Home › Companies › PENGUIN SOLUTIONS INC. › 2024-2025

PENGUIN SOLUTIONS INC. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and PENGUIN SOLUTIONS INC.’s Form 8-K, filed 2025-02-12 (Item 5.07 on EDGAR). Page generated 02 October 2026.

  • 16Reported items
  • 256Asset managers
  • 2,681Fund votes
  • 2025-02-07Main meeting date

Proxy season: 2024-2025 2025-2026

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

Official 2024-2025 meeting results reported by PENGUIN SOLUTIONS INC.

These tallies are PENGUIN SOLUTIONS INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2025-02-12 (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.

PENGUIN SOLUTIONS INC. — official shareholder meeting results, meeting held 2025-02-07
Ballot itemForAgainst AbstainWithheldBroker non-votesOutcome
Elect Director: Min Yong Ha 38,229,8281,951,18533,564 --5,881,580 Majority: yes
Elect Director: Penelope Herscher 37,492,2702,693,56628,741 --5,881,580 Majority: yes
Proposal 2: Ratification of the Selection of the Company's Independent Registered Public Accounting Firm Shareholders ratified the selection of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending Augu 45,319,496767,9938,668 --0 Majority: yes
Proposal 3: Approval, on a Non-Binding Advisory Basis, of the Compensation of the Company's Named Executive Officers Shareholders approved, on a non-binding advisory basis, the compensation of the Company's named executive officers 39,400,995733,76879,814 --5,881,580 Majority: yes

Source: PENGUIN SOLUTIONS INC., Form 8-K, filed with the SEC on 2025-02-12 — read the filing on EDGAR.

How asset managers voted at the PENGUIN SOLUTIONS INC. 2024-2025 meetings

Each item below shows how the 256 asset managers that disclosed a PENGUIN 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 PENGUIN 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. Approval, on a non-binding advisory basis, of the compensation of the company's named executive officers.

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

Meeting held 2025-02-07.

Combines 7 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 39,400,995AGAINST: 733,768

PENGUIN SOLUTIONS INC.’s own tally for this item (“Proposal 3: Approval, on a Non-Binding Advisory Basis, of the Compensation of the Company's Named Executive Officers Shareholders approved, on a non-binding advisory basis, the compensation of the Company's named executi”): 39,400,995 for, 733,768 against, per its Form 8-K filed 2025-02-12 (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 53,438,000 outstanding shares: 74% for, 1% against (75% of the company cast a for/against vote).

The 230 asset managers below cast 99.0% 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%
FOR: 99.0%AGAINST: 1.0%ABSTAIN: 0.1%NOT VOTED: 0.0%
Largest asset managers voting on “Approval, on a non-binding advisory basis, of the compensation of the company's named executive officers.” at PENGUIN SOLUTIONS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard7,042,3820 00For
Fidelity6,803,5880 00For
BlackRock5,520,9670 00For
State Street2,669,7310 00For
American Century2,417,7420 00For
AllianceBernstein2,309,4620 00For
Pacer Funds Trust2,217,9480 00For
Charles Schwab1,584,9350 00For
Dimensional1,226,8710 00For
GEODE CAPITAL MANAGEMENT, LLC1,148,2630 00For
ArrowMark Colorado Holdings LLC794,4160 00For
MERIDIAN FUND INC794,4160 00For
Royce656,8980 00For
Clearbridge Investments, LLC618,1630 00For
Wellington596,1040 00For
KENNEDY CAPITAL MANAGEMENT LLC500,2320 00For
Legg Mason498,5850 00For
Think Investments LP493,1510 00For
HENNESSY FUNDS TRUST471,6000 00For
First Eagle Investment Management, LLC456,7440 00For
Northern Trust440,3330 00For
FIRST EAGLE FUNDS407,5500 00For
P.A.W. CAPITAL CORP396,8400 00For
JPMorgan376,7230 00For
MARSHALL WACE, LLP319,7240 00For

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

2. Approval, on a non-binding advisory basis, of the frequency of the advisory vote to approve the compensation of the Company's named executive officers.

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2025-02-07.

Combines 6 wordings of this item as funds reported it.

99.8% fund support · no official result

ONE YEAR 64%1 YEAR 33%

The 219 asset managers below cast 99.8% of the shares they voted on this item FOR (153,405 for, 268 against).

FOR: 153,405 (0.3%)AGAINST: 268 (0.0%)ABSTAIN: 29,092 (0.1%)ONE YEAR: 29,742,253 (64.2%)1 YEAR: 15,137,017 (32.7%)THREE YEARS: 1,233,775 (2.7%)3 YEARS: 14,021 (0.0%)1-YEAR: 6,079 (0.0%)NOT VOTED: 223 (0.0%)
Largest asset managers voting on “Approval, on a non-binding advisory basis, of the frequency of the advisory vote to approve the compensation o” at PENGUIN SOLUTIONS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard00 00One Year
Fidelity00 00One Year
BlackRock83,4460 001 Year
State Street00 00One Year
American Century00 00One Year
AllianceBernstein00 00One Year
Pacer Funds Trust00 001 Year
Charles Schwab00 001 Year
Dimensional00 00Three Years
GEODE CAPITAL MANAGEMENT, LLC00 00One Year
ArrowMark Colorado Holdings LLC00 001 Year
MERIDIAN FUND INC00 001 Year
Royce00 00One Year
Clearbridge Investments, LLC00 00One Year
Wellington00 001 Year
KENNEDY CAPITAL MANAGEMENT LLC00 00One Year
Legg Mason00 00One Year
Think Investments LP00 001 Year
HENNESSY FUNDS TRUST00 00One Year
First Eagle Investment Management, LLC00 00One Year
Northern Trust00 001 Year
FIRST EAGLE FUNDS00 00One Year
P.A.W. CAPITAL CORP00 00One Year
MARSHALL WACE, LLP00 001 Year
LSV ASSET MANAGEMENT00 001 Year

Showing the 25 largest of 219 asset managers. See all 219 in the interactive database.

3. A proposal (the "Adjournment Proposal") to approve the adjournment of the Extraordinary General Meeting to a later date or dates, if necessary, to permit further solicitation and voting of proxies in the event that there are insufficient votes for, or otherwise in connection with, the approval of the Name Change Proposal or the Articles Amendment Proposal. The Adjournment Proposal will only be pre

CORPORATE GOVERNANCE

Meeting held 2024-08-26; no official results are on file for this meeting.

Combines 2 wordings of this item as funds reported it.

96% fund support · no official result

FOR 96%

The 85 asset managers below cast 96% of the shares they voted on this item FOR (23,777,454 for, 1,086,823 against).

FOR: 23,777,454 (95.6%)AGAINST: 1,086,823 (4.4%)
Largest asset managers voting on “A proposal (the "Adjournment Proposal") to approve the adjournment of the Extraordinary General Meeting to a l” at PENGUIN SOLUTIONS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard6,929,6110 00For
BlackRock4,739,6410 00For
Fidelity3,293,4570 00For
Dimensional1,279,2180 00For
State Street0937,617 00Against
American Century779,6800 00For
Charles Schwab731,0450 00For
MERIDIAN FUND INC685,1690 00For
AllianceBernstein515,7640 00For
Legg Mason498,9430 00For
FIRST EAGLE FUNDS432,8110 00For
HENNESSY FUNDS TRUST402,5000 00For
TRUST FOR PROFESSIONAL MANAGERS309,3770 00For
Columbia Threadneedle235,4630 00For
Putnam210,9500 00For
Royce182,7980 00For
Bridge Builder Trust176,5530 00For
RBB FUND, INC.168,2140 00For
Hartford156,5410 00For
Exchange Place Advisors Trust139,7040 00For
Equitable139,1350 00For
TIAA120,2640 00For
Jackson National118,8010 00For
Northwestern Mutual117,5890 00For
Mercer Funds107,3000 00For

Showing the 25 largest of 85 asset managers. See all 85 in the interactive database.

4. A proposal (the "Articles Amendment Proposal") to replace the existing amended and restated memorandum and articles of association of the Company in its entirety and adopt a Third Amended and Restated Memorandum and Articles of Association to reflect the proposed change in the name of the Company, eliminate obsolete provisions, and make certain other non- substantive changes.

CORPORATE GOVERNANCE

Meeting held 2024-08-26; no official results are on file for this meeting.

Combines 2 wordings of this item as funds reported it.

100% fund support · no official result

FOR 100%

The 85 asset managers below cast 100% of the shares they voted on this item FOR (24,864,277 for, 0 against).

FOR: 24,864,277 (100.0%)
Largest asset managers voting on “A proposal (the "Articles Amendment Proposal") to replace the existing amended and restated memorandum and art” at PENGUIN SOLUTIONS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard6,929,6110 00For
BlackRock4,739,6410 00For
Fidelity3,293,4570 00For
Dimensional1,279,2180 00For
State Street937,6170 00For
American Century779,6800 00For
Charles Schwab731,0450 00For
MERIDIAN FUND INC685,1690 00For
AllianceBernstein515,7640 00For
Legg Mason498,9430 00For
FIRST EAGLE FUNDS432,8110 00For
HENNESSY FUNDS TRUST402,5000 00For
TRUST FOR PROFESSIONAL MANAGERS309,3770 00For
Columbia Threadneedle235,4630 00For
Putnam210,9500 00For
Royce182,7980 00For
Bridge Builder Trust176,5530 00For
RBB FUND, INC.168,2140 00For
Hartford156,5410 00For
Exchange Place Advisors Trust139,7040 00For
Equitable139,1350 00For
TIAA120,2640 00For
Jackson National118,8010 00For
Northwestern Mutual117,5890 00For
Mercer Funds107,3000 00For

Showing the 25 largest of 85 asset managers. See all 85 in the interactive database.

5. A proposal (the "Name Change Proposal") to approve the change in the name of the Company from "SMART Global Holdings, Inc." to "Penguin Solutions, Inc."

CORPORATE GOVERNANCE

Meeting held 2024-08-26; no official results are on file for this meeting.

Combines 2 wordings of this item as funds reported it.

100% fund support · no official result

FOR 100%

The 85 asset managers below cast 100% of the shares they voted on this item FOR (24,864,277 for, 0 against).

FOR: 24,864,277 (100.0%)
Largest asset managers voting on “A proposal (the "Name Change Proposal") to approve the change in the name of the Company from "SMART Global Ho” at PENGUIN SOLUTIONS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard6,929,6110 00For
BlackRock4,739,6410 00For
Fidelity3,293,4570 00For
Dimensional1,279,2180 00For
State Street937,6170 00For
American Century779,6800 00For
Charles Schwab731,0450 00For
MERIDIAN FUND INC685,1690 00For
AllianceBernstein515,7640 00For
Legg Mason498,9430 00For
FIRST EAGLE FUNDS432,8110 00For
HENNESSY FUNDS TRUST402,5000 00For
TRUST FOR PROFESSIONAL MANAGERS309,3770 00For
Columbia Threadneedle235,4630 00For
Putnam210,9500 00For
Royce182,7980 00For
Bridge Builder Trust176,5530 00For
RBB FUND, INC.168,2140 00For
Hartford156,5410 00For
Exchange Place Advisors Trust139,7040 00For
Equitable139,1350 00For
TIAA120,2640 00For
Jackson National118,8010 00For
Northwestern Mutual117,5890 00For
Mercer Funds107,3000 00For

Showing the 25 largest of 85 asset managers. See all 85 in the interactive database.

6. Election of the two nominees for Class II director to serve until the 2028 annual general meeting of shareholders or until their successors are duly elected and qualified: Min Yong Ha

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-02-07.

Combines 3 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%
FOR: 38,229,828AGAINST: 1,951,185

PENGUIN SOLUTIONS INC.’s own tally for this item (“Elect Director: Min Yong Ha”): 38,229,828 for, 1,951,185 against, per its Form 8-K filed 2025-02-12 (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 53,438,000 outstanding shares: 72% for, 4% against (75% of the company cast a for/against vote).

The 78 asset managers below cast 97% of the shares they voted on this item FOR (25,121,705 for, 894,926 against).

FOR 97%
FOR: 25,121,705 (96.6%)AGAINST: 894,926 (3.4%)
Largest asset managers voting on “Election of the two nominees for Class II director to serve until the 2028 annual general meeting of sharehold” at PENGUIN SOLUTIONS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard6,779,6320 00For
BlackRock4,085,9230 00For
Fidelity3,341,9550 00For
Pacer Funds Trust2,217,9480 00For
American Century1,197,8700 00For
Dimensional1,147,2040 00For
State Street0853,023 00Against
MERIDIAN FUND INC794,4160 00For
Charles Schwab756,9900 00For
AllianceBernstein643,1340 00For
Legg Mason498,5850 00For
HENNESSY FUNDS TRUST471,6000 00For
Royce412,8700 00For
FIRST EAGLE FUNDS407,5500 00For
Exchange Place Advisors Trust282,2930 00For
Equitable145,3710 00For
Columbia Threadneedle144,8320 00For
Bridge Builder Trust124,5170 00For
TIAA119,8640 00For
Jackson National111,8710 00For
NEEDHAM FUNDS INC100,0000 00For
Guardian Variable Products Trust96,6750 00For
Advisor Managed Portfolios95,6200 00For
JPMorgan92,9330 00For
Lincoln Financial48,04138,602 00For

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

7. Election of the two nominees for Class II director to serve until the 2028 annual general meeting of shareholders or until their successors are duly elected and qualified: Penelope Herscher

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-02-07.

Combines 3 wordings of this item as funds reported it.

93% Majority: yes · of votes cast

FOR 93%
FOR: 37,492,270AGAINST: 2,693,566

PENGUIN SOLUTIONS INC.’s own tally for this item (“Elect Director: Penelope Herscher”): 37,492,270 for, 2,693,566 against, per its Form 8-K filed 2025-02-12 (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 53,438,000 outstanding shares: 70% for, 5% against (75% of the company cast a for/against vote).

The 78 asset managers below cast 97% of the shares they voted on this item FOR (25,248,346 for, 768,285 against).

FOR 97%
FOR: 25,248,346 (97.0%)AGAINST: 768,285 (3.0%)
Largest asset managers voting on “Election of the two nominees for Class II director to serve until the 2028 annual general meeting of sharehold” at PENGUIN SOLUTIONS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard6,779,6320 00For
BlackRock4,085,9230 00For
Fidelity3,341,9550 00For
Pacer Funds Trust2,217,9480 00For
American Century1,197,8700 00For
Dimensional1,147,2040 00For
State Street853,0230 00For
MERIDIAN FUND INC794,4160 00For
Charles Schwab756,9900 00For
AllianceBernstein0643,134 00Against
Legg Mason498,5850 00For
HENNESSY FUNDS TRUST471,6000 00For
Royce412,8700 00For
FIRST EAGLE FUNDS407,5500 00For
Exchange Place Advisors Trust282,2930 00For
Equitable96,75148,620 00For
Columbia Threadneedle144,8320 00For
Bridge Builder Trust124,5170 00For
TIAA119,8640 00For
Jackson National111,8710 00For
NEEDHAM FUNDS INC100,0000 00For
Guardian Variable Products Trust96,6750 00For
Advisor Managed Portfolios95,6200 00For
JPMorgan92,9330 00For
Lincoln Financial86,6430 00For

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

8. Ratification of the selection of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending August 29, 2025.

AUDIT-RELATEDMajority of the votes cast: yes

Meeting held 2025-02-07.

Combines 2 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 45,319,496AGAINST: 767,993

PENGUIN SOLUTIONS INC.’s own tally for this item (“Proposal 2: Ratification of the Selection of the Company's Independent Registered Public Accounting Firm Shareholders ratified the selection of Deloitte & Touche LLP as the Company's independent registered public account”): 45,319,496 for, 767,993 against, per its Form 8-K filed 2025-02-12 (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 53,438,000 outstanding shares: 85% for, 1% 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 (25,714,079 for, 302,552 against).

FOR 99%
FOR: 25,714,079 (98.8%)AGAINST: 302,552 (1.2%)
Largest asset managers voting on “Ratification of the selection of Deloitte & Touche LLP as the Company's independent registered public accounti” at PENGUIN SOLUTIONS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard6,779,6320 00For
BlackRock4,085,9230 00For
Fidelity3,341,9550 00For
Pacer Funds Trust2,217,9480 00For
American Century1,197,8700 00For
Dimensional1,147,2040 00For
State Street853,0230 00For
MERIDIAN FUND INC794,4160 00For
Charles Schwab756,9900 00For
AllianceBernstein643,1340 00For
Legg Mason498,5850 00For
HENNESSY FUNDS TRUST471,6000 00For
Royce412,8700 00For
FIRST EAGLE FUNDS407,5500 00For
Exchange Place Advisors Trust4,358277,935 00Against
Equitable145,3710 00For
Columbia Threadneedle144,8320 00For
Bridge Builder Trust124,5170 00For
TIAA119,8640 00For
Jackson National111,8710 00For
NEEDHAM FUNDS INC100,0000 00For
Guardian Variable Products Trust96,6750 00For
Advisor Managed Portfolios95,6200 00For
JPMorgan92,9330 00For
Lincoln Financial86,6430 00For

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

9. To approve the scheme of arrangement substantially in the form attached as Annex B to the accompanying proxy statement (the "Scheme of Arrangement"), pursuant to which, at the completion date of the Scheme of Arrangement (expected to be 1:30p.m. (Pacific Time) on June 30, 2025), all shareholders of Penguin Solutions, Inc., a Cayman Islands exempted company ("Penguin Solutions Cayman") will become

EXTRAORDINARY TRANSACTIONSCORPORATE GOVERNANCE

Meeting held 2025-06-16; no official results are on file for this meeting.

Combines 3 wordings of this item as funds reported it.

92% fund support · no official result

FOR 92%8%

The 66 asset managers below cast 92% of the shares they voted on this item FOR (21,678,788 for, 1,800,011 against).

FOR: 21,678,788 (92.3%)AGAINST: 1,800,011 (7.7%)
Largest asset managers voting on “To approve the scheme of arrangement substantially in the form attached as Annex B to the accompanying proxy s” at PENGUIN SOLUTIONS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard6,257,7482,461 00For
Fidelity5,856,2960 00For
BlackRock3,838,7870 00For
State Street1,438,6660 00For
Charles Schwab0782,113 00Against
American Century751,4560 00For
MERIDIAN FUND INC0711,692 00Against
Royce547,6700 00For
AllianceBernstein479,0140 00For
Legg Mason408,5850 00For
FIRST EAGLE FUNDS341,3130 00For
NORTHERN LIGHTS FUND TRUST II0183,844 00Against
Equitable142,5620 00For
TIAA120,2640 00For
JPMorgan109,7110 00For
Columbia Threadneedle106,1210 00For
Jackson National105,1710 00For
Advisor Managed Portfolios101,1150 00For
NEEDHAM FUNDS INC100,0000 00For
QUANTITATIVE MASTER SERIES LLC89,7370 00For
SEI085,708 00Against
Lincoln Financial83,3150 00For
HENNESSY FUNDS TRUST75,5370 00For
RBC FUNDS TRUST68,3300 00For
T. Rowe Price67,2690 00For

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

10. To approve the scheme of arrangement substantially in the form attached as Annex B to the accompanying proxy statement (the "Scheme of Arrangement"), pursuant to which, at the completion date of the Scheme of Arrangement (expected to be 1:30 p.m. (Pacific Time) on June 30, 2025), all shareholders of Penguin Solutions, Inc., a Cayman Islands exempted company ("Penguin Solutions Cayman") will become

CAPITAL STRUCTURE

Meeting held 2025-06-16; no official results are on file for this meeting.

99.9% fund support · no official result

FOR 99.9%

The 8 asset managers below cast 99.9% of the shares they voted on this item FOR (512,462 for, 5 against).

FOR: 512,462 (100.0%)AGAINST: 5 (0.0%)
Largest asset managers voting on “To approve the scheme of arrangement substantially in the form attached as Annex B to the accompanying proxy s” at PENGUIN SOLUTIONS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Exchange Place Advisors Trust290,7140 00For
Guardian Variable Products Trust94,7750 00For
NORTHERN LIGHTS FUND TRUST II70,0000 00For
Bridge Builder Trust24,1170 00For
Northern Lights Fund Trust IV20,0970 00For
Tidal Trust III5,6980 00For
Vanguard4,3725 00For
Jackson Creek Investment Advisors LLC2,6890 00For

11. Advisory Vote on Say on Pay Frequency

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2025-02-07.

— fund support · no official result

ONE YEAR 100%

No shares were cast for or against this item by the managers below — every disclosed position was an abstention or was not voted.

ONE YEAR: 594,068 (100.0%)
Largest asset managers voting on “Advisory Vote on Say on Pay Frequency” at PENGUIN SOLUTIONS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
JPMorgan00 00One Year
PARADIGM CAPITAL MANAGEMENT INC/NY00 00One Year
Desjardins Global Asset Management Inc.00 00One Year
Empower00 00One Year
GuideStone00 00One Year

12. Change Jurisdiction of Incorporation from Cayman Islands to Delaware

CORPORATE GOVERNANCE

Meeting held 2025-06-16; no official results are on file for this meeting.

100% fund support · no official result

FOR 100%

The 3 asset managers below cast 100% of the shares they voted on this item FOR (211,227 for, 0 against).

FOR: 211,227 (100.0%)
Largest asset managers voting on “Change Jurisdiction of Incorporation from Cayman Islands to Delaware” at PENGUIN SOLUTIONS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
PARADIGM FUNDS160,0000 00For
Empower43,0960 00For
CLEARWATER INVESTMENT TRUST8,1310 00For

13. TO APPROVE THE SCHEME OF ARRANGEMENT SUBSTANTIALLY IN THE FORM ATTACHED AS ANNEX B TO THE ACCOMPANYING PROXY STATEMENT (THE SCHEME OF ARRANGEMENT&QUOT), PURSUANT TO WHICH, AT THE COMPLETION DATE OF THE SCHEME OF ARRANGEMENT (EXPECTED TO BE 1:30 P.M. (PACIFIC TIME) ON JUNE 30, 2025), ALL SHAREHOLDERS OF PENGUIN SOLUTIONS, INC., A CAYMAN ISLANDS EXEMPTED COMPANY (&QUOTPENGUIN SOLUTIONS CAYMAN&QUOT)

COMPENSATION

Meeting held 2025-06-16; no official results are on file for this meeting.

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (1,399 for, 0 against).

FOR: 1,399 (100.0%)
Largest asset managers voting on “TO APPROVE THE SCHEME OF ARRANGEMENT SUBSTANTIALLY IN THE FORM ATTACHED AS ANNEX B TO THE ACCOMPANYING PROXY S” at PENGUIN SOLUTIONS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
RBB Fund Trust1,1910 00For
Advisors' Inner Circle Fund III2080 00For

14. Adjourn Meeting

CORPORATE GOVERNANCE

Meeting held 2024-08-26; no official results are on file for this meeting.

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (66,730 for, 0 against).

FOR: 66,730 (100.0%)
Largest asset managers voting on “Adjourn Meeting” at PENGUIN SOLUTIONS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Empower45,9710 00For
GuideStone20,7590 00For

15. Amend Articles

CORPORATE GOVERNANCE

Meeting held 2024-08-26; no official results are on file for this meeting.

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (66,730 for, 0 against).

FOR: 66,730 (100.0%)
Largest asset managers voting on “Amend Articles” at PENGUIN SOLUTIONS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Empower45,9710 00For
GuideStone20,7590 00For

16. Change Company Name to Penguin Solutions, Inc.

CORPORATE GOVERNANCE

Meeting held 2024-08-26; no official results are on file for this meeting.

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (66,730 for, 0 against).

FOR: 66,730 (100.0%)
Largest asset managers voting on “Change Company Name to Penguin Solutions, Inc.” at PENGUIN SOLUTIONS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Empower45,9710 00For
GuideStone20,7590 00For

Largest PENGUIN SOLUTIONS INC. shareholders voting in 2024-2025

Ranked by the number of PENGUIN SOLUTIONS INC. shares each manager voted on the most widely held ballot item of the 2024-2025 meeting, shown as a share of the 53,438,000 shares outstanding at the time of that meeting.

Top PENGUIN SOLUTIONS INC. shareholders by shares voted, 2024-2025
#Asset manager % of shares outstanding
1Vanguard 13.18%
2Fidelity 12.73%
3BlackRock 10.33%
4State Street 5.00%
5American Century 4.52%
6AllianceBernstein 4.32%
7Pacer Funds Trust 4.15%
8Charles Schwab 2.97%
9Dimensional 2.30%
10GEODE CAPITAL MANAGEMENT, LLC 2.15%

Reported PENGUIN SOLUTIONS INC. ownership

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

PENGUIN SOLUTIONS INC. beneficial owners on record for the 2024-2025 proxy season
Holder % outstanding Disclosure
BlackRock, Inc. 14.13% 13G
The Vanguard Group 12.01% DEF14A
FMR LLC 10.10% 13G
Vanguard Portfolio Management 6.78% 13G
STATE STREET CORPORATION 5.36% 13G
Crosslink Capital, Inc. 3.46% 13G
SK Telecom Co., Ltd. 0.37% DEF14A

Percentages above are of 53,438,000 shares outstanding, as reported by PENGUIN SOLUTIONS INC. on its Form 10-Q dated 2024-11-29 (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 PENGUIN SOLUTIONS INC.’s 10-Q dated 2024-11-29. This page is a static snapshot rebuilt weekly on 02 October 2026; a live search always shows the current data.

At PENGUIN SOLUTIONS INC.'s 3 shareholder meetings in the 2024-2025 proxy season (held 2024-08-26, 2025-02-07 and 2025-06-16), 256 asset managers reported how they voted in their SEC Form N-PX filings, covering 2,681 separate fund positions. Their filings are grouped here into 16 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 of the season, voted at the meeting held 2025-02-07 — Approval, on a non-binding advisory basis, of the compensation of the company's named executive… — FOR was 98% 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: PENGUIN SOLUTIONS INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2025-02-12.

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