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nCino, Inc. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and nCino, Inc.’s Form 8-K, filed 2025-06-20 (Item 5.07 on EDGAR). Page generated 02 October 2026.

7Ballot items
299Asset managers
1,904Fund votes
2025-06-18Meeting date

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

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

Official 2024-2025 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 2025-06-20 (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 2025-06-18
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Outcome
Elect Director: Sean Desmond	97,665,228	782,252	109,024	--	7,406,400	Majority: yes
Elect Director: Justin Nyweide	96,055,562	2,362,361	138,581	--	7,406,400	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, 2026.	105,181,256	734,062	47,586	--	--	Majority: yes
Proposal 3: Advisory vote to approve the compensation paid to the Company's named executive officers.	85,512,576	12,683,159	360,769	--	7,406,400	Majority: yes
Proposal 4: Approval of an amendment to the Company's Certificate of Incorporation to provide for the declassification of the Board.	97,651,086	858,762	46,656	--	7,406,400	Majority: yes
Proposal 5: Stockholder proposal regarding Board declassification .	71,966,549	10,761,613	15,828,342	--	7,406,400	Majority: yes

Source: nCino, Inc., Form 8-K, filed with the SEC on 2025-06-20 — read the filing on EDGAR.

How asset managers voted at the nCino, Inc. 2024-2025 meeting

Each item below shows how the 299 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.

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

Meeting held 2025-06-18.

Combines 12 wordings of this item as funds reported it.

87% Majority: yes · of votes cast

FOR 87%13%

FOR: 85,512,576AGAINST: 12,683,159

nCino, Inc.’s own tally for this item (“Proposal 3: Advisory vote to approve the compensation paid to the Company's named executive officers.”): 85,512,576 for, 12,683,159 against, per its Form 8-K filed 2025-06-20 (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 115,240,618 outstanding shares: 74% for, 11% against (85% of the company cast a for/against vote).

The 297 asset managers below cast 82% 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 82%AGAINST 18%

FOR: 81.9%AGAINST: 18.1%ABSTAIN: 0.0%NOT VOTED: 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., 2024-2025
Asset manager	For	Against	Vote
Capital Group	410,860	14,212,260	Against
Vanguard	10,059,822	732	For
T. Rowe Price	7,386,508	0	For
KAYNE ANDERSON RUDNICK INVESTMENT MANAGEMENT LLC	7,161,699	10,696	For
HMI Capital Management, L.P.	6,773,778	0	For
Long Path Partners LP	4,844,065	0	For
WASATCH ADVISORS LP	4,473,707	0	For
Insight Holdings Group, LLC	4,458,591	0	For
Virtus	4,446,553	0	For
ShawSpring Partners LLC	4,014,549	0	For
WASATCH FUNDS TRUST	3,434,557	0	For
Capital Research Global Investors	0	2,826,891	Against
Clearbridge Investments, LLC	2,101,539	0	For
BROWN BROTHERS HARRIMAN & CO	2,065,880	0	For
BlackRock	1,910,812	0	For
MASSACHUSETTS FINANCIAL SERVICES CO /MA/	1,667,487	0	For
BAMCO INC /NY/	1,586,144	0	For
CONESTOGA FUNDS	1,422,000	0	For
Tensile Capital Management LP	1,418,734	0	For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)	1,350,000	0	For
MFS	1,324,471	0	For
AMERIPRISE FINANCIAL INC	1,215,623	0	For
Fidelity	1,196,881	0	For
Legg Mason	1,164,862	0	For
Invesco	0	1,151,159	Against

Showing the 25 largest of 297 asset managers. See all 297 in the interactive database.

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, 2026.

AUDIT-RELATEDMajority of the votes cast: yes

Meeting held 2025-06-18.

Combines 4 wordings of this item as funds reported it.

99.3% Majority: yes · of votes cast

FOR 99.3%

FOR: 105,181,256AGAINST: 734,062

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, 2026.”): 105,181,256 for, 734,062 against, per its Form 8-K filed 2025-06-20 (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 115,240,618 outstanding shares: 91% for, 0.7% against (92% of the company cast a for/against vote).

The 80 asset managers below cast 99.9% of the shares they voted on this item FOR (43,652,027 for, 961 against).

FOR 99.9%

FOR: 43,652,027 (100.0%)AGAINST: 961 (0.0%)ABSTAIN: 0 (0.0%)NOT VOTED: 794 (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., 2024-2025
Asset manager	For	Vote
Vanguard	9,845,811	For
Capital Group	8,508,448	For
Virtus	4,446,553	For
WASATCH FUNDS TRUST	3,434,557	For
T. Rowe Price	2,421,291	For
CONESTOGA FUNDS	1,422,000	For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)	1,350,000	For
MFS	1,324,471	For
Legg Mason	1,164,862	For
Jackson National	1,010,274	For
FRANKLIN STRATEGIC SERIES	1,002,169	For
Fidelity	715,827	For
Brown Capital Management Mutual Funds	687,462	For
JANUS INVESTMENT FUND	666,814	For
Charles Schwab	557,595	For
ALGER FUNDS	536,107	For
Invesco	533,827	For
American Century	514,198	For
Calvert	381,610	For
BlackRock	269,387	For
NICHOLAS Ltd EDITION, INC.	245,809	For
Bridge Builder Trust	221,857	For
Lincoln Financial	220,184	For
WisdomTree	212,467	For
Columbia Threadneedle	196,971	For

Showing the 25 largest of 80 asset managers. See all 80 in the interactive database.

3. AMENDMENT TO THE COMPANY'S CERTIFICATE OF INCORPORATION TO PROVIDE FOR THE DECLASSIFICATION OF THE BOARD.

CORPORATE GOVERNANCEMajority of the votes cast: yes

Meeting held 2025-06-18.

Combines 3 wordings of this item as funds reported it.

99.1% Majority: yes · of votes cast

FOR 99.1%

FOR: 97,651,086AGAINST: 858,762

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 declassification of the Board.”): 97,651,086 for, 858,762 against, per its Form 8-K filed 2025-06-20 (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 115,240,618 outstanding shares: 85% for, 0.8% against (85% of the company cast a for/against vote).

The 80 asset managers below cast 99.9% of the shares they voted on this item FOR (43,634,828 for, 0 against).

FOR 99.9%

FOR: 43,634,828 (100.0%)AGAINST: 0 (0.0%)ABSTAIN: 0 (0.0%)NOT VOTED: 794 (0.0%)

Largest asset managers voting on “AMENDMENT TO THE COMPANY'S CERTIFICATE OF INCORPORATION TO PROVIDE FOR THE DECLASSIFICATION OF THE BOARD.” at nCino, Inc., 2024-2025
Asset manager	For	Vote
Vanguard	9,845,811	For
Capital Group	8,508,448	For
Virtus	4,446,553	For
WASATCH FUNDS TRUST	3,434,557	For
T. Rowe Price	2,421,291	For
CONESTOGA FUNDS	1,422,000	For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)	1,350,000	For
MFS	1,324,471	For
Legg Mason	1,164,862	For
Jackson National	1,010,274	For
FRANKLIN STRATEGIC SERIES	1,002,169	For
Fidelity	715,827	For
Brown Capital Management Mutual Funds	687,462	For
JANUS INVESTMENT FUND	666,814	For
Charles Schwab	557,595	For
ALGER FUNDS	536,107	For
Invesco	533,827	For
American Century	514,198	For
Calvert	381,610	For
BlackRock	269,387	For
NICHOLAS Ltd EDITION, INC.	245,809	For
Bridge Builder Trust	221,857	For
Lincoln Financial	220,184	For
WisdomTree	212,467	For
Columbia Threadneedle	196,971	For

Showing the 25 largest of 80 asset managers. See all 80 in the interactive database.

4. STOCKHOLDER PROPOSAL REGARDING BOARD DECLASSIFICATION.

CAPITAL STRUCTUREMajority of the votes cast: yes

Meeting held 2025-06-18.

Combines 2 wordings of this item as funds reported it.

87% Majority: yes · of votes cast

FOR 87%13%

FOR: 71,966,549AGAINST: 10,761,613

nCino, Inc.’s own tally for this item (“Proposal 5: Stockholder proposal regarding Board declassification .”): 71,966,549 for, 10,761,613 against, per its Form 8-K filed 2025-06-20 (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 115,240,618 outstanding shares: 62% for, 9% against (72% of the company cast a for/against vote).

The 80 asset managers below cast 79% of the shares they voted on this item FOR (34,413,261 for, 9,194,379 against).

FOR 79%AGAINST 21%

FOR: 34,413,261 (78.9%)AGAINST: 9,194,379 (21.1%)ABSTAIN: 27,187 (0.1%)NOT VOTED: 794 (0.0%)

Largest asset managers voting on “STOCKHOLDER PROPOSAL REGARDING BOARD DECLASSIFICATION.” at nCino, Inc., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	653,333	9,192,407	71	Against
Capital Group	8,508,448	0	0	For
Virtus	4,446,553	0	0	For
WASATCH FUNDS TRUST	3,434,557	0	0	For
T. Rowe Price	2,421,291	0	0	For
CONESTOGA FUNDS	1,422,000	0	0	For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)	1,350,000	0	0	For
MFS	1,324,471	0	0	For
Legg Mason	1,164,862	0	0	For
Jackson National	1,010,274	0	0	For
FRANKLIN STRATEGIC SERIES	1,002,169	0	0	For
Fidelity	715,827	0	0	For
Brown Capital Management Mutual Funds	687,462	0	0	For
JANUS INVESTMENT FUND	666,814	0	0	For
Charles Schwab	557,595	0	0	For
ALGER FUNDS	536,107	0	0	For
Invesco	533,827	0	0	For
American Century	514,198	0	0	For
Calvert	381,610	0	0	For
BlackRock	267,607	1,780	0	For
NICHOLAS Ltd EDITION, INC.	245,809	0	0	For
Bridge Builder Trust	221,857	0	0	For
Lincoln Financial	220,184	0	0	For
WisdomTree	212,467	0	0	For
Columbia Threadneedle	196,971	0	0	For

Showing the 25 largest of 80 asset managers. See all 80 in the interactive database.

5. Election of Class II Directors: Justin Nyweide

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-06-18.

Combines 4 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 96,055,562AGAINST: 2,362,361

nCino, Inc.’s own tally for this item (“Elect Director: Justin Nyweide”): 96,055,562 for, 2,362,361 against, per its Form 8-K filed 2025-06-20 (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 115,240,618 outstanding shares: 83% for, 2% against (85% of the company cast a for/against vote).

The 79 asset managers below cast 96% of the shares they voted on this item FOR (42,039,968 for, 1,613,020 against).

FOR 96%

FOR: 42,039,968 (96.3%)AGAINST: 1,613,020 (3.7%)ABSTAIN: 0 (0.0%)NOT VOTED: 794 (0.0%)

Largest asset managers voting on “Election of Class II Directors: Justin Nyweide” at nCino, Inc., 2024-2025
Asset manager	For	Against	Vote
Vanguard	9,845,811	0	For
Capital Group	8,508,448	0	For
Virtus	4,446,553	0	For
WASATCH FUNDS TRUST	3,434,557	0	For
T. Rowe Price	2,421,291	0	For
CONESTOGA FUNDS	1,422,000	0	For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)	1,350,000	0	For
MFS	0	1,324,471	Against
Legg Mason	1,164,862	0	For
Jackson National	1,010,274	0	For
FRANKLIN STRATEGIC SERIES	1,002,169	0	For
Fidelity	715,827	0	For
Brown Capital Management Mutual Funds	687,462	0	For
JANUS INVESTMENT FUND	666,814	0	For
Charles Schwab	557,595	0	For
ALGER FUNDS	536,107	0	For
Invesco	533,827	0	For
American Century	514,198	0	For
Calvert	381,610	0	For
BlackRock	269,387	0	For
NICHOLAS Ltd EDITION, INC.	245,809	0	For
Bridge Builder Trust	20,162	201,695	Against
Lincoln Financial	220,184	0	For
WisdomTree	212,467	0	For
Columbia Threadneedle	196,971	0	For

Showing the 25 largest of 79 asset managers. See all 79 in the interactive database.

6. Election of Class II Directors: Sean Desmond

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-06-18.

Combines 4 wordings of this item as funds reported it.

99.2% Majority: yes · of votes cast

FOR 99.2%

FOR: 97,665,228AGAINST: 782,252

nCino, Inc.’s own tally for this item (“Elect Director: Sean Desmond”): 97,665,228 for, 782,252 against, per its Form 8-K filed 2025-06-20 (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 115,240,618 outstanding shares: 85% for, 0.7% against (85% of the company cast a for/against vote).

The 79 asset managers below cast 99.9% of the shares they voted on this item FOR (43,652,987 for, 1 against).

FOR 99.9%

FOR: 43,652,987 (100.0%)AGAINST: 1 (0.0%)ABSTAIN: 0 (0.0%)NOT VOTED: 794 (0.0%)

Largest asset managers voting on “Election of Class II Directors: Sean Desmond” at nCino, Inc., 2024-2025
Asset manager	For	Vote
Vanguard	9,845,811	For
Capital Group	8,508,448	For
Virtus	4,446,553	For
WASATCH FUNDS TRUST	3,434,557	For
T. Rowe Price	2,421,291	For
CONESTOGA FUNDS	1,422,000	For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)	1,350,000	For
MFS	1,324,471	For
Legg Mason	1,164,862	For
Jackson National	1,010,274	For
FRANKLIN STRATEGIC SERIES	1,002,169	For
Fidelity	715,827	For
Brown Capital Management Mutual Funds	687,462	For
JANUS INVESTMENT FUND	666,814	For
Charles Schwab	557,595	For
ALGER FUNDS	536,107	For
Invesco	533,827	For
American Century	514,198	For
Calvert	381,610	For
BlackRock	269,387	For
NICHOLAS Ltd EDITION, INC.	245,809	For
Bridge Builder Trust	221,857	For
Lincoln Financial	220,184	For
WisdomTree	212,467	For
Columbia Threadneedle	196,971	For

Showing the 25 largest of 79 asset managers. See all 79 in the interactive database.

7. 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

Meeting held 2024-06-20 (outside the 2024-2025 season's 1 July to 30 June window; reported in this season's filings).

Combines 2 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 115,240,618 outstanding shares: 76% for, 3% against (79% of the company cast a for/against vote).

The 2 asset managers below cast 0% of the shares they voted on this item FOR (0 for, 65 against).

AGAINST 100%

AGAINST: 65 (100.0%)

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., 2024-2025
Asset manager	For	Against	Abstain	Withheld	Vote
COLDSTREAM CAPITAL MANAGEMENT INC	0	65	0	0	Against
Echo45 Advisors LLC	0	0	0	0	--

Largest nCino, Inc. shareholders voting in 2024-2025

Ranked by the number of nCino, Inc. shares each manager voted on the most widely held ballot item of the 2024-2025 meeting, shown as a share of the 115,240,618 shares outstanding at the time of that meeting.

Top nCino, Inc. shareholders by shares voted, 2024-2025
#	Asset manager	% of shares outstanding
1	Capital Group	12.69%
2	Vanguard	8.73%
3	T. Rowe Price	6.41%
4	KAYNE ANDERSON RUDNICK INVESTMENT MANAGEMENT LLC	6.22%
5	HMI Capital Management, L.P.	5.88%
6	Long Path Partners LP	4.20%
7	WASATCH ADVISORS LP	3.88%
8	Insight Holdings Group, LLC	3.87%
9	Virtus	3.86%
10	ShawSpring Partners LLC	3.48%

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 2024-2025 proxy season
Holder	% outstanding	Disclosure
Vanguard Group	10.12%	13F
Entities affiliated with HMI Capital Partners, L.P	5.89%	DEF14A
Wasatch Advisors LP	5.36%	DEF14A
Senvest Management, LLC	4.76%	13G
Kayne Anderson Rudnick Investment Management, LLC	4.46%	13G
Jeffrey Horing	4.09%	DEF14A
BlackRock	4.06%	13F
Invesco	2.34%	13F
FMR (Fidelity)	2.17%	13F
Dimensional Fund Advisors	1.71%	13F

Percentages above are of 115,240,618 shares outstanding, as reported by nCino, Inc. on its Form 10-Q dated 2025-04-30 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 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 2025-04-30. 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 2025-06-18, in the 2024-2025 proxy season, 299 asset managers reported how they voted on 7 ballot items in their SEC Form N-PX filings, covering 1,904 separate fund positions. 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 87% 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 2025-06-20.

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