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Tilray Brands, Inc. 2025-2026 Proxy Voting Records

Compiled from SEC Form N-PX filings and Tilray Brands, Inc.’s Form 8-K, filed 2025-11-19 (Item 5.07 on EDGAR). Page generated 02 October 2026.

  • 4Ballot items
  • 272Asset managers
  • 405Fund votes
  • 2025-11-18Meeting date

Proxy season: 2023-2024 2025-2026

Explore Tilray Brands, Inc. in the interactive database Compare manager voting policies

Official 2025-2026 meeting results reported by Tilray Brands, Inc.

These tallies are Tilray Brands, Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2025-11-19 (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.

Tilray Brands, Inc. — official shareholder meeting results, meeting held 2025-11-18
Ballot itemForAgainst AbstainWithheldBroker non-votesOutcome
Elect Director: John Herhalt 85,540,003---- 23,445,500326,877,556 Majority: yes
Proposal 2: Ratification of Selection of PWC as Independent Registered Public Accounting Firm: 402,964,55120,170,49412,728,014 ---- Majority: yes
Proposal 3: Voting Results for the Non-Binding Advisory Resolution on the Named Executive Officer Compensation: 72,869,84331,887,0414,228,619 ---- Majority: yes
Proposal 4: Governance Changes Proposal: 93,618,41612,215,9843,151,103 --326,877,556 Majority: yes

Source: Tilray Brands, Inc., Form 8-K, filed with the SEC on 2025-11-19 — read the filing on EDGAR.

How asset managers voted at the Tilray Brands, Inc. 2025-2026 meeting

Each item below shows how the 272 asset managers that disclosed a Tilray Brands, 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.

1. Approval of the non-binding advisory resolution on the named executive officer compensation;

COMPENSATIONMajority of the votes cast: yes

Combines 8 wordings of this item as funds reported it.

70% Majority: yes · of votes cast

FOR 70%AGAINST 30%
FOR: 72,869,843AGAINST: 31,887,041

Tilray Brands, Inc.’s own tally for this item (“Proposal 3: Voting Results for the Non-Binding Advisory Resolution on the Named Executive Officer Compensation:”): 72,869,843 for, 31,887,041 against, per its Form 8-K filed 2025-11-19 (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 1,122,863,166 outstanding shares: 6% for, 3% against (9% of the company cast a for/against vote).

The 267 asset managers below cast 16% of the shares they voted on this item FOR (2,780,489 for, 14,867,983 against).

FOR 16%AGAINST 84%
FOR: 2,780,489 (15.7%)AGAINST: 14,867,983 (84.2%)ABSTAIN: 6,634 (0.0%)NOT VOTED: 1 (0.0%)
Largest asset managers voting on “Approval of the non-binding advisory resolution on the named executive officer compensation;” at Tilray Brands, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Global X02,470,742 00Against
Vanguard02,147,002 00Against
BlackRock52,3281,650,904 00Against
State Street1,400,95022,775 00For
Amplify ETF Trust01,371,948 00Against
Invesco01,128,477 00Against
UBS0883,241 00Against
Northern Trust517,497103,508 00For
Fidelity0449,214 00Against
Dimensional0399,355 00Against
iA Global Asset Management Inc.0305,302 00Against
REGENTS OF THE UNIVERSITY OF CALIFORNIA0279,068 00Against
STIFEL NICOLAUS & CO INC \MO\0261,620 00Against
DE Shaw0260,465 00Against
State of Wyoming240,0280 00For
BLAIR WILLIAM & CO/IL0239,811 00Against
Wealthfront Advisers LLC0213,664 00Against
Freestone Capital Holdings, LLC0164,860 00Against
Cresset Asset Management, LLC0158,887 00Against
Corient Private Wealth LP120,74037,178 00For
TEACHER RETIREMENT SYSTEM OF TEXAS0152,085 00Against
NORTHSTAR ASSET MANAGEMENT INC0149,886 00Against
BANK OF MONTREAL /CAN/0149,679 00Against
WASHINGTON STATE INVESTMENT BOARD0126,485 00Against
Legal & General Investment Management Ltd0113,609 00Against

Showing the 25 largest of 267 asset managers. See all 267 in the interactive database.

2. Approval of the governance changes to the Company's Fifth Amended and Restated Certificate of Incorporation (the "Charter") to (i) declassify the Board and provide that all directors will be elected at each annual meeting of stockholders and (ii) eliminate the provision of the Charter that allows stockholders to remove directors only for cause (collectively, the "Governance Proposal"); and

CORPORATE GOVERNANCEMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

88% Majority: yes · of votes cast

FOR 88%12%
FOR: 93,618,416AGAINST: 12,215,984

Tilray Brands, Inc.’s own tally for this item (“Proposal 4: Governance Changes Proposal:”): 93,618,416 for, 12,215,984 against, per its Form 8-K filed 2025-11-19 (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 1,122,863,166 outstanding shares: 8% for, 1% against (9% of the company cast a for/against vote).

The 16 asset managers below cast 100% of the shares they voted on this item FOR (2,909,241 for, 0 against).

FOR 100%
FOR: 2,909,241 (100.0%)
Largest asset managers voting on “Approval of the governance changes to the Company's Fifth Amended and Restated Certificate of Incorporation (t” at Tilray Brands, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Amplify ETF Trust1,371,9480 00For
Invesco558,3870 00For
Fidelity449,2140 00For
Vanguard199,4900 00For
State Street117,9140 00For
AdvisorShares Trust92,2230 00For
BlackRock44,8710 00For
Roberts Wealth Advisors, LLC44,5530 00For
Lincoln Financial20,5220 00For
Tidal Trust I3,8280 00For
MARCO INVESTMENT MANAGEMENT LLC2,2570 00For
Ironwood Investment Counsel, LLC1,8880 00For
Keel Point, LLC1,0310 00For
Dimensional7680 00For
John Hancock3460 00For
Victory Capital10 00For

3. Election of Director: John Herhalt

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 4 wordings of this item as funds reported it.

78% Majority: yes · of votes cast

FOR 78%WITHHELD 22%
FOR: 85,540,003WITHHELD: 23,445,500

Tilray Brands, Inc.’s own tally for this item (“Elect Director: John Herhalt”): 85,540,003 for, 23,445,500 withheld, per its Form 8-K filed 2025-11-19 (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 1,122,863,166 outstanding shares: 8% for, 2% withheld (10% of the company cast a for/withheld vote).

The 15 asset managers below cast 100% of the shares they voted on this item FOR (936,426 for, 0 against).

FOR 32%ABSTAIN 68%
FOR: 936,426 (32.2%)ABSTAIN: 1,970,927 (67.8%)
Largest asset managers voting on “Election of Director: John Herhalt” at Tilray Brands, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Amplify ETF Trust00 1,371,9480Abstain
Invesco558,3870 00For
Fidelity9,9970 439,2170Abstain
Vanguard199,4900 00For
State Street117,9140 00For
AdvisorShares Trust00 92,2230Abstain
BlackRock00 44,8710Abstain
Roberts Wealth Advisors, LLC44,5530 00For
Lincoln Financial00 20,5220Abstain
Tidal Trust I3,8280 00For
MARCO INVESTMENT MANAGEMENT LLC2,2570 00For
Keel Point, LLC00 1,0310Abstain
Dimensional00 7680Abstain
John Hancock00 3460Abstain
Victory Capital00 10Abstain

4. The ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending May 31, 2026;

AUDIT-RELATEDMajority of the votes cast: yes

Combines 3 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%
FOR: 402,964,551AGAINST: 20,170,494

Tilray Brands, Inc.’s own tally for this item (“Proposal 2: Ratification of Selection of PWC as Independent Registered Public Accounting Firm:”): 402,964,551 for, 20,170,494 against, per its Form 8-K filed 2025-11-19 (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 1,122,863,166 outstanding shares: 36% for, 2% against (38% of the company cast a for/against vote).

The 15 asset managers below cast 100% of the shares they voted on this item FOR (2,907,353 for, 0 against).

FOR 100%
FOR: 2,907,353 (100.0%)
Largest asset managers voting on “The ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public account” at Tilray Brands, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Amplify ETF Trust1,371,9480 00For
Invesco558,3870 00For
Fidelity449,2140 00For
Vanguard199,4900 00For
State Street117,9140 00For
AdvisorShares Trust92,2230 00For
BlackRock44,8710 00For
Roberts Wealth Advisors, LLC44,5530 00For
Lincoln Financial20,5220 00For
Tidal Trust I3,8280 00For
MARCO INVESTMENT MANAGEMENT LLC2,2570 00For
Keel Point, LLC1,0310 00For
Dimensional7680 00For
John Hancock3460 00For
Victory Capital10 00For

Largest Tilray Brands, Inc. shareholders voting in 2025-2026

Ranked by the number of Tilray Brands, Inc. shares each manager voted on the most widely held ballot item of the 2025-2026 meeting, shown as a share of the 1,122,863,166 shares outstanding at the time of that meeting.

Top Tilray Brands, Inc. shareholders by shares voted, 2025-2026
#Asset manager % of shares outstanding
1Global X 0.22%
2Vanguard 0.19%
3BlackRock 0.15%
4State Street 0.13%
5Amplify ETF Trust 0.12%
6Invesco 0.10%
7UBS 0.08%
8Northern Trust 0.06%
9Fidelity 0.04%
10Dimensional 0.04%

Reported Tilray Brands, Inc. ownership

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

Tilray Brands, Inc. beneficial owners on record for the 2025-2026 proxy season
Holder % outstanding Disclosure
Citadel Advisors 0.14% 13F
AQR Capital 0.04% 13F
Vanguard Group 0.04% 13F
BlackRock 0.04% 13F
Morgan Stanley 0.03% 13F
State Street 0.02% 13F
D.E. Shaw 0.02% 13F
Two Sigma 0.02% 13F
Goldman Sachs 0.01% 13F
Northern Trust <0.01% 13F

Percentages above are of 1,122,863,166 shares outstanding, as reported by Tilray Brands, Inc. on its Form 10-Q dated 2025-10-07 (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 Tilray Brands, Inc.’s 10-Q dated 2025-10-07. This page is a static snapshot rebuilt weekly on 02 October 2026; a live search always shows the current data.

At Tilray Brands, Inc.'s shareholder meeting held 2025-11-18, in the 2025-2026 proxy season, 272 asset managers reported how they voted on 4 ballot items in their SEC Form N-PX filings, covering 405 separate fund positions. On the most widely held item on that ballot — Approval of the non-binding advisory resolution on the named executive officer compensation; — FOR was 70% 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: Tilray Brands, Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2025-11-19.

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