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TRUECAR, INC. 2025-2026 Proxy Voting Records

Compiled from SEC Form N-PX filings and TRUECAR, INC.’s Form 8-K, filed 2025-12-23 (Item 5.07 on EDGAR). Page generated 04 October 2026.

  • 3Ballot items
  • 123Asset managers
  • 446Fund votes
  • 2025-12-22Meeting date

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

Explore TRUECAR, INC. in the interactive database Compare manager voting policies

Official 2025-2026 meeting results reported by TRUECAR, INC.

These tallies are TRUECAR, INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2025-12-23 (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.

TRUECAR, INC. — official shareholder meeting results, meeting held 2025-12-22
Ballot itemForAgainst AbstainWithheldBroker non-votesOutcome
Proposal 1: Merger Proposal : To approve and adopt the Merger Agreement pursuant to which, among other things, Merger Subsidiary will merge with and into the Company, with the Company surviving as a wholly-owned subsidiary of Parent (the "Merger Proposal"). 69,723,28484,731311,685 ---- Majority: yes
Proposal 2: Advisory Compensation Proposal: To approve, on a non-binding, advisory basis, the compensation that may be paid or become payable to the Company's named executive officers that is based on or otherwise relates to the Merger (the "Advisory Compensat 67,101,3482,783,000235,352 ---- Majority: yes
Proposal 3: Adjournment Proposal: To approve one or more adjournments of the Special Meeting, if necessary, to solicit additional proxies if a quorum is not present or there are not sufficient votes cast at the Special Meeting to approve the Merger Proposal (t 67,873,9321,934,500311,268 ---- Passed

Source: TRUECAR, INC., Form 8-K, filed with the SEC on 2025-12-23 — read the filing on EDGAR.

How asset managers voted at the TRUECAR, INC. 2025-2026 meeting

Each item below shows how the 123 asset managers that disclosed a TRUECAR, 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. To approve, on a non-binding, advisory basis, the compensation that may be paid or become payable to the Company's named executive officers that is based on or otherwise relates to the Merger (the "Advisory Compensation Proposal").

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

Combines 6 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 67,101,348AGAINST: 2,783,000

TRUECAR, INC.’s own tally for this item (“Proposal 2: Advisory Compensation Proposal: To approve, on a non-binding, advisory basis, the compensation that may be paid or become payable to the Company's named executive officers that is based on or otherwise relate”): 67,101,348 for, 2,783,000 against, per its Form 8-K filed 2025-12-23 (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 91,668,140 outstanding shares: 73% for, 3% against (76% of the company cast a for/against vote).

The 122 asset managers below cast 98% of the shares they voted on this item FOR (53,012,408 for, 1,299,540 against).

FOR 98%
FOR: 53,012,408 (97.6%)AGAINST: 1,299,540 (2.4%)
Largest asset managers voting on “To approve, on a non-binding, advisory basis, the compensation that may be paid or become payable to the Compa” at TRUECAR, INC., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Caledonia (Private) Investments Pty Ltd15,649,1420 00For
BlackRock6,122,1710 00For
GLAZER CAPITAL, LLC4,770,9310 00For
Vanguard4,006,2260 00For
Whetstone Capital Advisors, LLC3,074,2410 00For
Fidelity2,561,6460 00For
ACADIAN ASSET MANAGEMENT LLC2,104,9420 00For
Renaissance1,990,3050 00For
GEODE CAPITAL MANAGEMENT, LLC1,877,3820 00For
State Street1,590,2871,165 00For
Dimensional1,576,5050 00For
DE Shaw1,049,9500 00For
Charles Schwab643,3310 00For
Gabelli618,1970 00For
Northern Trust19,350549,211 00Against
Mill Road Capital Management LLC498,5370 00For
ARROWSTREET CAPITAL, LIMITED PARTNERSHIP479,5280 00For
T. Rowe Price447,1280 00For
PARAMETRIC PORTFOLIO ASSOCIATES LLC401,9520 00For
MELLON INVESTMENTS Corp308,3570 00For
TUDOR INVESTMENT CORP ET AL259,6820 00For
Olympiad Research LP257,5430 00For
Jacob Funds Inc.227,0000 00For
Equitable150,25461,980 00For
Nuveen0207,689 00Against

Showing the 25 largest of 122 asset managers. See all 122 in the interactive database.

2. To approve and adopt the Agreement and Plan of Merger by and among TrueCar, Inc. (the "Company"), Fair Holdings, Inc. ("Parent") and Rapid Merger Subsidiary, Inc. ("Merger Subsidiary") pursuant to which, among other things, Merger Subsidiary will merge with and into the Company, with the Company surviving as a wholly-owned subsidiary of Parent (such merger, the "Merger" and such proposal, the "Mer

EXTRAORDINARY TRANSACTIONSMajority of the votes cast: yes

Combines 3 wordings of this item as funds reported it.

99.8% Majority: yes · of votes cast

FOR 99.8%
FOR: 69,723,284AGAINST: 84,731

TRUECAR, INC.’s own tally for this item (“Proposal 1: Merger Proposal : To approve and adopt the Merger Agreement pursuant to which, among other things, Merger Subsidiary will merge with and into the Company, with the Company surviving as a wholly-owned subsidia”): 69,723,284 for, 84,731 against, per its Form 8-K filed 2025-12-23 (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 91,668,140 outstanding shares: 76% for, 0.1% against (76% of the company cast a for/against vote).

The 44 asset managers below cast 100% of the shares they voted on this item FOR (12,265,382 for, 0 against).

FOR 99.4%
FOR: 12,265,382 (99.5%)ABSTAIN: 61,980 (0.5%)
Largest asset managers voting on “To approve and adopt the Agreement and Plan of Merger by and among TrueCar, Inc. (the "Company"), Fair Holding” at TRUECAR, INC., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard3,835,0990 00For
BlackRock2,970,2980 00For
Fidelity2,088,4030 00For
Dimensional1,224,1310 00For
Charles Schwab321,3570 00For
Jacob Funds Inc.227,0000 00For
Equitable150,2540 61,9800For
TIAA204,7850 00For
BRIDGEWAY FUNDS INC170,8200 00For
QUANTITATIVE MASTER SERIES LLC144,5420 00For
Goldman Sachs126,1460 00For
ALTSHARES TRUST100,4120 00For
Lincoln Financial81,2660 00For
Bridge Builder Trust65,4380 00For
Invesco62,9400 00For
Northern Trust45,6590 00For
AIG/SunAmerica40,9470 00For
Pacific Life40,0140 00For
John Hancock36,5980 00For
Global X36,5780 00For
Jackson National36,3160 00For
Russell Investments32,5330 00For
Nationwide30,6950 00For
State Street28,2560 00For
SEI22,9000 00For

Showing the 25 largest of 44 asset managers. See all 44 in the interactive database.

3. To approve one or more adjournments of the Special Meeting, if necessary, to solicit additional proxies if a quorum is not present or there are not sufficient votes cast at the Special Meeting to approve the Merger Proposal (the "Adjournment Proposal").

CORPORATE GOVERNANCECompany result: Passed

Combines 3 wordings of this item as funds reported it.

97% Passed · of votes cast

FOR 97%
FOR: 67,873,932AGAINST: 1,934,500

TRUECAR, INC.’s own tally for this item (“Proposal 3: Adjournment Proposal: To approve one or more adjournments of the Special Meeting, if necessary, to solicit additional proxies if a quorum is not present or there are not sufficient votes cast at the Special M”): 67,873,932 for, 1,934,500 against — passed, per its Form 8-K filed 2025-12-23 (Item 5.07). Of all 91,668,140 outstanding shares: 74% for, 2% against (76% of the company cast a for/against vote).

The 44 asset managers below cast 99.1% of the shares they voted on this item FOR (12,160,017 for, 105,365 against).

FOR 99%
FOR: 12,160,017 (98.6%)AGAINST: 105,365 (0.9%)ABSTAIN: 61,980 (0.5%)
Largest asset managers voting on “To approve one or more adjournments of the Special Meeting, if necessary, to solicit additional proxies if a q” at TRUECAR, INC., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard3,835,0990 00For
BlackRock2,970,2980 00For
Fidelity2,088,4030 00For
Dimensional1,224,1310 00For
Charles Schwab321,3570 00For
Jacob Funds Inc.227,0000 00For
Equitable150,2540 61,9800For
TIAA204,7850 00For
BRIDGEWAY FUNDS INC170,8200 00For
QUANTITATIVE MASTER SERIES LLC144,5420 00For
Goldman Sachs126,1460 00For
ALTSHARES TRUST100,4120 00For
Lincoln Financial17,76663,500 00Against
Bridge Builder Trust65,4380 00For
Invesco62,9400 00For
Northern Trust45,6590 00For
AIG/SunAmerica40,9470 00For
Pacific Life40,0140 00For
John Hancock36,5980 00For
Global X36,5780 00For
Jackson National36,3160 00For
Russell Investments32,5330 00For
Nationwide30,6950 00For
State Street028,256 00Against
SEI22,9000 00For

Showing the 25 largest of 44 asset managers. See all 44 in the interactive database.

Largest TRUECAR, INC. shareholders voting in 2025-2026

Ranked by the number of TRUECAR, INC. shares each manager voted on the most widely held ballot item of the 2025-2026 meeting, shown as a share of the 91,668,140 shares outstanding at the time of that meeting.

Top TRUECAR, INC. shareholders by shares voted, 2025-2026
#Asset manager % of shares outstanding
1Caledonia (Private) Investments Pty Ltd 17.07%
2BlackRock 6.68%
3GLAZER CAPITAL, LLC 5.20%
4Vanguard 4.37%
5Whetstone Capital Advisors, LLC 3.35%
6Fidelity 2.79%
7ACADIAN ASSET MANAGEMENT LLC 2.30%
8Renaissance 2.17%
9GEODE CAPITAL MANAGEMENT, LLC 2.05%
10State Street 1.74%

Reported TRUECAR, INC. ownership

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

TRUECAR, INC. beneficial owners on record for the 2025-2026 proxy season
Holder % outstanding Disclosure
Caledonia (Private) Investments Pty Limited and Caledonia US, LP 20.03% DEF14A
United Services Automobile Association 8.69% DEF14A
BlackRock, Inc. 8.17% DEF14A
Cannell Capital LLC 6.72% DEF14A
AutoNation, Inc. 5.86% DEF14A
Glazer Capital, LLC 4.15% 13G
THE GOLDMAN SACHS GROUP, INC. 2.07% 13G
Jantoon E. Reigersman 1.19% DEF14A
Jeffrey J. Swart 1.04% DEF14A
Robert E. Buce 0.64% DEF14A

Percentages above are of 91,668,140 shares outstanding, as reported by TRUECAR, INC. on its Form 10-Q dated 2024-05-01 (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 TRUECAR, INC.’s 10-Q dated 2024-05-01. This page is a static snapshot rebuilt weekly on 04 October 2026; a live search always shows the current data.

At TRUECAR, INC.'s shareholder meeting held 2025-12-22, in the 2025-2026 proxy season, 123 asset managers reported how they voted on 3 ballot items in their SEC Form N-PX filings, covering 446 separate fund positions. On the most widely held item on that ballot — To approve, on a non-binding, advisory basis, the compensation that may be paid or become… — FOR was 96% 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: TRUECAR, INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2025-12-23.

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