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Home › Companies › TWIN DISC INC. › 2023-2024

TWIN DISC INC. 2023-2024 Proxy Voting Records

At TWIN DISC INC.'s shareholder meeting held October 26, 2023, in the 2023-2024 proxy season, 64 asset managers reported how they voted in their SEC Form N-PX filings, covering 381 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 — ADVISORY VOTE ON THE FREQUENCY OF THE VOTE ON COMPENSATION OF THE CORPORATION'S NAMED EXECUTIVE… — TWIN DISC INC.'s filing reports the proposal as approved, with 99% support 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). Source: TWIN DISC INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on November 1, 2023.

Download data (CSV): ballot items · votes by manager · column guide.

Compiled from SEC Form N-PX filings and TWIN DISC INC.’s Form 8-K, filed November 1, 2023 (Item 5.07 on EDGAR). Page generated November 8, 2026.

  • 5Reported items
  • 64Asset managers
  • 381Fund votes
  • October 26, 2023Meeting date

Results at a glance

Meeting of October 26, 2023: 4 items on TWIN DISC INC.’s Form 8-K, filed November 1, 2023: 2 elected · 2 approved.

Material dissent

None.

Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided

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

Explore TWIN DISC INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by TWIN DISC INC.

These tallies are TWIN DISC INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed November 1, 2023 (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.

TWIN DISC INC. — official shareholder meeting results, meeting held October 26, 2023
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Michael Doar 9,769,994---- 718,716842,554 93%Elected—
Elect Director: Michael C. Smiley 10,270,820---- 217,890842,554 98%Elected—
2. Advisory Vote on the Compensation of the Company ' s Named Executive Officers 9,934,309135,260419,141 --842,554 99%Approved—
4. Appointment of RSM US LLP as Independent Registered Public Accounting Firm 11,280,20336,82214,239 ---- 99.6%Approved—

Source: TWIN DISC INC., Form 8-K, filed with the SEC on November 1, 2023 — read the filing on EDGAR.

How asset managers voted at the TWIN DISC INC. 2023-2024 meeting

Each item below shows how the 64 asset managers that disclosed a TWIN DISC 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 TWIN DISC 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. Elect Director: Michael C. Smiley

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 10,270,820WITHHELD: 217,890
Details: description as filed, official tally, votes by 21 asset managers

Description as filed by funds: ELECTION OF DIRECTORS: Michael C. Smiley

TWIN DISC INC.’s own tally for this item (“Elect Director: Michael C. Smiley”): 10,270,820 for, 217,890 withheld, per its Form 8-K filed November 1, 2023 (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.

Reported outcome: Elected, in the filing’s own words: “The shareholders of the Company elected each of the Director nominees proposed by the Company's Board of Directors.”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 21 asset managers below reported 2,714,540 for.

FOR
FOR: 2,714,540
Largest asset managers voting on “ELECTION OF DIRECTORS: Michael C. Smiley” at TWIN DISC INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Equitable606,0300 00For
Vanguard496,9500 00For
Dimensional441,7620 00For
HEARTLAND GROUP INC400,0000 00For
Royce277,7520 00For
Neuberger Berman115,6610 00For
1290 Funds111,0000 00For
Fidelity90,7120 00For
BRIDGEWAY FUNDS INC58,1000 00For
Gabelli33,0000 00For
BlackRock30,2580 00For
RBC FUNDS TRUST13,9000 00For
Victory Capital12,4750 00For
BNY Mellon7,4490 00For
Charles Schwab5,5990 00For
Morgan Stanley4,6100 00For
Northern Trust3,2950 00For
Jackson National1,9270 00For
Allianz1,7470 00For
John Hancock1,7130 00For
Lincoln Financial6000 00For

2. Elect Director: Michael Doar

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

93% Majority: yes · of votes cast

FOR 93%
FOR: 9,769,994WITHHELD: 718,716
Details: description as filed, official tally, votes by 21 asset managers

Description as filed by funds: ELECTION OF DIRECTORS: Michael Doar

TWIN DISC INC.’s own tally for this item (“Elect Director: Michael Doar”): 9,769,994 for, 718,716 withheld, per its Form 8-K filed November 1, 2023 (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.

Reported outcome: Elected, in the filing’s own words: “The shareholders of the Company elected each of the Director nominees proposed by the Company's Board of Directors.”
Support: 93% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 21 asset managers below reported 2,238,032 for, 462,545 withheld, 13,963 abstained.

FORWITHHOLD
FOR: 2,238,032ABSTAIN: 13,963WITHHOLD: 462,545
Largest asset managers voting on “ELECTION OF DIRECTORS: Michael Doar” at TWIN DISC INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Equitable606,0300 00For
Vanguard496,9500 00For
Dimensional441,7620 00For
HEARTLAND GROUP INC00 0400,000Withhold
Royce277,7520 00For
Neuberger Berman115,6610 00For
1290 Funds111,0000 00For
Fidelity90,7120 00For
BRIDGEWAY FUNDS INC00 058,100Withhold
Gabelli33,0000 00For
BlackRock30,2580 00For
RBC FUNDS TRUST00 13,9000Abstain
Victory Capital11,3250 01,150Mixed
BNY Mellon7,4490 00For
Charles Schwab5,5990 00For
Morgan Stanley4,6100 00For
Northern Trust00 03,295Withhold
Jackson National1,9270 00For
Allianz1,7470 00For
John Hancock1,6500 630For
Lincoln Financial6000 00For

3. Advisory Vote on the Compensation of the Company ' s Named Executive Officers

Official resultFund totals may overlapOTHERReported outcome: Approved

Combines 3 wordings of this item as funds reported it.

99% Approved · of votes cast

FOR 99%
FOR: 9,934,309AGAINST: 135,260
Details: description as filed, official tally, votes by 61 asset managers

Description as filed by funds: ADVISORY VOTE ON THE FREQUENCY OF THE VOTE ON COMPENSATION OF THE CORPORATION'S NAMED EXECUTIVE OFFICERS

TWIN DISC INC.’s own tally for this item (“2. Advisory Vote on the Compensation of the Company ' s Named Executive Officers”): 9,934,309 for, 135,260 against — passed, per its Form 8-K filed November 1, 2023 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “In an advisory vote, the shareholders of the Company approved the compensation of the Company's Named Executive Officers.”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports: 23 asset managers voting on “ADVISORY VOTE ON THE FREQUENCY OF THE VOTE ON COMPENSATION OF THE CORPORATION'S NAMED EXECUTIVE OFFICERS” at TWIN DISC INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Equitable00 00--
Vanguard00 00--
Dimensional00 00--
HEARTLAND GROUP INC00 00--
Gabelli00 00--
Royce00 00--
RBB FUND, INC.00 185,4950Abstain
TETON WESTWOOD FUNDS00 00--
Neuberger Berman00 00--
1290 Funds00 00--
Fidelity00 00--
BRIDGEWAY FUNDS INC00 00--
BlackRock00 00--
RBC FUNDS TRUST00 00--
Victory Capital00 00--
BNY Mellon00 00--
Charles Schwab00 00--
Morgan Stanley00 00--
Northern Trust00 00--
Jackson National00 00--
Allianz00 00--
John Hancock00 00--
Lincoln Financial00 00--

Fund voting reports, all 23 managers: 185,495 abstained, 2,723,721 1 year, 447,686 3 year.

Institutional-manager reports: 49 asset managers voting on “ADVISORY VOTE ON THE FREQUENCY OF THE VOTE ON COMPENSATION OF THE CORPORATION'S NAMED EXECUTIVE OFFICERS” at TWIN DISC INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Gabelli00 00--
HEARTLAND ADVISORS INC00 00--
Neuberger Berman00 00--
Pacific Ridge Capital Partners, LLC00 228,4980Abstain
Royce00 00--
BlackRock00 00--
STATE BOARD OF ADMINISTRATION OF FLORIDA RETIREMENT SYSTEM00 00--
KENNEDY CAPITAL MANAGEMENT LLC00 00--
GEODE CAPITAL MANAGEMENT, LLC00 00--
Victory Capital00 00--
Pegasus Partners Ltd.00 00--
STRS OHIO00 00--
Dimensional00 00--
Renaissance00 00--
State Street00 00--
BNY Mellon00 00--
Ensign Peak Advisors, Inc00 00--
Charles Schwab00 00Not Voted
Citadel00 00--
ACADIAN ASSET MANAGEMENT LLC00 00--
Connor, Clark & Lunn Investment Management Ltd.00 00--
SEI00 00--
Northern Trust00 00--
MELLON INVESTMENTS Corp00 00--
BANK OF MONTREAL /CAN/00 00--

Institutional-manager reports, all 49 managers: 50 for, 228,498 abstained, 8,400 not voted, 3,142,886 1 year, 65,364 3 year. Showing the 25 largest; every one is in the interactive database (link above).

4. Advisory vote to approve the compensation of the corporation's named executive officers

Combines 2 wordings of this item as funds reported it.

99.9% Fund and manager reports combined; may count the same shares twice · no official result

FOR
Details: description as filed, votes by 60 asset managers

Description as filed by funds: ADVISORY VOTE TO APPROVE THE COMPENSATION OF THE CORPORATION'S NAMED EXECUTIVE OFFICERS

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice). The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Fund voting reports: 23 asset managers voting on “ADVISORY VOTE TO APPROVE THE COMPENSATION OF THE CORPORATION'S NAMED EXECUTIVE OFFICERS” at TWIN DISC INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Equitable606,0300 00For
Vanguard496,9500 00For
Dimensional441,7620 00For
HEARTLAND GROUP INC400,0000 00For
Gabelli373,0670 00For
Royce277,7520 00For
RBB FUND, INC.00 185,4950Abstain
TETON WESTWOOD FUNDS116,8000 00For
Neuberger Berman115,6610 00For
1290 Funds111,0000 00For
Fidelity90,7120 00For
BRIDGEWAY FUNDS INC58,1000 00For
BlackRock30,2580 00For
RBC FUNDS TRUST13,9000 00For
Victory Capital12,4750 00For
BNY Mellon7,4490 00For
Charles Schwab5,5990 00For
Morgan Stanley4,6100 00For
Northern Trust3,2950 00For
Jackson National1,9270 00For
Allianz1,7470 00For
John Hancock1,7130 00For
Lincoln Financial6000 00For

Fund voting reports, all 23 managers: 3,171,407 for, 185,495 abstained.

Institutional-manager reports: 48 asset managers voting on “ADVISORY VOTE TO APPROVE THE COMPENSATION OF THE CORPORATION'S NAMED EXECUTIVE OFFICERS” at TWIN DISC INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Gabelli1,471,9360 00For
HEARTLAND ADVISORS INC400,0000 00For
Neuberger Berman280,4470 00For
Pacific Ridge Capital Partners, LLC00 228,4980Abstain
Royce149,4450 00For
BlackRock141,7830 00For
STATE BOARD OF ADMINISTRATION OF FLORIDA RETIREMENT SYSTEM128,9500 00For
KENNEDY CAPITAL MANAGEMENT LLC111,1980 00For
GEODE CAPITAL MANAGEMENT, LLC98,3690 00For
Victory Capital84,1750 00For
Pegasus Partners Ltd.60,1140 00For
STRS OHIO56,2850 00For
Dimensional51,1540 00For
Renaissance44,3380 00For
State Street35,6050 00For
BNY Mellon14,8980 00For
Ensign Peak Advisors, Inc14,2100 00For
Charles Schwab5,5990 00For
Citadel11,9040 00For
ACADIAN ASSET MANAGEMENT LLC10,4650 00For
Connor, Clark & Lunn Investment Management Ltd.5,1130 00For
SEI4,0980 00For
Northern Trust3,8410 00For
MELLON INVESTMENTS Corp3,2160 00For
BANK OF MONTREAL /CAN/3,1500 00For

Institutional-manager reports, all 48 managers: 3,207,922 for, 328 against, 228,498 abstained, 8,400 not voted. Showing the 25 largest; every one is in the interactive database (link above).

5. Appointment of RSM US LLP as Independent Registered Public Accounting Firm

Official resultOTHERReported outcome: Approved

Combines 2 wordings of this item as funds reported it.

99.6% Approved · of votes cast

FOR 99.6%
FOR: 11,280,203AGAINST: 36,822
Details: description as filed, official tally, votes by 22 asset managers

Description as filed by funds: RATIFY THE APPOINTMENT OF RSM US LLP AS OUR INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING JUNE 30, 2024

TWIN DISC INC.’s own tally for this item (“4. Appointment of RSM US LLP as Independent Registered Public Accounting Firm”): 11,280,203 for, 36,822 against — passed, per its Form 8-K filed November 1, 2023 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The shareholders of the Company ratified the appointment of RSM US LLP as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2024.”
Support: 99.6% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 22 asset managers below reported 3,171,407 for.

FOR
FOR: 3,171,407
Largest asset managers voting on “RATIFY THE APPOINTMENT OF RSM US LLP AS OUR INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING JUNE 30, 2024” at TWIN DISC INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Equitable606,0300 00For
Vanguard496,9500 00For
Dimensional441,7620 00For
HEARTLAND GROUP INC400,0000 00For
Gabelli373,0670 00For
Royce277,7520 00For
TETON WESTWOOD FUNDS116,8000 00For
Neuberger Berman115,6610 00For
1290 Funds111,0000 00For
Fidelity90,7120 00For
BRIDGEWAY FUNDS INC58,1000 00For
BlackRock30,2580 00For
RBC FUNDS TRUST13,9000 00For
Victory Capital12,4750 00For
BNY Mellon7,4490 00For
Charles Schwab5,5990 00For
Morgan Stanley4,6100 00For
Northern Trust3,2950 00For
Jackson National1,9270 00For
Allianz1,7470 00For
John Hancock1,7130 00For
Lincoln Financial6000 00For

Largest TWIN DISC INC. shareholders voting in 2023-2024

Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 13,960,861 shares outstanding at the time of that meeting.

Fund voting reports: top TWIN DISC INC. shareholders by shares voted on “ADVISORY VOTE ON THE FREQUENCY OF THE VOTE ON COMPENSATION OF THE CORPORATION'S NAMED EXECUTIVE…”, 2023-2024
#Asset manager % of shares outstanding
1Equitable 4.34%
2Vanguard 3.56%
3Dimensional 3.16%
4HEARTLAND GROUP INC 2.87%
5Gabelli 2.67%
6Royce 1.99%
7RBB FUND, INC. 1.33%
8TETON WESTWOOD FUNDS 0.84%
9Neuberger Berman 0.83%
101290 Funds 0.80%
Institutional-manager reports: top TWIN DISC INC. shareholders by shares voted on “ADVISORY VOTE ON THE FREQUENCY OF THE VOTE ON COMPENSATION OF THE CORPORATION'S NAMED EXECUTIVE…”, 2023-2024
#Asset manager % of shares outstanding
1Gabelli 10.54%
2HEARTLAND ADVISORS INC 2.87%
3Neuberger Berman 2.01%
4Pacific Ridge Capital Partners, LLC 1.64%
5Royce 1.07%
6BlackRock 1.02%
7STATE BOARD OF ADMINISTRATION OF FLORIDA RETIREMENT SYSTEM 0.92%
8KENNEDY CAPITAL MANAGEMENT LLC 0.80%
9GEODE CAPITAL MANAGEMENT, LLC 0.70%
10Victory Capital 0.60%

Reported TWIN DISC INC. holdings and ownership

As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.

TWIN DISC INC. holdings and ownership disclosed for the 2023-2024 proxy season
Holder % outstanding Disclosure
GAMCO Investors, Inc. 15.13% DEF14A
John H. Batten 14.80% DEF14A
Juniper Investment Company, LLC 7.34% DEF14A
AMH Equity, Ltd. 5.30% DEF14A
Leviticus Partners LP 4.53% 13G
Vanguard Group 4.13% 13F
Dimensional Fund Advisors 3.86% 13F
Racine, WI 3.40% DEF14A
Millennium Management 1.20% 13F
BlackRock 1.14% 13F

Percentages above are of 13,960,861 shares outstanding, as reported by TWIN DISC INC. on its Form 10-Q dated October 25, 2023 (see the filing on EDGAR). This is the count contemporaneous with the 2023-2024 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.

Related

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from TWIN DISC INC.’s 10-Q dated October 25, 2023. This page is a static snapshot rebuilt weekly on November 8, 2026; a live search always shows the current data.

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

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proxyvotesnow.com, “TWIN DISC (TWIN) 2023 Annual Meeting (2023-2024 season): Vote Results”, https://proxyvotesnow.com/company/twin-disc-incorporated/2024 (version of November 8, 2026). Derived from SEC Form N-PX and Form 8-K filings; tables licensed CC BY 4.0. Licence: CC BY 4.0.