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PROS HOLDINGS INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and PROS HOLDINGS INC.’s Form 8-K, filed 2024-05-17 (Item 5.07 on EDGAR). Page generated 02 October 2026.

8Reported items
214Asset managers
1,228Fund votes
2024-05-15Meeting date

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

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

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

These tallies are PROS HOLDINGS INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2024-05-17 (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.

PROS HOLDINGS INC. — official shareholder meeting results, meeting held 2024-05-15
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Outcome
Elect Director: Raja Hammoud	41,089,181	--	--	875,686	2,303,623	Majority: yes
Elect Director: Leland Jourdan	38,429,666	--	--	3,535,201	2,303,623	Majority: yes
Elect Director: William Russell	37,566,050	--	--	4,398,817	2,303,623	Majority: yes
Proposal 2: Advisory vote to approve named executive officer compensation:	38,421,708	817,085	2,726,074	--	2,303,623	Majority: yes
Proposal 3: Ratification of appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024:	40,045,855	1,223,647	2,998,988	--	--	Majority: yes

Source: PROS HOLDINGS INC., Form 8-K, filed with the SEC on 2024-05-17 — read the filing on EDGAR.

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

Each item below shows how the 214 asset managers that disclosed a PROS 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 PROS 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. ADVISORY VOTE TO APPROVE EXECUTIVE OFFICER COMPENSATION.

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

Combines 5 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 38,421,708AGAINST: 817,085

PROS HOLDINGS INC.’s own tally for this item (“Proposal 2: Advisory vote to approve named executive officer compensation:”): 38,421,708 for, 817,085 against, per its Form 8-K filed 2024-05-17 (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 213 asset managers below cast 98% 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 98%

FOR: 98.3%AGAINST: 1.7%ABSTAIN: 0.0%NOT VOTED: 0.0%

Largest asset managers voting on “ADVISORY VOTE TO APPROVE EXECUTIVE OFFICER COMPENSATION.” at PROS HOLDINGS INC., 2023-2024
Asset manager	For	Against	Vote
Fidelity	7,547,591	0	For
Vanguard	5,454,658	0	For
RGM Capital, LLC	2,772,249	0	For
FRED ALGER MANAGEMENT, LLC	2,572,777	0	For
BROWN ADVISORY INC	2,391,370	0	For
CONESTOGA FUNDS	2,289,473	0	For
ALGER FUNDS	2,268,285	0	For
BlackRock	2,031,485	0	For
ROCKEFELLER & CO. LLC	1,113,988	0	For
Brown Advisory Funds	913,669	0	For
Conestoga Capital Advisors, LLC	901,027	0	For
Stephens Investment Management Group LLC	821,091	0	For
State Street	818,398	0	For
BROWN CAPITAL MANAGEMENT LLC	756,956	0	For
Charles Schwab	724,570	0	For
EAGLE ASSET MANAGEMENT INC	623,696	0	For
Global X	614,134	0	For
Brown Capital Management Mutual Funds	563,680	0	For
Invesco	557,750	0	For
GEODE CAPITAL MANAGEMENT, LLC	550,243	0	For
Columbia Threadneedle	495,150	0	For
WILLIAM BLAIR INVESTMENT MANAGEMENT, LLC	487,771	0	For
DISCIPLINED GROWTH INVESTORS INC /MN	0	478,387	Against
NEW YORK STATE COMMON RETIREMENT FUND	454,408	0	For
Royce	368,336	0	For

Showing the 25 largest of 213 asset managers. See all 213 in the interactive database.

2. To ratify the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm of PROS Holdings, Inc. for the fiscal year ending December 31, 2024.

AUDIT-RELATEDMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%

FOR: 40,045,855AGAINST: 1,223,647

PROS HOLDINGS INC.’s own tally for this item (“Proposal 3: Ratification of appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024:”): 40,045,855 for, 1,223,647 against, per its Form 8-K filed 2024-05-17 (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 71 asset managers below cast 99.9% of the shares they voted on this item FOR (21,595,790 for, 13,071 against).

FOR 99.8%

FOR: 21,595,790 (99.9%)AGAINST: 13,071 (0.1%)ABSTAIN: 9,570 (0.0%)

Largest asset managers voting on “To ratify the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm o” at PROS HOLDINGS INC., 2023-2024
Asset manager	For	Vote
Vanguard	5,342,711	For
Fidelity	3,834,800	For
CONESTOGA FUNDS	2,289,473	For
ALGER FUNDS	2,268,285	For
Brown Advisory Funds	913,669	For
BlackRock	754,049	For
Global X	614,134	For
Brown Capital Management Mutual Funds	563,680	For
Royce	368,336	For
Charles Schwab	344,098	For
Bridge Builder Trust	341,333	For
First Trust	324,282	For
BUFFALO FUNDS	321,001	For
Principal	310,981	For
PRIMECAP Odyssey Funds	280,380	For
Columbia Threadneedle	252,540	For
John Hancock	240,595	For
WILLIAM BLAIR FUNDS	217,700	For
Invesco	207,952	For
Goldman Sachs	186,793	For
CARILLON SERIES TRUST	185,018	For
SEI	135,554	For
Equitable	117,069	For
TRUST FOR PROFESSIONAL MANAGERS	111,915	For
TIAA	111,068	For

Showing the 25 largest of 71 asset managers. See all 71 in the interactive database.

3. Raja Hammoud, Leland Jourdan, and William Russell as Class II directors, each to hold office until the 2027 Annual Meeting and until their successor has been duly elected and qualified or until the earlier of their death, resignation or removal: Leland Jourdan

DIRECTOR ELECTIONS

Combines 2 wordings of this item as funds reported it.

100% fund support · no official result

FOR 99.6%

The 60 asset managers below cast 100% of the shares they voted on this item FOR (19,826,013 for, 0 against).

FOR: 19,826,013 (99.7%)ABSTAIN: 61,383 (0.3%)

Largest asset managers voting on “Raja Hammoud, Leland Jourdan, and William Russell as Class II directors, each to hold office until the 2027 An” at PROS HOLDINGS INC., 2023-2024
Asset manager	For	Abstain	Vote
Vanguard	5,342,711	0	For
Fidelity	3,834,800	0	For
CONESTOGA FUNDS	2,289,473	0	For
ALGER FUNDS	2,268,285	0	For
Brown Advisory Funds	913,669	0	For
BlackRock	754,049	0	For
Royce	368,336	0	For
Bridge Builder Trust	341,333	0	For
First Trust	324,282	0	For
BUFFALO FUNDS	321,001	0	For
Principal	310,981	0	For
PRIMECAP Odyssey Funds	280,380	0	For
Columbia Threadneedle	252,540	0	For
John Hancock	240,595	0	For
WILLIAM BLAIR FUNDS	217,700	0	For
Invesco	207,952	0	For
Goldman Sachs	186,793	0	For
CARILLON SERIES TRUST	185,018	0	For
Equitable	68,680	48,389	For
TRUST FOR PROFESSIONAL MANAGERS	111,915	0	For
TIAA	111,068	0	For
Jackson National	105,097	0	For
New York Life	98,294	0	For
Allspring	83,199	0	For
WisdomTree	72,741	0	For

Showing the 25 largest of 60 asset managers. See all 60 in the interactive database.

4. Raja Hammoud, Leland Jourdan, and William Russell as Class II directors, each to hold office until the 2027 Annual Meeting and until their successor has been duly elected and qualified or until the earlier of their death, resignation or removal: Raja Hammoud

DIRECTOR ELECTIONS

Combines 2 wordings of this item as funds reported it.

100% fund support · no official result

FOR 99.6%

The 60 asset managers below cast 100% of the shares they voted on this item FOR (19,826,013 for, 0 against).

FOR: 19,826,013 (99.7%)ABSTAIN: 61,383 (0.3%)

Largest asset managers voting on “Raja Hammoud, Leland Jourdan, and William Russell as Class II directors, each to hold office until the 2027 An” at PROS HOLDINGS INC., 2023-2024
Asset manager	For	Abstain	Vote
Vanguard	5,342,711	0	For
Fidelity	3,834,800	0	For
CONESTOGA FUNDS	2,289,473	0	For
ALGER FUNDS	2,268,285	0	For
Brown Advisory Funds	913,669	0	For
BlackRock	754,049	0	For
Royce	368,336	0	For
Bridge Builder Trust	341,333	0	For
First Trust	324,282	0	For
BUFFALO FUNDS	321,001	0	For
Principal	310,981	0	For
PRIMECAP Odyssey Funds	280,380	0	For
Columbia Threadneedle	252,540	0	For
John Hancock	240,595	0	For
WILLIAM BLAIR FUNDS	217,700	0	For
Invesco	207,952	0	For
Goldman Sachs	186,793	0	For
CARILLON SERIES TRUST	185,018	0	For
Equitable	68,680	48,389	For
TRUST FOR PROFESSIONAL MANAGERS	111,915	0	For
TIAA	111,068	0	For
Jackson National	105,097	0	For
New York Life	98,294	0	For
Allspring	83,199	0	For
WisdomTree	72,741	0	For

Showing the 25 largest of 60 asset managers. See all 60 in the interactive database.

5. Raja Hammoud, Leland Jourdan, and William Russell as Class II directors, each to hold office until the 2027 Annual Meeting and until their successor has been duly elected and qualified or until the earlier of their death, resignation or removal: William Russell

DIRECTOR ELECTIONS

Combines 2 wordings of this item as funds reported it.

100% fund support · no official result

FOR 99%

The 60 asset managers below cast 100% of the shares they voted on this item FOR (19,612,640 for, 0 against).

FOR: 19,612,640 (98.6%)ABSTAIN: 274,756 (1.4%)

Largest asset managers voting on “Raja Hammoud, Leland Jourdan, and William Russell as Class II directors, each to hold office until the 2027 An” at PROS HOLDINGS INC., 2023-2024
Asset manager	For	Abstain	Vote
Vanguard	5,342,711	0	For
Fidelity	3,834,800	0	For
CONESTOGA FUNDS	2,289,473	0	For
ALGER FUNDS	2,268,285	0	For
Brown Advisory Funds	913,669	0	For
BlackRock	754,049	0	For
Royce	368,336	0	For
Bridge Builder Trust	341,333	0	For
First Trust	324,282	0	For
BUFFALO FUNDS	321,001	0	For
Principal	310,981	0	For
PRIMECAP Odyssey Funds	280,380	0	For
Columbia Threadneedle	252,540	0	For
John Hancock	240,595	0	For
WILLIAM BLAIR FUNDS	217,700	0	For
Invesco	0	207,952	Abstain
Goldman Sachs	186,793	0	For
CARILLON SERIES TRUST	185,018	0	For
Equitable	68,680	48,389	For
TRUST FOR PROFESSIONAL MANAGERS	111,915	0	For
TIAA	111,068	0	For
Jackson National	105,097	0	For
New York Life	98,294	0	For
Allspring	83,199	0	For
WisdomTree	72,741	0	For

Showing the 25 largest of 60 asset managers. See all 60 in the interactive database.

6. Elect Leland T. Jourdan

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 3 wordings of this item as funds reported it.

92% Majority: yes · of votes cast

FOR 92%8%

FOR: 38,429,666WITHHELD: 3,535,201

PROS HOLDINGS INC.’s own tally for this item (“Elect Director: Leland Jourdan”): 38,429,666 for, 3,535,201 withheld, per its Form 8-K filed 2024-05-17 (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 12 asset managers below cast 100% of the shares they voted on this item FOR (1,712,552 for, 0 against).

FOR 99.4%

FOR: 1,712,552 (99.4%)ABSTAIN: 9,570 (0.6%)

Largest asset managers voting on “Elect Leland T. Jourdan” at PROS HOLDINGS INC., 2023-2024
Asset manager	For	Abstain	Vote
Global X	614,134	0	For
Brown Capital Management Mutual Funds	563,680	0	For
Charles Schwab	344,098	0	For
SEI	135,554	0	For
Russell Investments	23,332	0	For
Putnam	15,982	0	For
ADVISORS' INNER CIRCLE FUND	12,925	0	For
Brighthouse	0	9,570	Abstain
Texas Capital Funds Trust	1,482	0	For
NEW COVENANT FUNDS	818	0	For
Nationwide	409	0	For
Advisors' Inner Circle Fund III	138	0	For

7. Elect Raja Hammoud

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: 41,089,181WITHHELD: 875,686

PROS HOLDINGS INC.’s own tally for this item (“Elect Director: Raja Hammoud”): 41,089,181 for, 875,686 withheld, per its Form 8-K filed 2024-05-17 (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 12 asset managers below cast 100% of the shares they voted on this item FOR (1,712,552 for, 0 against).

FOR 99.4%

FOR: 1,712,552 (99.4%)ABSTAIN: 9,570 (0.6%)

Largest asset managers voting on “Elect Raja Hammoud” at PROS HOLDINGS INC., 2023-2024
Asset manager	For	Abstain	Vote
Global X	614,134	0	For
Brown Capital Management Mutual Funds	563,680	0	For
Charles Schwab	344,098	0	For
SEI	135,554	0	For
Russell Investments	23,332	0	For
Putnam	15,982	0	For
ADVISORS' INNER CIRCLE FUND	12,925	0	For
Brighthouse	0	9,570	Abstain
Texas Capital Funds Trust	1,482	0	For
NEW COVENANT FUNDS	818	0	For
Nationwide	409	0	For
Advisors' Inner Circle Fund III	138	0	For

8. Elect William Russell

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 3 wordings of this item as funds reported it.

90% Majority: yes · of votes cast

FOR 90%10%

FOR: 37,566,050WITHHELD: 4,398,817

PROS HOLDINGS INC.’s own tally for this item (“Elect Director: William Russell”): 37,566,050 for, 4,398,817 withheld, per its Form 8-K filed 2024-05-17 (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 12 asset managers below cast 100% of the shares they voted on this item FOR (1,699,489 for, 0 against).

FOR 99%

FOR: 1,699,489 (98.7%)ABSTAIN: 22,633 (1.3%)

Largest asset managers voting on “Elect William Russell” at PROS HOLDINGS INC., 2023-2024
Asset manager	For	Abstain	Vote
Global X	614,134	0	For
Brown Capital Management Mutual Funds	563,680	0	For
Charles Schwab	344,098	0	For
SEI	135,554	0	For
Russell Investments	23,332	0	For
Putnam	15,982	0	For
ADVISORS' INNER CIRCLE FUND	0	12,925	Abstain
Brighthouse	0	9,570	Abstain
Texas Capital Funds Trust	1,482	0	For
NEW COVENANT FUNDS	818	0	For
Nationwide	409	0	For
Advisors' Inner Circle Fund III	0	138	Abstain

Largest PROS HOLDINGS INC. shareholders voting in 2023-2024

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

Top PROS HOLDINGS INC. shareholders by shares voted, 2023-2024
#	Asset manager	Shares voted
1	Fidelity	7,547,591
2	Vanguard	5,454,658
3	RGM Capital, LLC	2,772,249
4	FRED ALGER MANAGEMENT, LLC	2,572,777
5	BROWN ADVISORY INC	2,391,370
6	CONESTOGA FUNDS	2,289,473
7	ALGER FUNDS	2,268,285
8	BlackRock	2,031,485
9	ROCKEFELLER & CO. LLC	1,113,988
10	Brown Advisory Funds	913,669

Shown as share counts, not percentages: no shares-outstanding figure has been matched to PROS 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 PROS HOLDINGS INC.'s shareholder meeting held 2024-05-15, in the 2023-2024 proxy season, 214 asset managers reported how they voted in their SEC Form N-PX filings, covering 1,228 separate fund positions. Their filings are grouped here into 8 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 VOTE TO APPROVE EXECUTIVE OFFICER COMPENSATION. — 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: PROS HOLDINGS INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2024-05-17.

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