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VICTORIA'S SECRET & CO. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and VICTORIA'S SECRET & CO.’s Form 8-K, filed 2025-06-23 (Item 5.07 on EDGAR). Page generated 02 October 2026.

  • 14Reported items
  • 352Asset managers
  • 3,793Fund votes
  • 2025-06-18Meeting date

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

Explore VICTORIA'S SECRET & CO. in the interactive database Compare manager voting policies

Official 2024-2025 meeting results reported by VICTORIA'S SECRET & CO.

These tallies are VICTORIA'S SECRET & CO.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2025-06-23 (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.

VICTORIA'S SECRET & CO. — official shareholder meeting results, meeting held 2025-06-18
Ballot itemForAgainst AbstainWithheldBroker non-votesOutcome
Elect Director: Irene Chang Britt 44,442,77916,866,786598,418 --8,895,380 Majority: yes
Elect Director: Sarah Davis 44,636,92416,670,252600,807 --8,895,380 Majority: yes
Elect Director: Jacqueline Hernández 44,601,65416,708,148598,181 --8,895,380 Majority: yes
Elect Director: Donna James 44,384,34216,922,221601,420 --8,895,380 Majority: yes
Elect Director: Rod Little 44,711,33816,590,281606,364 --8,895,380 Majority: yes
Elect Director: David McCreight 46,277,96915,019,575610,439 --8,895,380 Majority: yes
Elect Director: Mariam Naficy 44,654,59916,649,384604,000 --8,895,380 Majority: yes
Elect Director: Lauren Peters 44,691,25716,613,816602,910 --8,895,380 Majority: yes
Elect Director: Anne Sheehan 43,801,33417,503,410603,239 --8,895,380 Majority: yes
Elect Director: Hillary Super 45,794,16315,498,822614,998 --8,895,380 Majority: yes
Proposal 2. To approve, on an advisory basis, the compensation of the Company's named executive officers. 46,549,04314,777,442581,498 --8,895,380 Majority: yes
Proposal 3. To ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for fiscal year 2025. 69,589,419665,780548,163 ---- Majority: yes

Source: VICTORIA'S SECRET & CO., Form 8-K, filed with the SEC on 2025-06-23 — read the filing on EDGAR.

How asset managers voted at the VICTORIA'S SECRET & CO. 2024-2025 meeting

Each item below shows how the 352 asset managers that disclosed a VICTORIA'S SECRET & CO. 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 VICTORIA'S SECRET & CO.’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 basis, the compensation of our named executive officers.

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

Meeting held 2025-06-18.

Combines 8 wordings of this item as funds reported it.

76% Majority: yes · of votes cast

FOR 76%AGAINST 24%
FOR: 46,549,043AGAINST: 14,777,442

VICTORIA'S SECRET & CO.’s own tally for this item (“Proposal 2. To approve, on an advisory basis, the compensation of the Company's named executive officers.”): 46,549,043 for, 14,777,442 against, per its Form 8-K filed 2025-06-23 (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 80,000,000 outstanding shares: 58% for, 18% against (77% of the company cast a for/against vote).

The 348 asset managers below cast 94% of the shares they voted on this item FOR (53,602,679 for, 3,239,693 against).

FOR 94%
FOR: 53,602,679 (93.7%)AGAINST: 3,239,693 (5.7%)ABSTAIN: 209,822 (0.4%)NOT VOTED: 146,666 (0.3%)
Largest asset managers voting on “To approve, on an advisory basis, the compensation of our named executive officers.” at VICTORIA'S SECRET & CO., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard9,242,6734,404 10For
BlackRock8,155,35564 00For
T. Rowe Price3,684,2040 00For
State Street3,511,58724,439 00For
Charles Schwab3,208,6240 00For
Capital Group1,047,107864,395 00For
GEODE CAPITAL MANAGEMENT, LLC1,860,9530 00For
Fidelity1,727,7440 00For
Victory Capital1,687,44016,002 00For
GOLDENTREE ASSET MANAGEMENT LP1,386,4090 00For
Capital Research Global Investors1,046,9050 00For
Broad Bay Capital Management, LP883,0850 00For
J. Goldman & Co LP811,9450 00For
CRAMER ROSENTHAL MCGLYNN LLC781,7680 00For
CRM Mutual Fund Trust674,9630 00For
JPMorgan672,8040 00For
Federated Hermes645,7030 00For
ARROWSTREET CAPITAL, LIMITED PARTNERSHIP616,840821 00For
Northern Trust595,2350 00For
Invesco590,6940 00For
Nuveen549,6690 00For
TIAA544,3710 00For
MELLON INVESTMENTS Corp0535,316 00Against
Contrarius Group Holdings Ltd499,3140 00For
DE Shaw482,8960 00For

Showing the 25 largest of 348 asset managers. See all 348 in the interactive database.

2. To elect ten directors to serve until the 2026 annual meeting of stockholders: Anne Sheehan

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-06-18.

Combines 4 wordings of this item as funds reported it.

71% Majority: yes · of votes cast

FOR 71%AGAINST 29%
FOR: 43,801,334AGAINST: 17,503,410

VICTORIA'S SECRET & CO.’s own tally for this item (“Elect Director: Anne Sheehan”): 43,801,334 for, 17,503,410 against, per its Form 8-K filed 2025-06-23 (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 80,000,000 outstanding shares: 54.8% for, 22% against (77% of the company cast a for/against vote).

The 91 asset managers below cast 92% of the shares they voted on this item FOR (25,140,961 for, 2,098,000 against).

FOR 92%8%
FOR: 25,140,961 (92.1%)AGAINST: 2,098,000 (7.7%)ABSTAIN: 6,331 (0.0%)NOT VOTED: 60,969 (0.2%)
Largest asset managers voting on “To elect ten directors to serve until the 2026 annual meeting of stockholders: Anne Sheehan” at VICTORIA'S SECRET & CO., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard8,979,09129 00For
BlackRock5,360,853178,161 00For
Fidelity1,693,19029,555 00For
Charles Schwab1,561,9790 00For
T. Rowe Price22,6881,296,839 00Against
Capital Group1,046,9050 00For
State Street970,2380 00For
CRM Mutual Fund Trust674,9630 00For
TIAA544,3110 00For
Victory Capital450,5040 00For
Federated Hermes316,7700 00For
Managed Portfolio Series0311,903 00Against
American Century226,8290 00For
Equitable125,77597,216 00For
JPMorgan210,9620 00For
Jackson National175,00617,911 00For
AMERICAN BEACON FUNDS183,7000 00For
Columbia Threadneedle162,3340 00For
Goldman Sachs159,4430 00For
Invesco155,0790 00For
First Trust151,5410 00For
QUANTITATIVE MASTER SERIES LLC133,9520 00For
HUSSMAN INVESTMENT TRUST126,0000 00For
Northwestern Mutual27,19587,671 00Against
Royce107,5270 00For

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

3. To elect ten directors to serve until the 2026 annual meeting of stockholders: David McCreight

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-06-18.

Combines 5 wordings of this item as funds reported it.

75% Majority: yes · of votes cast

FOR 75%AGAINST 25%
FOR: 46,277,969AGAINST: 15,019,575

VICTORIA'S SECRET & CO.’s own tally for this item (“Elect Director: David McCreight”): 46,277,969 for, 15,019,575 against, per its Form 8-K filed 2025-06-23 (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 80,000,000 outstanding shares: 58% for, 19% against (77% of the company cast a for/against vote).

The 91 asset managers below cast 94% of the shares they voted on this item FOR (25,516,469 for, 1,719,970 against).

FOR 93%
FOR: 25,516,469 (93.5%)AGAINST: 1,719,970 (6.3%)ABSTAIN: 6,331 (0.0%)NOT VOTED: 60,969 (0.2%)
Largest asset managers voting on “To elect ten directors to serve until the 2026 annual meeting of stockholders: David McCreight” at VICTORIA'S SECRET & CO., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard8,979,09524 00For
BlackRock5,539,0140 00For
Fidelity1,722,7450 00For
Charles Schwab1,561,9790 00For
T. Rowe Price22,6881,296,839 00Against
Capital Group1,046,9050 00For
State Street970,2380 00For
CRM Mutual Fund Trust674,9630 00For
TIAA544,3110 00For
Victory Capital450,5040 00For
Federated Hermes316,7700 00For
Managed Portfolio Series0311,903 00Against
American Century226,8290 00For
Equitable222,9910 00For
JPMorgan210,9620 00For
Jackson National192,9170 00For
AMERICAN BEACON FUNDS183,7000 00For
Columbia Threadneedle162,3340 00For
Goldman Sachs159,4430 00For
Invesco155,0790 00For
First Trust151,5410 00For
QUANTITATIVE MASTER SERIES LLC133,9520 00For
HUSSMAN INVESTMENT TRUST126,0000 00For
Northwestern Mutual27,19587,671 00Against
Royce107,5270 00For

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

4. To elect ten directors to serve until the 2026 annual meeting of stockholders: Donna James

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-06-18.

Combines 4 wordings of this item as funds reported it.

72% Majority: yes · of votes cast

FOR 72%AGAINST 28%
FOR: 44,384,342AGAINST: 16,922,221

VICTORIA'S SECRET & CO.’s own tally for this item (“Elect Director: Donna James”): 44,384,342 for, 16,922,221 against, per its Form 8-K filed 2025-06-23 (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 80,000,000 outstanding shares: 55% for, 21% against (77% of the company cast a for/against vote).

The 91 asset managers below cast 94% of the shares they voted on this item FOR (25,474,186 for, 1,764,904 against).

FOR 93%
FOR: 25,474,186 (93.3%)AGAINST: 1,764,904 (6.5%)ABSTAIN: 6,331 (0.0%)NOT VOTED: 60,969 (0.2%)
Largest asset managers voting on “To elect ten directors to serve until the 2026 annual meeting of stockholders: Donna James” at VICTORIA'S SECRET & CO., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard8,974,7114,408 00For
BlackRock5,539,0140 00For
Fidelity1,722,7450 00For
Charles Schwab1,561,9790 00For
T. Rowe Price22,6881,296,839 00Against
Capital Group1,046,9050 00For
State Street970,2380 00For
CRM Mutual Fund Trust674,9630 00For
TIAA544,3110 00For
Victory Capital450,5040 00For
Federated Hermes316,7700 00For
Managed Portfolio Series0311,903 00Against
American Century226,8290 00For
Equitable222,9910 00For
JPMorgan210,9620 00For
Jackson National175,00617,911 00For
AMERICAN BEACON FUNDS183,7000 00For
Columbia Threadneedle162,3340 00For
Goldman Sachs159,4430 00For
Invesco155,0790 00For
First Trust151,5410 00For
QUANTITATIVE MASTER SERIES LLC133,9520 00For
HUSSMAN INVESTMENT TRUST126,0000 00For
Northwestern Mutual27,19587,671 00Against
Royce107,5270 00For

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

5. To elect ten directors to serve until the 2026 annual meeting of stockholders: Hillary Super

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-06-18.

Combines 4 wordings of this item as funds reported it.

75% Majority: yes · of votes cast

FOR 75%AGAINST 25%
FOR: 45,794,163AGAINST: 15,498,822

VICTORIA'S SECRET & CO.’s own tally for this item (“Elect Director: Hillary Super”): 45,794,163 for, 15,498,822 against, per its Form 8-K filed 2025-06-23 (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 80,000,000 outstanding shares: 57% for, 19% against (77% of the company cast a for/against vote).

The 91 asset managers below cast 95% of the shares they voted on this item FOR (25,790,341 for, 1,448,620 against).

FOR 94%
FOR: 25,790,341 (94.4%)AGAINST: 1,448,620 (5.3%)ABSTAIN: 6,331 (0.0%)NOT VOTED: 60,969 (0.2%)
Largest asset managers voting on “To elect ten directors to serve until the 2026 annual meeting of stockholders: Hillary Super” at VICTORIA'S SECRET & CO., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard8,979,09327 00For
BlackRock5,539,0140 00For
Fidelity1,722,7450 00For
Charles Schwab1,561,9790 00For
T. Rowe Price22,6881,296,839 00Against
Capital Group1,046,9050 00For
State Street970,2380 00For
CRM Mutual Fund Trust674,9630 00For
TIAA544,3110 00For
Victory Capital450,5040 00For
Federated Hermes316,7700 00For
Managed Portfolio Series311,9030 00For
American Century226,8290 00For
Equitable222,9910 00For
JPMorgan210,9620 00For
Jackson National175,00617,911 00For
AMERICAN BEACON FUNDS183,7000 00For
Columbia Threadneedle162,3340 00For
Goldman Sachs159,4430 00For
Invesco155,0790 00For
First Trust151,5410 00For
QUANTITATIVE MASTER SERIES LLC133,9520 00For
HUSSMAN INVESTMENT TRUST126,0000 00For
Northwestern Mutual27,19587,671 00Against
Royce107,5270 00For

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

6. To elect ten directors to serve until the 2026 annual meeting of stockholders: Irene Chang Britt

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-06-18.

Combines 4 wordings of this item as funds reported it.

72% Majority: yes · of votes cast

FOR 72%AGAINST 28%
FOR: 44,442,779AGAINST: 16,866,786

VICTORIA'S SECRET & CO.’s own tally for this item (“Elect Director: Irene Chang Britt”): 44,442,779 for, 16,866,786 against, per its Form 8-K filed 2025-06-23 (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 80,000,000 outstanding shares: 56% for, 21% against (77% of the company cast a for/against vote).

The 91 asset managers below cast 94% of the shares they voted on this item FOR (25,474,760 for, 1,764,331 against).

FOR 93%
FOR: 25,474,760 (93.3%)AGAINST: 1,764,331 (6.5%)ABSTAIN: 6,331 (0.0%)NOT VOTED: 60,969 (0.2%)
Largest asset managers voting on “To elect ten directors to serve until the 2026 annual meeting of stockholders: Irene Chang Britt” at VICTORIA'S SECRET & CO., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard8,979,09228 00For
BlackRock5,539,0140 00For
Fidelity1,722,7450 00For
Charles Schwab1,561,9790 00For
T. Rowe Price22,6881,296,839 00Against
Capital Group1,046,9050 00For
State Street970,2380 00For
CRM Mutual Fund Trust674,9630 00For
TIAA544,3110 00For
Victory Capital450,5040 00For
Federated Hermes316,7700 00For
Managed Portfolio Series0311,903 00Against
American Century226,8290 00For
Equitable222,9910 00For
JPMorgan210,9620 00For
Jackson National175,00617,911 00For
AMERICAN BEACON FUNDS183,7000 00For
Columbia Threadneedle162,3340 00For
Goldman Sachs159,4430 00For
Invesco155,0790 00For
First Trust151,5410 00For
QUANTITATIVE MASTER SERIES LLC133,9520 00For
HUSSMAN INVESTMENT TRUST126,0000 00For
Northwestern Mutual27,19587,671 00Against
Royce107,5270 00For

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

7. To elect ten directors to serve until the 2026 annual meeting of stockholders: Lauren Peters

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-06-18.

Combines 4 wordings of this item as funds reported it.

73% Majority: yes · of votes cast

FOR 73%AGAINST 27%
FOR: 44,691,257AGAINST: 16,613,816

VICTORIA'S SECRET & CO.’s own tally for this item (“Elect Director: Lauren Peters”): 44,691,257 for, 16,613,816 against, per its Form 8-K filed 2025-06-23 (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 80,000,000 outstanding shares: 56% for, 21% against (77% of the company cast a for/against vote).

The 91 asset managers below cast 94% of the shares they voted on this item FOR (25,474,630 for, 1,764,330 against).

FOR 93%
FOR: 25,474,630 (93.3%)AGAINST: 1,764,330 (6.5%)ABSTAIN: 6,331 (0.0%)NOT VOTED: 60,969 (0.2%)
Largest asset managers voting on “To elect ten directors to serve until the 2026 annual meeting of stockholders: Lauren Peters” at VICTORIA'S SECRET & CO., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard8,979,09227 00For
BlackRock5,539,0140 00For
Fidelity1,722,7450 00For
Charles Schwab1,561,9790 00For
T. Rowe Price22,6881,296,839 00Against
Capital Group1,046,9050 00For
State Street970,2380 00For
CRM Mutual Fund Trust674,9630 00For
TIAA544,3110 00For
Victory Capital450,5040 00For
Federated Hermes316,7700 00For
Managed Portfolio Series0311,903 00Against
American Century226,8290 00For
Equitable222,9910 00For
JPMorgan210,9620 00For
Jackson National175,00617,911 00For
AMERICAN BEACON FUNDS183,7000 00For
Columbia Threadneedle162,3340 00For
Goldman Sachs159,4430 00For
Invesco155,0790 00For
First Trust151,5410 00For
QUANTITATIVE MASTER SERIES LLC133,9520 00For
HUSSMAN INVESTMENT TRUST126,0000 00For
Northwestern Mutual27,19587,671 00Against
Royce107,5270 00For

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

8. To elect ten directors to serve until the 2026 annual meeting of stockholders: Mariam Naficy

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-06-18.

Combines 4 wordings of this item as funds reported it.

73% Majority: yes · of votes cast

FOR 73%AGAINST 27%
FOR: 44,654,599AGAINST: 16,649,384

VICTORIA'S SECRET & CO.’s own tally for this item (“Elect Director: Mariam Naficy”): 44,654,599 for, 16,649,384 against, per its Form 8-K filed 2025-06-23 (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 80,000,000 outstanding shares: 56% for, 21% against (77% of the company cast a for/against vote).

The 91 asset managers below cast 94% of the shares they voted on this item FOR (25,475,916 for, 1,760,523 against).

FOR 93%
FOR: 25,475,916 (93.3%)AGAINST: 1,760,523 (6.4%)ABSTAIN: 6,331 (0.0%)NOT VOTED: 60,969 (0.2%)
Largest asset managers voting on “To elect ten directors to serve until the 2026 annual meeting of stockholders: Mariam Naficy” at VICTORIA'S SECRET & CO., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard8,979,09227 00For
BlackRock5,539,0140 00For
Fidelity1,722,7450 00For
Charles Schwab1,561,9790 00For
T. Rowe Price22,6881,296,839 00Against
Capital Group1,046,9050 00For
State Street970,2380 00For
CRM Mutual Fund Trust674,9630 00For
TIAA544,3110 00For
Victory Capital450,5040 00For
Federated Hermes316,7700 00For
Managed Portfolio Series0311,903 00Against
American Century226,8290 00For
Equitable222,9910 00For
JPMorgan210,9620 00For
Jackson National175,00617,911 00For
AMERICAN BEACON FUNDS183,7000 00For
Columbia Threadneedle162,3340 00For
Goldman Sachs159,4430 00For
Invesco155,0790 00For
First Trust151,5410 00For
QUANTITATIVE MASTER SERIES LLC133,9520 00For
HUSSMAN INVESTMENT TRUST126,0000 00For
Northwestern Mutual27,19587,671 00Against
Royce107,5270 00For

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

9. To elect ten directors to serve until the 2026 annual meeting of stockholders: Rod Little

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-06-18.

Combines 4 wordings of this item as funds reported it.

73% Majority: yes · of votes cast

FOR 73%AGAINST 27%
FOR: 44,711,338AGAINST: 16,590,281

VICTORIA'S SECRET & CO.’s own tally for this item (“Elect Director: Rod Little”): 44,711,338 for, 16,590,281 against, per its Form 8-K filed 2025-06-23 (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 80,000,000 outstanding shares: 56% for, 21% against (77% of the company cast a for/against vote).

The 91 asset managers below cast 94% of the shares they voted on this item FOR (25,473,773 for, 1,762,666 against).

FOR 93%
FOR: 25,473,773 (93.3%)AGAINST: 1,762,666 (6.5%)ABSTAIN: 6,331 (0.0%)NOT VOTED: 60,969 (0.2%)
Largest asset managers voting on “To elect ten directors to serve until the 2026 annual meeting of stockholders: Rod Little” at VICTORIA'S SECRET & CO., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard8,979,09227 00For
BlackRock5,539,0140 00For
Fidelity1,722,7450 00For
Charles Schwab1,561,9790 00For
T. Rowe Price22,6881,296,839 00Against
Capital Group1,046,9050 00For
State Street970,2380 00For
CRM Mutual Fund Trust674,9630 00For
TIAA544,3110 00For
Victory Capital450,5040 00For
Federated Hermes316,7700 00For
Managed Portfolio Series0311,903 00Against
American Century226,8290 00For
Equitable222,9910 00For
JPMorgan210,9620 00For
Jackson National175,00617,911 00For
AMERICAN BEACON FUNDS183,7000 00For
Columbia Threadneedle162,3340 00For
Goldman Sachs159,4430 00For
Invesco155,0790 00For
First Trust151,5410 00For
QUANTITATIVE MASTER SERIES LLC133,9520 00For
HUSSMAN INVESTMENT TRUST126,0000 00For
Northwestern Mutual27,19587,671 00Against
Royce107,5270 00For

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

10. To elect ten directors to serve until the 2026 annual meeting of stockholders: Sarah Davis

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-06-18.

Combines 4 wordings of this item as funds reported it.

73% Majority: yes · of votes cast

FOR 73%AGAINST 27%
FOR: 44,636,924AGAINST: 16,670,252

VICTORIA'S SECRET & CO.’s own tally for this item (“Elect Director: Sarah Davis”): 44,636,924 for, 16,670,252 against, per its Form 8-K filed 2025-06-23 (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 80,000,000 outstanding shares: 56% for, 21% against (77% of the company cast a for/against vote).

The 91 asset managers below cast 94% of the shares they voted on this item FOR (25,474,760 for, 1,764,330 against).

FOR 93%
FOR: 25,474,760 (93.3%)AGAINST: 1,764,330 (6.5%)ABSTAIN: 6,331 (0.0%)NOT VOTED: 60,969 (0.2%)
Largest asset managers voting on “To elect ten directors to serve until the 2026 annual meeting of stockholders: Sarah Davis” at VICTORIA'S SECRET & CO., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard8,979,09227 00For
BlackRock5,539,0140 00For
Fidelity1,722,7450 00For
Charles Schwab1,561,9790 00For
T. Rowe Price22,6881,296,839 00Against
Capital Group1,046,9050 00For
State Street970,2380 00For
CRM Mutual Fund Trust674,9630 00For
TIAA544,3110 00For
Victory Capital450,5040 00For
Federated Hermes316,7700 00For
Managed Portfolio Series0311,903 00Against
American Century226,8290 00For
Equitable222,9910 00For
JPMorgan210,9620 00For
Jackson National175,00617,911 00For
AMERICAN BEACON FUNDS183,7000 00For
Columbia Threadneedle162,3340 00For
Goldman Sachs159,4430 00For
Invesco155,0790 00For
First Trust151,5410 00For
QUANTITATIVE MASTER SERIES LLC133,9520 00For
HUSSMAN INVESTMENT TRUST126,0000 00For
Northwestern Mutual27,19587,671 00Against
Royce107,5270 00For

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

11. To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for fiscal year 2025; and

AUDIT-RELATEDMajority of the votes cast: yes

Meeting held 2025-06-18.

Combines 4 wordings of this item as funds reported it.

99.0% Majority: yes · of votes cast

FOR 99.0%
FOR: 69,589,419AGAINST: 665,780

VICTORIA'S SECRET & CO.’s own tally for this item (“Proposal 3. To ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for fiscal year 2025.”): 69,589,419 for, 665,780 against, per its Form 8-K filed 2025-06-23 (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 80,000,000 outstanding shares: 87% for, 0.9% against (88% of the company cast a for/against vote).

The 91 asset managers below cast 99.7% of the shares they voted on this item FOR (27,184,093 for, 54,867 against).

FOR 99.5%
FOR: 27,184,093 (99.6%)AGAINST: 54,867 (0.2%)ABSTAIN: 6,331 (0.0%)NOT VOTED: 60,969 (0.2%)
Largest asset managers voting on “To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for fiscal” at VICTORIA'S SECRET & CO., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard8,979,1181 00For
BlackRock5,539,0140 00For
Fidelity1,722,7450 00For
Charles Schwab1,561,9790 00For
T. Rowe Price1,319,5270 00For
Capital Group1,046,9050 00For
State Street970,2380 00For
CRM Mutual Fund Trust674,9630 00For
TIAA544,3110 00For
Victory Capital450,5040 00For
Federated Hermes316,7700 00For
Managed Portfolio Series311,9030 00For
American Century226,8290 00For
Equitable222,9910 00For
JPMorgan210,9620 00For
Jackson National192,9170 00For
AMERICAN BEACON FUNDS183,7000 00For
Columbia Threadneedle162,3340 00For
Goldman Sachs159,4430 00For
Invesco155,0790 00For
First Trust151,5410 00For
QUANTITATIVE MASTER SERIES LLC133,9520 00For
HUSSMAN INVESTMENT TRUST126,0000 00For
Northwestern Mutual114,8660 00For
Royce107,5270 00For

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

12. To elect ten directors to serve until the 2026 annual meeting of stockholders: Jacqueline Hernandez

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-06-18.

Combines 7 wordings of this item as funds reported it.

73% Majority: yes · of votes cast

FOR 73%AGAINST 27%
FOR: 44,601,654AGAINST: 16,708,148

VICTORIA'S SECRET & CO.’s own tally for this item (“Elect Director: Jacqueline Hernández”): 44,601,654 for, 16,708,148 against, per its Form 8-K filed 2025-06-23 (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 80,000,000 outstanding shares: 56% for, 21% against (77% of the company cast a for/against vote).

The 85 asset managers below cast 93% of the shares they voted on this item FOR (24,618,343 for, 1,758,182 against).

FOR 93%
FOR: 24,618,343 (93.1%)AGAINST: 1,758,182 (6.6%)ABSTAIN: 6,331 (0.0%)NOT VOTED: 60,969 (0.2%)
Largest asset managers voting on “To elect ten directors to serve until the 2026 annual meeting of stockholders: Jacqueline Hernandez” at VICTORIA'S SECRET & CO., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard8,979,09227 00For
BlackRock5,539,0140 00For
Fidelity1,722,7450 00For
Charles Schwab1,561,9790 00For
T. Rowe Price22,6881,296,839 00Against
Capital Group1,046,9050 00For
State Street970,2380 00For
TIAA544,3110 00For
Victory Capital450,5040 00For
Federated Hermes316,7700 00For
Managed Portfolio Series0311,903 00Against
American Century226,8290 00For
Equitable222,9910 00For
JPMorgan210,9620 00For
Jackson National175,00617,911 00For
AMERICAN BEACON FUNDS183,7000 00For
Columbia Threadneedle162,3340 00For
Goldman Sachs159,4430 00For
Invesco155,0790 00For
First Trust151,5410 00For
QUANTITATIVE MASTER SERIES LLC133,9520 00For
Northwestern Mutual27,19587,671 00Against
Royce107,5270 00For
Lincoln Financial94,8037,829 00For
Northern Trust94,6140 00For

Showing the 25 largest of 85 asset managers. See all 85 in the interactive database.

13. Election of Director to serve until the 2026 annual meeting of stockholders: Jacqueline Hern?ndez

DIRECTOR ELECTIONS

Meeting held 2025-06-18.

Combines 3 wordings of this item as funds reported it.

99.7% fund support · no official result

FOR 99.7%

The 6 asset managers below cast 99.7% of the shares they voted on this item FOR (857,573 for, 2,341 against).

FOR: 857,573 (99.7%)AGAINST: 2,341 (0.3%)
Largest asset managers voting on “Election of Director to serve until the 2026 annual meeting of stockholders: Jacqueline Hern?ndez” at VICTORIA'S SECRET & CO., 2024-2025
Asset managerForAgainst AbstainWithheldVote
CRM Mutual Fund Trust674,9630 00For
HUSSMAN INVESTMENT TRUST126,0000 00For
Exchange Place Advisors Trust53,6900 00For
SA FUNDS INVESTMENT TRUST02,341 00Against
UNIFIED SERIES TRUST1,6640 00For
NORTHERN LIGHTS FUND TRUST II1,2560 00For

14. To approve, on an advisory basis, the compensation of our named executive officers.

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

Meeting held 2024-06-13 (outside the 2024-2025 season's 1 July to 30 June window; reported in this season's filings).

Combines 2 wordings of this item as funds reported it.

83% Majority: yes · of votes cast

FOR 83%AGAINST 17%
FOR: 48,667,832AGAINST: 9,966,586

VICTORIA'S SECRET & CO.’s own tally for this item (“Proposal 3. To approve, on an advisory basis, the compensation of the Company's named executive officers.”): 48,667,832 for, 9,966,586 against, per its Form 8-K filed 2024-06-14 (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 80,000,000 outstanding shares: 61% for, 12% against (73% of the company cast a for/against vote).

The 2 asset managers below cast 0% of the shares they voted on this item FOR (0 for, 1,315 against).

AGAINST 100%
AGAINST: 1,315 (100.0%)
Largest asset managers voting on “To approve, on an advisory basis, the compensation of our named executive officers.” at VICTORIA'S SECRET & CO., 2024-2025
Asset managerForAgainst AbstainWithheldVote
COLDSTREAM CAPITAL MANAGEMENT INC01,315 00Against
Echo45 Advisors LLC00 00--

Largest VICTORIA'S SECRET & CO. shareholders voting in 2024-2025

Ranked by the number of VICTORIA'S SECRET & CO. shares each manager voted on the most widely held ballot item of the 2024-2025 meeting, shown as a share of the 80,000,000 shares outstanding at the time of that meeting.

Top VICTORIA'S SECRET & CO. shareholders by shares voted, 2024-2025
#Asset manager % of shares outstanding
1Vanguard 11.56%
2BlackRock 10.19%
3T. Rowe Price 4.61%
4State Street 4.42%
5Charles Schwab 4.12%
6Capital Group 2.39%
7GEODE CAPITAL MANAGEMENT, LLC 2.33%
8Fidelity 2.16%
9Victory Capital 2.13%
10GOLDENTREE ASSET MANAGEMENT LP 1.73%

Reported VICTORIA'S SECRET & CO. ownership

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

VICTORIA'S SECRET & CO. beneficial owners on record for the 2024-2025 proxy season
Holder % outstanding Disclosure
BlackRock 15.71% 13F
BBRC International Pte Limited 12.89% DEF14A
BBFIT INVESTMENTS PTE LTD 11.47% 13D
Vanguard Group 11.21% 13F
FMR LLC 10.83% 13G
Vanguard Portfolio Management 5.88% 13G
State Street 4.03% 13F
Dimensional Fund Advisors 2.01% 13F
Charles Schwab 1.99% 13F
Goldman Sachs 1.87% 13F

Percentages above are of 80,000,000 shares outstanding, as reported by VICTORIA'S SECRET & CO. on its Form 10-Q dated 2025-05-03 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 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 VICTORIA'S SECRET & CO.’s 10-Q dated 2025-05-03. This page is a static snapshot rebuilt weekly on 02 October 2026; a live search always shows the current data.

At VICTORIA'S SECRET & CO.'s shareholder meeting held 2025-06-18, in the 2024-2025 proxy season, 352 asset managers reported how they voted in their SEC Form N-PX filings, covering 3,793 separate fund positions. Their filings are grouped here into 14 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 basis, the compensation of our named executive officers. — FOR was 76% 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: VICTORIA'S SECRET & CO.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2025-06-23.

VICTORIA'S SECRET & CO. proxy season coverage: 2023-2024 · 2024-2025 (this page) · 2025-2026.