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PHINIA INC. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and PHINIA INC.’s Form 8-K, filed 2025-05-28 (Item 5.07 on EDGAR). Page generated 04 October 2026.

  • 12Reported items
  • 453Asset managers
  • 3,845Fund votes
  • 2025-05-21Meeting date

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

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

Official 2024-2025 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 2025-05-28 (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 2025-05-21
Ballot itemForAgainst AbstainWithheldBroker non-votesOutcome
Elect Director: Samuel R. Chapin 33,846,953313,30927,187 --2,537,904 Majority: yes
Elect Director: Brady D. Ericson 34,142,98121,58222,886 --2,537,904 Majority: yes
Elect Director: Robin Kendrick 33,767,219393,51526,715 --2,537,904 Majority: yes
Elect Director: Latondra Newton 33,883,680277,17926,590 --2,537,904 Majority: yes
Elect Director: D'aun Norman 34,051,566108,92326,960 --2,537,904 Majority: yes
Elect Director: Meggan M. Walsh 33,883,426277,37326,650 --2,537,904 Majority: yes
Elect Director: Rohan S. Weerasinghe 33,746,876413,66226,911 --2,537,904 Majority: yes
Elect Director: Roger J. Wood 33,634,173526,84626,430 --2,537,904 Majority: yes
Proposal 2. The shareholders approved, on an advisory basis, the compensation of the Company's named executive officers. 31,782,2802,364,75840,411 --2,537,904 Majority: yes
Proposal 3. The shareholders approved the ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2025. 35,136,6581,560,09128,604 --0 Majority: yes

Source: PHINIA INC., Form 8-K, filed with the SEC on 2025-05-28 — read the filing on EDGAR.

How asset managers voted at the PHINIA INC. 2024-2025 meeting

Each item below shows how the 453 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 VOTESMajority of the votes cast: yes

Meeting held 2025-05-21.

Combines 12 wordings of this item as funds reported it.

93% Majority: yes · of votes cast

FOR 93%
FOR: 31,782,280AGAINST: 2,364,758

PHINIA INC.’s own tally for this item (“Proposal 2. The shareholders approved, on an advisory basis, the compensation of the Company's named executive officers.”): 31,782,280 for, 2,364,758 against, per its Form 8-K filed 2025-05-28 (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 41,643,883 outstanding shares: 76% for, 6% against (82% of the company cast a for/against vote).

The 445 asset managers below cast 91% 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 91%9%
FOR: 90.7%AGAINST: 9.3%ABSTAIN: 0.0%NOT VOTED: 0.0%
Largest asset managers voting on “Advisory approval of the compensation of our named executive officers.” at PHINIA INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock5,931,8520 00For
Vanguard4,976,0671,704 00For
American Century02,974,645 00Against
State Street2,099,4600 00For
Dimensional2,078,0720 00For
Charles Schwab1,477,6660 00For
Voss Capital, LP1,370,8740 00For
GEODE CAPITAL MANAGEMENT, LLC1,184,2120 00For
Fidelity1,182,5890 00For
First Trust1,162,1421,524 00For
Invesco850,4570 00For
Ion Asset Management Ltd.639,0000 00For
LSV ASSET MANAGEMENT559,2420 00For
JPMorgan546,3090 00For
Northern Trust478,9070 00For
Pacer Funds Trust356,6100 00For
Victory Capital344,1770 00For
JACOBS LEVY EQUITY MANAGEMENT, INC326,2820 00For
Point72314,3580 00For
Medina Value Partners, LLC312,1320 00For
Goldman Sachs311,2770 00For
T. Rowe Price284,8030 00For
MELLON INVESTMENTS Corp280,6820 00For
Wellington260,2280 00For
Nuveen257,7820 00For

Showing the 25 largest of 445 asset managers. See all 445 in the interactive database.

2. Election of Directors: Brady D. Ericson

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-05-21.

Combines 2 wordings of this item as funds reported it.

99.9% Majority: yes · of votes cast

FOR 99.9%
FOR: 34,142,981AGAINST: 21,582

PHINIA INC.’s own tally for this item (“Elect Director: Brady D. Ericson”): 34,142,981 for, 21,582 against, per its Form 8-K filed 2025-05-28 (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 41,643,883 outstanding shares: 82% for, 0.1% against (82% of the company cast a for/against vote).

The 99 asset managers below cast 99.9% of the shares they voted on this item FOR (21,152,072 for, 0 against).

FOR 99.9%
FOR: 21,152,072 (100.0%)AGAINST: 0 (0.0%)ABSTAIN: 2,470 (0.0%)
Largest asset managers voting on “Election of Directors: Brady D. Ericson” at PHINIA INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard4,848,2360 00For
BlackRock4,575,2170 00For
Dimensional1,884,6130 00For
American Century1,462,2040 00For
Fidelity1,177,3670 00For
First Trust1,137,3530 00For
Charles Schwab708,6290 00For
State Street588,5100 00For
Invesco359,4120 00For
Pacer Funds Trust356,6100 00For
TIAA254,3470 00For
EA Series Trust243,8680 00For
BRIDGEWAY FUNDS INC211,0000 00For
JPMorgan184,0610 00For
Victory Capital170,6570 00For
Equitable164,2430 00For
Exchange Place Advisors Trust152,7860 00For
Goldman Sachs131,1210 00For
World Funds Trust129,8270 00For
T. Rowe Price113,9080 00For
Columbia Threadneedle113,7130 00For
Bridge Builder Trust113,2350 00For
WisdomTree112,8680 00For
ALPS ETF Trust101,8760 00For
Jackson National101,0800 00For

Showing the 25 largest of 99 asset managers. See all 99 in the interactive database.

3. Election of Directors: D'aun Norman

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-05-21.

Combines 2 wordings of this item as funds reported it.

99.6% Majority: yes · of votes cast

FOR 99.6%
FOR: 34,051,566AGAINST: 108,923

PHINIA INC.’s own tally for this item (“Elect Director: D'aun Norman”): 34,051,566 for, 108,923 against, per its Form 8-K filed 2025-05-28 (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 41,643,883 outstanding shares: 82% for, 0.3% against (82% of the company cast a for/against vote).

The 99 asset managers below cast 99.9% of the shares they voted on this item FOR (21,152,072 for, 0 against).

FOR 99.9%
FOR: 21,152,072 (100.0%)AGAINST: 0 (0.0%)ABSTAIN: 2,470 (0.0%)
Largest asset managers voting on “Election of Directors: D'aun Norman” at PHINIA INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard4,848,2360 00For
BlackRock4,575,2170 00For
Dimensional1,884,6130 00For
American Century1,462,2040 00For
Fidelity1,177,3670 00For
First Trust1,137,3530 00For
Charles Schwab708,6290 00For
State Street588,5100 00For
Invesco359,4120 00For
Pacer Funds Trust356,6100 00For
TIAA254,3470 00For
EA Series Trust243,8680 00For
BRIDGEWAY FUNDS INC211,0000 00For
JPMorgan184,0610 00For
Victory Capital170,6570 00For
Equitable164,2430 00For
Exchange Place Advisors Trust152,7860 00For
Goldman Sachs131,1210 00For
World Funds Trust129,8270 00For
T. Rowe Price113,9080 00For
Columbia Threadneedle113,7130 00For
Bridge Builder Trust113,2350 00For
WisdomTree112,8680 00For
ALPS ETF Trust101,8760 00For
Jackson National101,0800 00For

Showing the 25 largest of 99 asset managers. See all 99 in the interactive database.

4. Election of Directors: Latondra Newton

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-05-21.

Combines 2 wordings of this item as funds reported it.

99.1% Majority: yes · of votes cast

FOR 99.1%
FOR: 33,883,680AGAINST: 277,179

PHINIA INC.’s own tally for this item (“Elect Director: Latondra Newton”): 33,883,680 for, 277,179 against, per its Form 8-K filed 2025-05-28 (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 41,643,883 outstanding shares: 81% for, 0.7% against (82% of the company cast a for/against vote).

The 99 asset managers below cast 99% of the shares they voted on this item FOR (20,908,203 for, 243,869 against).

FOR 99%
FOR: 20,908,203 (98.8%)AGAINST: 243,869 (1.2%)ABSTAIN: 2,470 (0.0%)
Largest asset managers voting on “Election of Directors: Latondra Newton” at PHINIA INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard4,848,2351 00For
BlackRock4,575,2170 00For
Dimensional1,884,6130 00For
American Century1,462,2040 00For
Fidelity1,177,3670 00For
First Trust1,137,3530 00For
Charles Schwab708,6290 00For
State Street588,5100 00For
Invesco359,4120 00For
Pacer Funds Trust356,6100 00For
TIAA254,3470 00For
EA Series Trust0243,868 00Against
BRIDGEWAY FUNDS INC211,0000 00For
JPMorgan184,0610 00For
Victory Capital170,6570 00For
Equitable164,2430 00For
Exchange Place Advisors Trust152,7860 00For
Goldman Sachs131,1210 00For
World Funds Trust129,8270 00For
T. Rowe Price113,9080 00For
Columbia Threadneedle113,7130 00For
Bridge Builder Trust113,2350 00For
WisdomTree112,8680 00For
ALPS ETF Trust101,8760 00For
Jackson National101,0800 00For

Showing the 25 largest of 99 asset managers. See all 99 in the interactive database.

5. Election of Directors: Meggan M. Walsh

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-05-21.

Combines 2 wordings of this item as funds reported it.

99.1% Majority: yes · of votes cast

FOR 99.1%
FOR: 33,883,426AGAINST: 277,373

PHINIA INC.’s own tally for this item (“Elect Director: Meggan M. Walsh”): 33,883,426 for, 277,373 against, per its Form 8-K filed 2025-05-28 (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 41,643,883 outstanding shares: 81% for, 0.7% against (82% of the company cast a for/against vote).

The 99 asset managers below cast 99% of the shares they voted on this item FOR (20,908,203 for, 243,869 against).

FOR 99%
FOR: 20,908,203 (98.8%)AGAINST: 243,869 (1.2%)ABSTAIN: 2,470 (0.0%)
Largest asset managers voting on “Election of Directors: Meggan M. Walsh” at PHINIA INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard4,848,2351 00For
BlackRock4,575,2170 00For
Dimensional1,884,6130 00For
American Century1,462,2040 00For
Fidelity1,177,3670 00For
First Trust1,137,3530 00For
Charles Schwab708,6290 00For
State Street588,5100 00For
Invesco359,4120 00For
Pacer Funds Trust356,6100 00For
TIAA254,3470 00For
EA Series Trust0243,868 00Against
BRIDGEWAY FUNDS INC211,0000 00For
JPMorgan184,0610 00For
Victory Capital170,6570 00For
Equitable164,2430 00For
Exchange Place Advisors Trust152,7860 00For
Goldman Sachs131,1210 00For
World Funds Trust129,8270 00For
T. Rowe Price113,9080 00For
Columbia Threadneedle113,7130 00For
Bridge Builder Trust113,2350 00For
WisdomTree112,8680 00For
ALPS ETF Trust101,8760 00For
Jackson National101,0800 00For

Showing the 25 largest of 99 asset managers. See all 99 in the interactive database.

6. Election of Directors: Robin Kendrick

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-05-21.

Combines 2 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 33,767,219AGAINST: 393,515

PHINIA INC.’s own tally for this item (“Elect Director: Robin Kendrick”): 33,767,219 for, 393,515 against, per its Form 8-K filed 2025-05-28 (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 41,643,883 outstanding shares: 81% for, 1.0% against (82% of the company cast a for/against vote).

The 99 asset managers below cast 99% of the shares they voted on this item FOR (20,908,203 for, 243,869 against).

FOR 99%
FOR: 20,908,203 (98.8%)AGAINST: 243,869 (1.2%)ABSTAIN: 2,470 (0.0%)
Largest asset managers voting on “Election of Directors: Robin Kendrick” at PHINIA INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard4,848,2351 00For
BlackRock4,575,2170 00For
Dimensional1,884,6130 00For
American Century1,462,2040 00For
Fidelity1,177,3670 00For
First Trust1,137,3530 00For
Charles Schwab708,6290 00For
State Street588,5100 00For
Invesco359,4120 00For
Pacer Funds Trust356,6100 00For
TIAA254,3470 00For
EA Series Trust0243,868 00Against
BRIDGEWAY FUNDS INC211,0000 00For
JPMorgan184,0610 00For
Victory Capital170,6570 00For
Equitable164,2430 00For
Exchange Place Advisors Trust152,7860 00For
Goldman Sachs131,1210 00For
World Funds Trust129,8270 00For
T. Rowe Price113,9080 00For
Columbia Threadneedle113,7130 00For
Bridge Builder Trust113,2350 00For
WisdomTree112,8680 00For
ALPS ETF Trust101,8760 00For
Jackson National101,0800 00For

Showing the 25 largest of 99 asset managers. See all 99 in the interactive database.

7. Election of Directors: Roger J. Wood

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-05-21.

Combines 2 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 33,634,173AGAINST: 526,846

PHINIA INC.’s own tally for this item (“Elect Director: Roger J. Wood”): 33,634,173 for, 526,846 against, per its Form 8-K filed 2025-05-28 (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 41,643,883 outstanding shares: 81% for, 1% against (82% of the company cast a for/against vote).

The 99 asset managers below cast 99% of the shares they voted on this item FOR (20,906,855 for, 245,217 against).

FOR 99%
FOR: 20,906,855 (98.8%)AGAINST: 245,217 (1.2%)ABSTAIN: 2,470 (0.0%)
Largest asset managers voting on “Election of Directors: Roger J. Wood” at PHINIA INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard4,848,2351 00For
BlackRock4,575,2170 00For
Dimensional1,884,6130 00For
American Century1,462,2040 00For
Fidelity1,177,3670 00For
First Trust1,137,3530 00For
Charles Schwab708,6290 00For
State Street588,5100 00For
Invesco359,4120 00For
Pacer Funds Trust356,6100 00For
TIAA254,3470 00For
EA Series Trust0243,868 00Against
BRIDGEWAY FUNDS INC211,0000 00For
JPMorgan184,0610 00For
Victory Capital170,6570 00For
Equitable164,2430 00For
Exchange Place Advisors Trust152,7860 00For
Goldman Sachs131,1210 00For
World Funds Trust129,8270 00For
T. Rowe Price113,9080 00For
Columbia Threadneedle113,7130 00For
Bridge Builder Trust113,2350 00For
WisdomTree112,8680 00For
ALPS ETF Trust101,8760 00For
Jackson National101,0800 00For

Showing the 25 largest of 99 asset managers. See all 99 in the interactive database.

8. Election of Directors: Rohan S. Weerasinghe

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-05-21.

Combines 2 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 33,746,876AGAINST: 413,662

PHINIA INC.’s own tally for this item (“Elect Director: Rohan S. Weerasinghe”): 33,746,876 for, 413,662 against, per its Form 8-K filed 2025-05-28 (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 41,643,883 outstanding shares: 81% for, 1.0% against (82% of the company cast a for/against vote).

The 99 asset managers below cast 99% of the shares they voted on this item FOR (20,899,913 for, 252,159 against).

FOR 99%
FOR: 20,899,913 (98.8%)AGAINST: 252,159 (1.2%)ABSTAIN: 2,470 (0.0%)
Largest asset managers voting on “Election of Directors: Rohan S. Weerasinghe” at PHINIA INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard4,846,5331,703 00For
BlackRock4,575,2170 00For
Dimensional1,884,6130 00For
American Century1,462,2040 00For
Fidelity1,177,3670 00For
First Trust1,137,3530 00For
Charles Schwab708,6290 00For
State Street588,5100 00For
Invesco359,4120 00For
Pacer Funds Trust356,6100 00For
TIAA254,3470 00For
EA Series Trust0243,868 00Against
BRIDGEWAY FUNDS INC211,0000 00For
JPMorgan184,0610 00For
Victory Capital170,6570 00For
Equitable164,2430 00For
Exchange Place Advisors Trust152,7860 00For
Goldman Sachs131,1210 00For
World Funds Trust129,8270 00For
T. Rowe Price113,9080 00For
Columbia Threadneedle113,7130 00For
Bridge Builder Trust113,2350 00For
WisdomTree112,8680 00For
ALPS ETF Trust101,8760 00For
Jackson National101,0800 00For

Showing the 25 largest of 99 asset managers. See all 99 in the interactive database.

9. Election of Directors: Samuel R. Chapin

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-05-21.

Combines 2 wordings of this item as funds reported it.

99.0% Majority: yes · of votes cast

FOR 99.0%
FOR: 33,846,953AGAINST: 313,309

PHINIA INC.’s own tally for this item (“Elect Director: Samuel R. Chapin”): 33,846,953 for, 313,309 against, per its Form 8-K filed 2025-05-28 (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 41,643,883 outstanding shares: 81% for, 0.8% against (82% of the company cast a for/against vote).

The 99 asset managers below cast 99% of the shares they voted on this item FOR (20,908,203 for, 243,869 against).

FOR 99%
FOR: 20,908,203 (98.8%)AGAINST: 243,869 (1.2%)ABSTAIN: 2,470 (0.0%)
Largest asset managers voting on “Election of Directors: Samuel R. Chapin” at PHINIA INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard4,848,2351 00For
BlackRock4,575,2170 00For
Dimensional1,884,6130 00For
American Century1,462,2040 00For
Fidelity1,177,3670 00For
First Trust1,137,3530 00For
Charles Schwab708,6290 00For
State Street588,5100 00For
Invesco359,4120 00For
Pacer Funds Trust356,6100 00For
TIAA254,3470 00For
EA Series Trust0243,868 00Against
BRIDGEWAY FUNDS INC211,0000 00For
JPMorgan184,0610 00For
Victory Capital170,6570 00For
Equitable164,2430 00For
Exchange Place Advisors Trust152,7860 00For
Goldman Sachs131,1210 00For
World Funds Trust129,8270 00For
T. Rowe Price113,9080 00For
Columbia Threadneedle113,7130 00For
Bridge Builder Trust113,2350 00For
WisdomTree112,8680 00For
ALPS ETF Trust101,8760 00For
Jackson National101,0800 00For

Showing the 25 largest of 99 asset managers. See all 99 in the interactive database.

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

AUDIT-RELATEDMajority of the votes cast: yes

Meeting held 2025-05-21.

Combines 3 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 35,136,658AGAINST: 1,560,091

PHINIA INC.’s own tally for this item (“Proposal 3. The shareholders approved the ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2025.”): 35,136,658 for, 1,560,091 against, per its Form 8-K filed 2025-05-28 (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 41,643,883 outstanding shares: 84% for, 4% against (88% of the company cast a for/against vote).

The 99 asset managers below cast 97% of the shares they voted on this item FOR (20,456,799 for, 695,273 against).

FOR 97%
FOR: 20,456,799 (96.7%)AGAINST: 695,273 (3.3%)ABSTAIN: 2,470 (0.0%)
Largest asset managers voting on “Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting ” at PHINIA INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard4,848,2324 00For
BlackRock4,575,2170 00For
Dimensional1,884,6130 00For
American Century1,462,2040 00For
Fidelity1,177,3670 00For
First Trust1,137,3530 00For
Charles Schwab708,6290 00For
State Street564,26224,248 00For
Invesco359,4120 00For
Pacer Funds Trust356,6100 00For
TIAA254,3470 00For
EA Series Trust0243,868 00Against
BRIDGEWAY FUNDS INC0211,000 00Against
JPMorgan184,0610 00For
Victory Capital170,6570 00For
Equitable164,2430 00For
Exchange Place Advisors Trust23,025129,761 00Against
Goldman Sachs131,1210 00For
World Funds Trust129,8270 00For
T. Rowe Price113,9080 00For
Columbia Threadneedle113,7130 00For
Bridge Builder Trust100,06213,173 00For
WisdomTree112,8680 00For
ALPS ETF Trust101,8760 00For
Jackson National101,0800 00For

Showing the 25 largest of 99 asset managers. See all 99 in the interactive database.

11. 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

Meeting held 2024-05-09 (outside the 2024-2025 season's 1 July to 30 June window; reported in this season's filings).

Combines 3 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 41,643,883 outstanding shares: 93% for, 0.1% against (93% of the company cast a for/against vote).

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

1 YEAR 100%
1 YEAR: 58 (100.0%)
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., 2024-2025
Asset managerForAgainst AbstainWithheldVote
COLDSTREAM CAPITAL MANAGEMENT INC00 001 Year
Seascape Capital Management00 001 Year
Synergy Investment Management, LLC00 00--

12. Advisory approval of the compensation of our Named Executive Officers

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2024-05-09 (outside the 2024-2025 season's 1 July to 30 June window; reported in this season's filings).

Combines 2 wordings of this item as funds reported it.

31% fund support · no official result

FOR 31%AGAINST 69%

The 2 asset managers below cast 31% of the shares they voted on this item FOR (18 for, 40 against).

FOR: 18 (31.0%)AGAINST: 40 (69.0%)
Largest asset managers voting on “Advisory approval of the compensation of our Named Executive Officers” at PHINIA INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
COLDSTREAM CAPITAL MANAGEMENT INC040 00Against
Seascape Capital Management180 00For

Largest PHINIA INC. shareholders voting in 2024-2025

Ranked by the number of PHINIA INC. shares each manager voted on the most widely held ballot item of the 2024-2025 meeting, shown as a share of the 41,643,883 shares outstanding at the time of that meeting.

Top PHINIA INC. shareholders by shares voted, 2024-2025
#Asset manager % of shares outstanding
1BlackRock 14.24%
2Vanguard 11.95%
3American Century 7.14%
4State Street 5.04%
5Dimensional 4.99%
6Charles Schwab 3.55%
7Voss Capital, LP 3.29%
8GEODE CAPITAL MANAGEMENT, LLC 2.84%
9Fidelity 2.84%
10First Trust 2.79%

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 2024-2025 proxy season
Holder % outstanding Disclosure
BlackRock 15.12% 13F
Vanguard Group 11.54% 13F
Vanguard Portfolio Management 6.11% 13G
Dimensional Fund Advisors 5.25% 13F
FMR LLC 4.84% 13G
State Street 4.04% 13F
Geode Capital 2.86% 13F
Goldman Sachs 2.35% 13F
Norges Bank 2.01% 13F
Charles Schwab 1.81% 13F

Percentages above are of 41,643,883 shares outstanding, as reported by PHINIA INC. on its Form 10-K dated 2024-12-31 (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 PHINIA INC.’s 10-K dated 2024-12-31. This page is a static snapshot rebuilt weekly on 04 October 2026; a live search always shows the current data.

At PHINIA INC.'s shareholder meeting held 2025-05-21, in the 2024-2025 proxy season, 453 asset managers reported how they voted in their SEC Form N-PX filings, covering 3,845 separate fund positions. Their filings are grouped here into 12 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 approval of the compensation of our named executive officers. — FOR was 93% 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: PHINIA INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2025-05-28.

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