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POWERSCHOOL HOLDINGS INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and POWERSCHOOL HOLDINGS INC.’s Form 8-K, filed 2024-05-07 (Item 5.07 on EDGAR). Page generated 02 October 2026.

9Reported items
211Asset managers
1,957Fund votes
2024-05-02Meeting date

Proxy season: 2023-2024

Explore POWERSCHOOL HOLDINGS INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by POWERSCHOOL HOLDINGS INC.

These tallies are POWERSCHOOL HOLDINGS INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2024-05-07 (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.

POWERSCHOOL HOLDINGS INC. — official shareholder meeting results, meeting held 2024-05-02
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Outcome
Elect Director: Barbara Byrne	171,192,390	--	--	23,399,835	0	Majority: yes
Elect Director: Judy Cotte	172,623,134	--	--	21,969,091	0	Majority: yes
Elect Director: Ronald D. McCray	174,980,199	--	--	19,612,026	0	Majority: yes
Elect Director: Gwen Reinke	172,626,047	--	--	21,966,178	0	Majority: yes
Proposal 2: At the Meeting, the vote to approve, by an advisory vote, the compensation of the Company's Named Executive Officers, as disclosed in the proxy statement, referred to as "Say-on-Pay," was as follows:	191,557,195	3,031,972	3,058	--	0	Majority: yes
Proposal 3: At the Meeting, the vote to approve, on an advisory basis, the preferred frequency of future advisory votes on Named Executive Officer compensation, referred to as "Say-on-Pay Frequency," was as follows:	194,459,607	128,920	3,698	--	--	Majority: yes

Source: POWERSCHOOL HOLDINGS INC., Form 8-K, filed with the SEC on 2024-05-07 — read the filing on EDGAR.

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

Each item below shows how the 211 asset managers that disclosed a POWERSCHOOL HOLDINGS 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 POWERSCHOOL HOLDINGS INC.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.

1. To approve, by an advisory, non- binding vote, the frequency of future Say-on-Pay votes (Say-on-Pay Frequency).

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

Combines 10 wordings of this item as funds reported it.

99.9% Majority: yes · of votes cast

FOR 99.9%

FOR: 194,459,607AGAINST: 128,920

POWERSCHOOL HOLDINGS INC.’s own tally for this item (“Proposal 3: At the Meeting, the vote to approve, on an advisory basis, the preferred frequency of future advisory votes on Named Executive Officer compensation, referred to as "Say-on-Pay Frequency," was as follows:”): 194,459,607 for, 128,920 against, per its Form 8-K filed 2024-05-07 (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.

The 207 asset managers below cast 99.9% of the shares they voted on this item FOR (247,922 for, 225 against).

1-YEAR 54.4%ONE YEAR 34%11%

FOR: 247,922 (0.2%)AGAINST: 225 (0.0%)ABSTAIN: 3,228 (0.0%)1-YEAR: 71,859,739 (54.4%)ONE YEAR: 45,332,864 (34.3%)1 YEAR: 14,221,447 (10.8%)THREE YEARS: 292,721 (0.2%)3 YEARS: 74,010 (0.1%)NOT VOTED: 103 (0.0%)

Largest asset managers voting on “To approve, by an advisory, non- binding vote, the frequency of future Say-on-Pay votes (Say-on-Pay Frequency)” at POWERSCHOOL HOLDINGS INC., 2023-2024
Asset manager	For	Against	Abstain	Withheld	Vote
VISTA EQUITY PARTNERS MANAGEMENT, LLC	0	0	0	0	1-Year
Vanguard	0	0	0	0	One Year
CANADA PENSION PLAN INVESTMENT BOARD	0	0	0	0	One Year
Wellington	0	0	0	0	1 Year
BLAIR WILLIAM & CO/IL	0	0	0	0	One Year
WASATCH ADVISORS LP	0	0	0	0	One Year
Calvert	0	0	0	0	One Year
WASATCH FUNDS TRUST	0	0	0	0	One Year
MACKENZIE FINANCIAL CORP	0	0	0	0	1 Year
BlackRock	0	0	0	0	One Year
T. Rowe Price	0	0	0	0	One Year
Nuveen	0	0	0	0	One Year
RIVERBRIDGE PARTNERS LLC	0	0	0	0	1 Year
Invesco	0	0	0	0	One Year
TimesSquare Capital Management, LLC	0	0	0	0	One Year
Hartford	0	0	0	0	1 Year
Goldman Sachs	0	0	0	0	One Year
NewEdge Wealth, LLC	0	0	0	0	1 Year
PICTET ASSET MANAGEMENT SA	0	0	0	0	One Year
Loomis Sayles	0	0	0	0	One Year
Charles Schwab	0	0	0	0	1 Year
FORT WASHINGTON INVESTMENT ADVISORS INC /OH/	0	0	0	0	One Year
TIAA	0	0	0	0	One Year
TOUCHSTONE STRATEGIC TRUST	0	0	0	0	1 Year
State Street	0	0	0	0	One Year

Showing the 25 largest of 207 asset managers. See all 207 in the interactive database.

2. To approve, by an advisory, non- binding vote, the compensation of our Named Executive Officers, as disclosed in the Proxy Statement (Say-on-Pay).

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

Combines 11 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 191,557,195AGAINST: 3,031,972

POWERSCHOOL HOLDINGS INC.’s own tally for this item (“Proposal 2: At the Meeting, the vote to approve, by an advisory vote, the compensation of the Company's Named Executive Officers, as disclosed in the proxy statement, referred to as "Say-on-Pay," was as follows:”): 191,557,195 for, 3,031,972 against, per its Form 8-K filed 2024-05-07 (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.

The 205 asset managers below cast 97% of the shares they voted on this item FOR (126,680,248 for, 3,851,003 against).

FOR 97%

FOR: 126,680,248 (97.0%)AGAINST: 3,851,003 (3.0%)ABSTAIN: 3,228 (0.0%)NOT VOTED: 103 (0.0%)

Largest asset managers voting on “To approve, by an advisory, non- binding vote, the compensation of our Named Executive Officers, as disclosed ” at POWERSCHOOL HOLDINGS INC., 2023-2024
Asset manager	For	Against	Vote
VISTA EQUITY PARTNERS MANAGEMENT, LLC	71,859,739	0	For
Vanguard	9,196,986	0	For
CANADA PENSION PLAN INVESTMENT BOARD	4,927,352	0	For
Wellington	3,766,813	0	For
BLAIR WILLIAM & CO/IL	3,453,678	0	For
WASATCH ADVISORS LP	2,986,250	12,235	For
Calvert	0	2,484,051	Against
WASATCH FUNDS TRUST	2,399,884	0	For
MACKENZIE FINANCIAL CORP	2,381,997	0	For
BlackRock	2,369,032	7,848	For
T. Rowe Price	1,739,921	0	For
Nuveen	1,689,642	0	For
RIVERBRIDGE PARTNERS LLC	1,500,841	0	For
Invesco	1,463,897	0	For
TimesSquare Capital Management, LLC	1,237,130	0	For
Hartford	1,141,158	0	For
Goldman Sachs	1,086,418	0	For
NewEdge Wealth, LLC	998,208	0	For
PICTET ASSET MANAGEMENT SA	955,316	0	For
Charles Schwab	910,108	0	For
FORT WASHINGTON INVESTMENT ADVISORS INC /OH/	893,832	0	For
TIAA	816,696	0	For
TOUCHSTONE STRATEGIC TRUST	733,500	0	For
State Street	687,876	0	For
Columbia Threadneedle	188,819	487,154	Against

Showing the 25 largest of 205 asset managers. See all 205 in the interactive database.

3. Election of Directors Nominees: Barbara Byrne

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 6 wordings of this item as funds reported it.

88% Majority: yes · of votes cast

FOR 88%12%

FOR: 171,192,390WITHHELD: 23,399,835

POWERSCHOOL HOLDINGS INC.’s own tally for this item (“Elect Director: Barbara Byrne”): 171,192,390 for, 23,399,835 withheld, per its Form 8-K filed 2024-05-07 (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.

The 74 asset managers below cast 100% of the shares they voted on this item FOR (16,655,509 for, 0 against).

FOR 70%ABSTAIN 30%

FOR: 16,655,509 (70.3%)ABSTAIN: 7,032,999 (29.7%)

Largest asset managers voting on “Election of Directors Nominees: Barbara Byrne” at POWERSCHOOL HOLDINGS INC., 2023-2024
Asset manager	For	Abstain	Vote
Vanguard	9,032,254	0	For
WASATCH FUNDS TRUST	2,399,884	0	For
TimesSquare Capital Management, LLC	0	1,237,130	Abstain
Calvert	0	1,233,338	Abstain
BlackRock	1,172,521	0	For
Hartford	0	1,141,158	Abstain
TIAA	0	816,696	Abstain
T. Rowe Price	799,994	0	For
TOUCHSTONE STRATEGIC TRUST	733,500	0	For
Invesco	555,216	0	For
Charles Schwab	455,054	0	For
Nuveen	0	390,524	Abstain
Allspring	0	271,423	Abstain
John Hancock	0	237,158	Abstain
HOMESTEAD FUNDS INC	0	207,669	Abstain
Fidelity	202,727	0	For
JPMorgan	193,326	0	For
Columbia Threadneedle	188,819	0	For
MML SERIES INVESTMENT FUND	0	173,386	Abstain
DWS	0	151,401	Abstain
Northwestern Mutual	0	150,395	Abstain
Dimensional	0	129,229	Abstain
Equitable	56,200	66,163	Abstain
AMG FUNDS	0	119,210	Abstain
AIG/SunAmerica	0	116,788	Abstain

Showing the 25 largest of 74 asset managers. See all 74 in the interactive database.

4. Election of Directors Nominees: Gwen Reinke

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 5 wordings of this item as funds reported it.

89% Majority: yes · of votes cast

FOR 89%11%

FOR: 172,626,047WITHHELD: 21,966,178

POWERSCHOOL HOLDINGS INC.’s own tally for this item (“Elect Director: Gwen Reinke”): 172,626,047 for, 21,966,178 withheld, per its Form 8-K filed 2024-05-07 (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.

The 74 asset managers below cast 100% of the shares they voted on this item FOR (17,952,948 for, 0 against).

FOR 76%ABSTAIN 24%

FOR: 17,952,948 (75.8%)ABSTAIN: 5,735,560 (24.2%)

Largest asset managers voting on “Election of Directors Nominees: Gwen Reinke” at POWERSCHOOL HOLDINGS INC., 2023-2024
Asset manager	For	Abstain	Vote
Vanguard	9,032,254	0	For
WASATCH FUNDS TRUST	2,399,884	0	For
TimesSquare Capital Management, LLC	0	1,237,130	Abstain
Calvert	0	1,233,338	Abstain
BlackRock	1,172,521	0	For
Hartford	1,141,158	0	For
TIAA	0	816,696	Abstain
T. Rowe Price	799,994	0	For
TOUCHSTONE STRATEGIC TRUST	733,500	0	For
Invesco	555,216	0	For
Charles Schwab	455,054	0	For
Nuveen	0	390,524	Abstain
Allspring	0	271,423	Abstain
John Hancock	189,595	47,563	For
HOMESTEAD FUNDS INC	0	207,669	Abstain
Fidelity	202,727	0	For
JPMorgan	193,326	0	For
Columbia Threadneedle	0	188,819	Abstain
MML SERIES INVESTMENT FUND	173,386	0	For
DWS	0	151,401	Abstain
Northwestern Mutual	150,395	0	For
Dimensional	0	129,229	Abstain
Equitable	56,200	66,163	Abstain
AMG FUNDS	0	119,210	Abstain
AIG/SunAmerica	0	116,788	Abstain

Showing the 25 largest of 74 asset managers. See all 74 in the interactive database.

5. Election of Directors Nominees: Judy Cotte

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 5 wordings of this item as funds reported it.

89% Majority: yes · of votes cast

FOR 89%11%

FOR: 172,623,134WITHHELD: 21,969,091

POWERSCHOOL HOLDINGS INC.’s own tally for this item (“Elect Director: Judy Cotte”): 172,623,134 for, 21,969,091 withheld, per its Form 8-K filed 2024-05-07 (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.

The 74 asset managers below cast 100% of the shares they voted on this item FOR (17,952,948 for, 0 against).

FOR 76%ABSTAIN 24%

FOR: 17,952,948 (75.8%)ABSTAIN: 5,735,560 (24.2%)

Largest asset managers voting on “Election of Directors Nominees: Judy Cotte” at POWERSCHOOL HOLDINGS INC., 2023-2024
Asset manager	For	Abstain	Vote
Vanguard	9,032,254	0	For
WASATCH FUNDS TRUST	2,399,884	0	For
TimesSquare Capital Management, LLC	0	1,237,130	Abstain
Calvert	0	1,233,338	Abstain
BlackRock	1,172,521	0	For
Hartford	1,141,158	0	For
TIAA	0	816,696	Abstain
T. Rowe Price	799,994	0	For
TOUCHSTONE STRATEGIC TRUST	733,500	0	For
Invesco	555,216	0	For
Charles Schwab	455,054	0	For
Nuveen	0	390,524	Abstain
Allspring	0	271,423	Abstain
John Hancock	189,595	47,563	For
HOMESTEAD FUNDS INC	0	207,669	Abstain
Fidelity	202,727	0	For
JPMorgan	193,326	0	For
Columbia Threadneedle	0	188,819	Abstain
MML SERIES INVESTMENT FUND	173,386	0	For
DWS	0	151,401	Abstain
Northwestern Mutual	150,395	0	For
Dimensional	0	129,229	Abstain
Equitable	56,200	66,163	Abstain
AMG FUNDS	0	119,210	Abstain
AIG/SunAmerica	0	116,788	Abstain

Showing the 25 largest of 74 asset managers. See all 74 in the interactive database.

6. Election of Directors Nominees: Ronald D. McCray

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 6 wordings of this item as funds reported it.

90% Majority: yes · of votes cast

FOR 90%10%

FOR: 174,980,199WITHHELD: 19,612,026

POWERSCHOOL HOLDINGS INC.’s own tally for this item (“Elect Director: Ronald D. McCray”): 174,980,199 for, 19,612,026 withheld, per its Form 8-K filed 2024-05-07 (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.

The 74 asset managers below cast 100% of the shares they voted on this item FOR (18,432,907 for, 0 against).

FOR 78%ABSTAIN 22%

FOR: 18,432,907 (77.8%)ABSTAIN: 5,255,601 (22.2%)

Largest asset managers voting on “Election of Directors Nominees: Ronald D. McCray” at POWERSCHOOL HOLDINGS INC., 2023-2024
Asset manager	For	Abstain	Vote
Vanguard	9,032,254	0	For
WASATCH FUNDS TRUST	2,399,884	0	For
TimesSquare Capital Management, LLC	0	1,237,130	Abstain
Calvert	0	1,233,338	Abstain
BlackRock	1,172,521	0	For
Hartford	1,141,158	0	For
TIAA	0	816,696	Abstain
T. Rowe Price	799,994	0	For
TOUCHSTONE STRATEGIC TRUST	733,500	0	For
Invesco	555,216	0	For
Charles Schwab	455,054	0	For
Nuveen	0	390,524	Abstain
Allspring	0	271,423	Abstain
John Hancock	189,595	47,563	For
HOMESTEAD FUNDS INC	0	207,669	Abstain
Fidelity	202,727	0	For
JPMorgan	193,326	0	For
Columbia Threadneedle	188,819	0	For
MML SERIES INVESTMENT FUND	173,386	0	For
DWS	0	151,401	Abstain
Northwestern Mutual	150,395	0	For
Dimensional	0	129,229	Abstain
Equitable	56,200	66,163	Abstain
AMG FUNDS	0	119,210	Abstain
AIG/SunAmerica	0	116,788	Abstain

Showing the 25 largest of 74 asset managers. See all 74 in the interactive database.

7. To ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the year ending December 31, 2024.

AUDIT-RELATED

Combines 3 wordings of this item as funds reported it.

99.9% fund support · no official result

FOR 99.9%

The 73 asset managers below cast 99.9% of the shares they voted on this item FOR (23,633,638 for, 188 against).

FOR: 23,633,638 (100.0%)AGAINST: 188 (0.0%)

Largest asset managers voting on “To ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting f” at POWERSCHOOL HOLDINGS INC., 2023-2024
Asset manager	For	Vote
Vanguard	9,032,254	For
WASATCH FUNDS TRUST	2,399,884	For
TimesSquare Capital Management, LLC	1,237,130	For
Calvert	1,233,338	For
BlackRock	1,172,521	For
Hartford	1,141,158	For
TIAA	816,696	For
T. Rowe Price	799,994	For
TOUCHSTONE STRATEGIC TRUST	733,500	For
Invesco	555,216	For
Charles Schwab	455,054	For
Nuveen	390,524	For
Allspring	271,423	For
John Hancock	237,158	For
HOMESTEAD FUNDS INC	207,669	For
Fidelity	202,727	For
JPMorgan	193,326	For
Columbia Threadneedle	188,819	For
MML SERIES INVESTMENT FUND	173,386	For
DWS	151,401	For
Northwestern Mutual	150,395	For
Dimensional	129,229	For
Equitable	122,363	For
AMG FUNDS	119,210	For
AIG/SunAmerica	116,788	For

Showing the 25 largest of 73 asset managers. See all 73 in the interactive database.

8. Advisory Vote to Ratify Named Executive Officers' Compensation

SECTION 14A SAY-ON-PAY VOTES

77% fund support · no official result

FOR 77%AGAINST 23%

The 4 asset managers below cast 77% of the shares they voted on this item FOR (468,903 for, 138,123 against).

FOR: 468,903 (77.2%)AGAINST: 138,123 (22.8%)

Largest asset managers voting on “Advisory Vote to Ratify Named Executive Officers' Compensation” at POWERSCHOOL HOLDINGS INC., 2023-2024
Asset manager	For	Against	Vote
JPMorgan	260,781	0	For
Thematics Asset Management	153,440	0	For
Desjardins Global Asset Management Inc.	0	138,123	Against
Morningstar Funds Trust	54,682	0	For

9. To approve, by an advisory, non-binding vote, the compensation of our named executive officers, as disclosed in the Proxy Statement (Say-on-Pay Frequency).

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 (58 for, 0 against).

FOR: 58 (100.0%)

Largest asset managers voting on “To approve, by an advisory, non-binding vote, the compensation of our named executive officers, as disclosed i” at POWERSCHOOL HOLDINGS INC., 2023-2024
Asset manager	For	Against	Abstain	Withheld	Vote
Orion Porfolio Solutions, LLC	29	0	0	0	For
Orion Portfolio Solutions, LLC	29	0	0	0	For

Largest POWERSCHOOL HOLDINGS INC. shareholders voting in 2023-2024

Ranked by the number of POWERSCHOOL HOLDINGS INC. shares each manager voted on the most widely held ballot item of the 2023-2024 meeting.

Top POWERSCHOOL HOLDINGS INC. shareholders by shares voted, 2023-2024
#	Asset manager	Shares voted
1	VISTA EQUITY PARTNERS MANAGEMENT, LLC	71,859,739
2	Vanguard	9,196,986
3	CANADA PENSION PLAN INVESTMENT BOARD	4,927,352
4	Wellington	3,766,813
5	BLAIR WILLIAM & CO/IL	3,453,678
6	WASATCH ADVISORS LP	2,998,485
7	Calvert	2,484,051
8	WASATCH FUNDS TRUST	2,399,884
9	MACKENZIE FINANCIAL CORP	2,381,997
10	BlackRock	2,376,880

Shown as share counts, not percentages: no shares-outstanding figure has been matched to POWERSCHOOL HOLDINGS INC. for the 2023-2024 season, so there is no denominator to divide by.

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. This page is a static snapshot rebuilt weekly on 02 October 2026; a live search always shows the current data.

At POWERSCHOOL HOLDINGS INC.'s shareholder meeting held 2024-05-02, in the 2023-2024 proxy season, 211 asset managers reported how they voted in their SEC Form N-PX filings, covering 1,957 separate fund positions. Their filings are grouped here into 9 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. On the most widely held item on that ballot — To approve, by an advisory, non- binding vote, the frequency of future Say-on-Pay votes… — FOR was 99.9% 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: POWERSCHOOL HOLDINGS INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2024-05-07.

POWERSCHOOL HOLDINGS INC. proxy season coverage: 2023-2024 (this page).