--
Point7200 00--
Charles Schwab00 00Not Voted

Institutional-manager reports, all 49 managers: 178,877 for, 2,392 not voted, 8,270,754 1 year, 158,221 3 year. Showing the 25 largest; every one is in the interactive database (link above).

11. Advisory vote on frequency of future advisory vote on named executive officer compensation

No official matchFund totals may overlapSECTION 14A SAY-ON-PAY VOTES

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

1 YEAR
Details: votes by 17 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).

Fund voting reports: 5 asset managers voting on “Advisory vote on frequency of future advisory vote on named executive officer compensation” at MATRIX SERVICE CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
AEGIS FUNDS00 00--
NEEDHAM FUNDS INC00 00--
Jackson National00 00--
Allianz00 00--
John Hancock00 00--

Fund voting reports, all 5 managers: 1,336,619 1 year, 19,058 3 year.

Institutional-manager reports: 11 asset managers voting on “Advisory vote on frequency of future advisory vote on named executive officer compensation” at MATRIX SERVICE CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Stanley-Laman Group, Ltd.00 00--
PNC BANK, NATIONAL ASSOCIATION00 00--
AEGIS FINANCIAL CORP00 00--
Pacific Ridge Capital Partners, LLC00 29,9560Abstain
Northern Trust00 00--
BOKF, NA00 00--
OPPENHEIMER & CO INC00 00--
ARDSLEY ADVISORY PARTNERS LP00 00--
INTRUST BANK NA00 00--
COMMERCE BANK00 00--
TUDOR INVESTMENT CORP ET AL00 00--

Institutional-manager reports, all 11 managers: 29,956 abstained, 551,392 1 year, 2,923 3 year.

12. Ratification of Selection of Independent Registered Public Accounting Firm The proposal to ratify the appointment of…

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 3 wordings of this item as funds reported it.

98% Approved · of votes cast

FOR 98%
FOR: 23,227,203AGAINST: 500,707
Details: description as filed, official tally, votes by 34 asset managers

Description as filed by funds: To ratify the engagement of Deloitte & Touche LLP as the Company's independent registered public accounting firm for fiscal 2024.

MATRIX SERVICE CO.’s own tally for this item (“2. Ratification of Selection of Independent Registered Public Accounting Firm The proposal to ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for fiscal 2024”): 23,227,203 for, 500,707 against — passed, per its Form 8-K filed November 16, 2023 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal Two - Ratification of Selection of Independent Registered Public Accounting Firm The proposal to ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for fiscal 2024 was approved.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 34 asset managers below reported 7,364,112 for.

FOR
FOR: 7,364,112
Largest asset managers voting on “To ratify the engagement of Deloitte & Touche LLP as the Company's independent registered public accounting fi” at MATRIX SERVICE CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,204,8920 00For
AEGIS FUNDS1,133,4560 00For
BNY Mellon963,0030 00For
Dimensional930,0830 00For
Royce860,7840 00For
FRANKLIN VALUE INVESTORS TRUST607,0190 00For
RBB FUND, INC.340,9150 00For
Fidelity224,7760 00For
BlackRock218,1590 00For
NEEDHAM FUNDS INC202,5000 00For
AMERICAN BEACON FUNDS181,9060 00For
Invesco91,8970 00For
Russell Investments72,5530 00For
1290 Funds60,2510 00For
BRIDGEWAY FUNDS INC60,0000 00For
Victory Capital41,1990 00For
Adirondack Funds26,4700 00For
Nationwide23,0840 00For
T. Rowe Price20,0110 00For
Columbia Threadneedle18,8790 00For
Charles Schwab10,8470 00For
Northern Trust10,6080 00For
Jackson National9,5200 00For
GuideStone8,1000 00For
MASTER INVESTMENT PORTFOLIO7,4330 00For

Showing the 25 largest of 34 asset managers. All 34 are in the interactive database (link above).

Largest MATRIX SERVICE 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 27,213,702 shares outstanding at the time of that meeting.

Fund voting reports: top MATRIX SERVICE CO. shareholders by shares voted on “Advisory vote on named executive of officer compensation.”, 2023-2024
#Asset manager % of shares outstanding
1Vanguard 4.43%
2AEGIS FUNDS 4.17%
3BNY Mellon 3.54%
4Dimensional 3.42%
5Royce 3.16%
6FRANKLIN VALUE INVESTORS TRUST 2.23%
7RBB FUND, INC. 1.25%
8Fidelity 0.83%
9BlackRock 0.80%
10NEEDHAM FUNDS INC 0.74%
Institutional-manager reports: top MATRIX SERVICE CO. shareholders by shares voted on “Advisory vote on named executive of officer compensation.”, 2023-2024
#Asset manager % of shares outstanding
1FIRST WILSHIRE SECURITIES MANAGEMENT INC 7.24%
2Harvey Partners, LLC 6.09%
3Newton Investment Management North America, LLC 5.07%
4BlackRock 2.44%
5FRANKLIN MUTUAL ADVISERS LLC 2.23%
6WESTERLY CAPITAL MANAGEMENT, LLC 2.17%
7Royce 1.65%
8Stanley-Laman Group, Ltd. 1.42%
9GEODE CAPITAL MANAGEMENT, LLC 0.92%
101492 Capital Management LLC 0.64%

Reported MATRIX SERVICE 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.

MATRIX SERVICE CO. holdings and ownership disclosed for the 2023-2024 proxy season
Holder % outstanding Disclosure
BlackRock 12.14% 13F
Vanguard Group 5.60% 13F
Harvey Partners, LLC 5.25% DEF14A
NEEDHAM INVESTMENT MANAGEMENT LLC 5.22% 13G
First Wilshire Securities Management, Inc. 4.95% 13G
Azarias Capital Management, L.P. 4.47% 13G
Dimensional Fund Advisors 4.30% 13F
Franklin Templeton 1.89% 13F
BNY Mellon 1.87% 13F
Millennium Management 1.53% 13F

Percentages above are of 27,213,702 shares outstanding, as reported by MATRIX SERVICE CO. on its Form 10-Q dated November 8, 2023 (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.

Related

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 MATRIX SERVICE CO.’s 10-Q dated November 8, 2023. This page is a static snapshot rebuilt weekly on November 8, 2026; a live search always shows the current data.

MATRIX SERVICE CO. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.

Cite this page

proxyvotesnow.com, “MATRIX SERVICE (MTRX) 2023 Annual Meeting (2023-2024 season)”, https://proxyvotesnow.com/company/matrix-service-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.