Home › Companies › O'REILLY AUTOMOTIVE INC. › 2023-2024

O'REILLY AUTOMOTIVE INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and O'REILLY AUTOMOTIVE INC.’s Form 8-K (Item 5.07 on EDGAR). Page generated 02 October 2026.

  • 15Reported items
  • 1,028Asset managers
  • 14,107Fund votes
  • 2024-05-16Meeting date

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

Explore O'REILLY AUTOMOTIVE INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by O'REILLY AUTOMOTIVE INC.

These tallies are O'REILLY AUTOMOTIVE INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K (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.

O'REILLY AUTOMOTIVE INC. — official shareholder meeting results, meeting held 2024-05-16
Ballot itemForAgainst AbstainWithheldBroker non-votesOutcome
Elect Director: Greg Henslee 45,380,4352,972,55034,160 --4,960,454 Majority: yes
Elect Director: David O'Reilly 45,907,8352,445,86533,445 --4,960,454 Majority: yes
Elect Director: Larry O'Reilly 43,247,4445,088,29251,409 --4,960,454 Majority: yes
Elect Director: Gregory D. Johnson 46,011,7672,327,94647,432 --4,960,454 Majority: yes
Elect Director: Thomas T. Hendrickson 43,781,2334,505,780100,132 --4,960,454 Majority: yes
Elect Director: John R. Murphy 42,960,0295,347,99979,117 --4,960,454 Majority: yes
Elect Director: Dana M. Perlman 45,000,2463,307,53279,367 --4,960,454 Majority: yes
Elect Director: Maria A. Sastre 46,017,9542,307,61561,576 --4,960,454 Majority: yes
Elect Director: Andrea M. Weiss 46,997,8521,333,02756,266 --4,960,454 Majority: yes
Elect Director: Fred Whitfield 46,033,0632,246,498107,584 --4,960,454 Majority: yes
The shareholders voted to approve, by a non-binding, advisory vote, the 2023 compensation of the Company's Named Executive Officers (NEOs). 43,776,3824,448,488162,275 --4,960,454 Majority: yes
The shareholders voted to ratify the appointment of Ernst & Young LLP, as the Company's independent auditors for the fiscal year ending December 31, 2024. 50,285,2543,021,21541,130 ---- Majority: yes
The shareholders voted against the shareholder proposal entitled "Independent Board Chairman. 19,607,78728,680,04699,312 --4,960,454 Majority: no

Source: O'REILLY AUTOMOTIVE INC., Form 8-K — read the filing on EDGAR.

How asset managers voted at the O'REILLY AUTOMOTIVE INC. 2023-2024 meeting

Each item below shows how the 1,028 asset managers that disclosed a O'REILLY AUTOMOTIVE 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 O'REILLY AUTOMOTIVE 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 to approve executive compensation.

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

Combines 21 wordings of this item as funds reported it.

91% Majority: yes · of votes cast

FOR 91%9%
FOR: 43,776,382AGAINST: 4,448,488

O'REILLY AUTOMOTIVE INC.’s own tally for this item (“The shareholders voted to approve, by a non-binding, advisory vote, the 2023 compensation of the Company's Named Executive Officers (NEOs).”): 43,776,382 for, 4,448,488 against, per its Form 8-K (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.

The 1,015 asset managers below cast 99.8% 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 99.8%
FOR: 99.9%AGAINST: 0.1%ABSTAIN: 0.0%UNKNOWN: 0.0%NOT VOTED: 0.0%
Largest asset managers voting on “Advisory vote to approve executive compensation.” at O'REILLY AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Elevation Series Trust2,253,000,0000 00For
IndexIQ Advisors LLC617,000,0000 00For
New York Life446,268,8780 00For
Vanguard5,077,6830 00For
Fidelity4,222,2890 00For
BlackRock3,213,45821,542 00For
State Street2,022,0987,010 00For
PRINCIPAL GLOBAL INVESTORS1,638,3440 00For
Invesco1,576,7380 00For
GEODE CAPITAL MANAGEMENT, LLC1,398,2650 00For
Principal1,315,9360 00For
Putnam1,312,946202 00For
JPMorgan1,236,3640 00For
AKRE CAPITAL MANAGEMENT LLC1,000,8120 00For
JENNISON ASSOCIATES LLC871,931944 00For
T. Rowe Price851,1340 00For
MASSACHUSETTS FINANCIAL SERVICES CO /MA/803,5520 00For
Winslow Capital Management, LLC756,5920 00For
PROFESSIONALLY MANAGED PORTFOLIOS747,0340 00For
Charles Schwab700,4990 00For
UBS0685,883 00Against
Walter Scott & Partners Ltd631,8480 00For
Northern Trust621,8451,127 00For
MFS553,6210 00For
Wellington493,0040 00For

Showing the 25 largest of 1,015 asset managers. See all 1,015 in the interactive database.

2. Election of Director Nominees: Greg Henslee

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 7 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%
FOR: 45,380,435AGAINST: 2,972,550

O'REILLY AUTOMOTIVE INC.’s own tally for this item (“Elect Director: Greg Henslee”): 45,380,435 for, 2,972,550 against, per its Form 8-K (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.

The 198 asset managers below cast 99.9% 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 99.9%
FOR: 100.0%AGAINST: 0.0%ABSTAIN: 0.0%UNKNOWN: 0.0%
Largest asset managers voting on “Election of Director Nominees: Greg Henslee” at O'REILLY AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Elevation Series Trust2,253,000,0000 00For
New York Life445,268,8780 00For
Vanguard4,816,5110 00For
Fidelity2,707,4390 00For
BlackRock1,330,820267 00For
Principal1,315,9360 00For
Putnam802,7070 00For
PROFESSIONALLY MANAGED PORTFOLIOS747,0340 00For
Invesco639,5010 00For
State Street556,27236 00For
MFS553,6210 00For
JPMorgan443,4740 00For
Charles Schwab348,6640 00For
Prudential/PGIM297,49115,541 00For
JANUS INVESTMENT FUND272,1390 00For
HARBOR FUNDS256,6270 00For
T. Rowe Price230,4650 00For
TIAA169,5590 00For
Jackson National163,7800 00For
OLD WESTBURY FUNDS INC157,6970 00For
Columbia Threadneedle151,3420 00For
PIONEER SERIES TRUST X147,8780 00For
Victory Capital103,0480 00For
Transamerica102,3180 00For
Parnassus96,0720 00For

Showing the 25 largest of 198 asset managers. See all 198 in the interactive database.

3. Election of Director Nominees: David O'Reilly

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 8 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%
FOR: 45,907,835AGAINST: 2,445,865

O'REILLY AUTOMOTIVE INC.’s own tally for this item (“Elect Director: David O'Reilly”): 45,907,835 for, 2,445,865 against, per its Form 8-K (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.

The 198 asset managers below cast 99.9% 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 99.9%
FOR: 100.0%AGAINST: 0.0%ABSTAIN: 0.0%UNKNOWN: 0.0%
Largest asset managers voting on “Election of Director Nominees: David O'Reilly” at O'REILLY AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Elevation Series Trust2,253,000,0000 00For
New York Life445,268,8780 00For
Vanguard4,816,5110 00For
Fidelity2,707,4390 00For
BlackRock1,330,820267 00For
Principal1,315,9360 00For
Putnam802,7070 00For
PROFESSIONALLY MANAGED PORTFOLIOS747,0340 00For
Invesco639,5010 00For
State Street556,27236 00For
MFS553,6210 00For
JPMorgan443,4740 00For
Charles Schwab348,6640 00For
Prudential/PGIM297,49115,541 00For
JANUS INVESTMENT FUND272,1390 00For
HARBOR FUNDS256,6270 00For
T. Rowe Price230,4650 00For
TIAA169,5590 00For
Jackson National75,12788,653 00Against
OLD WESTBURY FUNDS INC157,6970 00For
Columbia Threadneedle151,3420 00For
PIONEER SERIES TRUST X147,8780 00For
Victory Capital103,0480 00For
Transamerica102,3180 00For
Parnassus96,0720 00For

Showing the 25 largest of 198 asset managers. See all 198 in the interactive database.

4. Election of Director Nominees: Larry O'Reilly

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 8 wordings of this item as funds reported it.

89% Majority: yes · of votes cast

FOR 89%11%
FOR: 43,247,444AGAINST: 5,088,292

O'REILLY AUTOMOTIVE INC.’s own tally for this item (“Elect Director: Larry O'Reilly”): 43,247,444 for, 5,088,292 against, per its Form 8-K (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.

The 198 asset managers below cast 99.9% 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 99.9%
FOR: 100.0%AGAINST: 0.0%ABSTAIN: 0.0%UNKNOWN: 0.0%
Largest asset managers voting on “Election of Director Nominees: Larry O'Reilly” at O'REILLY AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Elevation Series Trust2,253,000,0000 00For
New York Life445,268,8780 00For
Vanguard4,803,07113,440 00For
Fidelity2,707,4390 00For
BlackRock1,329,4501,637 00For
Principal1,286,43629,500 00For
Putnam802,7070 00For
PROFESSIONALLY MANAGED PORTFOLIOS747,0340 00For
Invesco639,5010 00For
State Street556,27236 00For
MFS553,6210 00For
JPMorgan443,4740 00For
Charles Schwab0348,664 00Against
Prudential/PGIM297,49115,541 00For
JANUS INVESTMENT FUND272,1390 00For
HARBOR FUNDS256,6270 00For
T. Rowe Price230,4650 00For
TIAA169,5590 00For
Jackson National163,7800 00For
OLD WESTBURY FUNDS INC157,6970 00For
Columbia Threadneedle151,3420 00For
PIONEER SERIES TRUST X147,8780 00For
Victory Capital103,0480 00For
Transamerica102,3180 00For
Parnassus096,072 00Against

Showing the 25 largest of 198 asset managers. See all 198 in the interactive database.

5. Election of Director Nominees: Gregory D. Johnson

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 8 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%
FOR: 46,011,767AGAINST: 2,327,946

O'REILLY AUTOMOTIVE INC.’s own tally for this item (“Elect Director: Gregory D. Johnson”): 46,011,767 for, 2,327,946 against, per its Form 8-K (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.

The 198 asset managers below cast 99.9% 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 99.9%
FOR: 100.0%AGAINST: 0.0%ABSTAIN: 0.0%UNKNOWN: 0.0%
Largest asset managers voting on “Election of Director Nominees: Gregory D. Johnson” at O'REILLY AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Elevation Series Trust2,253,000,0000 00For
New York Life445,268,8780 00For
Vanguard4,816,5110 00For
Fidelity2,707,4390 00For
BlackRock1,331,0870 00For
Principal1,315,9360 00For
Putnam802,7070 00For
PROFESSIONALLY MANAGED PORTFOLIOS747,0340 00For
Invesco639,5010 00For
State Street556,29315 00For
MFS553,6210 00For
JPMorgan443,4740 00For
Charles Schwab348,6640 00For
Prudential/PGIM297,49115,541 00For
JANUS INVESTMENT FUND272,1390 00For
HARBOR FUNDS256,6270 00For
T. Rowe Price230,4650 00For
TIAA169,5590 00For
Jackson National163,7800 00For
OLD WESTBURY FUNDS INC157,6970 00For
Columbia Threadneedle151,3420 00For
PIONEER SERIES TRUST X147,8780 00For
Victory Capital103,0480 00For
Transamerica102,3180 00For
Parnassus96,0720 00For

Showing the 25 largest of 198 asset managers. See all 198 in the interactive database.

6. Election of Director Nominees: Thomas T. Hendrickson

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 8 wordings of this item as funds reported it.

91% Majority: yes · of votes cast

FOR 91%9%
FOR: 43,781,233AGAINST: 4,505,780

O'REILLY AUTOMOTIVE INC.’s own tally for this item (“Elect Director: Thomas T. Hendrickson”): 43,781,233 for, 4,505,780 against, per its Form 8-K (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.

The 198 asset managers below cast 99.9% 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 99.9%
FOR: 100.0%AGAINST: 0.0%ABSTAIN: 0.0%UNKNOWN: 0.0%
Largest asset managers voting on “Election of Director Nominees: Thomas T. Hendrickson” at O'REILLY AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Elevation Series Trust2,253,000,0000 00For
New York Life445,268,8780 00For
Vanguard4,816,5110 00For
Fidelity2,707,4390 00For
BlackRock1,330,0571,030 00For
Principal1,315,9360 00For
Putnam802,7070 00For
PROFESSIONALLY MANAGED PORTFOLIOS747,0340 00For
Invesco639,5010 00For
State Street556,24167 00For
MFS553,6210 00For
JPMorgan443,4740 00For
Charles Schwab348,6640 00For
Prudential/PGIM313,0320 00For
JANUS INVESTMENT FUND272,1390 00For
HARBOR FUNDS256,6270 00For
T. Rowe Price230,4650 00For
TIAA169,5590 00For
Jackson National163,7800 00For
OLD WESTBURY FUNDS INC157,6970 00For
Columbia Threadneedle151,3420 00For
PIONEER SERIES TRUST X147,8780 00For
Victory Capital103,0480 00For
Transamerica102,132186 00For
Parnassus096,072 00Against

Showing the 25 largest of 198 asset managers. See all 198 in the interactive database.

7. Election of Director Nominees: John R. Murphy

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 7 wordings of this item as funds reported it.

89% Majority: yes · of votes cast

FOR 89%11%
FOR: 42,960,029AGAINST: 5,347,999

O'REILLY AUTOMOTIVE INC.’s own tally for this item (“Elect Director: John R. Murphy”): 42,960,029 for, 5,347,999 against, per its Form 8-K (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.

The 198 asset managers below cast 99.9% 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 99.9%
FOR: 100.0%AGAINST: 0.0%ABSTAIN: 0.0%UNKNOWN: 0.0%
Largest asset managers voting on “Election of Director Nominees: John R. Murphy” at O'REILLY AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Elevation Series Trust2,253,000,0000 00For
New York Life445,268,8780 00For
Vanguard4,816,5110 00For
Fidelity2,707,4390 00For
BlackRock1,330,820267 00For
Principal1,315,9360 00For
Putnam802,7070 00For
PROFESSIONALLY MANAGED PORTFOLIOS747,0340 00For
Invesco639,5010 00For
State Street224556,084 00Against
MFS553,6210 00For
JPMorgan443,4740 00For
Charles Schwab348,6640 00For
Prudential/PGIM313,0320 00For
JANUS INVESTMENT FUND272,1390 00For
HARBOR FUNDS256,6270 00For
T. Rowe Price230,4650 00For
TIAA169,5590 00For
Jackson National163,7800 00For
OLD WESTBURY FUNDS INC157,6970 00For
Columbia Threadneedle151,3420 00For
PIONEER SERIES TRUST X147,8780 00For
Victory Capital103,0480 00For
Transamerica101,0181,300 00For
Parnassus96,0720 00For

Showing the 25 largest of 198 asset managers. See all 198 in the interactive database.

8. Election of Director Nominees: Dana M. Perlman

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 8 wordings of this item as funds reported it.

93% Majority: yes · of votes cast

FOR 93%
FOR: 45,000,246AGAINST: 3,307,532

O'REILLY AUTOMOTIVE INC.’s own tally for this item (“Elect Director: Dana M. Perlman”): 45,000,246 for, 3,307,532 against, per its Form 8-K (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.

The 198 asset managers below cast 99.9% 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 99.9%
FOR: 100.0%AGAINST: 0.0%ABSTAIN: 0.0%UNKNOWN: 0.0%
Largest asset managers voting on “Election of Director Nominees: Dana M. Perlman” at O'REILLY AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Elevation Series Trust2,253,000,0000 00For
New York Life445,268,8780 00For
Vanguard4,816,5110 00For
Fidelity2,707,4390 00For
BlackRock1,330,0571,030 00For
Principal1,315,9360 00For
Putnam802,7070 00For
PROFESSIONALLY MANAGED PORTFOLIOS747,0340 00For
Invesco639,5010 00For
State Street556,25652 00For
MFS553,6210 00For
JPMorgan443,4740 00For
Charles Schwab348,6640 00For
Prudential/PGIM313,0320 00For
JANUS INVESTMENT FUND272,1390 00For
HARBOR FUNDS256,6270 00For
T. Rowe Price230,4650 00For
TIAA169,5590 00For
Jackson National75,12788,653 00Against
OLD WESTBURY FUNDS INC157,6970 00For
Columbia Threadneedle151,3420 00For
PIONEER SERIES TRUST X147,8780 00For
Victory Capital103,0480 00For
Transamerica102,132186 00For
Parnassus096,072 00Against

Showing the 25 largest of 198 asset managers. See all 198 in the interactive database.

9. Election of Director Nominees: Maria A. Sastre

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 7 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%
FOR: 46,017,954AGAINST: 2,307,615

O'REILLY AUTOMOTIVE INC.’s own tally for this item (“Elect Director: Maria A. Sastre”): 46,017,954 for, 2,307,615 against, per its Form 8-K (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.

The 198 asset managers below cast 99.9% 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 99.9%
FOR: 100.0%AGAINST: 0.0%ABSTAIN: 0.0%UNKNOWN: 0.0%
Largest asset managers voting on “Election of Director Nominees: Maria A. Sastre” at O'REILLY AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Elevation Series Trust2,253,000,0000 00For
New York Life445,268,8780 00For
Vanguard4,816,5110 00For
Fidelity2,707,4390 00For
BlackRock1,330,0571,030 00For
Principal1,315,9360 00For
Putnam802,7070 00For
PROFESSIONALLY MANAGED PORTFOLIOS747,0340 00For
Invesco639,5010 00For
State Street556,25652 00For
MFS553,6210 00For
JPMorgan443,4740 00For
Charles Schwab348,6640 00For
Prudential/PGIM313,0320 00For
JANUS INVESTMENT FUND272,1390 00For
HARBOR FUNDS256,6270 00For
T. Rowe Price230,4650 00For
TIAA169,5590 00For
Jackson National163,7800 00For
OLD WESTBURY FUNDS INC157,6970 00For
Columbia Threadneedle151,3420 00For
PIONEER SERIES TRUST X147,8780 00For
Victory Capital103,0480 00For
Transamerica102,132186 00For
Parnassus096,072 00Against

Showing the 25 largest of 198 asset managers. See all 198 in the interactive database.

10. Election of Director Nominees: Andrea M. Weiss

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 8 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 46,997,852AGAINST: 1,333,027

O'REILLY AUTOMOTIVE INC.’s own tally for this item (“Elect Director: Andrea M. Weiss”): 46,997,852 for, 1,333,027 against, per its Form 8-K (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.

The 198 asset managers below cast 99.9% 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 99.9%
FOR: 100.0%AGAINST: 0.0%ABSTAIN: 0.0%UNKNOWN: 0.0%
Largest asset managers voting on “Election of Director Nominees: Andrea M. Weiss” at O'REILLY AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Elevation Series Trust2,253,000,0000 00For
New York Life445,268,8780 00For
Vanguard4,816,5110 00For
Fidelity2,707,4390 00For
BlackRock1,330,820267 00For
Principal1,315,9360 00For
Putnam802,7070 00For
PROFESSIONALLY MANAGED PORTFOLIOS747,0340 00For
Invesco639,5010 00For
State Street556,28721 00For
MFS553,6210 00For
JPMorgan443,4740 00For
Charles Schwab348,6640 00For
Prudential/PGIM313,0320 00For
JANUS INVESTMENT FUND272,1390 00For
HARBOR FUNDS256,6270 00For
T. Rowe Price230,4650 00For
TIAA169,5590 00For
Jackson National163,7800 00For
OLD WESTBURY FUNDS INC157,6970 00For
Columbia Threadneedle151,3420 00For
PIONEER SERIES TRUST X147,8780 00For
Victory Capital103,0480 00For
Transamerica102,132186 00For
Parnassus96,0720 00For

Showing the 25 largest of 198 asset managers. See all 198 in the interactive database.

11. Election of Director Nominees: Fred Whitfield

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 7 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%
FOR: 46,033,063AGAINST: 2,246,498

O'REILLY AUTOMOTIVE INC.’s own tally for this item (“Elect Director: Fred Whitfield”): 46,033,063 for, 2,246,498 against, per its Form 8-K (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.

The 198 asset managers below cast 99.9% 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 99.9%
FOR: 100.0%AGAINST: 0.0%ABSTAIN: 0.0%UNKNOWN: 0.0%
Largest asset managers voting on “Election of Director Nominees: Fred Whitfield” at O'REILLY AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Elevation Series Trust2,253,000,0000 00For
New York Life445,268,8780 00For
Vanguard4,816,5110 00For
Fidelity2,707,4390 00For
BlackRock1,330,0571,030 00For
Principal1,315,9360 00For
Putnam802,7070 00For
PROFESSIONALLY MANAGED PORTFOLIOS747,0340 00For
Invesco639,5010 00For
State Street556,25652 00For
MFS553,6210 00For
JPMorgan443,4740 00For
Charles Schwab348,6640 00For
Prudential/PGIM313,0320 00For
JANUS INVESTMENT FUND272,1390 00For
HARBOR FUNDS256,6270 00For
T. Rowe Price230,4650 00For
TIAA169,5590 00For
Jackson National163,7800 00For
OLD WESTBURY FUNDS INC157,6970 00For
Columbia Threadneedle151,3420 00For
PIONEER SERIES TRUST X147,8780 00For
Victory Capital103,0480 00For
Transamerica102,132186 00For
Parnassus096,072 00Against

Showing the 25 largest of 198 asset managers. See all 198 in the interactive database.

12. Ratification of appointment of Ernst & Young LLP as independent auditors for the fiscal year ending December 31, 2024.

AUDIT-RELATEDMajority of the votes cast: yes

Combines 8 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%
FOR: 50,285,254AGAINST: 3,021,215

O'REILLY AUTOMOTIVE INC.’s own tally for this item (“The shareholders voted to ratify the appointment of Ernst & Young LLP, as the Company's independent auditors for the fiscal year ending December 31, 2024.”): 50,285,254 for, 3,021,215 against, per its Form 8-K (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.

The 198 asset managers below cast 99.9% 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 99.9%
FOR: 100.0%AGAINST: 0.0%ABSTAIN: 0.0%UNKNOWN: 0.0%
Largest asset managers voting on “Ratification of appointment of Ernst & Young LLP as independent auditors for the fiscal year ending December 3” at O'REILLY AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Elevation Series Trust2,253,000,0000 00For
New York Life445,268,8780 00For
Vanguard4,816,5110 00For
Fidelity2,707,4390 00For
BlackRock1,331,0870 00For
Principal1,315,9360 00For
Putnam802,7070 00For
PROFESSIONALLY MANAGED PORTFOLIOS747,0340 00For
Invesco639,5010 00For
State Street556,29315 00For
MFS553,6210 00For
JPMorgan443,4740 00For
Charles Schwab348,6640 00For
Prudential/PGIM313,0320 00For
JANUS INVESTMENT FUND272,1390 00For
HARBOR FUNDS256,6270 00For
T. Rowe Price230,4650 00For
TIAA169,5590 00For
Jackson National163,7800 00For
OLD WESTBURY FUNDS INC157,6970 00For
Columbia Threadneedle151,3420 00For
PIONEER SERIES TRUST X147,8780 00For
Victory Capital103,0480 00For
Transamerica102,3180 00For
Parnassus96,0720 00For

Showing the 25 largest of 198 asset managers. See all 198 in the interactive database.

13. Shareholder proposal entitled "Independent Board Chairman."

DIRECTOR ELECTIONSMajority of the votes cast: no

Combines 11 wordings of this item as funds reported it.

41% Majority: no · of votes cast

FOR 41%AGAINST 59%
FOR: 19,607,787AGAINST: 28,680,046

O'REILLY AUTOMOTIVE INC.’s own tally for this item (“The shareholders voted against the shareholder proposal entitled "Independent Board Chairman.”): 19,607,787 for, 28,680,046 against, per its Form 8-K (Item 5.07). FOR was not 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.

The 194 asset managers below cast 99.4% 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 99.4%
FOR: 99.5%AGAINST: 0.5%ABSTAIN: 0.0%UNKNOWN: 0.0%
Largest asset managers voting on “Shareholder proposal entitled "Independent Board Chairman."” at O'REILLY AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Elevation Series Trust2,253,000,0000 00For
New York Life445,268,8780 00For
Vanguard13,4404,803,071 00Against
Fidelity02,707,439 00Against
Principal79,6421,236,294 00Against
Putnam802,7070 00For
PROFESSIONALLY MANAGED PORTFOLIOS0747,034 00Against
Invesco629,6039,898 00For
State Street177556,131 00Against
MFS0553,621 00Against
JPMorgan0443,474 00Against
Charles Schwab0348,664 00Against
Prudential/PGIM15,541297,491 00Against
JANUS INVESTMENT FUND19,233252,906 00Against
HARBOR FUNDS0256,627 00Against
T. Rowe Price7,233223,232 00Against
TIAA0169,559 00Against
Jackson National94,22469,556 00For
OLD WESTBURY FUNDS INC157,6970 00For
Columbia Threadneedle151,3420 00For
PIONEER SERIES TRUST X0147,878 00Against
Victory Capital102,276772 00For
Transamerica186102,132 00Against
Parnassus96,0720 00For
Dimensional093,167 00Against

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

14. Require Independent Board Chair

CORPORATE GOVERNANCE

0.9% fund support · no official result

AGAINST 99.1%

The 8 asset managers below cast 0.9% of the shares they voted on this item FOR (12,616 for, 1,438,954 against).

FOR: 12,616 (0.9%)AGAINST: 1,438,954 (99.1%)ABSTAIN: 193 (0.0%)
Largest asset managers voting on “Require Independent Board Chair” at O'REILLY AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
BlackRock1,6381,329,449 00Against
MASTER INVESTMENT PORTFOLIO093,018 00Against
Empower6,93015,396 00Against
Capitol Series Trust2,7990 00For
TIMOTHY PLAN1,2030 00For
Brighthouse0919 00Against
Symmetry Panoramic Trust0172 1930Abstain
Warren Street Wealth Advisors, LLC460 00For

15. Annual

DIRECTOR ELECTIONS

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (162 for, 0 against).

FOR: 162 (100.0%)
Largest asset managers voting on “Annual” at O'REILLY AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Colony Group, LLC1600 00For
PERRITT CAPITAL MANAGEMENT INC20 00For

Largest O'REILLY AUTOMOTIVE INC. shareholders voting in 2023-2024

Ranked by the number of O'REILLY AUTOMOTIVE INC. shares each manager voted on the most widely held ballot item of the 2023-2024 meeting.

Top O'REILLY AUTOMOTIVE INC. shareholders by shares voted, 2023-2024
#Asset manager Shares voted
1Elevation Series Trust 2,253,000,000
2IndexIQ Advisors LLC 617,000,000
3New York Life 446,268,878
4Vanguard 5,077,683
5Fidelity 4,222,289
6BlackRock 3,235,000
7State Street 2,029,108
8PRINCIPAL GLOBAL INVESTORS 1,638,344
9Invesco 1,576,738
10GEODE CAPITAL MANAGEMENT, LLC 1,398,265

Shown as share counts, not percentages: no shares-outstanding figure has been matched to O'REILLY AUTOMOTIVE INC. for the 2023-2024 season, so there is no denominator to divide by.

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. This page is a static snapshot rebuilt weekly on 02 October 2026; a live search always shows the current data.

At O'REILLY AUTOMOTIVE INC.'s shareholder meeting held 2024-05-16, in the 2023-2024 proxy season, 1,028 asset managers reported how they voted in their SEC Form N-PX filings, covering 14,107 separate fund positions. Their filings are grouped here into 15 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 to approve executive compensation. — FOR was 91% 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: O'REILLY AUTOMOTIVE INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission (filing date not recorded for this item).

O'REILLY AUTOMOTIVE INC. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.