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PHINIA INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and PHINIA INC.’s Form 8-K, filed 2024-05-15 (Item 5.07 on EDGAR). Page generated 02 October 2026.

15Reported items
455Asset managers
3,908Fund votes
2024-05-09Meeting date

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

Explore PHINIA INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by PHINIA INC.

These tallies are PHINIA INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2024-05-15 (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.

PHINIA INC. — official shareholder meeting results, meeting held 2024-05-09
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Outcome
Elect Director: Samuel R. Chapin	35,125,748	214,834	27,448	--	3,583,263	Majority: yes
Elect Director: Brady D. Ericson	35,247,622	94,395	26,013	--	3,583,263	Majority: yes
Elect Director: Robin Kendrick	35,149,857	191,226	26,947	--	3,583,263	Majority: yes
Elect Director: Latondra Newton	35,190,143	149,414	28,473	--	3,583,263	Majority: yes
Elect Director: D'aun Norman	35,157,767	179,925	30,338	--	3,583,263	Majority: yes
Elect Director: Rohan S. Weerasinghe	34,582,160	756,137	29,733	--	3,583,263	Majority: yes
Elect Director: Roger J. Wood	35,199,917	140,673	27,440	--	3,583,263	Majority: yes
Proposal 2. The shareholders approved, on an advisory basis, the compensation of the Company's named executive officers.	32,816,474	2,513,971	37,585	--	3,583,263	Majority: yes
Proposal 3 . The shareholders approved, on an advisory basis, the frequency of "1 year" for future advisory votes on the compensation of the Company's named executive officers.	38,886,120	40,585	24,588	--	0	Majority: yes

Source: PHINIA INC., Form 8-K, filed with the SEC on 2024-05-15 — read the filing on EDGAR.

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

Each item below shows how the 455 asset managers that disclosed a PHINIA 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 PHINIA 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 approval of the compensation of our Named Executive Officers.

SECTION 14A SAY-ON-PAY VOTES

Combines 5 wordings of this item as funds reported it.

90% fund support · no official result

FOR 90%10%

The 427 asset managers below cast 90% of the shares they voted on this item FOR (31,252,052 for, 3,391,842 against).

FOR: 31,252,052 (90.1%)AGAINST: 3,391,842 (9.8%)ABSTAIN: 2,767 (0.0%)NOT VOTED: 53,359 (0.2%)1 YEAR: 1,969 (0.0%)

Largest asset managers voting on “Advisory approval of the compensation of our Named Executive Officers.” at PHINIA INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	5,295,446	0	For
BlackRock	5,216,401	7,489	For
Pacer Funds Trust	3,024,859	0	For
State Street	2,284,944	504	For
HARRIS ASSOCIATES L P	1,533,754	0	For
American Century	0	1,473,090	Against
HARRIS ASSOCIATES INVESTMENT TRUST	1,358,584	0	For
Dimensional	1,076,631	0	For
Fidelity	767,770	221,200	For
Invesco	940,582	0	For
Charles Schwab	721,905	0	For
GEODE CAPITAL MANAGEMENT, LLC	716,616	0	For
LSV ASSET MANAGEMENT	491,851	26,780	For
Robeco Institutional Asset Management B.V.	0	458,124	Against
Northern Trust	320,429	0	For
DE Shaw	306,020	0	For
HOTCHKIS & WILEY CAPITAL MANAGEMENT LLC	295,390	0	For
ARROWSTREET CAPITAL, LIMITED PARTNERSHIP	288,082	4,315	For
Covalis Capital LLP	277,833	0	For
MELLON INVESTMENTS Corp	0	265,379	Against
JACOBS LEVY EQUITY MANAGEMENT, INC	256,136	0	For
Wellington	246,837	0	For
PRINCIPAL GLOBAL INVESTORS	244,068	0	For
Ancora Advisors LLC	232,702	0	For
PARAMETRIC PORTFOLIO ASSOCIATES LLC	229,878	0	For

Showing the 25 largest of 427 asset managers. See all 427 in the interactive database.

2. Advisory approval of the frequency of future advisory votes on the compensation of our Named Executive Officers.

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

Combines 14 wordings of this item as funds reported it.

99.8% Majority: yes · of votes cast

FOR 99.8%

FOR: 38,886,120AGAINST: 40,585

PHINIA INC.’s own tally for this item (“Proposal 3 . The shareholders approved, on an advisory basis, the frequency of "1 year" for future advisory votes on the compensation of the Company's named executive officers.”): 38,886,120 for, 40,585 against, per its Form 8-K filed 2024-05-15 (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 46,164,536 outstanding shares: 84% for, 0.1% against (84% of the company cast a for/against vote).

The 422 asset managers below cast 79% of the shares they voted on this item FOR (130,422 for, 35,238 against).

ONE YEAR 75%1 YEAR 21%

FOR: 130,422 (0.4%)AGAINST: 35,238 (0.1%)ABSTAIN: 700 (0.0%)ONE YEAR: 25,917,584 (74.7%)1 YEAR: 7,420,185 (21.4%)THREE YEARS: 1,087,935 (3.1%)NOT VOTED: 53,359 (0.2%)3 YEARS: 36,360 (0.1%)UNKNOWN: 5,526 (0.0%)1: 517 (0.0%)1-YEAR: 487 (0.0%)SHARES YEAR 1: 140 (0.0%)1YEAR: 68 (0.0%)2 YEARS: 61 (0.0%)

Largest asset managers voting on “Advisory approval of the frequency of future advisory votes on the compensation of our Named Executive Officer” at PHINIA INC., 2023-2024
Asset manager	For	Against	Abstain	Withheld	Vote
Vanguard	0	0	0	0	One Year
BlackRock	0	0	0	0	One Year
Pacer Funds Trust	0	0	0	0	1 Year
State Street	0	0	0	0	One Year
HARRIS ASSOCIATES L P	0	0	0	0	One Year
American Century	0	0	0	0	One Year
HARRIS ASSOCIATES INVESTMENT TRUST	0	0	0	0	One Year
Dimensional	0	0	0	0	Three Years
Fidelity	0	0	0	0	One Year
Invesco	0	0	0	0	One Year
Charles Schwab	0	0	0	0	1 Year
GEODE CAPITAL MANAGEMENT, LLC	0	0	0	0	One Year
LSV ASSET MANAGEMENT	0	0	0	0	1 Year
Robeco Institutional Asset Management B.V.	0	0	0	0	1 Year
Northern Trust	0	0	0	0	1 Year
DE Shaw	0	0	0	0	One Year
HOTCHKIS & WILEY CAPITAL MANAGEMENT LLC	0	0	0	0	One Year
ARROWSTREET CAPITAL, LIMITED PARTNERSHIP	0	0	0	0	One Year
Covalis Capital LLP	0	0	0	0	1 Year
MELLON INVESTMENTS Corp	0	0	0	0	One Year
JACOBS LEVY EQUITY MANAGEMENT, INC	0	0	0	0	One Year
Wellington	0	0	0	0	1 Year
PRINCIPAL GLOBAL INVESTORS	0	0	0	0	One Year
Ancora Advisors LLC	0	0	0	0	One Year
PARAMETRIC PORTFOLIO ASSOCIATES LLC	0	0	0	0	One Year

Showing the 25 largest of 422 asset managers. See all 422 in the interactive database.

3. Election of Directors: Brady D. Ericson

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 3 wordings of this item as funds reported it.

99.7% Majority: yes · of votes cast

FOR 99.7%

FOR: 35,247,622AGAINST: 94,395

PHINIA INC.’s own tally for this item (“Elect Director: Brady D. Ericson”): 35,247,622 for, 94,395 against, per its Form 8-K filed 2024-05-15 (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 46,164,536 outstanding shares: 76% for, 0.3% against (77% of the company cast a for/against vote).

The 98 asset managers below cast 100% of the shares they voted on this item FOR (20,367,519 for, 0 against).

FOR 99.9%

FOR: 20,367,519 (100.0%)ABSTAIN: 721 (0.0%)

Largest asset managers voting on “Election of Directors: Brady D. Ericson” at PHINIA INC., 2023-2024
Asset manager	For	Vote
Vanguard	5,230,213	For
BlackRock	4,257,736	For
Pacer Funds Trust	3,024,859	For
HARRIS ASSOCIATES INVESTMENT TRUST	1,358,584	For
Dimensional	927,037	For
State Street	794,188	For
Fidelity	763,672	For
American Century	734,155	For
Invesco	449,532	For
Charles Schwab	334,005	For
Columbia Threadneedle	194,031	For
WisdomTree	177,816	For
Russell Investments	141,638	For
Principal	126,285	For
Jackson National	108,749	For
Prudential/PGIM	106,722	For
UNIFIED SERIES TRUST	99,330	For
TIAA	95,434	For
HOTCHKIS & WILEY FUNDS /DE/	92,900	For
RBB FUND, INC.	83,718	For
ARIEL INVESTMENT TRUST	75,231	For
BNY Mellon	72,239	For
ANCORA TRUST	67,130	For
Equitable	66,623	For
Hartford	64,832	For

Showing the 25 largest of 98 asset managers. See all 98 in the interactive database.

4. Election of Directors: D'aun Norman

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

99.4% Majority: yes · of votes cast

FOR 99.4%

FOR: 35,157,767AGAINST: 179,925

PHINIA INC.’s own tally for this item (“Elect Director: D'aun Norman”): 35,157,767 for, 179,925 against, per its Form 8-K filed 2024-05-15 (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 46,164,536 outstanding shares: 76% for, 0.4% against (77% of the company cast a for/against vote).

The 98 asset managers below cast 100% of the shares they voted on this item FOR (20,367,519 for, 0 against).

FOR 99.9%

FOR: 20,367,519 (100.0%)ABSTAIN: 721 (0.0%)

Largest asset managers voting on “Election of Directors: D'aun Norman” at PHINIA INC., 2023-2024
Asset manager	For	Vote
Vanguard	5,230,213	For
BlackRock	4,257,736	For
Pacer Funds Trust	3,024,859	For
HARRIS ASSOCIATES INVESTMENT TRUST	1,358,584	For
Dimensional	927,037	For
State Street	794,188	For
Fidelity	763,672	For
American Century	734,155	For
Invesco	449,532	For
Charles Schwab	334,005	For
Columbia Threadneedle	194,031	For
WisdomTree	177,816	For
Russell Investments	141,638	For
Principal	126,285	For
Jackson National	108,749	For
Prudential/PGIM	106,722	For
UNIFIED SERIES TRUST	99,330	For
TIAA	95,434	For
HOTCHKIS & WILEY FUNDS /DE/	92,900	For
RBB FUND, INC.	83,718	For
ARIEL INVESTMENT TRUST	75,231	For
BNY Mellon	72,239	For
ANCORA TRUST	67,130	For
Equitable	66,623	For
Hartford	64,832	For

Showing the 25 largest of 98 asset managers. See all 98 in the interactive database.

5. Election of Directors: Latondra Newton

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 3 wordings of this item as funds reported it.

99.5% Majority: yes · of votes cast

FOR 99.5%

FOR: 35,190,143AGAINST: 149,414

PHINIA INC.’s own tally for this item (“Elect Director: Latondra Newton”): 35,190,143 for, 149,414 against, per its Form 8-K filed 2024-05-15 (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 46,164,536 outstanding shares: 76% for, 0.4% against (77% of the company cast a for/against vote).

The 98 asset managers below cast 99.9% of the shares they voted on this item FOR (20,367,518 for, 1 against).

FOR 99.9%

FOR: 20,367,518 (100.0%)AGAINST: 1 (0.0%)ABSTAIN: 721 (0.0%)

Largest asset managers voting on “Election of Directors: Latondra Newton” at PHINIA INC., 2023-2024
Asset manager	For	Vote
Vanguard	5,230,213	For
BlackRock	4,257,736	For
Pacer Funds Trust	3,024,859	For
HARRIS ASSOCIATES INVESTMENT TRUST	1,358,584	For
Dimensional	927,037	For
State Street	794,188	For
Fidelity	763,672	For
American Century	734,155	For
Invesco	449,532	For
Charles Schwab	334,005	For
Columbia Threadneedle	194,031	For
WisdomTree	177,816	For
Russell Investments	141,638	For
Principal	126,285	For
Jackson National	108,749	For
Prudential/PGIM	106,722	For
UNIFIED SERIES TRUST	99,330	For
TIAA	95,434	For
HOTCHKIS & WILEY FUNDS /DE/	92,900	For
RBB FUND, INC.	83,718	For
ARIEL INVESTMENT TRUST	75,231	For
BNY Mellon	72,239	For
ANCORA TRUST	67,130	For
Equitable	66,623	For
Hartford	64,832	For

Showing the 25 largest of 98 asset managers. See all 98 in the interactive database.

6. Election of Directors: Robin Kendrick

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 3 wordings of this item as funds reported it.

99.4% Majority: yes · of votes cast

FOR 99.4%

FOR: 35,149,857AGAINST: 191,226

PHINIA INC.’s own tally for this item (“Elect Director: Robin Kendrick”): 35,149,857 for, 191,226 against, per its Form 8-K filed 2024-05-15 (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 46,164,536 outstanding shares: 76% for, 0.5% against (77% of the company cast a for/against vote).

The 98 asset managers below cast 100% of the shares they voted on this item FOR (20,367,519 for, 0 against).

FOR 99.9%

FOR: 20,367,519 (100.0%)ABSTAIN: 721 (0.0%)

Largest asset managers voting on “Election of Directors: Robin Kendrick” at PHINIA INC., 2023-2024
Asset manager	For	Vote
Vanguard	5,230,213	For
BlackRock	4,257,736	For
Pacer Funds Trust	3,024,859	For
HARRIS ASSOCIATES INVESTMENT TRUST	1,358,584	For
Dimensional	927,037	For
State Street	794,188	For
Fidelity	763,672	For
American Century	734,155	For
Invesco	449,532	For
Charles Schwab	334,005	For
Columbia Threadneedle	194,031	For
WisdomTree	177,816	For
Russell Investments	141,638	For
Principal	126,285	For
Jackson National	108,749	For
Prudential/PGIM	106,722	For
UNIFIED SERIES TRUST	99,330	For
TIAA	95,434	For
HOTCHKIS & WILEY FUNDS /DE/	92,900	For
RBB FUND, INC.	83,718	For
ARIEL INVESTMENT TRUST	75,231	For
BNY Mellon	72,239	For
ANCORA TRUST	67,130	For
Equitable	66,623	For
Hartford	64,832	For

Showing the 25 largest of 98 asset managers. See all 98 in the interactive database.

7. Election of Directors: Roger J. Wood

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 3 wordings of this item as funds reported it.

99.6% Majority: yes · of votes cast

FOR 99.6%

FOR: 35,199,917AGAINST: 140,673

PHINIA INC.’s own tally for this item (“Elect Director: Roger J. Wood”): 35,199,917 for, 140,673 against, per its Form 8-K filed 2024-05-15 (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 46,164,536 outstanding shares: 76% for, 0.4% against (77% of the company cast a for/against vote).

The 98 asset managers below cast 99.9% of the shares they voted on this item FOR (20,367,518 for, 1 against).

FOR 99.9%

FOR: 20,367,518 (100.0%)AGAINST: 1 (0.0%)ABSTAIN: 721 (0.0%)

Largest asset managers voting on “Election of Directors: Roger J. Wood” at PHINIA INC., 2023-2024
Asset manager	For	Vote
Vanguard	5,230,213	For
BlackRock	4,257,736	For
Pacer Funds Trust	3,024,859	For
HARRIS ASSOCIATES INVESTMENT TRUST	1,358,584	For
Dimensional	927,037	For
State Street	794,188	For
Fidelity	763,672	For
American Century	734,155	For
Invesco	449,532	For
Charles Schwab	334,005	For
Columbia Threadneedle	194,031	For
WisdomTree	177,816	For
Russell Investments	141,638	For
Principal	126,285	For
Jackson National	108,749	For
Prudential/PGIM	106,722	For
UNIFIED SERIES TRUST	99,330	For
TIAA	95,434	For
HOTCHKIS & WILEY FUNDS /DE/	92,900	For
RBB FUND, INC.	83,718	For
ARIEL INVESTMENT TRUST	75,231	For
BNY Mellon	72,239	For
ANCORA TRUST	67,130	For
Equitable	66,623	For
Hartford	64,832	For

Showing the 25 largest of 98 asset managers. See all 98 in the interactive database.

8. Election of Directors: Rohan S. Weerasinghe

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 3 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 34,582,160AGAINST: 756,137

PHINIA INC.’s own tally for this item (“Elect Director: Rohan S. Weerasinghe”): 34,582,160 for, 756,137 against, per its Form 8-K filed 2024-05-15 (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 46,164,536 outstanding shares: 75% for, 2% against (77% of the company cast a for/against vote).

The 98 asset managers below cast 100% of the shares they voted on this item FOR (20,367,519 for, 0 against).

FOR 99.9%

FOR: 20,367,519 (100.0%)ABSTAIN: 721 (0.0%)

Largest asset managers voting on “Election of Directors: Rohan S. Weerasinghe” at PHINIA INC., 2023-2024
Asset manager	For	Vote
Vanguard	5,230,213	For
BlackRock	4,257,736	For
Pacer Funds Trust	3,024,859	For
HARRIS ASSOCIATES INVESTMENT TRUST	1,358,584	For
Dimensional	927,037	For
State Street	794,188	For
Fidelity	763,672	For
American Century	734,155	For
Invesco	449,532	For
Charles Schwab	334,005	For
Columbia Threadneedle	194,031	For
WisdomTree	177,816	For
Russell Investments	141,638	For
Principal	126,285	For
Jackson National	108,749	For
Prudential/PGIM	106,722	For
UNIFIED SERIES TRUST	99,330	For
TIAA	95,434	For
HOTCHKIS & WILEY FUNDS /DE/	92,900	For
RBB FUND, INC.	83,718	For
ARIEL INVESTMENT TRUST	75,231	For
BNY Mellon	72,239	For
ANCORA TRUST	67,130	For
Equitable	66,623	For
Hartford	64,832	For

Showing the 25 largest of 98 asset managers. See all 98 in the interactive database.

9. Election of Directors: Samuel R. Chapin

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 3 wordings of this item as funds reported it.

99.3% Majority: yes · of votes cast

FOR 99.3%

FOR: 35,125,748AGAINST: 214,834

PHINIA INC.’s own tally for this item (“Elect Director: Samuel R. Chapin”): 35,125,748 for, 214,834 against, per its Form 8-K filed 2024-05-15 (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 46,164,536 outstanding shares: 76% for, 0.5% against (77% of the company cast a for/against vote).

The 98 asset managers below cast 99.9% of the shares they voted on this item FOR (20,367,518 for, 1 against).

FOR 99.9%

FOR: 20,367,518 (100.0%)AGAINST: 1 (0.0%)ABSTAIN: 721 (0.0%)

Largest asset managers voting on “Election of Directors: Samuel R. Chapin” at PHINIA INC., 2023-2024
Asset manager	For	Vote
Vanguard	5,230,213	For
BlackRock	4,257,736	For
Pacer Funds Trust	3,024,859	For
HARRIS ASSOCIATES INVESTMENT TRUST	1,358,584	For
Dimensional	927,037	For
State Street	794,188	For
Fidelity	763,672	For
American Century	734,155	For
Invesco	449,532	For
Charles Schwab	334,005	For
Columbia Threadneedle	194,031	For
WisdomTree	177,816	For
Russell Investments	141,638	For
Principal	126,285	For
Jackson National	108,749	For
Prudential/PGIM	106,722	For
UNIFIED SERIES TRUST	99,330	For
TIAA	95,434	For
HOTCHKIS & WILEY FUNDS /DE/	92,900	For
RBB FUND, INC.	83,718	For
ARIEL INVESTMENT TRUST	75,231	For
BNY Mellon	72,239	For
ANCORA TRUST	67,130	For
Equitable	66,623	For
Hartford	64,832	For

Showing the 25 largest of 98 asset managers. See all 98 in the interactive database.

10. Ratification of the appointment of PricewaterhouseCoopers LLC as our independent registered public accounting firm.

AUDIT-RELATED

Combines 2 wordings of this item as funds reported it.

99.8% fund support · no official result

FOR 99.8%

The 78 asset managers below cast 99.8% of the shares they voted on this item FOR (16,917,525 for, 21,185 against).

FOR: 16,917,525 (99.9%)AGAINST: 21,185 (0.1%)

Largest asset managers voting on “Ratification of the appointment of PricewaterhouseCoopers LLC as our independent registered public accounting ” at PHINIA INC., 2023-2024
Asset manager	For	Vote
Vanguard	5,230,213	For
BlackRock	4,257,736	For
HARRIS ASSOCIATES INVESTMENT TRUST	1,358,584	For
Dimensional	927,037	For
State Street	794,188	For
Fidelity	763,672	For
American Century	734,155	For
Invesco	449,532	For
Charles Schwab	334,005	For
Columbia Threadneedle	194,031	For
WisdomTree	177,816	For
Russell Investments	141,638	For
Principal	126,285	For
Prudential/PGIM	106,722	For
UNIFIED SERIES TRUST	99,330	For
TIAA	95,434	For
HOTCHKIS & WILEY FUNDS /DE/	92,900	For
RBB FUND, INC.	83,718	For
ARIEL INVESTMENT TRUST	75,231	For
BNY Mellon	72,239	For
ANCORA TRUST	67,130	For
Equitable	66,623	For
Hartford	64,832	For
New York Life	64,472	For
SEI	62,947	For

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

11. Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm

AUDIT-RELATED

100% fund support · no official result

FOR 100%

The 16 asset managers below cast 100% of the shares they voted on this item FOR (3,351,904 for, 0 against).

FOR: 3,351,904 (100.0%)

Largest asset managers voting on “Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting ” at PHINIA INC., 2023-2024
Asset manager	For	Vote
Pacer Funds Trust	3,024,859	For
Jackson National	108,749	For
JPMorgan	61,472	For
Bridge Builder Trust	50,951	For
Natixis	28,595	For
Allianz	27,474	For
PFM Multi-Manager Series Trust	20,830	For
HARBOR FUNDS	7,200	For
Exchange Place Advisors Trust	7,155	For
TRUST FOR PROFESSIONAL MANAGERS	4,780	For
John Hancock	3,881	For
GPS Funds I	3,809	For
WILSHIRE MUTUAL FUNDS INC	1,169	For
Tidal ETF Trust	724	For
ETF Opportunities Trust	149	For
CITY NATIONAL ROCHDALE FUNDS	107	For

12. Advisory Vote on Say on Pay Frequency

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

99.8% Majority: yes · of votes cast

FOR 99.8%

FOR: 38,886,120AGAINST: 40,585

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 98%

ABSTAIN: 721 (0.2%)ONE YEAR: 389,354 (97.9%)UNKNOWN: 7,500 (1.9%)THREE YEARS: 145 (0.0%)1 YEAR: 32 (0.0%)

Largest asset managers voting on “Advisory Vote on Say on Pay Frequency” at PHINIA INC., 2023-2024
Asset manager	Abstain	Vote
Ninety One UK Ltd	0	One Year
STOREBRAND ASSET MANAGEMENT AS	0	One Year
JPMorgan	0	One Year
Empower	0	One Year
ADVISORY RESEARCH INC	0	One Year
APG Asset Management US Inc.	0	One Year
Fractal Investments LLC	0	Unknown
Symmetry Panoramic Trust	721	Abstain
CIDEL ASSET MANAGEMENT INC	0	One Year
CORNELL UNIVERSITY	0	One Year
TD ASSET MANAGEMENT INC	0	One Year
Arjuna Capital	0	One Year
Sepio Capital, LP	0	1 Year

13. Advisory Vote to Ratify Named Executive Officers' Compensation

SECTION 14A SAY-ON-PAY VOTES

92% fund support · no official result

FOR 90%8%

The 13 asset managers below cast 92% of the shares they voted on this item FOR (356,787 for, 32,712 against).

FOR: 356,787 (89.7%)AGAINST: 32,712 (8.2%)ABSTAIN: 721 (0.2%)UNKNOWN: 7,500 (1.9%)

Largest asset managers voting on “Advisory Vote to Ratify Named Executive Officers' Compensation” at PHINIA INC., 2023-2024
Asset manager	For	Against	Abstain	Vote
Ninety One UK Ltd	129,658	0	0	For
STOREBRAND ASSET MANAGEMENT AS	117,359	0	0	For
JPMorgan	64,327	0	0	For
Empower	0	32,675	0	Against
ADVISORY RESEARCH INC	27,325	0	0	For
APG Asset Management US Inc.	16,914	0	0	For
Fractal Investments LLC	0	0	0	Unknown
Symmetry Panoramic Trust	145	0	721	Abstain
CIDEL ASSET MANAGEMENT INC	532	0	0	For
CORNELL UNIVERSITY	315	0	0	For
TD ASSET MANAGEMENT INC	212	0	0	For
Arjuna Capital	0	37	0	Against
Trivant Custom Portfolio Group, LLC	0	0	0	--

14. Ratify PricewaterhouseCoopers LLP as Auditors

AUDIT-RELATED

100% fund support · no official result

FOR 98%

The 3 asset managers below cast 100% of the shares they voted on this item FOR (33,135 for, 0 against).

FOR: 33,135 (97.9%)ABSTAIN: 721 (2.1%)

Largest asset managers voting on “Ratify PricewaterhouseCoopers LLP as Auditors” at PHINIA INC., 2023-2024
Asset manager	For	Abstain	Vote
Empower	32,675	0	For
Symmetry Panoramic Trust	145	721	Abstain
CORNELL UNIVERSITY	315	0	For

15. 14A Executive Compensation

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 (10,470 for, 0 against).

FOR: 10,470 (100.0%)

Largest asset managers voting on “14A Executive Compensation” at PHINIA INC., 2023-2024
Asset manager	For	Against	Abstain	Withheld	Vote
AMERICAN PENSION INVESTORS TRUST	10,470	0	0	0	For
Port Capital LLC	0	0	0	0	--

Largest PHINIA INC. shareholders voting in 2023-2024

Ranked by the number of PHINIA INC. shares each manager voted on the most widely held ballot item of the 2023-2024 meeting, shown as a share of the 46,164,536 shares outstanding at the time of that meeting.

Top PHINIA INC. shareholders by shares voted, 2023-2024
#	Asset manager	% of shares outstanding
1	Vanguard	11.47%
2	BlackRock	11.32%
3	Pacer Funds Trust	6.55%
4	State Street	4.95%
5	HARRIS ASSOCIATES L P	3.32%
6	American Century	3.19%
7	HARRIS ASSOCIATES INVESTMENT TRUST	2.94%
8	Dimensional	2.33%
9	Fidelity	2.14%
10	Invesco	2.04%

Reported PHINIA INC. ownership

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

PHINIA INC. beneficial owners on record for the 2023-2024 proxy season
Holder	% outstanding	Disclosure
BlackRock	12.28%	13F
Vanguard Group	9.67%	13F
State Street	3.39%	13F
Goldman Sachs	2.78%	13F
Dimensional Fund Advisors	2.39%	13F
Millennium Management	2.16%	13F
Geode Capital	1.58%	13F
Morgan Stanley	1.54%	13F
FMR (Fidelity)	1.41%	13F
Charles Schwab	1.41%	13F

Percentages above are of 46,164,536 shares outstanding, as reported by PHINIA INC. on its Form 10-K dated 2023-12-31 (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 PHINIA INC.’s 10-K dated 2023-12-31. This page is a static snapshot rebuilt weekly on 02 October 2026; a live search always shows the current data.

At PHINIA INC.'s shareholder meeting held 2024-05-09, in the 2023-2024 proxy season, 455 asset managers reported how they voted in their SEC Form N-PX filings, covering 3,908 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. PHINIA INC.'s own Form 8-K tally for this meeting is published below, but no row in it could be matched to the most widely held item, so this page states no certified outcome for that item. On that item — Advisory approval of the compensation of our Named Executive Officers. — the reporting funds cast 90% of the shares they voted in favour (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side). That is the aggregate of those managers' own N-PX disclosures, not the company's certified result, and the funds are a subset of all shareholders.

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