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Methodology: what these numbers are, and what they are not

proxyvotesnow.com joins two public U.S. Securities and Exchange Commission disclosures: Form N-PX, in which funds and institutional managers report how they voted each proxy, and Form 8-K Item 5.07, in which the company reports the result of the same meeting. Beneficial ownership filings are shown alongside. Everything here comes from SEC filings, and this page explains how each figure is derived so that you can check it.

1. Fund votes (Form N-PX) and seasons

Form N-PX is the annual SEC filing in which registered funds disclose how they voted on every ballot item at every company they held. Institutional investment managers also file it, to report their executive-pay votes. The per-fund and per-manager votes on this site are those filings, as filed.

N-PX does not follow the calendar year. Each filing covers meetings held from 1 July to 30 June and is due by 31 August. A year on this site is therefore a proxy season: “2026” means the 2025–2026 season, that is, meetings from 1 July 2025 to 30 June 2026. A meeting held in the autumn of 2025 is in the 2026 season, not 2025.

N-PX is not a census of shareholders. It covers the institutions required to file it. Individuals, most foreign holders, insiders and many other investors do not file. A total of fund votes is the position of the reporting funds only. It is never the meeting result, and the site does not present it as one.

2. Official results (Form 8-K Item 5.07)

A U.S. public company reports the outcome of a shareholder meeting on Form 8-K under Item 5.07. Where this site shows an official tally for a ballot item, the figures were read from that filing, and the result links to the filing on SEC EDGAR so you can compare the two directly.

Where no 8-K has been matched to a meeting, the page says so and shows only the reporting funds’ own total, labelled as fund support with no official result. No outcome is stated in that case.

A few companies report Item 5.07 in percentages instead of vote counts. Those figures are shown as the company published them, because the filing does not always say what the percentage is a percentage of.

3. How support is computed

Support = FOR ÷ (FOR + AGAINST) Captioned “of votes cast” wherever it appears.

This is the basis most companies and most press coverage use, but it is not the only one. The same vote can be quoted as a share of votes cast, of shares present, or of shares outstanding, and the three can differ widely. If a figure here disagrees with one you have seen elsewhere, check the denominator first. A figure on this site that is a share of shares outstanding is labelled as such.

4. Passed and Failed

Where the 8-K itself says that an item was approved, elected or not approved, the outcome shown is the filing’s own. Where the filing gives only vote counts, the outcome is inferred from a simple majority of votes cast: more than half means Passed.

That inference is not always the legal standard. Some items need a supermajority, or a majority of all shares outstanding, or a separate vote of each share class, and director elections may be decided by plurality. An item can therefore fall short of its required threshold while showing more than half of votes cast in favour. The page does not currently mark which outcomes were stated and which were inferred, so where the outcome matters, read the linked filing.

5. Ownership

Holder and ownership figures come from Schedule 13D and 13G, from the beneficial-ownership table in the company’s proxy statement (DEF 14A), and from Form 13F. They are beneficial ownership as of the date of that filing. They are not shares voted, and they are not holdings as of the meeting date or as of today. Form 13F holdings are reported quarterly and are filed weeks after the quarter ends.

Percentages of a company are computed against a share count for the same meeting year as the holding, taken from the company’s own SEC filings. Where no reliable share count is available, no percentage is shown.

6. Known limitations

7. Citing and checking a figure

To check an official result, open the 8-K linked beside it and find Item 5.07. The vote counts on this site should match the filing exactly, and the support percentage is the arithmetic in section 3 applied to those counts.

To cite a figure, cite the page URL together with the SEC filing it names, with the filing’s form type and date. Cite the season as a range (for example “the 2025–2026 proxy season”) so that a reader does not take it for a calendar year. For a fund vote, the primary source is that filer’s Form N-PX on SEC EDGAR.

Company pages are rebuilt periodically and the current season keeps changing as late filings arrive, so note the date you retrieved a figure.

8. Contact

Questions, corrections and feedback are welcome at data@proxyvotesnow.com.

If a figure on this site does not match the SEC filing it cites, please send the page address and the filing, and say which number differs. The filing is the authority, and a reported mismatch is the most useful thing a reader can send.