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TEGNA Inc. 2025-2026 Proxy Voting Records

Compiled from SEC Form N-PX filings and TEGNA Inc.’s Form 8-K, filed 2025-11-21 (Item 5.07 on EDGAR). Page generated 02 October 2026.

  • 5Reported items
  • 400Asset managers
  • 1,434Fund votes
  • 2025-11-18Meeting date

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

Explore TEGNA Inc. in the interactive database Compare manager voting policies

Official 2025-2026 meeting results reported by TEGNA Inc.

These tallies are TEGNA Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2025-11-21 (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.

TEGNA Inc. — official shareholder meeting results, meeting held 2025-11-18
Ballot itemForAgainst AbstainWithheldBroker non-votesOutcome
Proposal 2: A proposal to approve, on an advisory (non-binding) basis, the compensation that may be paid or become payable to TEGNA's named executive officers that is based on or otherwise related to the Merger Agreement and the transactions contemplated by th 21,531,139114,148,2411,181,314 ---- Majority: no

Source: TEGNA Inc., Form 8-K, filed with the SEC on 2025-11-21 — read the filing on EDGAR.

How asset managers voted at the TEGNA Inc. 2025-2026 meeting

Each item below shows how the 400 asset managers that disclosed a TEGNA 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 TEGNA 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, on an advisory (non- binding basis), the compensation that may be paid or become payable to TEGNA's named executive officers that is based on or otherwise related to the Merger Agreement and the transactions contemplated by the Merger Agreement.

SECTION 14A SAY-ON-PAY VOTESMajority of the votes cast: no

Combines 13 wordings of this item as funds reported it.

16% Majority: no · of votes cast

FOR 16%AGAINST 84%
FOR: 21,531,139AGAINST: 114,148,241

TEGNA Inc.’s own tally for this item (“Proposal 2: A proposal to approve, on an advisory (non-binding) basis, the compensation that may be paid or become payable to TEGNA's named executive officers that is based on or otherwise related to the Merger Agreement”): 21,531,139 for, 114,148,241 against, per its Form 8-K filed 2025-11-21 (Item 5.07). FOR was not 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 159,900,000 outstanding shares: 13% for, 71% against (85% of the company cast a for/against vote).

The 386 asset managers below cast 14% of the shares they voted on this item FOR (17,812,281 for, 113,329,173 against).

14%AGAINST 86%
FOR: 17,812,281 (13.5%)AGAINST: 113,329,173 (86.2%)ABSTAIN: 360,842 (0.3%)NOT VOTED: 3,254 (0.0%)1 YEAR: 46 (0.0%)
Largest asset managers voting on “To approve, on an advisory (non- binding basis), the compensation that may be paid or become payable to TEGNA'” at TEGNA Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BlackRock1,736,87422,716,793 00Against
Vanguard18,70917,614,603 30Against
Fidelity010,937,698 00Against
State Street2,1745,751,316 00Against
GEODE CAPITAL MANAGEMENT, LLC05,050,997 00Against
Dimensional04,587,047 00Against
LSV ASSET MANAGEMENT04,134,520 00Against
Charles Schwab03,651,061 00Against
Gabelli3,465,5780 00For
SEI02,619,983 00Against
FULLER & THALER ASSET MANAGEMENT, INC.02,404,044 00Against
Northern Trust02,255,433 00Against
UNDISCOVERED MANAGERS FUNDS02,067,530 00Against
Invesco1,819,7750 00For
Calamos1,670,5710 00For
Royce01,428,131 00Against
WATER ISLAND CAPITAL LLC1,247,5450 00For
Pacer Funds Trust01,216,309 00Against
OAK RIDGE INVESTMENTS LLC01,198,921 00Against
Pentwater Capital Management LP01,198,921 00Against
MELLON INVESTMENTS Corp01,085,671 00Against
AllianceBernstein01,073,189 00Against
MERGER FUND1,072,6930 00For
ARBITRAGE FUNDS1,018,2860 00For
PRINCIPAL GLOBAL INVESTORS0869,814 00Against

Showing the 25 largest of 386 asset managers. See all 386 in the interactive database.

2. To adjourn the Special Meeting to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting.

CORPORATE GOVERNANCE

Combines 2 wordings of this item as funds reported it.

96% fund support · no official result

FOR 96%

The 91 asset managers below cast 96% of the shares they voted on this item FOR (65,817,287 for, 2,671,094 against).

FOR: 65,817,287 (96.1%)AGAINST: 2,671,094 (3.9%)ABSTAIN: 7,092 (0.0%)
Largest asset managers voting on “To adjourn the Special Meeting to a later date or dates, if necessary or appropriate, to solicit additional pr” at TEGNA Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BlackRock17,841,0980 00For
Vanguard16,981,78011 20For
Fidelity5,329,0810 00For
Dimensional3,600,2700 00For
State Street8,8762,437,705 00Against
UNDISCOVERED MANAGERS FUNDS2,067,5300 00For
Charles Schwab1,755,0790 00For
Calamos1,670,5710 00For
Royce1,224,7170 00For
Pacer Funds Trust1,216,3090 00For
SEI1,181,4070 00For
MERGER FUND1,072,6930 00For
ARBITRAGE FUNDS1,018,2860 00For
Invesco859,7910 00For
WisdomTree831,8350 00For
Gabelli716,0000 00For
Bridge Builder Trust671,0550 00For
Equitable656,4670 00For
Northern Trust496,6610 00For
Cambria ETF Trust490,8040 00For
PIMCO487,2670 00For
Jackson National411,0770 00For
ALPS ETF Trust401,1620 00For
New York Life361,8820 00For
ADVISORS' INNER CIRCLE FUND348,0000 00For

Showing the 25 largest of 91 asset managers. See all 91 in the interactive database.

3. To adopt the Agreement and Plan of Merger, dated as of August 18, 2025, as it may be amended from time to time, by and among TEGNA Inc., a Delaware corporation ("TEGNA"), Nexstar Media Group, Inc. ("Nexstar"), a Delaware corporation, and Teton Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Nexstar (the "Merger Agreement").

EXTRAORDINARY TRANSACTIONS

Combines 4 wordings of this item as funds reported it.

99.9% fund support · no official result

FOR 99.9%

The 91 asset managers below cast 99.9% of the shares they voted on this item FOR (68,494,892 for, 8 against).

FOR: 68,494,892 (100.0%)AGAINST: 8 (0.0%)
Largest asset managers voting on “To adopt the Agreement and Plan of Merger, dated as of August 18, 2025, as it may be amended from time to time” at TEGNA Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BlackRock17,841,0980 00For
Vanguard16,981,7838 00For
Fidelity5,329,0810 00For
Dimensional3,600,2700 00For
State Street2,446,5810 00For
UNDISCOVERED MANAGERS FUNDS2,067,5300 00For
Charles Schwab1,755,0790 00For
Calamos1,670,5710 00For
Royce1,224,7170 00For
Pacer Funds Trust1,216,3090 00For
SEI1,181,4070 00For
MERGER FUND1,072,6930 00For
ARBITRAGE FUNDS1,018,2860 00For
Invesco859,7910 00For
WisdomTree831,8350 00For
Gabelli716,0000 00For
Bridge Builder Trust671,0550 00For
Equitable656,4670 00For
Northern Trust496,6610 00For
Cambria ETF Trust490,8040 00For
PIMCO487,2670 00For
Jackson National411,0770 00For
ALPS ETF Trust401,1620 00For
New York Life361,8820 00For
ADVISORS' INNER CIRCLE FUND348,0000 00For

Showing the 25 largest of 91 asset managers. See all 91 in the interactive database.

4. Advisory Vote on Golden Parachutes

SECTION 14A SAY-ON-PAY VOTES

Combines 2 wordings of this item as funds reported it.

37% fund support · no official result

FOR 37%AGAINST 63%

The 10 asset managers below cast 37% of the shares they voted on this item FOR (260,580 for, 447,541 against).

FOR: 260,580 (36.8%)AGAINST: 447,541 (63.2%)
Largest asset managers voting on “Advisory Vote on Golden Parachutes” at TEGNA Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Taconic Capital Advisors LP256,6340 00For
JPMorgan0190,362 00Against
Empower0141,551 00Against
BlackRock192107,117 00Against
APG Asset Management US Inc.04,000 00Against
Convergence Investment Partners, LLC3,7100 00For
HC CAPITAL TRUST02,249 00Against
CLEARWATER INVESTMENT TRUST02,194 00Against
MILLER HOWARD INVESTMENTS INC /NY068 00Against
Coyle Financial Counsel LLC440 00For

5. Adjourn Meeting

EXTRAORDINARY TRANSACTIONS

100% fund support · no official result

FOR 100%

The 4 asset managers below cast 100% of the shares they voted on this item FOR (336,356 for, 0 against).

FOR: 336,356 (100.0%)
Largest asset managers voting on “Adjourn Meeting” at TEGNA Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
JPMorgan190,3620 00For
Empower141,5510 00For
HC CAPITAL TRUST2,2490 00For
CLEARWATER INVESTMENT TRUST2,1940 00For

Largest TEGNA Inc. shareholders voting in 2025-2026

Ranked by the number of TEGNA Inc. shares each manager voted on the most widely held ballot item of the 2025-2026 meeting, shown as a share of the 159,900,000 shares outstanding at the time of that meeting.

Top TEGNA Inc. shareholders by shares voted, 2025-2026
#Asset manager % of shares outstanding
1BlackRock 15.29%
2Vanguard 11.03%
3Fidelity 6.84%
4State Street 3.60%
5GEODE CAPITAL MANAGEMENT, LLC 3.16%
6Dimensional 2.87%
7LSV ASSET MANAGEMENT 2.59%
8Charles Schwab 2.28%
9Gabelli 2.17%
10SEI 1.64%

Reported TEGNA Inc. ownership

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

TEGNA Inc. beneficial owners on record for the 2025-2026 proxy season
Holder % outstanding Disclosure
BlackRock, Inc. 17.26% DEF14A
Vanguard Group 11.59% 13F
Dimensional Fund Advisors LP 6.45% DEF14A
Morgan Stanley 1.18% 13F
Lynn Beall 0.12% DEF14A
Scott K. McCune 0.07% DEF14A
Thomas Cox 0.05% DEF14A
Stuart J. Epstein 0.04% DEF14A
Julie Heskett 0.03% DEF14A
Melinda C. Witmer 0.03% DEF14A

Percentages above are of 159,900,000 shares outstanding, as reported by TEGNA Inc. on its Form 10-K dated 2024-12-31 (see the filing on EDGAR). This is the count contemporaneous with the 2025-2026 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 TEGNA Inc.’s 10-K dated 2024-12-31. This page is a static snapshot rebuilt weekly on 02 October 2026; a live search always shows the current data.

At TEGNA Inc.'s shareholder meeting held 2025-11-18, in the 2025-2026 proxy season, 400 asset managers reported how they voted in their SEC Form N-PX filings, covering 1,434 separate fund positions. Their filings are grouped here into 5 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, on an advisory (non- binding basis), the compensation that may be paid or become… — FOR was 16% 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 not more than half. Whether the item was approved is for the filing to say; that statement has not been read for this item. Source: TEGNA Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2025-11-21.

TEGNA Inc. proxy season coverage: 2023-2024 · 2024-2025 · 2025-2026 (this page).