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OCEANEERING INTERNATIONAL INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and OCEANEERING INTERNATIONAL INC.’s Form 8-K, filed 2024-05-13 (Item 5.07 on EDGAR). Page generated 02 October 2026.

7Reported items
287Asset managers
1,865Fund votes
2024-05-10Meeting date

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

Explore OCEANEERING INTERNATIONAL INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by OCEANEERING INTERNATIONAL INC.

These tallies are OCEANEERING INTERNATIONAL INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2024-05-13 (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.

OCEANEERING INTERNATIONAL INC. — official shareholder meeting results, meeting held 2024-05-10
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Outcome
Elect Director: Karen H. Beachy	91,919,993	--	--	1,967,075	3,779,129	Majority: yes
Elect Director: Deanna L. Goodwin	91,690,177	--	--	2,196,891	3,779,129	Majority: yes
Elect Director: Steven A. Webster	74,885,220	--	--	19,001,848	3,779,129	Majority: yes

Source: OCEANEERING INTERNATIONAL INC., Form 8-K, filed with the SEC on 2024-05-13 — read the filing on EDGAR.

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

Each item below shows how the 287 asset managers that disclosed a OCEANEERING INTERNATIONAL 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 OCEANEERING INTERNATIONAL INC.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.

1. Advisory vote on a resolution to approve the compensation of our named executive officers.

SECTION 14A SAY-ON-PAY VOTES

Combines 8 wordings of this item as funds reported it.

96% fund support · no official result

FOR 96%

The 278 asset managers below cast 96% of the shares they voted on this item FOR (106,039,798 for, 3,957,446 against).

FOR: 106,039,798 (96.4%)AGAINST: 3,957,446 (3.6%)ABSTAIN: 30,174 (0.0%)UNKNOWN: 72 (0.0%)

Largest asset managers voting on “Advisory vote on a resolution to approve the compensation of our named executive officers.” at OCEANEERING INTERNATIONAL INC., 2023-2024
Asset manager	For	Against	Vote
BlackRock	13,837,953	1,326	For
Vanguard	12,592,875	0	For
Fidelity	8,623,740	0	For
Neuberger Berman	8,122,249	0	For
State Street	7,133,249	0	For
American Century	3,445,078	0	For
EARNEST PARTNERS LLC	3,123,193	0	For
Dimensional	2,545,560	0	For
Charles Schwab	2,316,596	0	For
Loomis Sayles	2,176,579	0	For
GEODE CAPITAL MANAGEMENT, LLC	2,147,620	0	For
VAN ECK ASSOCIATES CORP	2,074,002	0	For
VanEck ETF Trust	2,074,002	0	For
BROWN ADVISORY INC	1,923,808	0	For
Invesco	1,797,972	0	For
HARBOR FUNDS	1,729,975	0	For
BNY Mellon	1,101,924	580,045	For
Sourcerock Group LLC	1,478,792	0	For
Newton Investment Management North America, LLC	1,335,676	0	For
Greenhouse Funds LLLP	1,325,717	0	For
Aristotle Capital Boston, LLC	1,309,551	0	For
FRANKLIN ADVISERS INC	1,246,261	0	For
Janus Henderson	1,197,142	0	For
Northern Trust	1,156,952	0	For
Brown Advisory Funds	1,151,871	0	For

Showing the 25 largest of 278 asset managers. See all 278 in the interactive database.

2. Election of Directors: Deanna L. Goodwin

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 5 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 91,690,177WITHHELD: 2,196,891

OCEANEERING INTERNATIONAL INC.’s own tally for this item (“Elect Director: Deanna L. Goodwin”): 91,690,177 for, 2,196,891 withheld, per its Form 8-K filed 2024-05-13 (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 110,834,088 outstanding shares: 83% for, 2% withheld (85% of the company cast a for/withheld vote).

The 93 asset managers below cast 100% of the shares they voted on this item FOR (56,792,292 for, 0 against).

FOR 99.6%

FOR: 56,792,292 (99.6%)ABSTAIN: 146,277 (0.3%)NOT VOTED: 77,927 (0.1%)

Largest asset managers voting on “Election of Directors: Deanna L. Goodwin” at OCEANEERING INTERNATIONAL INC., 2023-2024
Asset manager	For	Abstain	Vote
Vanguard	12,312,934	0	For
BlackRock	10,906,356	0	For
Fidelity	4,452,028	0	For
Neuberger Berman	3,259,511	0	For
State Street	2,566,408	472	For
Dimensional	2,240,737	0	For
VanEck ETF Trust	2,074,002	0	For
HARBOR FUNDS	1,729,975	0	For
American Century	1,716,136	0	For
BNY Mellon	1,255,123	0	For
Brown Advisory Funds	1,151,871	0	For
HENNESSY FUNDS TRUST	1,132,500	0	For
Charles Schwab	1,131,589	0	For
JANUS INVESTMENT FUND	1,050,118	0	For
Franklin Custodian Funds	1,000,000	0	For
Invesco	877,538	0	For
Loomis Sayles	829,219	0	For
PIMCO	592,501	0	For
TIAA	557,823	0	For
TOUCHSTONE STRATEGIC TRUST	549,220	0	For
Putnam	541,269	0	For
Brighthouse	458,508	29,375	For
Equitable	339,862	116,430	For
JPMorgan	351,146	0	For
Columbia Threadneedle	300,049	0	For

Showing the 25 largest of 93 asset managers. See all 93 in the interactive database.

3. Election of Directors: Karen H. Beachy

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 5 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 91,919,993WITHHELD: 1,967,075

OCEANEERING INTERNATIONAL INC.’s own tally for this item (“Elect Director: Karen H. Beachy”): 91,919,993 for, 1,967,075 withheld, per its Form 8-K filed 2024-05-13 (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 110,834,088 outstanding shares: 83% for, 2% withheld (85% of the company cast a for/withheld vote).

The 93 asset managers below cast 100% of the shares they voted on this item FOR (56,792,292 for, 0 against).

FOR 99.6%

FOR: 56,792,292 (99.6%)ABSTAIN: 146,277 (0.3%)NOT VOTED: 77,927 (0.1%)

Largest asset managers voting on “Election of Directors: Karen H. Beachy” at OCEANEERING INTERNATIONAL INC., 2023-2024
Asset manager	For	Abstain	Vote
Vanguard	12,312,934	0	For
BlackRock	10,906,356	0	For
Fidelity	4,452,028	0	For
Neuberger Berman	3,259,511	0	For
State Street	2,566,408	472	For
Dimensional	2,240,737	0	For
VanEck ETF Trust	2,074,002	0	For
HARBOR FUNDS	1,729,975	0	For
American Century	1,716,136	0	For
BNY Mellon	1,255,123	0	For
Brown Advisory Funds	1,151,871	0	For
HENNESSY FUNDS TRUST	1,132,500	0	For
Charles Schwab	1,131,589	0	For
JANUS INVESTMENT FUND	1,050,118	0	For
Franklin Custodian Funds	1,000,000	0	For
Invesco	877,538	0	For
Loomis Sayles	829,219	0	For
PIMCO	592,501	0	For
TIAA	557,823	0	For
TOUCHSTONE STRATEGIC TRUST	549,220	0	For
Putnam	541,269	0	For
Brighthouse	458,508	29,375	For
Equitable	339,862	116,430	For
JPMorgan	351,146	0	For
Columbia Threadneedle	300,049	0	For

Showing the 25 largest of 93 asset managers. See all 93 in the interactive database.

4. Election of Directors: Steven A. Webster

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 5 wordings of this item as funds reported it.

80% Majority: yes · of votes cast

FOR 80%WITHHELD 20%

FOR: 74,885,220WITHHELD: 19,001,848

OCEANEERING INTERNATIONAL INC.’s own tally for this item (“Elect Director: Steven A. Webster”): 74,885,220 for, 19,001,848 withheld, per its Form 8-K filed 2024-05-13 (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 110,834,088 outstanding shares: 68% for, 17% withheld (85% of the company cast a for/withheld vote).

The 93 asset managers below cast 100% of the shares they voted on this item FOR (47,336,253 for, 0 against).

FOR 83%ABSTAIN 17%

FOR: 47,336,253 (83.0%)ABSTAIN: 9,602,316 (16.8%)NOT VOTED: 77,927 (0.1%)

Largest asset managers voting on “Election of Directors: Steven A. Webster” at OCEANEERING INTERNATIONAL INC., 2023-2024
Asset manager	For	Abstain	Vote
Vanguard	12,312,934	0	For
BlackRock	10,906,356	0	For
Fidelity	4,452,028	0	For
Neuberger Berman	0	3,259,511	Abstain
State Street	4,503	2,562,377	Abstain
Dimensional	2,240,737	0	For
VanEck ETF Trust	0	2,074,002	Abstain
HARBOR FUNDS	1,729,975	0	For
American Century	1,716,136	0	For
BNY Mellon	1,255,123	0	For
Brown Advisory Funds	1,151,871	0	For
HENNESSY FUNDS TRUST	1,132,500	0	For
Charles Schwab	1,131,589	0	For
JANUS INVESTMENT FUND	1,050,118	0	For
Franklin Custodian Funds	1,000,000	0	For
Invesco	0	877,538	Abstain
Loomis Sayles	829,219	0	For
PIMCO	592,501	0	For
TIAA	557,823	0	For
TOUCHSTONE STRATEGIC TRUST	549,220	0	For
Putnam	541,269	0	For
Brighthouse	163,458	324,425	Abstain
Equitable	339,862	116,430	For
JPMorgan	351,146	0	For
Columbia Threadneedle	300,049	0	For

Showing the 25 largest of 93 asset managers. See all 93 in the interactive database.

5. Proposal to ratify the appointment of Ernst & Young LLP as our independent auditors for the year ending December 31, 2024.

AUDIT-RELATED

Combines 4 wordings of this item as funds reported it.

99% fund support · no official result

FOR 99%

The 91 asset managers below cast 99% of the shares they voted on this item FOR (56,310,107 for, 593,225 against).

FOR: 56,310,107 (98.9%)AGAINST: 593,225 (1.0%)ABSTAIN: 29,375 (0.1%)

Largest asset managers voting on “Proposal to ratify the appointment of Ernst & Young LLP as our independent auditors for the year ending Decemb” at OCEANEERING INTERNATIONAL INC., 2023-2024
Asset manager	For	Against	Abstain	Vote
Vanguard	12,312,934	0	0	For
BlackRock	10,906,356	0	0	For
Fidelity	4,452,028	0	0	For
Neuberger Berman	3,259,511	0	0	For
State Street	2,566,497	383	0	For
Dimensional	2,240,737	0	0	For
VanEck ETF Trust	2,074,002	0	0	For
HARBOR FUNDS	1,729,975	0	0	For
American Century	1,716,136	0	0	For
BNY Mellon	1,255,123	0	0	For
Brown Advisory Funds	1,151,871	0	0	For
HENNESSY FUNDS TRUST	1,132,500	0	0	For
Charles Schwab	1,131,589	0	0	For
JANUS INVESTMENT FUND	1,050,118	0	0	For
Franklin Custodian Funds	1,000,000	0	0	For
Invesco	877,538	0	0	For
Loomis Sayles	829,219	0	0	For
PIMCO	0	592,501	0	Against
TIAA	557,823	0	0	For
TOUCHSTONE STRATEGIC TRUST	549,220	0	0	For
Putnam	541,269	0	0	For
Brighthouse	458,508	0	29,375	For
Equitable	456,292	0	0	For
JPMorgan	351,146	0	0	For
Columbia Threadneedle	300,049	0	0	For

Showing the 25 largest of 91 asset managers. See all 91 in the interactive database.

6. ADVISORY VOTE TO RATIFY NAMED EXECUTIVE OFFICERS' COMPENSATION

SECTION 14A SAY-ON-PAY VOTES

99.8% fund support · no official result

FOR 90%10%

The 8 asset managers below cast 99.8% of the shares they voted on this item FOR (702,701 for, 1,306 against).

FOR: 702,701 (89.9%)AGAINST: 1,306 (0.2%)NOT VOTED: 77,927 (10.0%)

Largest asset managers voting on “ADVISORY VOTE TO RATIFY NAMED EXECUTIVE OFFICERS' COMPENSATION” at OCEANEERING INTERNATIONAL INC., 2023-2024
Asset manager	For	Against	Vote
JPMorgan	357,093	0	For
Manatuck Hill Partners, LLC	237,289	0	For
Empower	0	0	Not Voted
Oldfield Partners LLP	66,029	0	For
ALGERT GLOBAL LLC	29,364	0	For
TD ASSET MANAGEMENT INC	7,164	0	For
TIMOTHY PLAN	5,762	0	For
Desjardins Global Asset Management Inc.	0	1,306	Against

7. RATIFY ERNST & YOUNG LLP AS AUDITORS

AUDIT-RELATED

100% fund support · no official result

NOT VOTED 93%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (5,762 for, 0 against).

FOR: 5,762 (6.9%)NOT VOTED: 77,927 (93.1%)

Largest asset managers voting on “RATIFY ERNST & YOUNG LLP AS AUDITORS” at OCEANEERING INTERNATIONAL INC., 2023-2024
Asset manager	For	Against	Abstain	Withheld	Vote
Empower	0	0	0	0	Not Voted
TIMOTHY PLAN	5,762	0	0	0	For

Largest OCEANEERING INTERNATIONAL INC. shareholders voting in 2023-2024

Ranked by the number of OCEANEERING INTERNATIONAL INC. shares each manager voted on the most widely held ballot item of the 2023-2024 meeting, shown as a share of the 110,834,088 shares outstanding at the time of that meeting.

Top OCEANEERING INTERNATIONAL INC. shareholders by shares voted, 2023-2024
#	Asset manager	% of shares outstanding
1	BlackRock	12.49%
2	Vanguard	11.36%
3	Fidelity	7.78%
4	Neuberger Berman	7.33%
5	State Street	6.44%
6	American Century	3.11%
7	EARNEST PARTNERS LLC	2.82%
8	Dimensional	2.30%
9	Charles Schwab	2.09%
10	Loomis Sayles	1.96%

Reported OCEANEERING INTERNATIONAL INC. ownership

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

OCEANEERING INTERNATIONAL INC. beneficial owners on record for the 2023-2024 proxy season
Holder	% outstanding	Disclosure
BlackRock	14.14%	13F
Vanguard Group	10.99%	13F
State Street	4.39%	13F
Dimensional Fund Advisors	2.40%	13F
BNY Mellon	2.16%	13F
Geode Capital	1.97%	13F
Franklin Templeton	1.67%	13F
Norges Bank	1.31%	13F
Goldman Sachs	1.29%	13F
Charles Schwab	1.08%	13F

Percentages above are of 110,834,088 shares outstanding, as reported by OCEANEERING INTERNATIONAL INC. on its Form 10-Q dated 2024-03-31 (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 OCEANEERING INTERNATIONAL INC.’s 10-Q dated 2024-03-31. This page is a static snapshot rebuilt weekly on 02 October 2026; a live search always shows the current data.

At OCEANEERING INTERNATIONAL INC.'s shareholder meeting held 2024-05-10, in the 2023-2024 proxy season, 287 asset managers reported how they voted in their SEC Form N-PX filings, covering 1,865 separate fund positions. Their filings are grouped here into 7 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. OCEANEERING INTERNATIONAL 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 — Advisory vote on a resolution to approve the compensation of our named executive officers. — the reporting funds cast 96% 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.

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