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PDF SOLUTIONS INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and PDF SOLUTIONS INC.’s Form 8-K, filed 2024-06-25 (Item 5.07 on EDGAR). Page generated 04 October 2026.

  • 9Reported items
  • 231Asset managers
  • 2,123Fund votes
  • 2024-06-18Meeting date

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

Explore PDF SOLUTIONS INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by PDF SOLUTIONS INC.

These tallies are PDF SOLUTIONS INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2024-06-25 (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.

PDF SOLUTIONS INC. — official shareholder meeting results, meeting held 2024-06-18
Ballot itemForAgainst AbstainWithheldBroker non-votesOutcome
Elect Director: Chi-Foon Chan, Ph.D. 32,002,8861,242,35351,379 --3,015,643 Majority: yes
Elect Director: Kimon Michaels, Ph.D. 30,732,7952,559,7484,075 --3,015,643 Majority: yes
Elect Director: Shuo Zhang 31,114,7382,011,350170,530 --3,015,643 Majority: yes
Proposal 2: Ratification of the appointment of BPM LLP as the Independent Registered Public Accounting Firm for the Company for the year ending December 31, 2024: 35,909,60417,159385,498 ---- Majority: yes
Proposal 3: Approval of an amendment to Company's amended and restated certificate of incorporation to include an officer exculpation provision : 31,593,4331,568,988134,197 --3,015,643 Majority: yes
Proposal 4: Approval of the Company's Ninth Amended and Restated 2011 Stock Incentive Plan: 32,395,931896,2504,437 --3,015,643 Majority: yes
Proposal 5: Approval of the Company's First Amended and Restated 2021 Employee Stock Purchase Plan 33,289,3073,2744,037 --3,015,643 Majority: yes
Proposal 6: Approval, by non-binding advisory vote, of the 2023 compensation awarded to Named Executive Officers: 33,119,16899,59777,853 --3,015,643 Majority: yes

Source: PDF SOLUTIONS INC., Form 8-K, filed with the SEC on 2024-06-25 — read the filing on EDGAR.

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

Each item below shows how the 231 asset managers that disclosed a PDF SOLUTIONS 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 PDF SOLUTIONS 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, by a non-binding advisory vote, the compensation of our named executive officers disclosed in the Proxy Statement.

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

Combines 11 wordings of this item as funds reported it.

99.7% Majority: yes · of votes cast

FOR 99.7%
FOR: 33,119,168AGAINST: 99,597

PDF SOLUTIONS INC.’s own tally for this item (“Proposal 6: Approval, by non-binding advisory vote, of the 2023 compensation awarded to Named Executive Officers:”): 33,119,168 for, 99,597 against, per its Form 8-K filed 2024-06-25 (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 38,393,000 outstanding shares: 86% for, 0.3% against (87% of the company cast a for/against vote).

The 230 asset managers below cast 99.7% of the shares they voted on this item FOR (28,647,825 for, 73,703 against).

FOR 99.7%
FOR: 28,647,825 (99.7%)AGAINST: 73,703 (0.3%)ABSTAIN: 1,550 (0.0%)
Largest asset managers voting on “To approve, by a non-binding advisory vote, the compensation of our named executive officers disclosed in the ” at PDF SOLUTIONS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
BlackRock4,550,5210 00For
Vanguard3,174,9500 00For
State Street1,525,3790 00For
WASATCH ADVISORS LP1,289,2760 00For
WASATCH FUNDS TRUST1,257,1220 00For
NEEDHAM FUNDS INC1,187,3830 00For
Fidelity969,5550 00For
SNYDER CAPITAL MANAGEMENT L P880,2440 00For
Dimensional846,9770 00For
Thrivent731,1760 00For
EMERALD MUTUAL FUND ADVISERS TRUST715,9200 00For
GEODE CAPITAL MANAGEMENT, LLC694,3890 00For
Ranger Investment Management, L.P.605,2150 00For
Janus Henderson551,6820 00For
Ophir Asset Management Pty Ltd549,6710 00For
WILLIAM BLAIR INVESTMENT MANAGEMENT, LLC513,3090 00For
JANUS INVESTMENT FUND509,5110 00For
EMERALD ADVISERS, LLC506,5780 00For
Charles Schwab502,9240 00For
Nuveen436,7950 00For
TIAA397,3520 00For
FINANCIAL INVESTORS TRUST377,0420 00For
Northern Trust327,6240 00For
Principal284,6890 00For
MELLON INVESTMENTS Corp255,4940 00For

Showing the 25 largest of 230 asset managers. See all 230 in the interactive database.

2. To approve our First Amended and Restated 2021 Employee Stock Purchase Plan.

COMPENSATIONMajority of the votes cast: yes

Combines 5 wordings of this item as funds reported it.

99.9% Majority: yes · of votes cast

FOR 99.9%
FOR: 33,289,307AGAINST: 3,274

PDF SOLUTIONS INC.’s own tally for this item (“Proposal 5: Approval of the Company's First Amended and Restated 2021 Employee Stock Purchase Plan”): 33,289,307 for, 3,274 against, per its Form 8-K filed 2024-06-25 (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 38,393,000 outstanding shares: 87% for, 0.1% against (87% of the company cast a for/against vote).

The 80 asset managers below cast 100% of the shares they voted on this item FOR (15,840,775 for, 0 against).

FOR 100%
FOR: 15,840,775 (100.0%)
Largest asset managers voting on “To approve our First Amended and Restated 2021 Employee Stock Purchase Plan.” at PDF SOLUTIONS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
BlackRock3,454,2630 00For
Vanguard3,090,9480 00For
WASATCH FUNDS TRUST1,257,1220 00For
NEEDHAM FUNDS INC1,187,3830 00For
Fidelity853,8230 00For
Dimensional752,6460 00For
Ophir Asset Management Pty Ltd549,6710 00For
JANUS INVESTMENT FUND509,5110 00For
State Street464,9490 00For
TIAA397,3520 00For
FINANCIAL INVESTORS TRUST377,0420 00For
Thrivent362,7030 00For
Principal284,6890 00For
Charles Schwab243,8550 00For
Royce213,4000 00For
WILLIAM BLAIR FUNDS208,1610 00For
Russell Investments165,2730 00For
Prudential/PGIM120,7070 00For
Jackson National112,5090 00For
Invesco107,2630 00For
MoA Funds Corp101,9960 00For
Columbia Threadneedle101,2410 00For
Goldman Sachs80,3500 00For
Equitable79,6080 00For
Victory Capital53,4160 00For

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

3. To ratify the appointment of BPM LLP as our independent registered public accounting firm for the year ending December 31, 2024.

AUDIT-RELATEDMajority of the votes cast: yes

Combines 5 wordings of this item as funds reported it.

99.9% Majority: yes · of votes cast

FOR 99.9%
FOR: 35,909,604AGAINST: 17,159

PDF SOLUTIONS INC.’s own tally for this item (“Proposal 2: Ratification of the appointment of BPM LLP as the Independent Registered Public Accounting Firm for the Company for the year ending December 31, 2024:”): 35,909,604 for, 17,159 against, per its Form 8-K filed 2024-06-25 (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 38,393,000 outstanding shares: 94% for, 0.1% against (94% of the company cast a for/against vote).

The 79 asset managers below cast 100% of the shares they voted on this item FOR (15,291,104 for, 0 against).

FOR 100%
FOR: 15,291,104 (100.0%)
Largest asset managers voting on “To ratify the appointment of BPM LLP as our independent registered public accounting firm for the year ending ” at PDF SOLUTIONS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
BlackRock3,454,2630 00For
Vanguard3,090,9480 00For
WASATCH FUNDS TRUST1,257,1220 00For
NEEDHAM FUNDS INC1,187,3830 00For
Fidelity853,8230 00For
Dimensional752,6460 00For
JANUS INVESTMENT FUND509,5110 00For
State Street464,9490 00For
TIAA397,3520 00For
FINANCIAL INVESTORS TRUST377,0420 00For
Thrivent362,7030 00For
Principal284,6890 00For
Charles Schwab243,8550 00For
Royce213,4000 00For
WILLIAM BLAIR FUNDS208,1610 00For
Russell Investments165,2730 00For
Prudential/PGIM120,7070 00For
Jackson National112,5090 00For
Invesco107,2630 00For
MoA Funds Corp101,9960 00For
Columbia Threadneedle101,2410 00For
Goldman Sachs80,3500 00For
Equitable79,6080 00For
Victory Capital53,4160 00For
Transamerica47,4000 00For

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

4. Election of Directors: Chi-Foon Chan, Ph.D.

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 32,002,886AGAINST: 1,242,353

PDF SOLUTIONS INC.’s own tally for this item (“Elect Director: Chi-Foon Chan, Ph.D.”): 32,002,886 for, 1,242,353 against, per its Form 8-K filed 2024-06-25 (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 38,393,000 outstanding shares: 83% for, 3% against (87% of the company cast a for/against vote).

The 78 asset managers below cast 95% of the shares they voted on this item FOR (14,575,184 for, 715,920 against).

FOR 95%
FOR: 14,575,184 (95.3%)AGAINST: 715,920 (4.7%)
Largest asset managers voting on “Election of Directors: Chi-Foon Chan, Ph.D.” at PDF SOLUTIONS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
BlackRock3,454,2630 00For
Vanguard3,090,9480 00For
WASATCH FUNDS TRUST1,257,1220 00For
NEEDHAM FUNDS INC1,187,3830 00For
Fidelity853,8230 00For
Dimensional752,6460 00For
JANUS INVESTMENT FUND509,5110 00For
State Street464,9490 00For
TIAA397,3520 00For
FINANCIAL INVESTORS TRUST0377,042 00Against
Thrivent362,7030 00For
Principal34,600250,089 00Against
Charles Schwab243,8550 00For
Royce213,4000 00For
WILLIAM BLAIR FUNDS208,1610 00For
Russell Investments165,2730 00For
Prudential/PGIM31,91888,789 00Against
Jackson National112,5090 00For
Invesco107,2630 00For
MoA Funds Corp101,9960 00For
Columbia Threadneedle101,2410 00For
Goldman Sachs80,3500 00For
Equitable79,6080 00For
Victory Capital53,4160 00For
Transamerica47,4000 00For

Showing the 25 largest of 78 asset managers. See all 78 in the interactive database.

5. Election of Directors: Kimon W. Michaels, Ph.D.

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

92% Majority: yes · of votes cast

FOR 92%8%
FOR: 30,732,795AGAINST: 2,559,748

PDF SOLUTIONS INC.’s own tally for this item (“Elect Director: Kimon Michaels, Ph.D.”): 30,732,795 for, 2,559,748 against, per its Form 8-K filed 2024-06-25 (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 38,393,000 outstanding shares: 80% for, 7% against (87% of the company cast a for/against vote).

The 78 asset managers below cast 92% of the shares they voted on this item FOR (14,083,148 for, 1,207,956 against).

FOR 92%8%
FOR: 14,083,148 (92.1%)AGAINST: 1,207,956 (7.9%)
Largest asset managers voting on “Election of Directors: Kimon W. Michaels, Ph.D.” at PDF SOLUTIONS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
BlackRock3,454,2630 00For
Vanguard3,090,9480 00For
WASATCH FUNDS TRUST1,257,1220 00For
NEEDHAM FUNDS INC1,187,3830 00For
Fidelity853,8230 00For
Dimensional752,6460 00For
JANUS INVESTMENT FUND509,5110 00For
State Street852464,097 00Against
TIAA397,3520 00For
FINANCIAL INVESTORS TRUST0377,042 00Against
Thrivent362,7030 00For
Principal34,600250,089 00Against
Charles Schwab243,8550 00For
Royce213,4000 00For
WILLIAM BLAIR FUNDS208,1610 00For
Russell Investments165,2730 00For
Prudential/PGIM31,91888,789 00Against
Jackson National112,5090 00For
Invesco107,2630 00For
MoA Funds Corp101,9960 00For
Columbia Threadneedle101,2410 00For
Goldman Sachs80,3500 00For
Equitable79,6080 00For
Victory Capital53,4160 00For
Transamerica47,4000 00For

Showing the 25 largest of 78 asset managers. See all 78 in the interactive database.

6. Election of Directors: Shuo Zhang

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 3 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%
FOR: 31,114,738AGAINST: 2,011,350

PDF SOLUTIONS INC.’s own tally for this item (“Elect Director: Shuo Zhang”): 31,114,738 for, 2,011,350 against, per its Form 8-K filed 2024-06-25 (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 38,393,000 outstanding shares: 81% for, 5% against (86% of the company cast a for/against vote).

The 78 asset managers below cast 94% of the shares they voted on this item FOR (14,411,081 for, 880,023 against).

FOR 94%
FOR: 14,411,081 (94.2%)AGAINST: 880,023 (5.8%)
Largest asset managers voting on “Election of Directors: Shuo Zhang” at PDF SOLUTIONS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
BlackRock3,454,2630 00For
Vanguard3,090,9480 00For
WASATCH FUNDS TRUST1,257,1220 00For
NEEDHAM FUNDS INC1,187,3830 00For
Fidelity853,8230 00For
Dimensional752,6460 00For
JANUS INVESTMENT FUND509,5110 00For
State Street464,790159 00For
TIAA397,3520 00For
FINANCIAL INVESTORS TRUST0377,042 00Against
Thrivent362,7030 00For
Principal34,600250,089 00Against
Charles Schwab243,8550 00For
Royce213,4000 00For
WILLIAM BLAIR FUNDS208,1610 00For
Russell Investments165,2730 00For
Prudential/PGIM31,91888,789 00Against
Jackson National112,5090 00For
Invesco0107,263 00Against
MoA Funds Corp101,9960 00For
Columbia Threadneedle101,2410 00For
Goldman Sachs80,3500 00For
Equitable47,68631,922 00For
Victory Capital53,4160 00For
Transamerica47,4000 00For

Showing the 25 largest of 78 asset managers. See all 78 in the interactive database.

7. To approve an amendment to our amended and restated certificate of incorporation to include an officer exculpation provision.

CORPORATE GOVERNANCEMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%
FOR: 31,593,433AGAINST: 1,568,988

PDF SOLUTIONS INC.’s own tally for this item (“Proposal 3: Approval of an amendment to Company's amended and restated certificate of incorporation to include an officer exculpation provision :”): 31,593,433 for, 1,568,988 against, per its Form 8-K filed 2024-06-25 (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 38,393,000 outstanding shares: 82% for, 4% against (86% of the company cast a for/against vote).

The 78 asset managers below cast 99% of the shares they voted on this item FOR (15,082,657 for, 208,447 against).

FOR 99%
FOR: 15,082,657 (98.6%)AGAINST: 208,447 (1.4%)
Largest asset managers voting on “To approve an amendment to our amended and restated certificate of incorporation to include an officer exculpa” at PDF SOLUTIONS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
BlackRock3,454,2630 00For
Vanguard3,090,9480 00For
WASATCH FUNDS TRUST1,257,1220 00For
NEEDHAM FUNDS INC1,187,3830 00For
Fidelity853,8230 00For
Dimensional752,6460 00For
JANUS INVESTMENT FUND509,5110 00For
State Street464,91237 00For
TIAA397,3520 00For
FINANCIAL INVESTORS TRUST377,0420 00For
Thrivent362,7030 00For
Principal284,6890 00For
Charles Schwab243,8550 00For
Royce213,4000 00For
WILLIAM BLAIR FUNDS208,1610 00For
Russell Investments0165,273 00Against
Prudential/PGIM120,7070 00For
Jackson National112,5090 00For
Invesco107,2630 00For
MoA Funds Corp101,9960 00For
Columbia Threadneedle101,2410 00For
Goldman Sachs80,3500 00For
Equitable79,6080 00For
Victory Capital53,4160 00For
Transamerica47,4000 00For

Showing the 25 largest of 78 asset managers. See all 78 in the interactive database.

8. To approve our Ninth Amended and Restated 2011 Stock Incentive Plan.

COMPENSATIONMajority of the votes cast: yes

Combines 3 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 32,395,931AGAINST: 896,250

PDF SOLUTIONS INC.’s own tally for this item (“Proposal 4: Approval of the Company's Ninth Amended and Restated 2011 Stock Incentive Plan:”): 32,395,931 for, 896,250 against, per its Form 8-K filed 2024-06-25 (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 38,393,000 outstanding shares: 84% for, 2% against (87% of the company cast a for/against vote).

The 77 asset managers below cast 97% of the shares they voted on this item FOR (14,806,258 for, 462,051 against).

FOR 97%
FOR: 14,806,258 (97.0%)AGAINST: 462,051 (3.0%)
Largest asset managers voting on “To approve our Ninth Amended and Restated 2011 Stock Incentive Plan.” at PDF SOLUTIONS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
BlackRock3,454,2630 00For
Vanguard3,090,9480 00For
WASATCH FUNDS TRUST1,257,1220 00For
NEEDHAM FUNDS INC1,187,3830 00For
Fidelity853,8230 00For
Dimensional752,6460 00For
JANUS INVESTMENT FUND509,5110 00For
State Street464,9436 00For
TIAA0397,352 00Against
FINANCIAL INVESTORS TRUST377,0420 00For
Thrivent362,7030 00For
Principal284,6890 00For
Charles Schwab243,8550 00For
Royce213,4000 00For
WILLIAM BLAIR FUNDS208,1610 00For
Russell Investments165,2730 00For
Prudential/PGIM120,7070 00For
Jackson National112,5090 00For
Invesco107,2630 00For
MoA Funds Corp101,9960 00For
Columbia Threadneedle101,2410 00For
Goldman Sachs80,3500 00For
Equitable79,6080 00For
Victory Capital53,4160 00For
Transamerica47,4000 00For

Showing the 25 largest of 77 asset managers. See all 77 in the interactive database.

9. Amend Omnibus Stock Plan

SECTION 14A SAY-ON-PAY VOTES

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (572,466 for, 0 against).

FOR: 572,466 (100.0%)
Largest asset managers voting on “Amend Omnibus Stock Plan” at PDF SOLUTIONS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Ophir Asset Management Pty Ltd549,6710 00For
Empower22,7950 00For

Largest PDF SOLUTIONS INC. shareholders voting in 2023-2024

Ranked by the number of PDF SOLUTIONS INC. shares each manager voted on the most widely held ballot item of the 2023-2024 meeting, shown as a share of the 38,393,000 shares outstanding at the time of that meeting.

Top PDF SOLUTIONS INC. shareholders by shares voted, 2023-2024
#Asset manager % of shares outstanding
1BlackRock 11.85%
2Vanguard 8.27%
3State Street 3.97%
4WASATCH ADVISORS LP 3.36%
5WASATCH FUNDS TRUST 3.27%
6NEEDHAM FUNDS INC 3.09%
7Fidelity 2.53%
8SNYDER CAPITAL MANAGEMENT L P 2.29%
9Dimensional 2.21%
10Thrivent 1.90%

Reported PDF SOLUTIONS INC. ownership

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

PDF SOLUTIONS INC. beneficial owners on record for the 2023-2024 proxy season
Holder % outstanding Disclosure
BlackRock 12.67% 13F
Vanguard Group 8.22% 13F
State Street 2.96% 13F
Dimensional Fund Advisors 2.35% 13F
Geode Capital 1.80% 13F
Nuveen 1.13% 13F
Northern Trust 1.01% 13F
Morgan Stanley 0.93% 13F
Charles Schwab 0.68% 13F
FMR (Fidelity) 0.62% 13F

Percentages above are of 38,393,000 shares outstanding, as reported by PDF SOLUTIONS 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 PDF SOLUTIONS INC.’s 10-Q dated 2024-03-31. This page is a static snapshot rebuilt weekly on 04 October 2026; a live search always shows the current data.

At PDF SOLUTIONS INC.'s shareholder meeting held 2024-06-18, in the 2023-2024 proxy season, 231 asset managers reported how they voted in their SEC Form N-PX filings, covering 2,123 separate fund positions. Their filings are grouped here into 9 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 — To approve, by a non-binding advisory vote, the compensation of our named executive officers… — FOR was 99.7% 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: PDF SOLUTIONS INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2024-06-25.

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