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At PENNS WOODS BANCORP INC.'s shareholder meeting held April 22, 2025, in the 2024-2025 proxy season, 71 asset managers reported how they voted in their SEC Form N-PX filings, covering 225 separate fund positions. Their filings are grouped here into 3 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. PENNS WOODS BANCORP 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 — A proposal to approve, on an advisory basis, specified compensation that may be payable to the… — the reporting funds and managers cast 43% of the shares they voted in favour (FOR divided by FOR plus AGAINST plus WITHHELD; abstained and unvoted shares are excluded because neither took a side). Fund and manager reports are combined in it and may count the same shares twice: it adds fund reports to institutional-manager reports, which can cover the same shares. It is not the company's certified result.
Download data (CSV): ballot items · votes by manager · column guide.
Compiled from SEC Form N-PX filings and PENNS WOODS BANCORP INC.’s Form 8-K, filed April 23, 2025 (Item 5.07 on EDGAR). Page generated November 8, 2026.
Meeting of April 22, 2025: 1 item on PENNS WOODS BANCORP INC.’s Form 8-K, filed April 23, 2025: 1 approved.
None.
Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided
Proxy season: 2024-2025
Explore PENNS WOODS BANCORP INC. in the interactive database Compare manager voting policies
These tallies are PENNS WOODS BANCORP INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed April 23, 2025 (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.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| And Proposal No. 2 as set forth below. Proposal No. 1: Proposal to Approve the Agreement and Plan of Merger dated as of December 16, 2024, between Northwest and the Company | 4,736,221 | 334,229 | 28,955 | -- | 0 | 93% | Approved | — |
Source: PENNS WOODS BANCORP INC., Form 8-K, filed with the SEC on April 23, 2025 — read the filing on EDGAR.
Each item below shows how the 71 asset managers that disclosed a PENNS WOODS BANCORP 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 PENNS WOODS BANCORP 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.
93% Approved · of votes cast
Description as filed by funds: A proposal to adopt and approve the Agreement and Plan of Merger, dated as of December 16, 2024, by and between Northwest Bancshares, Inc. and Penns Woods Bancorp, Inc., and the transactions contemplated thereby, including the merger of Penns Woods Bancorp, Inc. into Northwest Bancshares, Inc.
PENNS WOODS BANCORP INC.’s own tally for this item (“Proposal 1: and Proposal No. 2 as set forth below. Proposal No. 1: Proposal to Approve the Agreement and Plan of Merger dated as of December 16, 2024, between Northwest and the Company”): 4,736,221 for, 334,229 against — passed, per its Form 8-K filed April 23, 2025 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “At the Special Meeting, the Company's shareholders approved each of Proposal No. 1 and Proposal No. 2 as set forth below.”
Support: 93% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 24 asset managers below reported 825,094 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 338,261 | 0 | 0 | 0 | For |
| Dimensional | 237,480 | 0 | 0 | 0 | For |
| Fidelity | 65,965 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 47,095 | 0 | 0 | 0 | For |
| American Century | 47,005 | 0 | 0 | 0 | For |
| EA Series Trust | 29,092 | 0 | 0 | 0 | For |
| First Trust | 22,137 | 0 | 0 | 0 | For |
| BlackRock | 16,609 | 0 | 0 | 0 | For |
| RBC FUNDS TRUST | 3,700 | 0 | 0 | 0 | For |
| WisdomTree | 2,615 | 0 | 0 | 0 | For |
| SA FUNDS INVESTMENT TRUST | 2,276 | 0 | 0 | 0 | For |
| Charles Schwab | 2,250 | 0 | 0 | 0 | For |
| Jackson National | 2,008 | 0 | 0 | 0 | For |
| Northern Trust | 1,643 | 0 | 0 | 0 | For |
| Equitable | 1,351 | 0 | 0 | 0 | For |
| Prudential/PGIM | 1,240 | 0 | 0 | 0 | For |
| CITY NATIONAL ROCHDALE FUNDS | 880 | 0 | 0 | 0 | For |
| Lincoln Financial | 878 | 0 | 0 | 0 | For |
| John Hancock | 863 | 0 | 0 | 0 | For |
| Victory Capital | 829 | 0 | 0 | 0 | For |
| Allianz | 546 | 0 | 0 | 0 | For |
| Blackstone Alternative Investment Funds | 200 | 0 | 0 | 0 | For |
| State Street | 98 | 0 | 0 | 0 | For |
| TRUST FOR PROFESSIONAL MANAGERS | 73 | 0 | 0 | 0 | For |
88% of fund votes cast · no official result
Description as filed by funds: A proposal to approve the adjournment of the special meeting, if necessary, to solicit additional proxies in the event there are not sufficient votes at the time of the special meeting to adopt and approve the Agreement and Plan of Merger.
The 24 asset managers below reported 730,037 for, 95,057 against. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 338,261 | 0 | 0 | 0 | For |
| Dimensional | 237,480 | 0 | 0 | 0 | For |
| Fidelity | 0 | 65,965 | 0 | 0 | Against |
| BRIDGEWAY FUNDS INC | 47,095 | 0 | 0 | 0 | For |
| American Century | 47,005 | 0 | 0 | 0 | For |
| EA Series Trust | 0 | 29,092 | 0 | 0 | Against |
| First Trust | 22,137 | 0 | 0 | 0 | For |
| BlackRock | 16,609 | 0 | 0 | 0 | For |
| RBC FUNDS TRUST | 3,700 | 0 | 0 | 0 | For |
| WisdomTree | 2,615 | 0 | 0 | 0 | For |
| SA FUNDS INVESTMENT TRUST | 2,276 | 0 | 0 | 0 | For |
| Charles Schwab | 2,250 | 0 | 0 | 0 | For |
| Jackson National | 2,008 | 0 | 0 | 0 | For |
| Northern Trust | 1,643 | 0 | 0 | 0 | For |
| Equitable | 1,351 | 0 | 0 | 0 | For |
| Prudential/PGIM | 1,240 | 0 | 0 | 0 | For |
| CITY NATIONAL ROCHDALE FUNDS | 880 | 0 | 0 | 0 | For |
| Lincoln Financial | 878 | 0 | 0 | 0 | For |
| John Hancock | 863 | 0 | 0 | 0 | For |
| Victory Capital | 829 | 0 | 0 | 0 | For |
| Allianz | 546 | 0 | 0 | 0 | For |
| Blackstone Alternative Investment Funds | 200 | 0 | 0 | 0 | For |
| State Street | 98 | 0 | 0 | 0 | For |
| TRUST FOR PROFESSIONAL MANAGERS | 73 | 0 | 0 | 0 | For |
Combines 4 wordings of this item as funds reported it.
43% Fund and manager reports combined; may count the same shares twice · no official result
Description as filed by funds: A proposal to approve, on an advisory basis, specified compensation that may be payable to the named executive officers of Penns Woods in connection with the merger.
Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice). The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 338,261 | 0 | 0 | 0 | For |
| Dimensional | 0 | 237,480 | 0 | 0 | Against |
| Fidelity | 65,965 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 0 | 47,095 | 0 | 0 | Against |
| American Century | 0 | 47,005 | 0 | 0 | Against |
| EA Series Trust | 0 | 29,092 | 0 | 0 | Against |
| First Trust | 0 | 22,137 | 0 | 0 | Against |
| BlackRock | 0 | 16,609 | 0 | 0 | Against |
| RBC FUNDS TRUST | 0 | 3,700 | 0 | 0 | Against |
| WisdomTree | 0 | 2,615 | 0 | 0 | Against |
| SA FUNDS INVESTMENT TRUST | 0 | 2,276 | 0 | 0 | Against |
| Charles Schwab | 0 | 2,250 | 0 | 0 | Against |
| Jackson National | 0 | 2,008 | 0 | 0 | Against |
| Northern Trust | 0 | 1,643 | 0 | 0 | Against |
| Equitable | 0 | 1,351 | 0 | 0 | Against |
| Prudential/PGIM | 0 | 1,240 | 0 | 0 | Against |
| CITY NATIONAL ROCHDALE FUNDS | 0 | 880 | 0 | 0 | Against |
| Lincoln Financial | 0 | 878 | 0 | 0 | Against |
| John Hancock | 0 | 863 | 0 | 0 | Against |
| Victory Capital | 0 | 829 | 0 | 0 | Against |
| Allianz | 0 | 546 | 0 | 0 | Against |
| Blackstone Alternative Investment Funds | 0 | 200 | 0 | 0 | Against |
| State Street | 0 | 98 | 0 | 0 | Against |
| TRUST FOR PROFESSIONAL MANAGERS | 0 | 73 | 0 | 0 | Against |
Fund voting reports, all 24 managers: 404,226 for, 420,868 against.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Renaissance | 0 | 98,919 | 0 | 0 | Against |
| GEODE CAPITAL MANAGEMENT, LLC | 77,863 | 0 | 0 | 0 | For |
| ARROWSTREET CAPITAL, LIMITED PARTNERSHIP | 0 | 48,657 | 0 | 0 | Against |
| BRIDGEWAY CAPITAL MANAGEMENT, LLC | 0 | 47,245 | 0 | 0 | Against |
| American Century | 0 | 47,078 | 0 | 0 | Against |
| BlackRock | 18,599 | 27,001 | 0 | 0 | Mixed |
| MALTESE CAPITAL MANAGEMENT LLC | 41,926 | 0 | 0 | 0 | For |
| BERKSHIRE ASSET MANAGEMENT LLC/PA | 38,323 | 0 | 0 | 0 | For |
| Dimensional | 0 | 35,887 | 0 | 0 | Against |
| State Street | 24,607 | 5,321 | 0 | 0 | Mixed |
| Connor, Clark & Lunn Investment Management Ltd. | 0 | 28,956 | 0 | 0 | Against |
| Two Sigma | 0 | 22,560 | 0 | 0 | Against |
| Point72 | 0 | 16,934 | 0 | 0 | Against |
| Northern Trust | 0 | 16,916 | 0 | 0 | Against |
| PARAMETRIC PORTFOLIO ASSOCIATES LLC | 0 | 16,791 | 0 | 0 | Against |
| Chicago Capital Management, LLC | 14,918 | 0 | 0 | 0 | For |
| BOKF, NA | 13,500 | 0 | 0 | 0 | For |
| LSV ASSET MANAGEMENT | 0 | 10,500 | 0 | 0 | Against |
| GARDNER LEWIS ASSET MANAGEMENT L P | 10,351 | 0 | 0 | 0 | For |
| OMERS ADMINISTRATION Corp | 0 | 7,820 | 0 | 0 | Against |
| Citadel | 7,049 | 0 | 0 | 0 | For |
| MITCHELL SINKLER & STARR/PA | 0 | 6,786 | 0 | 0 | Against |
| MERCER GLOBAL ADVISORS INC /ADV | 0 | 5,634 | 0 | 0 | Against |
| Capital Investment Advisors, LLC | 4,951 | 0 | 0 | 0 | For |
| Janney Montgomery Scott LLC | 0 | 4,200 | 0 | 0 | Against |
Institutional-manager reports, all 55 managers: 257,746 for, 464,840 against. Showing the 25 largest; every one is in the interactive database (link above).
Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 7,612,878 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Vanguard | 4.44% |
| 2 | Dimensional | 3.12% |
| 3 | Fidelity | 0.87% |
| 4 | BRIDGEWAY FUNDS INC | 0.62% |
| 5 | American Century | 0.62% |
| 6 | EA Series Trust | 0.38% |
| 7 | First Trust | 0.29% |
| 8 | BlackRock | 0.22% |
| 9 | RBC FUNDS TRUST | 0.05% |
| 10 | WisdomTree | 0.03% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Renaissance | 1.30% |
| 2 | GEODE CAPITAL MANAGEMENT, LLC | 1.02% |
| 3 | ARROWSTREET CAPITAL, LIMITED PARTNERSHIP | 0.64% |
| 4 | BRIDGEWAY CAPITAL MANAGEMENT, LLC | 0.62% |
| 5 | American Century | 0.62% |
| 6 | BlackRock | 0.60% |
| 7 | MALTESE CAPITAL MANAGEMENT LLC | 0.55% |
| 8 | BERKSHIRE ASSET MANAGEMENT LLC/PA | 0.50% |
| 9 | Dimensional | 0.47% |
| 10 | State Street | 0.39% |
As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.
| Holder | % outstanding | Disclosure |
|---|---|---|
| Vanguard Group | 4.51% | 13F |
| Dimensional Fund Advisors | 3.72% | 13F |
| Millennium Management | 1.32% | 13F |
| Renaissance Technologies | 1.30% | 13F |
| Geode Capital | 1.05% | 13F |
| BlackRock | 0.83% | 13F |
| Morgan Stanley | 0.50% | 13F |
| Goldman Sachs | 0.48% | 13F |
| State Street | 0.47% | 13F |
| Northern Trust | 0.25% | 13F |
Percentages above are of 7,612,878 shares outstanding, as reported by PENNS WOODS BANCORP INC. on its Form 10-K dated February 19, 2025 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.
Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from PENNS WOODS BANCORP INC.’s 10-K dated February 19, 2025. This page is a static snapshot rebuilt weekly on November 8, 2026; a live search always shows the current data.
PENNS WOODS BANCORP INC. proxy season coverage: 2024-2025 (this page).
proxyvotesnow.com, “PENNS WOODS BANCORP INC. 2025 Special Meeting: Vote Results”, https://proxyvotesnow.com/company/penns-woods-bancorp-inc/2025 (version of November 9, 2026). Derived from SEC Form N-PX and Form 8-K filings; tables licensed CC BY 4.0. Licence: CC BY 4.0.