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AAR CORP. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and AAR CORP.’s Form 8-K, filed September 17, 2024 (Item 5.07 on EDGAR). Page generated October 14, 2026.

  • 5Ballot items
  • 308Asset managers
  • 1,945Fund votes
  • September 17, 2024Meeting date

Results at a glance

Meeting of September 17, 2024: 5 items on AAR CORP.’s Form 8-K, filed September 17, 2024: 3 elected · 2 approved.

Material dissent

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 AAR CORP. in the interactive database Compare manager voting policies

Official 2024-2025 meeting results reported by AAR CORP.

These tallies are AAR CORP.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed September 17, 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.

AAR CORP. — official shareholder meeting results, meeting held September 17, 2024
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Michael R. Boyce 23,666,4968,580,8036,703 --1,848,044 73%Elected—
Elect Director: Billy J. Nolen 31,012,8751,234,5246,603 --1,848,044 96%Elected—
Elect Director: Jennifer L. Vogel 28,730,6063,516,7036,693 --1,848,044 89%Elected—
2. Advisory Proposal to Approve our Fiscal 2024 Executive Compensation 30,087,7402,147,23619,026 --1,848,044 93%Approved—
3. Ratification of Appointment of Independent Registered Public Accounting Firm 32,850,0911,244,6807,275 ---- 96%Approved—

Source: AAR CORP., Form 8-K, filed with the SEC on September 17, 2024 — read the filing on EDGAR.

How asset managers voted at the AAR CORP. 2024-2025 meeting

Each item below shows how the 308 asset managers that disclosed a AAR 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.

1. Elect Director: Billy J. Nolen

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 2 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 31,012,875AGAINST: 1,234,524
Details: description as filed, official tally, votes by 93 asset managers

Description as filed by funds: Election of three directors named in the proxy statement: Billy J. Nolen

AAR CORP.’s own tally for this item (“Elect Director: Billy J. Nolen”): 31,012,875 for, 1,234,524 against, per its Form 8-K filed September 17, 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: Elected, in the filing’s own words: “The stockholders elected each of the Company's three Class I director nominees for a three-year term expiring at the 2027 annual meeting, as reflected in the following voting results:”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 93 asset managers below reported 20,139,278 for, 504,199 against, 1,710 abstained, 30,517 not voted.

FOR
FOR: 20,139,278AGAINST: 504,199ABSTAIN: 1,710NOT VOTED: 30,517
Largest asset managers voting on “Election of three directors named in the proxy statement: Billy J. Nolen” at AAR CORP., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock4,105,1980 00For
Vanguard3,659,8180 00For
Dimensional2,483,1040 00For
State Street1,142,0300 00For
Fidelity839,4000 00For
FRANKLIN STRATEGIC SERIES791,9000 00For
HARBOR FUNDS677,5820 00For
American Century575,6420 00For
Charles Schwab481,0760 00For
Allspring436,1430 00For
Ultimus Managers Trust405,8280 00For
Loomis Sayles377,6500 00For
Principal205,136139,768 00Mixed
Invesco320,9910 00For
JANUS INVESTMENT FUND311,9490 00For
Thrivent295,2490 00For
Equitable212,8740 00For
FINANCIAL INVESTORS TRUST0208,542 00Against
FIRST EAGLE FUNDS192,1280 00For
TRUST FOR PROFESSIONAL MANAGERS183,5360 00For
Waddell & Reed182,4920 00For
Columbia Threadneedle162,7230 00For
Prudential/PGIM90,59764,250 00Mixed
ALGER FUNDS136,4320 00For
Bridge Builder Trust134,6370 00For

Showing the 25 largest of 93 asset managers. See all 93 in the interactive database.

2. Elect Director: Jennifer L. Vogel

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 2 wordings of this item as funds reported it.

89% Majority: yes · of votes cast

FOR 89%
FOR: 28,730,606AGAINST: 3,516,703
Details: description as filed, official tally, votes by 93 asset managers

Description as filed by funds: Election of three directors named in the proxy statement: Jennifer L. Vogel

AAR CORP.’s own tally for this item (“Elect Director: Jennifer L. Vogel”): 28,730,606 for, 3,516,703 against, per its Form 8-K filed September 17, 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: Elected, in the filing’s own words: “The stockholders elected each of the Company's three Class I director nominees for a three-year term expiring at the 2027 annual meeting, as reflected in the following voting results:”
Support: 89% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 93 asset managers below reported 19,260,341 for, 1,383,136 against, 1,710 abstained, 30,517 not voted.

FOR
FOR: 19,260,341AGAINST: 1,383,136ABSTAIN: 1,710NOT VOTED: 30,517
Largest asset managers voting on “Election of three directors named in the proxy statement: Jennifer L. Vogel” at AAR CORP., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock4,105,1980 00For
Vanguard3,659,8180 00For
Dimensional2,483,1040 00For
State Street1,141,588442 00For
Fidelity839,4000 00For
FRANKLIN STRATEGIC SERIES791,9000 00For
HARBOR FUNDS677,5820 00For
American Century575,6420 00For
Charles Schwab481,0760 00For
Allspring436,1430 00For
Ultimus Managers Trust405,8280 00For
Loomis Sayles0377,650 00Against
Principal205,136139,768 00Mixed
Invesco320,9910 00For
JANUS INVESTMENT FUND311,9490 00For
Thrivent295,2490 00For
Equitable177,15535,719 00Mixed
FINANCIAL INVESTORS TRUST0208,542 00Against
FIRST EAGLE FUNDS192,1280 00For
TRUST FOR PROFESSIONAL MANAGERS183,5360 00For
Waddell & Reed0182,492 00Against
Columbia Threadneedle162,7230 00For
Prudential/PGIM90,59764,250 00Mixed
ALGER FUNDS0136,432 00Against
Bridge Builder Trust133,663974 00For

Showing the 25 largest of 93 asset managers. See all 93 in the interactive database.

3. Elect Director: Michael R. Boyce

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 2 wordings of this item as funds reported it.

73% Majority: yes · of votes cast

FOR 73%AGAINST
FOR: 23,666,496AGAINST: 8,580,803
Details: description as filed, official tally, votes by 93 asset managers

Description as filed by funds: Election of three directors named in the proxy statement: Michael R. Boyce

AAR CORP.’s own tally for this item (“Elect Director: Michael R. Boyce”): 23,666,496 for, 8,580,803 against, per its Form 8-K filed September 17, 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: Elected, in the filing’s own words: “The stockholders elected each of the Company's three Class I director nominees for a three-year term expiring at the 2027 annual meeting, as reflected in the following voting results:”
Support: 73% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 93 asset managers below reported 17,071,563 for, 3,571,914 against, 1,710 abstained, 30,517 not voted.

FORAGAINST
FOR: 17,071,563AGAINST: 3,571,914ABSTAIN: 1,710NOT VOTED: 30,517
Largest asset managers voting on “Election of three directors named in the proxy statement: Michael R. Boyce” at AAR CORP., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock4,105,1980 00For
Vanguard3,659,8180 00For
Dimensional2,483,1040 00For
State Street3,1741,138,856 00Against
Fidelity839,4000 00For
FRANKLIN STRATEGIC SERIES791,9000 00For
HARBOR FUNDS677,5820 00For
American Century575,6420 00For
Charles Schwab481,0760 00For
Allspring436,1430 00For
Ultimus Managers Trust0405,828 00Against
Loomis Sayles0377,650 00Against
Principal205,136139,768 00Mixed
Invesco0320,991 00Against
JANUS INVESTMENT FUND311,9490 00For
Thrivent295,2490 00For
Equitable177,15535,719 00Mixed
FINANCIAL INVESTORS TRUST0208,542 00Against
FIRST EAGLE FUNDS192,1280 00For
TRUST FOR PROFESSIONAL MANAGERS183,5360 00For
Waddell & Reed0182,492 00Against
Columbia Threadneedle0162,723 00Against
Prudential/PGIM90,59764,250 00Mixed
ALGER FUNDS0136,432 00Against
Bridge Builder Trust133,663974 00For

Showing the 25 largest of 93 asset managers. See all 93 in the interactive database.

4. 2. Advisory Proposal to Approve our Fiscal 2024 Executive Compensation

Official resultFund totals may overlapSECTION 14A SAY-ON-PAY VOTESReported outcome: Approved

Combines 6 wordings of this item as funds reported it.

93% Approved · of votes cast

FOR 93%
FOR: 30,087,740AGAINST: 2,147,236
Details: description as filed, official tally, votes by 294 asset managers

Description as filed by funds: Advisory proposal to approve our Fiscal 2024 executive compensation

AAR CORP.’s own tally for this item (“2. Advisory Proposal to Approve our Fiscal 2024 Executive Compensation”): 30,087,740 for, 2,147,236 against — passed, per its Form 8-K filed September 17, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The stockholders approved the advisory proposal for our Fiscal 2024 executive compensation, as reflected in the following voting results:”
Support: 93% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of AAR CORP.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Advisory Vote to Ratify Named Executive Officers' Compensation” (10 managers, Fund and manager reports combined; may count the same shares twice; no share total shown).

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: 90 asset managers voting on “Advisory proposal to approve our Fiscal 2024 executive compensation” at AAR CORP., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock4,105,1980 00For
Vanguard3,659,8180 00For
Dimensional2,483,1040 00For
State Street1,141,588442 00For
Fidelity839,4000 00For
FRANKLIN STRATEGIC SERIES791,9000 00For
HARBOR FUNDS677,5820 00For
American Century0575,642 00Against
Charles Schwab481,0760 00For
Allspring436,1430 00For
Ultimus Managers Trust406,6720 00For
Loomis Sayles377,6500 00For
Principal344,9040 00For
Invesco320,9910 00For
JANUS INVESTMENT FUND311,9490 00For
Thrivent295,2490 00For
Equitable212,8740 00For
FINANCIAL INVESTORS TRUST208,5420 00For
FIRST EAGLE FUNDS192,1280 00For
TRUST FOR PROFESSIONAL MANAGERS175,3618,175 00For
Waddell & Reed182,4920 00For
Columbia Threadneedle0162,723 00Against
Prudential/PGIM154,8470 00For
ALGER FUNDS0136,432 00Against
Bridge Builder Trust134,6370 00For

Fund voting reports, all 90 managers: 19,728,378 for, 914,111 against, 1,710 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 229 asset managers voting on “Advisory proposal to approve our Fiscal 2024 executive compensation” at AAR CORP., 2024-2025
Asset managerForAgainst AbstainWithheldVote
State Street1,861,443546 00For
EARNEST PARTNERS LLC1,202,4313,068 00For
BlackRock968,6345,357 00For
FRANKLIN ADVISERS INC821,8940 00For
GEODE CAPITAL MANAGEMENT, LLC781,6760 00For
Allspring714,2780 00For
Loomis Sayles693,3000 00For
American Century0675,763 00Against
Charles Schwab500,6460 00For
WESTWOOD HOLDINGS GROUP INC494,9330 00For
PRINCIPAL GLOBAL INVESTORS421,2500 00For
Invesco410,9130 00For
EMERALD MUTUAL FUND ADVISERS TRUST348,3100 00For
Northern Trust343,0990 00For
WEATHERBIE CAPITAL, LLC0336,700 00Against
Boston Partners334,8340 00For
Victory Capital330,5250 00For
Thrivent297,4820 00For
Rubric Capital Management LP291,9630 00For
MELLON INVESTMENTS Corp288,6320 00For
MACQUARIE INVESTMENT MANAGEMENT BUSINESS TRUST270,3500 00For
EMERALD ADVISERS, LLC265,0360 00For
Gabelli251,1020 00For
STRS OHIO212,8970 00For
First Eagle Investment Management, LLC209,8050 00For

Institutional-manager reports, all 229 managers: 15,346,263 for, 1,383,454 against, 10,565 abstained, 264 not voted. Showing the 25 largest; see all in the interactive database.

5. 3. Ratification of Appointment of Independent Registered Public Accounting Firm

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 3 wordings of this item as funds reported it.

96% Approved · of votes cast

FOR 96%
FOR: 32,850,091AGAINST: 1,244,680
Details: description as filed, official tally, votes by 91 asset managers

Description as filed by funds: Ratify the appointment of KPMG LLP as our independent registered public accounting firm for Fiscal 2025

AAR CORP.’s own tally for this item (“3. Ratification of Appointment of Independent Registered Public Accounting Firm”): 32,850,091 for, 1,244,680 against — passed, per its Form 8-K filed September 17, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The stockholders ratified the appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending May 31, 2025, as reflected in the following voting results:”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 91 asset managers below reported 20,630,328 for, 12,412 against, 1,710 abstained.

FOR
FOR: 20,630,328AGAINST: 12,412ABSTAIN: 1,710
Largest asset managers voting on “Ratify the appointment of KPMG LLP as our independent registered public accounting firm for Fiscal 2025” at AAR CORP., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock4,105,1980 00For
Vanguard3,659,8180 00For
Dimensional2,483,1040 00For
State Street1,141,671359 00For
Fidelity839,4000 00For
FRANKLIN STRATEGIC SERIES791,9000 00For
HARBOR FUNDS677,5820 00For
American Century575,6420 00For
Charles Schwab481,0760 00For
Allspring436,1430 00For
Ultimus Managers Trust406,6720 00For
Loomis Sayles377,6500 00For
Principal344,9040 00For
Invesco320,9910 00For
JANUS INVESTMENT FUND311,9490 00For
Thrivent295,2490 00For
Equitable212,8740 00For
FINANCIAL INVESTORS TRUST208,5420 00For
FIRST EAGLE FUNDS192,1280 00For
TRUST FOR PROFESSIONAL MANAGERS183,5360 00For
Waddell & Reed182,4920 00For
Columbia Threadneedle162,7230 00For
Prudential/PGIM154,8470 00For
ALGER FUNDS136,4320 00For
Bridge Builder Trust134,6370 00For

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

Largest AAR CORP. shareholders voting in 2024-2025

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 35,907,686 shares outstanding at the time of that meeting.

Fund voting reports: top AAR CORP. shareholders by shares voted on “Election of three directors named in the proxy statement: Billy J. Nolen”, 2024-2025
#Asset manager % of shares outstanding
1BlackRock 11.43%
2Vanguard 10.19%
3Dimensional 6.92%
4State Street 3.18%
5Fidelity 2.34%
6FRANKLIN STRATEGIC SERIES 2.21%
7HARBOR FUNDS 1.89%
8American Century 1.60%
9Charles Schwab 1.34%
10Allspring 1.21%
Institutional-manager reports: top AAR CORP. shareholders by shares voted on “Advisory proposal to approve our Fiscal 2024 executive compensation”, 2024-2025
#Asset manager % of shares outstanding
1State Street 5.19%
2EARNEST PARTNERS LLC 3.36%
3BlackRock 2.71%
4FRANKLIN ADVISERS INC 2.29%
5GEODE CAPITAL MANAGEMENT, LLC 2.18%
6Allspring 1.99%
7Loomis Sayles 1.93%
8American Century 1.88%
9Charles Schwab 1.39%
10WESTWOOD HOLDINGS GROUP INC 1.38%

Reported AAR 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.

AAR CORP. holdings and ownership disclosed for the 2024-2025 proxy season
Holder % outstanding Disclosure
BlackRock 16.23% 13F
Vanguard Group 10.58% 13F
Dimensional Fund Advisors 6.45% 13F
Vanguard Portfolio Management 5.99% 13G
State Street 4.82% 13F
Invesco 3.23% 13F
Franklin Templeton 2.33% 13F
Charles Schwab 1.48% 13F
Northern Trust 1.08% 13F
Morgan Stanley 1.07% 13F

Percentages above are of 35,907,686 shares outstanding, as reported by AAR CORP. on its Form 10-Q dated August 31, 2024 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 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 AAR CORP.’s 10-Q dated August 31, 2024. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.

At AAR CORP.'s shareholder meeting held September 17, 2024, in the 2024-2025 proxy season, 308 asset managers reported how they voted on 5 ballot items in their SEC Form N-PX filings, covering 1,945 separate fund positions. On the most widely held item on that ballot — Advisory proposal to approve our Fiscal 2024 executive compensation — AAR CORP.'s filing reports the proposal as approved, with 93% 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: AAR CORP.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on September 17, 2024.

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

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