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A. O. SMITH CORP. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and A. O. SMITH CORP.’s Form 8-K, filed April 15, 2024 (Item 5.07 on EDGAR). Page generated November 1, 2026.

9Reported items
597Asset managers
5,061Fund votes
April 9, 2024Meeting date

Results at a glance

Meeting of April 9, 2024: 13 items on A. O. SMITH CORP.’s Form 8-K, filed April 15, 2024: 13 without a stated outcome.

Material dissent

Elect Director: Victoria M. Holt 45% of votes cast Outcome not stated Director under 80%
Elect Director: Dr. Ilham Kadri 33% of votes cast Outcome not stated Director under 80%
Elect Director: Christopher L. Mapes 69% of votes cast Outcome not stated Director under 80%
Proposal 13 7% of votes cast Outcome not stated Under 80%

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 A. O. SMITH CORP. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by A. O. SMITH CORP.

These tallies are A. O. SMITH CORP.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed April 15, 2024 (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.

A. O. SMITH CORP. — official shareholder meeting results, meeting held April 9, 2024
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Support (of votes cast)	Reported outcome	Voting standard
Elect Director: Ronald D. Brown	25,655,156	--	--	1,800	0	99.9%	Not verified	—
Elect Director: Todd W. Fister	25,656,956	--	--	0	0	100%	Not verified	—
Elect Director: Lois Martin	25,656,956	--	--	0	0	100%	Not verified	—
Elect Director: Ajita G. Rajendra	25,655,876	--	--	1,080	0	99.9%	Not verified	—
Elect Director: Mark D. Smith	25,655,156	--	--	1,800	0	99.9%	Not verified	—
Elect Director: Kevin J. Wheeler	25,656,956	--	--	0	0	100%	Not verified	—
Elect Director: Victoria M. Holt	45,165,675	--	--	55,963,896	6,813,929	45%	Not verified	—
Elect Director: Dr. Ilham Kadri	33,524,783	--	--	67,604,788	6,813,929	33%	Not verified	—
Elect Director: Michael M. Larsen	94,662,598	--	--	6,466,973	6,813,929	94%	Not verified	—
Elect Director: Christopher L. Mapes	69,493,765	--	--	31,635,807	6,813,929	69%	Not verified	—
The advisory voting results for the approval of the compensation of our named executive officers were as follows:	34,550,676	1,202,529	16,709	--	681,393	97%	Not verified	—
The voting results for the ratification of the appointment of Ernst & Young LLP as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2024, were as follows:	35,439,034	1,002,466	9,806	--	0	97%	Not verified	—
Proposal 13	2,421,076	33,258,311	90,526	--	681,393	7%	Not verified	—

Source: A. O. SMITH CORP., Form 8-K, filed with the SEC on April 15, 2024 — read the filing on EDGAR.

How asset managers voted at the A. O. SMITH CORP. 2023-2024 meeting

Each item below shows how the 597 asset managers that disclosed a A. O. SMITH CORP. 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 A. O. SMITH CORP.’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: Christopher L. Mapes

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

69% Majority: yes · of votes cast

FOR 69%WITHHELD

FOR: 69,493,765WITHHELD: 31,635,807

Details: description as filed, official tally, votes by 124 asset managers

Description as filed by funds: Election of Directors: Christopher L. Mapes

A. O. SMITH CORP.’s own tally for this item (“Elect Director: Christopher L. Mapes”): 69,493,765 for, 31,635,807 withheld, per its Form 8-K filed April 15, 2024 (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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 69% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 124 asset managers below reported 29,204,478 for, 10,097,966 withheld, 156,529 abstained.

FORWITHHOLD

FOR: 29,204,478ABSTAIN: 156,529WITHHOLD: 10,097,966

Largest asset managers voting on “Election of Directors: Christopher L. Mapes” at A. O. SMITH CORP., 2023-2024
Asset manager	For	Abstain	Withheld	Vote
Vanguard	14,090,870	0	7,570	For
BlackRock	3,458,120	0	1,477	For
Fidelity	3,132,572	0	0	For
State Street	0	0	3,118,699	Withhold
Invesco	0	0	2,574,109	Withhold
ProShares	2,139,623	0	0	For
First Trust	2,083,286	0	0	For
Charles Schwab	0	0	1,219,201	Withhold
Waddell & Reed	0	0	1,124,248	Withhold
Dimensional	0	0	849,120	Withhold
TIAA	456,625	0	0	For
OLD WESTBURY FUNDS INC	343,912	0	0	For
SCHWARTZ INVESTMENT TRUST	303,600	0	0	For
BOSTON TRUST WALDEN FUNDS	232,420	0	0	For
WisdomTree	225,820	0	0	For
Pacific Life	24,362	0	174,321	Mixed
NICHOLAS II, INC	197,850	0	0	For
MASTER INVESTMENT PORTFOLIO	195,826	0	0	For
Equitable	120,896	0	72,899	Mixed
JPMorgan	180,122	0	0	For
ETF Series Solutions	158,257	0	0	For
BBH Trust	141,769	0	0	For
John Hancock	49,375	83,627	0	Mixed
Principal	30,706	0	83,341	Mixed
Jackson National	105,833	7,648	0	Mixed

Showing the 25 largest of 124 asset managers. See all 124 in the interactive database.

2. Elect Director: Dr. Ilham Kadri

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

33% Plurality election · of votes cast

FOR 33%WITHHELD

FOR: 33,524,783WITHHELD: 67,604,788

Details: description as filed, official tally, votes by 123 asset managers

Description as filed by funds: Election of Directors: Dr. Ilham Kadri

A. O. SMITH CORP.’s own tally for this item (“Elect Director: Dr. Ilham Kadri”): 33,524,783 for, 67,604,788 withheld, per its Form 8-K filed April 15, 2024 (Item 5.07). This is a for/withhold election, which is decided by plurality: a nominee does not need a majority of the votes cast to be elected, so no passed or failed outcome is stated here.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 33% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 123 asset managers below reported 17,654,129 for, 21,364,791 withheld, 365,647 abstained.

FORWITHHOLD

FOR: 17,654,129ABSTAIN: 365,647WITHHOLD: 21,364,791

Largest asset managers voting on “Election of Directors: Dr. Ilham Kadri” at A. O. SMITH CORP., 2023-2024
Asset manager	For	Abstain	Withheld	Vote
Vanguard	13,959,045	0	139,395	For
BlackRock	713	0	3,458,884	Withhold
Fidelity	29,537	0	3,103,035	Withhold
State Street	0	0	3,118,699	Withhold
Invesco	2,574,109	0	0	For
ProShares	0	0	2,139,623	Withhold
First Trust	0	0	2,083,286	Withhold
Charles Schwab	0	0	1,219,201	Withhold
Waddell & Reed	0	0	1,124,248	Withhold
Dimensional	0	0	849,120	Withhold
TIAA	0	0	456,625	Withhold
OLD WESTBURY FUNDS INC	0	0	343,912	Withhold
SCHWARTZ INVESTMENT TRUST	303,600	0	0	For
BOSTON TRUST WALDEN FUNDS	0	0	232,420	Withhold
WisdomTree	0	0	225,820	Withhold
Pacific Life	0	0	198,683	Withhold
NICHOLAS II, INC	0	0	197,850	Withhold
MASTER INVESTMENT PORTFOLIO	0	0	195,826	Withhold
Equitable	72,873	0	120,922	Mixed
JPMorgan	180,122	0	0	For
ETF Series Solutions	150,224	8,033	0	Mixed
BBH Trust	141,769	0	0	For
John Hancock	0	133,002	0	Abstain
Principal	0	0	114,047	Withhold
Jackson National	0	113,481	0	Abstain

Showing the 25 largest of 123 asset managers. See all 123 in the interactive database.

3. Elect Director: Michael M. Larsen

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%

FOR: 94,662,598WITHHELD: 6,466,973

Details: description as filed, official tally, votes by 123 asset managers

Description as filed by funds: Election of Directors: Michael M. Larsen

A. O. SMITH CORP.’s own tally for this item (“Elect Director: Michael M. Larsen”): 94,662,598 for, 6,466,973 withheld, per its Form 8-K filed April 15, 2024 (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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 94% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 123 asset managers below reported 38,052,395 for, 1,206,967 withheld, 125,205 abstained.

FOR

FOR: 38,052,395ABSTAIN: 125,205WITHHOLD: 1,206,967

Largest asset managers voting on “Election of Directors: Michael M. Larsen” at A. O. SMITH CORP., 2023-2024
Asset manager	For	Abstain	Withheld	Vote
Vanguard	14,098,440	0	0	For
BlackRock	3,459,335	0	262	For
Fidelity	3,132,572	0	0	For
State Street	3,118,699	0	0	For
Invesco	2,574,109	0	0	For
ProShares	2,139,623	0	0	For
First Trust	2,083,286	0	0	For
Charles Schwab	1,219,201	0	0	For
Waddell & Reed	1,124,248	0	0	For
Dimensional	0	0	849,120	Withhold
TIAA	456,625	0	0	For
OLD WESTBURY FUNDS INC	343,912	0	0	For
SCHWARTZ INVESTMENT TRUST	303,600	0	0	For
BOSTON TRUST WALDEN FUNDS	232,420	0	0	For
WisdomTree	225,820	0	0	For
Pacific Life	198,683	0	0	For
NICHOLAS II, INC	197,850	0	0	For
MASTER INVESTMENT PORTFOLIO	195,826	0	0	For
Equitable	121,769	0	72,026	Mixed
JPMorgan	180,122	0	0	For
ETF Series Solutions	158,257	0	0	For
BBH Trust	141,769	0	0	For
John Hancock	49,375	83,627	0	Mixed
Principal	114,047	0	0	For
Jackson National	105,833	7,648	0	Mixed

Showing the 25 largest of 123 asset managers. See all 123 in the interactive database.

4. Elect Director: Victoria M. Holt

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

45% Plurality election · of votes cast

FOR 45%WITHHELD

FOR: 45,165,675WITHHELD: 55,963,896

Details: description as filed, official tally, votes by 123 asset managers

Description as filed by funds: Election of Directors: Victoria M. Holt

A. O. SMITH CORP.’s own tally for this item (“Elect Director: Victoria M. Holt”): 45,165,675 for, 55,963,896 withheld, per its Form 8-K filed April 15, 2024 (Item 5.07). This is a for/withhold election, which is decided by plurality: a nominee does not need a majority of the votes cast to be elected, so no passed or failed outcome is stated here.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 45% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 123 asset managers below reported 21,697,171 for, 17,349,082 withheld, 338,314 abstained.

FORWITHHOLD

FOR: 21,697,171ABSTAIN: 338,314WITHHOLD: 17,349,082

Largest asset managers voting on “Election of Directors: Victoria M. Holt” at A. O. SMITH CORP., 2023-2024
Asset manager	For	Abstain	Withheld	Vote
Vanguard	13,959,045	0	139,395	For
BlackRock	3,457,951	0	1,646	For
Fidelity	94,841	0	3,037,731	Withhold
State Street	0	0	3,118,699	Withhold
Invesco	2,574,109	0	0	For
ProShares	0	0	2,139,623	Withhold
First Trust	0	0	2,083,286	Withhold
Charles Schwab	0	0	1,219,201	Withhold
Waddell & Reed	0	0	1,124,248	Withhold
Dimensional	0	0	849,120	Withhold
TIAA	0	0	456,625	Withhold
OLD WESTBURY FUNDS INC	0	0	343,912	Withhold
SCHWARTZ INVESTMENT TRUST	303,600	0	0	For
BOSTON TRUST WALDEN FUNDS	0	0	232,420	Withhold
WisdomTree	0	0	225,820	Withhold
Pacific Life	24,362	0	174,321	Mixed
NICHOLAS II, INC	0	0	197,850	Withhold
MASTER INVESTMENT PORTFOLIO	195,826	0	0	For
Equitable	120,917	0	72,878	Mixed
JPMorgan	180,122	0	0	For
ETF Series Solutions	150,224	8,033	0	Mixed
BBH Trust	141,769	0	0	For
John Hancock	0	133,002	0	Abstain
Principal	0	0	114,047	Withhold
Jackson National	3,712	109,769	0	Abstain

Showing the 25 largest of 123 asset managers. See all 123 in the interactive database.

5. Proposal to approve, by nonbinding advisory vote, the compensation of our named executive officers:

No official match Fund totals may overlapSECTION 14A SAY-ON-PAY VOTES

Combines 9 wordings of this item as funds reported it.

90% Fund and manager reports combined; may count the same shares twice · no official result

FOR

Details: votes by 559 asset managers

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: 128 asset managers voting on “Proposal to approve, by nonbinding advisory vote, the compensation of our named executive officers:” at A. O. SMITH CORP., 2023-2024
Asset manager	For	Against	Vote
Vanguard	14,098,440	0	For
BlackRock	3,459,597	0	For
Fidelity	3,132,572	0	For
State Street	3,118,699	0	For
Invesco	2,574,109	0	For
ProShares	2,139,623	0	For
First Trust	2,083,286	0	For
Charles Schwab	1,219,201	0	For
Waddell & Reed	1,124,248	0	For
Dimensional	849,120	0	For
TIAA	456,625	0	For
OLD WESTBURY FUNDS INC	343,912	0	For
SCHWARTZ INVESTMENT TRUST	303,600	0	For
BOSTON TRUST WALDEN FUNDS	0	232,420	Against
WisdomTree	225,820	0	For
Pacific Life	198,683	0	For
NICHOLAS II, INC	197,850	0	For
MASTER INVESTMENT PORTFOLIO	195,826	0	For
Equitable	193,795	0	For
JPMorgan	180,122	0	For
ETF Series Solutions	158,257	0	For
BBH Trust	141,769	0	For
John Hancock	133,002	0	For
Principal	114,047	0	For
Jackson National	113,481	0	For

Fund voting reports, all 128 managers: 38,903,136 for, 551,094 against, 27,145 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 465 asset managers voting on “Proposal to approve, by nonbinding advisory vote, the compensation of our named executive officers:” at A. O. SMITH CORP., 2023-2024
Asset manager	For	Against	Vote
State Street	5,164,847	43,087	For
BlackRock	4,256,476	0	For
GEODE CAPITAL MANAGEMENT, LLC	3,027,079	0	For
Invesco	2,813,043	0	For
Select Equity Group, L.P.	1,812,935	0	For
EARNEST PARTNERS LLC	466,937	1,330,370	Mixed
BESSEMER TRUST Co NATIONAL ASSOCIATION	1,265,829	0	For
PICTET ASSET MANAGEMENT SA	1,230,555	0	For
Charles Schwab	1,224,276	0	For
Amundi	0	1,201,173	Against
Lazard	1,000,000	0	For
1832 Asset Management L.P.	971,904	0	For
Robeco Schweiz AG	0	951,000	Against
Bessemer Trust CO of Delaware, N.A.	886,589	0	For
BESSEMER TRUST Co OF FLORIDA	869,730	0	For
AMERIPRISE FINANCIAL INC	835,412	0	For
ANCHOR CAPITAL ADVISORS LLC	785,422	0	For
BESSEMER TRUST CO	767,302	0	For
Bessemer Trust Co of California, N.A.	739,639	0	For
Bessemer Trust Co of Nevada, National Association	738,412	0	For
ENVESTNET ASSET MANAGEMENT INC	734,276	0	For
Northern Trust	700,933	7,248	For
PARAMETRIC PORTFOLIO ASSOCIATES LLC	0	707,205	Against
RBC Global Asset Management (U.S.)	694,909	0	For
MELLON INVESTMENTS Corp	647,957	0	For

Institutional-manager reports, all 465 managers: 47,735,892 for, 8,917,645 against, 382 abstained, 34,950 not voted, 76 unknown. Showing the 25 largest; see all in the interactive database.

6. The advisory voting results for the approval of the compensation of our named executive officers were as follows:

Outcome not verified Fund totals may overlapSECTION 14A SAY-ON-PAY VOTESReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%

FOR: 34,550,676AGAINST: 1,202,529

Details: description as filed, official tally, votes by 32 asset managers

Description as filed by funds: Advisory Vote to Ratify Named Executive Officers' Compensation

A. O. SMITH CORP.’s own tally for this item (“The advisory voting results for the approval of the compensation of our named executive officers were as follows:”): 34,550,676 for, 1,202,529 against, per its Form 8-K filed April 15, 2024 (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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports: 4 asset managers voting on “Advisory Vote to Ratify Named Executive Officers' Compensation” at A. O. SMITH CORP., 2023-2024
Asset manager	For	Abstain	Vote
TIMOTHY PLAN	46,401	0	For
Empower	13,954	0	For
Symmetry Panoramic Trust	254	2,094	Mixed
Brighthouse	1,908	0	For

Fund voting reports, all 4 managers: 62,517 for, 2,094 abstained.

Institutional-manager reports: 24 asset managers voting on “Advisory Vote to Ratify Named Executive Officers' Compensation” at A. O. SMITH CORP., 2023-2024
Asset manager	For	Against	Vote
Fiera Capital Corp	634,495	30,418	For
Cardano Risk Management B.V.	299,518	0	For
JPMorgan	264,012	0	For
APG Asset Management US Inc.	0	228,997	Against
Thematics Asset Management	167,604	0	For
TD ASSET MANAGEMENT INC	140,233	0	For
Tredje AP-fonden	0	82,555	Against
ADAGE CAPITAL PARTNERS GP, L.L.C.	60,492	0	For
Vinva Investment Management Ltd	38,111	0	For
iA Global Asset Management Inc.	26,916	0	For
Arjuna Capital	26,899	0	For
FJARDE AP-FONDEN /FOURTH SWEDISH NATIONAL PENSION FUND	22,265	0	For
Desjardins Global Asset Management Inc.	0	17,523	Against
STOREBRAND ASSET MANAGEMENT AS	14,068	0	For
NORDEA INVESTMENT MANAGEMENT AB	0	11,547	Against
ALGEBRIS (UK) LTD	4,288	0	For
Qtron Investments LLC	3,368	0	For
TOWNSEND ASSET MANAGEMENT CORP /NC/ /ADV	2,914	0	For
CIDEL ASSET MANAGEMENT INC	2,245	0	For
Parisi Gray Wealth Management	1,750	0	For
Regime de rentes du Mouvement Desjardins	0	699	Against
Paulson Wealth Management Inc.	255	0	For
Penobscot Investment Management Company, Inc.	80	0	For
Convergence Investment Partners, LLC	8	0	For

Institutional-manager reports, all 24 managers: 1,709,521 for, 371,739 against.

7. Proposal to ratify the appointment of Ernst & Young LLP as the independent registered public accounting firm of the…

No official matchAUDIT-RELATED

Combines 3 wordings of this item as funds reported it.

99.4% of fund votes cast · no official result

FOR

Details: description as filed, votes by 127 asset managers

Description as filed by funds: Proposal to ratify the appointment of Ernst & Young LLP as the independent registered public accounting firm of the corporation:

The 127 asset managers below reported 39,233,034 for, 220,264 against, 27,145 abstained. 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.

FOR: 39,233,034AGAINST: 220,264ABSTAIN: 27,145

Largest asset managers voting on “Proposal to ratify the appointment of Ernst & Young LLP as the independent registered public accounting firm o” at A. O. SMITH CORP., 2023-2024
Asset manager	For	Against	Vote
Vanguard	14,098,440	0	For
BlackRock	3,459,597	0	For
Fidelity	3,132,572	0	For
State Street	3,118,699	0	For
Invesco	2,574,109	0	For
ProShares	2,139,623	0	For
First Trust	2,083,286	0	For
Charles Schwab	1,219,201	0	For
Waddell & Reed	1,124,248	0	For
Dimensional	849,120	0	For
TIAA	456,625	0	For
OLD WESTBURY FUNDS INC	343,912	0	For
SCHWARTZ INVESTMENT TRUST	303,600	0	For
BOSTON TRUST WALDEN FUNDS	232,420	0	For
WisdomTree	225,820	0	For
Pacific Life	198,683	0	For
NICHOLAS II, INC	197,850	0	For
MASTER INVESTMENT PORTFOLIO	195,826	0	For
Equitable	193,795	0	For
JPMorgan	180,122	0	For
ETF Series Solutions	11,449	146,808	Mixed
BBH Trust	141,769	0	For
John Hancock	133,002	0	For
Principal	114,047	0	For
Jackson National	113,481	0	For

Showing the 25 largest of 127 asset managers. See all 127 in the interactive database.

8. The voting results for the ratification of the appointment of Ernst & Young LLP as the independent registered public…

Outcome not verifiedAUDIT-RELATEDReported outcome: Not verified

97% Majority: yes · of votes cast

FOR 97%

FOR: 35,439,034AGAINST: 1,002,466

Details: description as filed, official tally, votes by 4 asset managers

Description as filed by funds: Ratify Ernst & Young LLP as Auditors

A. O. SMITH CORP.’s own tally for this item (“The voting results for the ratification of the appointment of Ernst & Young LLP as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2024, were as follows:”): 35,439,034 for, 1,002,466 against, per its Form 8-K filed April 15, 2024 (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.

The 4 asset managers below reported 62,517 for, 2,094 abstained.

FOR

FOR: 62,517ABSTAIN: 2,094

Largest asset managers voting on “Ratify Ernst & Young LLP as Auditors” at A. O. SMITH CORP., 2023-2024
Asset manager	For	Abstain	Vote
TIMOTHY PLAN	46,401	0	For
Empower	13,954	0	For
Symmetry Panoramic Trust	254	2,094	Mixed
Brighthouse	1,908	0	For

9. Stockholder proposal requesting a Board report on our hiring practices with respect to formerly incarcerated people, if…

No official matchSHAREHOLDER RIGHTS AND DEFENSESSHAREHOLDER RIGHTS AND DEFENSESSHAREHOLDER RIGHTS AND DEFENSESSHAREHOLDER RIGHTS AND DEFENSES

Combines 2 wordings of this item as funds reported it.

2% of fund votes cast · no official result

AGAINST

Details: description as filed, votes by 125 asset managers

Description as filed by funds: Stockholder proposal requesting a Board report on our hiring practices with respect to formerly incarcerated people, if properly presented at the Annual Meeting.

The 125 asset managers below reported 860,434 for, 34,782,498 against, 179,334 abstained. 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.

FOR: 860,434AGAINST: 34,782,498ABSTAIN: 179,334

Largest asset managers voting on “Stockholder proposal requesting a Board report on our hiring practices with respect to formerly incarcerated p” at A. O. SMITH CORP., 2023-2024
Asset manager	For	Against	Abstain	Vote
Vanguard	0	14,098,440	0	Against
Fidelity	0	3,132,572	0	Against
State Street	0	3,118,699	0	Against
Invesco	0	2,574,109	0	Against
ProShares	0	2,139,623	0	Against
First Trust	0	2,083,286	0	Against
Charles Schwab	0	1,219,201	0	Against
Waddell & Reed	0	1,124,248	0	Against
Dimensional	0	849,120	0	Against
TIAA	0	456,625	0	Against
OLD WESTBURY FUNDS INC	0	343,912	0	Against
SCHWARTZ INVESTMENT TRUST	0	303,600	0	Against
BOSTON TRUST WALDEN FUNDS	0	232,420	0	Against
WisdomTree	0	225,820	0	Against
Pacific Life	0	198,683	0	Against
NICHOLAS II, INC	0	197,850	0	Against
Equitable	175	121,620	72,000	Mixed
JPMorgan	0	180,122	0	Against
ETF Series Solutions	146,808	11,449	0	Mixed
BBH Trust	0	141,769	0	Against
John Hancock	49,375	83,627	0	Mixed
Principal	0	114,047	0	Against
Jackson National	0	113,481	0	Against
ALPS ETF Trust	0	110,068	0	Against
Calvert	109,948	0	0	For

Showing the 25 largest of 125 asset managers. See all 125 in the interactive database.

Not shown here: this season’s fund filings also report 1 item from the meeting of April 8, 2025, which belongs to the 2024-2025 season. A meeting outside this season’s July 1 to June 30 window is not counted in this page’s items or in its totals of asset managers and fund votes.

Largest A. O. SMITH CORP. 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 147,178,955 shares outstanding at the time of that meeting.

Fund voting reports: top A. O. SMITH CORP. shareholders by shares voted on “Proposal to approve, by nonbinding advisory vote, the compensation of our named executive…”, 2023-2024
#	Asset manager	% of shares outstanding
1	Vanguard	9.58%
2	BlackRock	2.35%
3	Fidelity	2.13%
4	State Street	2.12%
5	Invesco	1.75%
6	ProShares	1.45%
7	First Trust	1.42%
8	Charles Schwab	0.83%
9	Waddell & Reed	0.76%
10	Dimensional	0.58%

Institutional-manager reports: top A. O. SMITH CORP. shareholders by shares voted on “Proposal to approve, by nonbinding advisory vote, the compensation of our named executive…”, 2023-2024
#	Asset manager	% of shares outstanding
1	State Street	3.54%
2	BlackRock	2.89%
3	GEODE CAPITAL MANAGEMENT, LLC	2.06%
4	Invesco	1.91%
5	Select Equity Group, L.P.	1.23%
6	EARNEST PARTNERS LLC	1.22%
7	BESSEMER TRUST Co NATIONAL ASSOCIATION	0.86%
8	PICTET ASSET MANAGEMENT SA	0.84%
9	Charles Schwab	0.84%
10	Amundi	0.82%

Reported A. O. SMITH CORP. 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.

A. O. SMITH CORP. holdings and ownership disclosed for the 2023-2024 proxy season
Holder	% outstanding	Disclosure
Vanguard Group	9.79%	13F
State Street	4.93%	13F
BlackRock	4.78%	13F
Geode Capital	2.31%	13F
FMR (Fidelity)	2.07%	13F
Invesco	2.00%	13F
Morgan Stanley	1.91%	13F
Northern Trust	0.85%	13F
Charles Schwab	0.84%	13F
Dimensional Fund Advisors	0.80%	13F

Percentages above are of 147,178,955 shares outstanding, as reported by A. O. SMITH CORP. on its Form 10-Q dated March 31, 2024 (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.

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 A. O. SMITH CORP.’s 10-Q dated March 31, 2024. This page is a static snapshot rebuilt weekly on November 1, 2026; a live search always shows the current data.

At A. O. SMITH CORP.'s shareholder meeting held April 9, 2024, in the 2023-2024 proxy season, 597 asset managers reported how they voted in their SEC Form N-PX filings, covering 5,061 separate fund positions. Their filings are grouped here into 9 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. A. O. SMITH CORP.'s own Form 8-K tally for this meeting is published below, but no row in it could be matched to the most widely held item, so this page states no certified outcome for that item. On that item — Proposal to approve, by nonbinding advisory vote, the compensation of our named executive… — the reporting funds and managers cast 90% of the shares they voted in favour (FOR divided by FOR plus AGAINST plus WITHHELD; abstained and unvoted shares are excluded because neither took a side). Fund and manager reports are combined in it and may count the same shares twice: it adds fund reports to institutional-manager reports, which can cover the same shares. It is not the company's certified result.

A. O. SMITH CORP. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.

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