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MODEL N INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and MODEL N INC.’s Form 8-K, filed 2024-02-16 (Item 5.07 on EDGAR). Page generated 02 October 2026.

  • 12Reported items
  • 256Asset managers
  • 1,917Fund votes
  • 2024-02-15Main meeting date

Proxy season: 2023-2024

Explore MODEL N INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by MODEL N INC.

These tallies are MODEL N INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2024-02-16 (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.

MODEL N INC. — official shareholder meeting results, meeting held 2024-02-15
Ballot itemForAgainst AbstainWithheldBroker non-votesOutcome
Elect Director: Baljit Dail 31,131,800---- 836,0502,699,268 Majority: yes
Elect Director: Melissa Fisher 31,351,741---- 616,1092,699,268 Majority: yes
Elect Director: Alan Henricks 31,321,087---- 646,7632,699,268 Majority: yes

Source: MODEL N INC., Form 8-K, filed with the SEC on 2024-02-16 — read the filing on EDGAR.

How asset managers voted at the MODEL N INC. 2023-2024 meetings

Each item below shows how the 256 asset managers that disclosed a MODEL N 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 MODEL N 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. To approve a non-binding advisory vote on the compensation of our named executive officers as disclosed in the proxy statement.

SECTION 14A SAY-ON-PAY VOTESCOMPENSATION

Meeting held 2024-02-15.

Combines 6 wordings of this item as funds reported it.

99.0% fund support · no official result

FOR 99.0%

The 205 asset managers below cast 99.0% 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: 99.1%AGAINST: 0.9%ABSTAIN: 0.0%NOT VOTED: 0.0%
Largest asset managers voting on “To approve a non-binding advisory vote on the compensation of our named executive officers as disclosed in the” at MODEL N INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Neuberger Berman5,718,7280 00For
Artisan4,434,8380 00For
Vanguard2,709,4010 00For
Clearbridge Investments, LLC2,683,8690 00For
BlackRock2,647,1530 00For
CONESTOGA FUNDS2,646,8140 00For
Legg Mason2,302,2360 00For
T. Rowe Price1,488,5340 00For
First Light Asset Management, LLC1,409,4830 00For
Conestoga Capital Advisors, LLC1,109,2360 00For
State Street936,1660 00For
RIVERBRIDGE PARTNERS LLC813,2637,280 00For
Fidelity799,2100 00For
GEODE CAPITAL MANAGEMENT, LLC740,6520 00For
Ranger Investment Management, L.P.723,5090 00For
Charles Schwab554,4100 00For
BBH Trust500,0000 00For
Dimensional339,5330 00For
Nuveen329,9360 00For
OLD WESTBURY FUNDS INC324,4210 00For
TIAA320,8060 00For
NICHOLAS Ltd EDITION, INC.280,1790 00For
Renaissance267,3270 00For
Columbia Threadneedle260,9000 00For
NEW YORK STATE COMMON RETIREMENT FUND260,3210 00For

Showing the 25 largest of 205 asset managers. See all 205 in the interactive database.

2. To approve, on a non-binding advisory basis, the compensation that may be paid or become payable to Model N's named executive that is based on or otherwise relates to the Merger.

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2024-06-25; no official results are on file for this meeting.

Combines 8 wordings of this item as funds reported it.

91% fund support · no official result

FOR 91%9%

The 194 asset managers below cast 91% 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: 90.8%AGAINST: 9.1%ABSTAIN: 0.1%
Largest asset managers voting on “To approve, on a non-binding advisory basis, the compensation that may be paid or become payable to Model N's ” at MODEL N INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Fort Baker Capital Management LP8,200,5000 00For
Clearbridge Investments, LLC2,841,9760 00For
Vanguard2,825,6570 00For
CONESTOGA FUNDS02,707,989 00Against
BlackRock2,458,7150 00For
Legg Mason2,408,5790 00For
Fidelity1,480,2960 00For
Man Group plc1,269,5200 00For
WATER ISLAND CAPITAL LLC1,113,0490 00For
Conestoga Capital Advisors, LLC72,1251,018,286 00Against
State Street961,5380 00For
Irenic Capital Management LP920,9000 00For
GLAZER CAPITAL, LLC908,1400 00For
ARBITRAGE FUNDS904,8800 00For
TIG Advisors, LLC904,1580 00For
GEODE CAPITAL MANAGEMENT, LLC806,3300 00For
Ranger Investment Management, L.P.749,1080 00For
Kite Lake Capital Management (UK) LLP600,0000 00For
Charles Schwab580,4560 00For
Renaissance578,7370 00For
AQR393,6970 00For
Northern Trust349,6050 00For
Samson Rock Capital LLP346,3960 00For
BBH Trust340,0000 00For
Nuveen329,1240 00For

Showing the 25 largest of 194 asset managers. See all 194 in the interactive database.

3. Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending September 30, 2024.

AUDIT-RELATED

Meeting held 2024-02-15.

Combines 3 wordings of this item as funds reported it.

99.9% fund support · no official result

FOR 99.9%

The 72 asset managers below cast 99.9% of the shares they voted on this item FOR (18,423,473 for, 116 against).

FOR: 18,423,473 (100.0%)AGAINST: 116 (0.0%)ABSTAIN: 7,846 (0.0%)
Largest asset managers voting on “Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting ” at MODEL N INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
CONESTOGA FUNDS2,646,8140 00For
Vanguard2,609,7120 00For
Neuberger Berman2,324,5350 00For
Legg Mason2,302,2360 00For
Artisan1,926,2790 00For
BlackRock1,022,8790 00For
Fidelity798,2600 00For
T. Rowe Price603,4800 00For
BBH Trust500,0000 00For
OLD WESTBURY FUNDS INC324,4210 00For
TIAA320,8060 00For
Dimensional288,7700 00For
NICHOLAS Ltd EDITION, INC.280,1790 00For
Charles Schwab277,2050 00For
Columbia Threadneedle260,9000 00For
Brighthouse225,6730 7,8460For
Russell Investments154,1350 00For
HOMESTEAD FUNDS INC134,9000 00For
MADISON FUNDS133,7290 00For
State Street131,2643 00For
Equitable114,3550 00For
Federated Hermes91,1050 00For
AMERICAN BEACON FUNDS81,4520 00For
LKCM Funds71,8970 00For
Transamerica70,9330 00For

Showing the 25 largest of 72 asset managers. See all 72 in the interactive database.

4. Election of Class II Directors: Alan Henricks

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2024-02-15.

Combines 5 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 31,321,087WITHHELD: 646,763

MODEL N INC.’s own tally for this item (“Elect Director: Alan Henricks”): 31,321,087 for, 646,763 withheld, per its Form 8-K filed 2024-02-16 (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 39,032,000 outstanding shares: 80% for, 2% withheld (82% of the company cast a for/withheld vote).

The 71 asset managers below cast 100% of the shares they voted on this item FOR (18,409,921 for, 0 against).

FOR 99.9%
FOR: 18,409,921 (100.0%)ABSTAIN: 7,855 (0.0%)
Largest asset managers voting on “Election of Class II Directors: Alan Henricks” at MODEL N INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
CONESTOGA FUNDS2,646,8140 00For
Vanguard2,609,7120 00For
Neuberger Berman2,324,5350 00For
Legg Mason2,302,2360 00For
Artisan1,926,2790 00For
BlackRock1,022,8790 00For
Fidelity798,2600 00For
T. Rowe Price603,4800 00For
BBH Trust500,0000 00For
OLD WESTBURY FUNDS INC324,4210 00For
TIAA320,8060 00For
Dimensional288,7700 00For
NICHOLAS Ltd EDITION, INC.280,1790 00For
Charles Schwab277,2050 00For
Columbia Threadneedle260,9000 00For
Brighthouse225,6730 7,8460For
Russell Investments154,1350 00For
HOMESTEAD FUNDS INC134,9000 00For
MADISON FUNDS133,7290 00For
State Street131,2580 90For
Equitable114,3550 00For
Federated Hermes91,1050 00For
AMERICAN BEACON FUNDS81,4520 00For
LKCM Funds71,8970 00For
Transamerica70,9330 00For

Showing the 25 largest of 71 asset managers. See all 71 in the interactive database.

5. Election of Class II Directors: Baljit Dail

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2024-02-15.

Combines 5 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 31,131,800WITHHELD: 836,050

MODEL N INC.’s own tally for this item (“Elect Director: Baljit Dail”): 31,131,800 for, 836,050 withheld, per its Form 8-K filed 2024-02-16 (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 39,032,000 outstanding shares: 80% for, 2% withheld (82% of the company cast a for/withheld vote).

The 71 asset managers below cast 100% of the shares they voted on this item FOR (18,347,722 for, 0 against).

FOR 99.6%
FOR: 18,347,722 (99.6%)ABSTAIN: 70,054 (0.4%)
Largest asset managers voting on “Election of Class II Directors: Baljit Dail” at MODEL N INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
CONESTOGA FUNDS2,646,8140 00For
Vanguard2,609,7120 00For
Neuberger Berman2,324,5350 00For
Legg Mason2,302,2360 00For
Artisan1,926,2790 00For
BlackRock1,022,8790 00For
Fidelity798,2600 00For
T. Rowe Price603,4800 00For
BBH Trust500,0000 00For
OLD WESTBURY FUNDS INC324,4210 00For
TIAA320,8060 00For
Dimensional288,7700 00For
NICHOLAS Ltd EDITION, INC.280,1790 00For
Charles Schwab277,2050 00For
Columbia Threadneedle260,9000 00For
Brighthouse225,6730 7,8460For
Russell Investments154,1350 00For
HOMESTEAD FUNDS INC134,9000 00For
MADISON FUNDS133,7290 00For
State Street131,2580 90For
Equitable73,4430 40,9120For
Federated Hermes91,1050 00For
AMERICAN BEACON FUNDS81,4520 00For
LKCM Funds71,8970 00For
Transamerica70,9330 00For

Showing the 25 largest of 71 asset managers. See all 71 in the interactive database.

6. Election of Class II Directors: Melissa Fisher

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2024-02-15.

Combines 5 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 31,351,741WITHHELD: 616,109

MODEL N INC.’s own tally for this item (“Elect Director: Melissa Fisher”): 31,351,741 for, 616,109 withheld, per its Form 8-K filed 2024-02-16 (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 39,032,000 outstanding shares: 80% for, 2% withheld (82% of the company cast a for/withheld vote).

The 71 asset managers below cast 100% of the shares they voted on this item FOR (18,409,921 for, 0 against).

FOR 99.9%
FOR: 18,409,921 (100.0%)ABSTAIN: 7,855 (0.0%)
Largest asset managers voting on “Election of Class II Directors: Melissa Fisher” at MODEL N INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
CONESTOGA FUNDS2,646,8140 00For
Vanguard2,609,7120 00For
Neuberger Berman2,324,5350 00For
Legg Mason2,302,2360 00For
Artisan1,926,2790 00For
BlackRock1,022,8790 00For
Fidelity798,2600 00For
T. Rowe Price603,4800 00For
BBH Trust500,0000 00For
OLD WESTBURY FUNDS INC324,4210 00For
TIAA320,8060 00For
Dimensional288,7700 00For
NICHOLAS Ltd EDITION, INC.280,1790 00For
Charles Schwab277,2050 00For
Columbia Threadneedle260,9000 00For
Brighthouse225,6730 7,8460For
Russell Investments154,1350 00For
HOMESTEAD FUNDS INC134,9000 00For
MADISON FUNDS133,7290 00For
State Street131,2580 90For
Equitable114,3550 00For
Federated Hermes91,1050 00For
AMERICAN BEACON FUNDS81,4520 00For
LKCM Funds71,8970 00For
Transamerica70,9330 00For

Showing the 25 largest of 71 asset managers. See all 71 in the interactive database.

7. TO ADJOURN THE SPECIAL MEETING OF STOCKHOLDERS TO A LATER DATE OR DATES AS PROVIDED IN THE MERGER AGREEMENT, IF NECESSARY OR APPROPRIATE, INCLUDING TO SOLICIT ADDITIONAL VOTES IF THERE ARE INSUFFICIENT VOTES TO ADOPT THE MERGER AGREEMENT AT THE TIME OF THE SPECIAL MEETING OF STOCKHOLDERS.

CORPORATE GOVERNANCE

Meeting held 2024-06-25; no official results are on file for this meeting.

Combines 2 wordings of this item as funds reported it.

74% fund support · no official result

FOR 74%AGAINST 26%

The 66 asset managers below cast 74% of the shares they voted on this item FOR (10,352,305 for, 3,633,060 against).

FOR: 10,352,305 (73.8%)AGAINST: 3,633,060 (25.9%)ABSTAIN: 48,723 (0.3%)
Largest asset managers voting on “TO ADJOURN THE SPECIAL MEETING OF STOCKHOLDERS TO A LATER DATE OR DATES AS PROVIDED IN THE MERGER AGREEMENT, I” at MODEL N INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard2,718,7030 00For
CONESTOGA FUNDS02,707,989 00Against
Legg Mason2,408,5790 00For
BlackRock1,190,0780 00For
ARBITRAGE FUNDS904,8800 00For
Fidelity115,339746,532 00Against
BBH Trust340,0000 00For
TIAA328,1150 00For
Charles Schwab290,2280 00For
NICHOLAS Ltd EDITION, INC.280,1790 00For
Columbia Threadneedle255,5250 00For
AQR184,7680 00For
Russell Investments165,4810 00For
State Street12,397134,559 00Against
Equitable88,0410 40,8840For
Dimensional94,5340 00For
HOMESTEAD FUNDS INC86,8000 00For
QUANTITATIVE MASTER SERIES LLC73,5990 00For
Transamerica64,1980 00For
Harbor Funds II61,3320 00For
AltShares Trust57,3090 00For
MoA Funds Corp52,9320 00For
Morningstar Funds Trust48,1940 00For
RBC FUNDS TRUST45,5620 00For
BCM Focus Funds40,0000 00For

Showing the 25 largest of 66 asset managers. See all 66 in the interactive database.

8. To adopt the Agreement and Plan of Merger (the "Merger Agreement"), dated April 7, 2024, by and among Model N, Inc. ("Model N"), Mountain Parent, LLC, a Delaware limited liability company ("Parent"), and Mountain Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which, Merger Sub will merge with and into Model N (the "Merger"), whereupon t

EXTRAORDINARY TRANSACTIONS

Meeting held 2024-06-25; no official results are on file for this meeting.

Combines 2 wordings of this item as funds reported it.

81% fund support · no official result

FOR 80%AGAINST 19%

The 66 asset managers below cast 81% of the shares they voted on this item FOR (11,287,684 for, 2,707,989 against).

FOR: 11,287,684 (80.4%)AGAINST: 2,707,989 (19.3%)ABSTAIN: 40,884 (0.3%)
Largest asset managers voting on “To adopt the Agreement and Plan of Merger (the "Merger Agreement"), dated April 7, 2024, by and among Model N,” at MODEL N INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard2,718,7030 00For
CONESTOGA FUNDS02,707,989 00Against
Legg Mason2,408,5790 00For
BlackRock1,190,0780 00For
ARBITRAGE FUNDS904,8800 00For
Fidelity861,8710 00For
BBH Trust340,0000 00For
TIAA328,1150 00For
Charles Schwab290,2280 00For
NICHOLAS Ltd EDITION, INC.280,1790 00For
Columbia Threadneedle255,5250 00For
AQR184,7680 00For
Russell Investments165,4810 00For
State Street146,9560 00For
Equitable88,0410 40,8840For
Dimensional94,5340 00For
HOMESTEAD FUNDS INC86,8000 00For
QUANTITATIVE MASTER SERIES LLC73,5990 00For
Transamerica64,1980 00For
Harbor Funds II61,3320 00For
AltShares Trust57,3090 00For
MoA Funds Corp52,9320 00For
Morningstar Funds Trust48,1940 00For
RBC FUNDS TRUST45,5620 00For
BCM Focus Funds40,0000 00For

Showing the 25 largest of 66 asset managers. See all 66 in the interactive database.

9. 14A Executive Compensation

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2024-02-15.

90% fund support · no official result

FOR 90%10%

The 3 asset managers below cast 90% of the shares they voted on this item FOR (55,682 for, 6,046 against).

FOR: 55,682 (90.2%)AGAINST: 6,046 (9.8%)
Largest asset managers voting on “14A Executive Compensation” at MODEL N INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Summit Creek Advisors LLC54,9160 00For
Cornerstone Investment Partners, LLC766,046 00Against
Granite Investment Partners, LLC6900 00For

10. Advisory Vote to Ratify Named Executive Officers' Compensation

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2024-02-15.

97% fund support · no official result

FOR 97%

The 3 asset managers below cast 97% of the shares they voted on this item FOR (27,852 for, 836 against).

FOR: 27,852 (97.1%)AGAINST: 836 (2.9%)
Largest asset managers voting on “Advisory Vote to Ratify Named Executive Officers' Compensation” at MODEL N INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
JPMorgan24,7260 00For
ALGERT GLOBAL LLC3,1260 00For
Desjardins Global Asset Management Inc.0836 00Against

11. Advisory Vote on Golden Parachutes

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2024-06-25; no official results are on file for this meeting.

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (15,081 for, 0 against).

FOR: 15,081 (100.0%)
Largest asset managers voting on “Advisory Vote on Golden Parachutes” at MODEL N INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
JPMorgan14,2890 00For
Desjardins Global Asset Management Inc.7920 00For

12. To approve, on a non-binding advisory basis, the compensation that may be paid or become paybale to Model N's named executive that is based on or otherwise relates to the Merger

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2024-06-25; no official results are on file for this meeting.

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (246 for, 0 against).

FOR: 246 (100.0%)
Largest asset managers voting on “To approve, on a non-binding advisory basis, the compensation that may be paid or become paybale to Model N's ” at MODEL N INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Orion Porfolio Solutions, LLC1230 00For
Orion Portfolio Solutions, LLC1230 00For

Largest MODEL N INC. shareholders voting in 2023-2024

Ranked by the number of MODEL N INC. shares each manager voted on the most widely held ballot item of the 2023-2024 meeting, shown as a share of the 39,032,000 shares outstanding at the time of that meeting.

Top MODEL N INC. shareholders by shares voted, 2023-2024
#Asset manager % of shares outstanding
1Neuberger Berman 14.65%
2Artisan 11.36%
3Vanguard 6.94%
4Clearbridge Investments, LLC 6.88%
5BlackRock 6.78%
6CONESTOGA FUNDS 6.78%
7Legg Mason 5.90%
8T. Rowe Price 3.81%
9First Light Asset Management, LLC 3.61%
10Conestoga Capital Advisors, LLC 2.84%

Reported MODEL N INC. ownership

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

MODEL N INC. beneficial owners on record for the 2023-2024 proxy season
Holder % outstanding Disclosure
ClearBridge Investments, LLC 6.97% 13G
The Vanguard Group 6.95% 13G
State Street 2.49% 13F
Renaissance Technologies 1.93% 13F
Dimensional Fund Advisors 1.20% 13F
Northern Trust 1.19% 13F
Nuveen 0.86% 13F
Charles Schwab 0.74% 13F
Millennium Management 0.64% 13F
Two Sigma 0.47% 13F

Percentages above are of 39,032,000 shares outstanding, as reported by MODEL N INC. on its Form 10-Q dated 2023-12-31 (see the filing on EDGAR). This is the count contemporaneous with the 2023-2024 meeting, so the percentages are the ones that were true then, not ones restated against today’s share count.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered investment companies and institutional managers disclose how they voted every proxy, and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from MODEL N INC.’s 10-Q dated 2023-12-31. This page is a static snapshot rebuilt weekly on 02 October 2026; a live search always shows the current data.

At MODEL N INC.'s 2 shareholder meetings in the 2023-2024 proxy season (held 2024-02-15 and 2024-06-25), 256 asset managers reported how they voted in their SEC Form N-PX filings, covering 1,917 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. MODEL N INC.'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 — To approve a non-binding advisory vote on the compensation of our named executive officers as… — the reporting funds cast 99.0% of the shares they voted in favour (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). That is the aggregate of those managers' own N-PX disclosures, not the company's certified result, and the funds are a subset of all shareholders.

MODEL N INC. proxy season coverage: 2023-2024 (this page).