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NCINO INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and NCINO INC.’s Form 8-K, filed 2024-06-24 (Item 5.07 on EDGAR). Page generated 02 October 2026.

  • 8Reported items
  • 271Asset managers
  • 1,926Fund votes
  • 2024-06-20Meeting date

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

Explore NCINO INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by NCINO INC.

These tallies are NCINO INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2024-06-24 (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.

NCINO INC. — official shareholder meeting results, meeting held 2024-06-20
Ballot itemForAgainst AbstainWithheldBroker non-votesOutcome
Elect Director: Pam Kilday 85,300,66612,572,94463,672 --8,160,348 Majority: yes
Elect Director: Pierre Naudé 86,547,92811,333,95055,404 --8,160,348 Majority: yes
Elect Director: William Ruh 83,359,03114,511,54566,706 --8,160,348 Majority: yes
Proposal 2: Ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending January 31, 2025. 104,966,5221,046,595842,513 ---- Majority: yes
Proposal 3: Advisory vote to approve the compensation paid to the Company's named executive officers. 87,401,0703,741,2326,794,980 --8,160,348 Majority: yes
Proposal 4: Approval of an amendment to the Company's Certificate of Incorporation to provide for the exculpation of officers as permitted by Delaware law and to make certain conforming name changes. 86,260,16711,585,00292,113 --8,160,348 Majority: yes
Proposal 5: Stockholder proposal regarding Board declassification . 52,540,35745,254,679142,246 --8,160,348 Majority: yes

This meeting is also recorded here as 2024-06-18; both records come from the same filing, so the date should be checked against it.

Source: NCINO INC., Form 8-K, filed with the SEC on 2024-06-24 — read the filing on EDGAR.

How asset managers voted at the NCINO INC. 2023-2024 meeting

Each item below shows how the 271 asset managers that disclosed a NCINO 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 NCINO 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. APPROVAL, ON A NON-BINDING, ADVISORY BASIS, OF THE COMPENSATION PAID TO THE COMPANY'S NAMED EXECUTIVE OFFICERS (OR NEOS).

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

Combines 16 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 87,401,070AGAINST: 3,741,232

NCINO INC.’s own tally for this item (“Proposal 3: Advisory vote to approve the compensation paid to the Company's named executive officers.”): 87,401,070 for, 3,741,232 against, per its Form 8-K filed 2024-06-24 (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 114,339,887 outstanding shares: 76% for, 3% against (80% of the company cast a for/against vote).

The 268 asset managers below cast 95% 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 total votes cast at the meeting.

FOR 89%
FOR: 89.2%AGAINST: 4.4%ABSTAIN: 6.3%NOT VOTED: 0.0%UNKNOWN: 0.0%
Largest asset managers voting on “APPROVAL, ON A NON-BINDING, ADVISORY BASIS, OF THE COMPENSATION PAID TO THE COMPANY'S NAMED EXECUTIVE OFFICERS” at NCINO INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Insight Holdings Group, LLC25,013,4670 00For
Vanguard7,799,1830 00For
HMI Capital Management, L.P.00 6,577,6870Abstain
Virtus4,884,3910 00For
JPMorgan3,962,8120 00For
Fidelity3,840,4950 00For
Capital Group1033,247,886 00Against
KAYNE ANDERSON RUDNICK INVESTMENT MANAGEMENT LLC2,865,96910,903 00For
SOMA EQUITY PARTNERS LP2,685,0540 00For
BlackRock2,562,8100 00For
T. Rowe Price2,259,2610 00For
BROWN CAPITAL MANAGEMENT LLC1,784,9100 00For
Ghisallo Capital Management LLC1,773,5390 00For
American Century1,640,1190 00For
WASATCH ADVISORS LP1,636,5730 00For
WASATCH FUNDS TRUST1,447,6770 00For
Brown Capital Management Mutual Funds1,395,9900 00For
Clearbridge Investments, LLC1,262,562200 00For
State Street1,218,51919,439 00For
Long Path Partners LP1,182,8010 00For
ArrowMark Colorado Holdings LLC1,139,2780 00For
Dimensional1,071,3370 00For
GEODE CAPITAL MANAGEMENT, LLC1,069,8270 00For
Legg Mason1,061,0620 00For
Jackson National1,004,87934,861 00For

Showing the 25 largest of 268 asset managers. See all 268 in the interactive database.

2. AMENDMENT TO THE COMPANY'S CERTIFICATE OF INCORPORATION TO PROVIDE FOR THE EXCULPATION OF OFFICERS AS PERMITTED BY DELAWARE LAW AND TO MAKE CERTAIN CONFORMING NAME CHANGES.

SHAREHOLDER RIGHTS AND DEFENSESMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

88% Majority: yes · of votes cast

FOR 88%12%
FOR: 86,260,167AGAINST: 11,585,002

NCINO INC.’s own tally for this item (“Proposal 4: Approval of an amendment to the Company's Certificate of Incorporation to provide for the exculpation of officers as permitted by Delaware law and to make certain conforming name changes.”): 86,260,167 for, 11,585,002 against, per its Form 8-K filed 2024-06-24 (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 114,339,887 outstanding shares: 75% for, 10% against (86% of the company cast a for/against vote).

The 68 asset managers below cast 81% of the shares they voted on this item FOR (25,473,503 for, 6,017,517 against).

FOR 81%AGAINST 19%
FOR: 25,473,503 (80.9%)AGAINST: 6,017,517 (19.1%)
Largest asset managers voting on “AMENDMENT TO THE COMPANY'S CERTIFICATE OF INCORPORATION TO PROVIDE FOR THE EXCULPATION OF OFFICERS AS PERMITTE” at NCINO INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard7,034,253679,496 00For
Virtus4,884,3910 00For
Fidelity2,311,398329,508 00For
JPMorgan02,076,049 00Against
Capital Group1,623,9430 00For
WASATCH FUNDS TRUST1,447,6770 00For
Brown Capital Management Mutual Funds01,395,990 00Against
Legg Mason01,061,062 00Against
Jackson National1,039,7400 00For
BlackRock971,6740 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)925,0000 00For
Dimensional884,6880 00For
T. Rowe Price808,0950 00For
American Century807,4560 00For
Charles Schwab360,3000 00For
First Trust349,8950 00For
Bridge Builder Trust288,8804,125 00For
BNY Mellon246,0540 00For
ALGER FUNDS230,9740 00For
JANUS INVESTMENT FUND222,1890 00For
MERIDIAN FUND INC0220,902 00Against
State Street160,59310 00For
TIAA159,7750 00For
NICHOLAS Ltd EDITION, INC.116,3580 00For
Global X0106,373 00Against

Showing the 25 largest of 68 asset managers. See all 68 in the interactive database.

3. Election of Class I Directors: Pam Kilday

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

87% Majority: yes · of votes cast

FOR 87%13%
FOR: 85,300,666AGAINST: 12,572,944

NCINO INC.’s own tally for this item (“Elect Director: Pam Kilday”): 85,300,666 for, 12,572,944 against, per its Form 8-K filed 2024-06-24 (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 114,339,887 outstanding shares: 75% for, 11% against (86% of the company cast a for/against vote).

The 68 asset managers below cast 89% of the shares they voted on this item FOR (27,962,598 for, 3,528,422 against).

FOR 89%11%
FOR: 27,962,598 (88.8%)AGAINST: 3,528,422 (11.2%)
Largest asset managers voting on “Election of Class I Directors: Pam Kilday” at NCINO INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard7,713,7490 00For
Virtus4,884,3910 00For
Fidelity2,640,9060 00For
JPMorgan2,076,0490 00For
Capital Group1,623,9430 00For
WASATCH FUNDS TRUST1,447,6770 00For
Brown Capital Management Mutual Funds1,395,9900 00For
Legg Mason1,061,0620 00For
Jackson National989,56850,172 00For
BlackRock971,6740 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)925,0000 00For
Dimensional0884,688 00Against
T. Rowe Price808,0950 00For
American Century0807,456 00Against
Charles Schwab360,3000 00For
First Trust0349,895 00Against
Bridge Builder Trust288,8804,125 00For
BNY Mellon0246,054 00Against
ALGER FUNDS0230,974 00Against
JANUS INVESTMENT FUND0222,189 00Against
MERIDIAN FUND INC220,9020 00For
State Street129160,474 00Against
TIAA0159,775 00Against
NICHOLAS Ltd EDITION, INC.0116,358 00Against
Global X106,3730 00For

Showing the 25 largest of 68 asset managers. See all 68 in the interactive database.

4. Election of Class I Directors: Pierre Naude

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 8 wordings of this item as funds reported it.

88% Majority: yes · of votes cast

FOR 88%12%
FOR: 86,547,928AGAINST: 11,333,950

NCINO INC.’s own tally for this item (“Elect Director: Pierre Naudé”): 86,547,928 for, 11,333,950 against, per its Form 8-K filed 2024-06-24 (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 114,339,887 outstanding shares: 76% for, 10% against (86% of the company cast a for/against vote).

The 68 asset managers below cast 90% of the shares they voted on this item FOR (28,468,910 for, 3,022,110 against).

FOR 90%10%
FOR: 28,468,910 (90.4%)AGAINST: 3,022,110 (9.6%)
Largest asset managers voting on “Election of Class I Directors: Pierre Naude” at NCINO INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard7,713,7490 00For
Virtus4,884,3910 00For
Fidelity2,640,9060 00For
JPMorgan2,076,0490 00For
Capital Group1,623,9430 00For
WASATCH FUNDS TRUST1,447,6770 00For
Brown Capital Management Mutual Funds1,395,9900 00For
Legg Mason1,061,0620 00For
Jackson National989,56850,172 00For
BlackRock971,6740 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)925,0000 00For
Dimensional0884,688 00Against
T. Rowe Price808,0950 00For
American Century0807,456 00Against
Charles Schwab360,3000 00For
First Trust0349,895 00Against
Bridge Builder Trust288,8804,125 00For
BNY Mellon232,97913,075 00For
ALGER FUNDS0230,974 00Against
JANUS INVESTMENT FUND0222,189 00Against
MERIDIAN FUND INC220,9020 00For
State Street158,9941,609 00For
TIAA159,7750 00For
NICHOLAS Ltd EDITION, INC.0116,358 00Against
Global X106,3730 00For

Showing the 25 largest of 68 asset managers. See all 68 in the interactive database.

5. Election of Class I Directors: William Ruh

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

85% Majority: yes · of votes cast

FOR 85%AGAINST 15%
FOR: 83,359,031AGAINST: 14,511,545

NCINO INC.’s own tally for this item (“Elect Director: William Ruh”): 83,359,031 for, 14,511,545 against, per its Form 8-K filed 2024-06-24 (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 114,339,887 outstanding shares: 73% for, 13% against (86% of the company cast a for/against vote).

The 68 asset managers below cast 86% of the shares they voted on this item FOR (26,943,412 for, 4,547,608 against).

FOR 86%AGAINST 14%
FOR: 26,943,412 (85.6%)AGAINST: 4,547,608 (14.4%)
Largest asset managers voting on “Election of Class I Directors: William Ruh” at NCINO INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard7,713,7490 00For
Virtus4,884,3910 00For
Fidelity2,502,324138,582 00For
JPMorgan2,076,0490 00For
Capital Group1,623,9430 00For
WASATCH FUNDS TRUST1,447,6770 00For
Brown Capital Management Mutual Funds1,395,9900 00For
Legg Mason1,061,0620 00For
Jackson National989,56850,172 00For
BlackRock0971,674 00Against
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)925,0000 00For
Dimensional0884,688 00Against
T. Rowe Price808,0950 00For
American Century0807,456 00Against
Charles Schwab360,3000 00For
First Trust0349,895 00Against
Bridge Builder Trust282,44010,565 00For
BNY Mellon0246,054 00Against
ALGER FUNDS0230,974 00Against
JANUS INVESTMENT FUND0222,189 00Against
MERIDIAN FUND INC220,9020 00For
State Street158,9941,609 00For
TIAA0159,775 00Against
NICHOLAS Ltd EDITION, INC.0116,358 00Against
Global X106,3730 00For

Showing the 25 largest of 68 asset managers. See all 68 in the interactive database.

6. RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING JANUARY 31, 2025.

AUDIT-RELATEDMajority of the votes cast: yes

Combines 5 wordings of this item as funds reported it.

99.0% Majority: yes · of votes cast

FOR 99.0%
FOR: 104,966,522AGAINST: 1,046,595

NCINO INC.’s own tally for this item (“Proposal 2: Ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending January 31, 2025.”): 104,966,522 for, 1,046,595 against, per its Form 8-K filed 2024-06-24 (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 114,339,887 outstanding shares: 92% for, 1.0% against (93% of the company cast a for/against vote).

The 67 asset managers below cast 99.9% of the shares they voted on this item FOR (31,484,581 for, 6,376 against).

FOR 99.9%
FOR: 31,484,581 (100.0%)AGAINST: 6,376 (0.0%)
Largest asset managers voting on “RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING” at NCINO INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard7,713,7490 00For
Virtus4,884,3910 00For
Fidelity2,640,9060 00For
JPMorgan2,076,0490 00For
Capital Group1,623,9430 00For
WASATCH FUNDS TRUST1,447,6770 00For
Brown Capital Management Mutual Funds1,395,9900 00For
Legg Mason1,061,0620 00For
Jackson National1,039,7400 00For
BlackRock971,6740 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)925,0000 00For
Dimensional884,6880 00For
T. Rowe Price808,0950 00For
American Century807,4560 00For
Charles Schwab360,3000 00For
First Trust349,8950 00For
Bridge Builder Trust293,0050 00For
BNY Mellon246,0540 00For
ALGER FUNDS230,9740 00For
JANUS INVESTMENT FUND222,1890 00For
MERIDIAN FUND INC220,9020 00For
State Street160,59310 00For
TIAA159,7750 00For
NICHOLAS Ltd EDITION, INC.116,3580 00For
Global X106,3730 00For

Showing the 25 largest of 67 asset managers. See all 67 in the interactive database.

7. STOCKHOLDER PROPOSAL REGARDING BOARD DECLASSIFICATION.

CORPORATE GOVERNANCEMajority of the votes cast: yes

Combines 2 wordings of this item as funds reported it.

53.7% Majority: yes · of votes cast

FOR 53.7%AGAINST 46.3%
FOR: 52,540,357AGAINST: 45,254,679

NCINO INC.’s own tally for this item (“Proposal 5: Stockholder proposal regarding Board declassification .”): 52,540,357 for, 45,254,679 against, per its Form 8-K filed 2024-06-24 (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 114,339,887 outstanding shares: 46.0% for, 40% against (86% of the company cast a for/against vote).

The 66 asset managers below cast 80% of the shares they voted on this item FOR (24,233,843 for, 6,243,150 against).

FOR 80%AGAINST 20%
FOR: 24,233,843 (79.5%)AGAINST: 6,243,150 (20.5%)
Largest asset managers voting on “STOCKHOLDER PROPOSAL REGARDING BOARD DECLASSIFICATION.” at NCINO INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard7,713,7490 00For
Virtus04,884,391 00Against
Fidelity2,640,9060 00For
JPMorgan2,076,0490 00For
Capital Group1,623,9430 00For
WASATCH FUNDS TRUST1,447,6770 00For
Brown Capital Management Mutual Funds1,395,9900 00For
Legg Mason1,061,0620 00For
Jackson National50,172989,568 00Against
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)925,0000 00For
Dimensional884,6880 00For
T. Rowe Price808,0950 00For
American Century807,4560 00For
Charles Schwab360,3000 00For
First Trust349,8950 00For
Bridge Builder Trust10,565282,440 00Against
BNY Mellon246,0540 00For
ALGER FUNDS230,9740 00For
JANUS INVESTMENT FUND222,1890 00For
MERIDIAN FUND INC220,9020 00For
State Street160,474129 00For
TIAA159,7750 00For
NICHOLAS Ltd EDITION, INC.116,3580 00For
Global X106,3730 00For
TRUST FOR PROFESSIONAL MANAGERS12,73483,858 00Against

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

8. Declassify the Board of Directors

SHAREHOLDER RIGHTS AND DEFENSESMajority of the votes cast: yes

53.7% Majority: yes · of votes cast

FOR 53.7%AGAINST 46.3%
FOR: 52,540,357AGAINST: 45,254,679

NCINO INC.’s own tally for this item (“Proposal 5: Stockholder proposal regarding Board declassification .”): 52,540,357 for, 45,254,679 against, per its Form 8-K filed 2024-06-24 (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 114,339,887 outstanding shares: 46.0% for, 40% against (86% of the company cast a for/against vote).

The 2 asset managers below cast 100% of the shares they voted on this item FOR (1,014,027 for, 0 against).

FOR 100%
FOR: 1,014,027 (100.0%)
Largest asset managers voting on “Declassify the Board of Directors” at NCINO INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
BlackRock971,6740 00For
MASTER INVESTMENT PORTFOLIO42,3530 00For

Largest NCINO INC. shareholders voting in 2023-2024

Ranked by the number of NCINO INC. shares each manager voted on the most widely held ballot item of the 2023-2024 meeting, shown as a share of the 114,339,887 shares outstanding at the time of that meeting.

Top NCINO INC. shareholders by shares voted, 2023-2024
#Asset manager % of shares outstanding
1Insight Holdings Group, LLC 21.88%
2Vanguard 6.82%
3HMI Capital Management, L.P. 5.75%
4Virtus 4.27%
5JPMorgan 3.47%
6Fidelity 3.36%
7Capital Group 2.84%
8KAYNE ANDERSON RUDNICK INVESTMENT MANAGEMENT LLC 2.52%
9SOMA EQUITY PARTNERS LP 2.35%
10BlackRock 2.24%

Reported NCINO INC. ownership

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

NCINO INC. beneficial owners on record for the 2023-2024 proxy season
Holder % outstanding Disclosure
Jeffrey Horing 25.55% DEF14A
Entities affiliated with Insight Partners 25.37% DEF14A
Vanguard Group 10.43% 13F
Entities affiliated with HMI Capital Partners, L.P 7.02% DEF14A
Kayne Anderson Rudnick Investment Management, LLC 6.36% DEF14A
BlackRock 4.62% 13F
Marc Stad 4.05% 13G
FMR (Fidelity) 2.29% 13F
Matthew Hansen 1.41% DEF14A
Dimensional Fund Advisors 1.08% 13F

Percentages above are of 114,339,887 shares outstanding, as reported by NCINO INC. on its Form 10-Q dated 2024-04-30 (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 NCINO INC.’s 10-Q dated 2024-04-30. This page is a static snapshot rebuilt weekly on 02 October 2026; a live search always shows the current data.

At NCINO INC.'s shareholder meeting held 2024-06-20, in the 2023-2024 proxy season, 271 asset managers reported how they voted in their SEC Form N-PX filings, covering 1,926 separate fund positions. Their filings are grouped here into 8 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 — APPROVAL, ON A NON-BINDING, ADVISORY BASIS, OF THE COMPENSATION PAID TO THE COMPANY'S NAMED… — FOR was 96% 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: NCINO INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2024-06-24.

NCINO INC. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.