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AGILYSYS INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and AGILYSYS INC.’s Form 8-K, filed August 23, 2023 (Item 5.07 on EDGAR). Page generated October 25, 2026.

11Reported items
253Asset managers
3,509Fund votes
August 21, 2023Meeting date

Results at a glance

Meeting of August 21, 2023: 10 items on AGILYSYS INC.’s Form 8-K, filed August 23, 2023: 7 elected · 3 without a stated outcome.

Material dissent

Elect Director: Michael Kaufman 68% of votes cast Elected Director 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 AGILYSYS INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by AGILYSYS INC.

These tallies are AGILYSYS INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed August 23, 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.

AGILYSYS INC. — official shareholder meeting results, meeting held August 21, 2023
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Support (of votes cast)	Reported outcome	Voting standard
Elect Director: Donald Colvin	22,763,537	648,062	20,518	--	1,737,647	97%	Elected	—
Elect Director: Dana Jones	22,903,553	509,814	18,750	--	1,737,647	98%	Elected	—
Elect Director: Jerry Jones	21,035,856	2,377,770	18,491	--	1,737,647	90%	Elected	—
Elect Director: Michael Kaufman	15,960,099	7,451,134	20,884	--	1,737,647	68%	Elected	—
Elect Director: Melvin Keating	20,804,949	2,606,648	20,520	--	1,737,647	89%	Elected	—
Elect Director: John Mutch	20,759,225	2,652,371	20,521	--	1,737,647	89%	Elected	—
Elect Director: Ramesh Srinivasan	23,062,824	356,943	12,350	--	1,737,647	98%	Elected	—
2. Approval of an amendment to the Company’s Certificate of Incorporation to reflect new Delaware law provisions regarding officer exculpation	22,210,306	1,184,617	37,194	--	1,737,647	95%	Not verified	—
3. Advisory vote regarding executive compensation	23,129,036	284,330	18,751	--	1,737,647	99%	Not verified	—
5. Ratification of appointment of Grant Thornton LLP as our independent registered public accounting firm for the fiscal year ending March 31, 2024	25,094,570	24,579	50,615	--	--	99.9%	Not verified	—

Source: AGILYSYS INC., Form 8-K, filed with the SEC on August 23, 2023 — read the filing on EDGAR.

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

Each item below shows how the 253 asset managers that disclosed a AGILYSYS 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 AGILYSYS 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: Dana Jones

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 22,903,553AGAINST: 509,814

Details: description as filed, official tally, votes by 85 asset managers

Description as filed by funds: Election of Directors: Dana Jones

AGILYSYS INC.’s own tally for this item (“Elect Director: Dana Jones”): 22,903,553 for, 509,814 against, per its Form 8-K filed August 23, 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: “Election of Directors Each of the following individuals was elected as a director, based on the voting results shown below, to serve until the 2024 Annual Meeting of Stockholders or until his or her successor is duly elected and qualified:”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 85 asset managers below reported 11,505,867 for, 6,250 against, 1,420 abstained.

FOR

FOR: 11,505,867AGAINST: 6,250ABSTAIN: 1,420

Largest asset managers voting on “Election of Directors: Dana Jones” at AGILYSYS INC., 2023-2024
Asset manager	For	Vote
BlackRock	2,378,137	For
Vanguard	1,635,705	For
T. Rowe Price	978,865	For
ALGER FUNDS	786,117	For
Artisan	704,451	For
Dimensional	649,986	For
Fidelity	500,370	For
Lord Abbett	434,828	For
State Street	318,298	For
Thornburg	272,177	For
Royce	271,893	For
BBH Trust	250,000	For
Invesco	238,431	For
DWS	195,415	For
WASATCH FUNDS TRUST	186,310	For
OLD WESTBURY FUNDS INC	184,984	For
Charles Schwab	170,077	For
DRIEHAUS MUTUAL FUNDS	112,336	For
Nationwide	106,031	For
New York Life	86,041	For
Equitable	80,031	For
Brinker Capital Destinations Trust	75,264	For
Columbia Threadneedle	67,207	For
TIAA	55,799	For
Jackson National	54,688	For

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

2. Elect Director: Donald Colvin

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%

FOR: 22,763,537AGAINST: 648,062

Details: description as filed, official tally, votes by 85 asset managers

Description as filed by funds: Election of Directors: Donald A. Colvin

AGILYSYS INC.’s own tally for this item (“Elect Director: Donald Colvin”): 22,763,537 for, 648,062 against, per its Form 8-K filed August 23, 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: “Election of Directors Each of the following individuals was elected as a director, based on the voting results shown below, to serve until the 2024 Annual Meeting of Stockholders or until his or her successor is duly elected and qualified:”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 85 asset managers below reported 11,418,942 for, 93,175 against, 1,420 abstained.

FOR

FOR: 11,418,942AGAINST: 93,175ABSTAIN: 1,420

Largest asset managers voting on “Election of Directors: Donald A. Colvin” at AGILYSYS INC., 2023-2024
Asset manager	For	Against	Vote
BlackRock	2,378,137	0	For
Vanguard	1,635,705	0	For
T. Rowe Price	978,865	0	For
ALGER FUNDS	786,117	0	For
Artisan	704,451	0	For
Dimensional	649,986	0	For
Fidelity	500,370	0	For
Lord Abbett	434,828	0	For
State Street	318,298	0	For
Thornburg	272,177	0	For
Royce	271,893	0	For
BBH Trust	250,000	0	For
Invesco	238,431	0	For
DWS	195,415	0	For
WASATCH FUNDS TRUST	186,310	0	For
OLD WESTBURY FUNDS INC	184,984	0	For
Charles Schwab	170,077	0	For
DRIEHAUS MUTUAL FUNDS	112,336	0	For
Nationwide	106,031	0	For
New York Life	0	86,041	Against
Equitable	80,031	0	For
Brinker Capital Destinations Trust	75,264	0	For
Columbia Threadneedle	67,207	0	For
TIAA	55,799	0	For
Jackson National	54,688	0	For

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

3. Elect Director: Jerry Jones

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

90% Majority: yes · of votes cast

FOR 90%

FOR: 21,035,856AGAINST: 2,377,770

Details: description as filed, official tally, votes by 85 asset managers

Description as filed by funds: Election of Directors: Jerry Jones

AGILYSYS INC.’s own tally for this item (“Elect Director: Jerry Jones”): 21,035,856 for, 2,377,770 against, per its Form 8-K filed August 23, 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: “Election of Directors Each of the following individuals was elected as a director, based on the voting results shown below, to serve until the 2024 Annual Meeting of Stockholders or until his or her successor is duly elected and qualified:”
Support: 90% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 85 asset managers below reported 9,998,929 for, 1,513,188 against, 1,420 abstained.

FOR

FOR: 9,998,929AGAINST: 1,513,188ABSTAIN: 1,420

Largest asset managers voting on “Election of Directors: Jerry Jones” at AGILYSYS INC., 2023-2024
Asset manager	For	Against	Vote
BlackRock	2,378,137	0	For
Vanguard	1,635,705	0	For
T. Rowe Price	978,865	0	For
ALGER FUNDS	0	786,117	Against
Artisan	704,451	0	For
Dimensional	0	649,986	Against
Fidelity	500,370	0	For
Lord Abbett	434,828	0	For
State Street	318,298	0	For
Thornburg	272,177	0	For
Royce	271,893	0	For
BBH Trust	250,000	0	For
Invesco	238,431	0	For
DWS	195,415	0	For
WASATCH FUNDS TRUST	186,310	0	For
OLD WESTBURY FUNDS INC	184,984	0	For
Charles Schwab	170,077	0	For
DRIEHAUS MUTUAL FUNDS	112,336	0	For
Nationwide	106,031	0	For
New York Life	86,041	0	For
Equitable	80,031	0	For
Brinker Capital Destinations Trust	75,264	0	For
Columbia Threadneedle	67,207	0	For
TIAA	0	55,799	Against
Jackson National	49,242	5,446	Mixed

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

4. Elect Director: John Mutch

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

89% Majority: yes · of votes cast

FOR 89%

FOR: 20,759,225AGAINST: 2,652,371

Details: description as filed, official tally, votes by 85 asset managers

Description as filed by funds: Election of Directors: John Mutch

AGILYSYS INC.’s own tally for this item (“Elect Director: John Mutch”): 20,759,225 for, 2,652,371 against, per its Form 8-K filed August 23, 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: “Election of Directors Each of the following individuals was elected as a director, based on the voting results shown below, to serve until the 2024 Annual Meeting of Stockholders or until his or her successor is duly elected and qualified:”
Support: 89% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 85 asset managers below reported 9,730,869 for, 1,781,248 against, 1,420 abstained.

FORAGAINST

FOR: 9,730,869AGAINST: 1,781,248ABSTAIN: 1,420

Largest asset managers voting on “Election of Directors: John Mutch” at AGILYSYS INC., 2023-2024
Asset manager	For	Against	Vote
BlackRock	2,378,137	0	For
Vanguard	1,635,705	0	For
T. Rowe Price	978,865	0	For
ALGER FUNDS	0	786,117	Against
Artisan	704,451	0	For
Dimensional	0	649,986	Against
Fidelity	500,370	0	For
Lord Abbett	434,828	0	For
State Street	318,298	0	For
Thornburg	272,177	0	For
Royce	271,893	0	For
BBH Trust	0	250,000	Against
Invesco	238,431	0	For
DWS	195,415	0	For
WASATCH FUNDS TRUST	186,310	0	For
OLD WESTBURY FUNDS INC	184,984	0	For
Charles Schwab	170,077	0	For
DRIEHAUS MUTUAL FUNDS	112,336	0	For
Nationwide	106,031	0	For
New York Life	86,041	0	For
Equitable	80,031	0	For
Brinker Capital Destinations Trust	75,264	0	For
Columbia Threadneedle	67,207	0	For
TIAA	0	55,799	Against
Jackson National	49,242	5,446	Mixed

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

5. Elect Director: Melvin Keating

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

89% Majority: yes · of votes cast

FOR 89%

FOR: 20,804,949AGAINST: 2,606,648

Details: description as filed, official tally, votes by 85 asset managers

Description as filed by funds: Election of Directors: Melvin L. Keating

AGILYSYS INC.’s own tally for this item (“Elect Director: Melvin Keating”): 20,804,949 for, 2,606,648 against, per its Form 8-K filed August 23, 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: “Election of Directors Each of the following individuals was elected as a director, based on the voting results shown below, to serve until the 2024 Annual Meeting of Stockholders or until his or her successor is duly elected and qualified:”
Support: 89% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 85 asset managers below reported 9,730,929 for, 1,781,188 against, 1,420 abstained.

FORAGAINST

FOR: 9,730,929AGAINST: 1,781,188ABSTAIN: 1,420

Largest asset managers voting on “Election of Directors: Melvin L. Keating” at AGILYSYS INC., 2023-2024
Asset manager	For	Against	Vote
BlackRock	2,378,137	0	For
Vanguard	1,635,705	0	For
T. Rowe Price	978,865	0	For
ALGER FUNDS	0	786,117	Against
Artisan	704,451	0	For
Dimensional	0	649,986	Against
Fidelity	500,370	0	For
Lord Abbett	434,828	0	For
State Street	318,298	0	For
Thornburg	272,177	0	For
Royce	271,893	0	For
BBH Trust	0	250,000	Against
Invesco	238,431	0	For
DWS	195,415	0	For
WASATCH FUNDS TRUST	186,310	0	For
OLD WESTBURY FUNDS INC	184,984	0	For
Charles Schwab	170,077	0	For
DRIEHAUS MUTUAL FUNDS	112,336	0	For
Nationwide	106,031	0	For
New York Life	86,041	0	For
Equitable	80,031	0	For
Brinker Capital Destinations Trust	75,264	0	For
Columbia Threadneedle	67,207	0	For
TIAA	0	55,799	Against
Jackson National	49,242	5,446	Mixed

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

6. Elect Director: Michael Kaufman

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

68% Majority: yes · of votes cast

FOR 68%AGAINST

FOR: 15,960,099AGAINST: 7,451,134

Details: description as filed, official tally, votes by 85 asset managers

Description as filed by funds: Election of Directors: Michael A. Kaufman

AGILYSYS INC.’s own tally for this item (“Elect Director: Michael Kaufman”): 15,960,099 for, 7,451,134 against, per its Form 8-K filed August 23, 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: “Election of Directors Each of the following individuals was elected as a director, based on the voting results shown below, to serve until the 2024 Annual Meeting of Stockholders or until his or her successor is duly elected and qualified:”
Support: 68% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 85 asset managers below reported 6,532,086 for, 4,980,031 against, 1,420 abstained.

FORAGAINST

FOR: 6,532,086AGAINST: 4,980,031ABSTAIN: 1,420

Largest asset managers voting on “Election of Directors: Michael A. Kaufman” at AGILYSYS INC., 2023-2024
Asset manager	For	Against	Vote
BlackRock	0	2,378,137	Against
Vanguard	1,635,705	0	For
T. Rowe Price	978,865	0	For
ALGER FUNDS	0	786,117	Against
Artisan	704,451	0	For
Dimensional	0	649,986	Against
Fidelity	463,325	37,045	Mixed
Lord Abbett	434,828	0	For
State Street	0	318,298	Against
Thornburg	272,177	0	For
Royce	271,893	0	For
BBH Trust	250,000	0	For
Invesco	0	238,431	Against
DWS	195,415	0	For
WASATCH FUNDS TRUST	186,310	0	For
OLD WESTBURY FUNDS INC	184,984	0	For
Charles Schwab	0	170,077	Against
DRIEHAUS MUTUAL FUNDS	112,336	0	For
Nationwide	106,031	0	For
New York Life	86,041	0	For
Equitable	43,276	36,755	Mixed
Brinker Capital Destinations Trust	75,264	0	For
Columbia Threadneedle	0	67,207	Against
TIAA	0	55,799	Against
Jackson National	49,242	5,446	Mixed

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

7. Elect Director: Ramesh Srinivasan

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 23,062,824AGAINST: 356,943

Details: description as filed, official tally, votes by 85 asset managers

Description as filed by funds: Election of Directors: Ramesh Srinivasan

AGILYSYS INC.’s own tally for this item (“Elect Director: Ramesh Srinivasan”): 23,062,824 for, 356,943 against, per its Form 8-K filed August 23, 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.

The 85 asset managers below reported 11,505,927 for, 6,190 against, 1,420 abstained.

FOR

FOR: 11,505,927AGAINST: 6,190ABSTAIN: 1,420

Largest asset managers voting on “Election of Directors: Ramesh Srinivasan” at AGILYSYS INC., 2023-2024
Asset manager	For	Vote
BlackRock	2,378,137	For
Vanguard	1,635,705	For
T. Rowe Price	978,865	For
ALGER FUNDS	786,117	For
Artisan	704,451	For
Dimensional	649,986	For
Fidelity	500,370	For
Lord Abbett	434,828	For
State Street	318,298	For
Thornburg	272,177	For
Royce	271,893	For
BBH Trust	250,000	For
Invesco	238,431	For
DWS	195,415	For
WASATCH FUNDS TRUST	186,310	For
OLD WESTBURY FUNDS INC	184,984	For
Charles Schwab	170,077	For
DRIEHAUS MUTUAL FUNDS	112,336	For
Nationwide	106,031	For
New York Life	86,041	For
Equitable	80,031	For
Brinker Capital Destinations Trust	75,264	For
Columbia Threadneedle	67,207	For
TIAA	55,799	For
Jackson National	54,688	For

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

8. 2. Approval of an amendment to the Company’s Certificate of Incorporation to reflect new Delaware law provisions…

Outcome not verifiedSHAREHOLDER RIGHTS AND DEFENSESReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%

FOR: 22,210,306AGAINST: 1,184,617

Details: description as filed, official tally, votes by 85 asset managers

Description as filed by funds: APPROVAL OF AN AMENDMENT TO THE COMPANY'S CERTIFICATE OF INCORPORATION TO REFLECT NEW DELAWARE LAW PROVISIONS REGARDING OFFICER EXCULPATION.

AGILYSYS INC.’s own tally for this item (“2. Approval of an amendment to the Company’s Certificate of Incorporation to reflect new Delaware law provisions regarding officer exculpation”): 22,210,306 for, 1,184,617 against, per its Form 8-K filed August 23, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 95% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 85 asset managers below reported 11,226,403 for, 285,714 against, 1,420 abstained.

FOR

FOR: 11,226,403AGAINST: 285,714ABSTAIN: 1,420

Largest asset managers voting on “APPROVAL OF AN AMENDMENT TO THE COMPANY'S CERTIFICATE OF INCORPORATION TO REFLECT NEW DELAWARE LAW PROVISIONS ” at AGILYSYS INC., 2023-2024
Asset manager	For	Against	Vote
BlackRock	2,378,137	0	For
Vanguard	1,635,705	0	For
T. Rowe Price	978,865	0	For
ALGER FUNDS	786,117	0	For
Artisan	704,451	0	For
Dimensional	649,986	0	For
Fidelity	500,370	0	For
Lord Abbett	434,828	0	For
State Street	318,298	0	For
Thornburg	272,177	0	For
Royce	271,893	0	For
BBH Trust	250,000	0	For
Invesco	238,431	0	For
DWS	195,415	0	For
WASATCH FUNDS TRUST	186,310	0	For
OLD WESTBURY FUNDS INC	184,984	0	For
Charles Schwab	0	170,077	Against
DRIEHAUS MUTUAL FUNDS	112,336	0	For
Nationwide	106,031	0	For
New York Life	86,041	0	For
Equitable	80,031	0	For
Brinker Capital Destinations Trust	75,264	0	For
Columbia Threadneedle	67,207	0	For
TIAA	55,799	0	For
Jackson National	54,688	0	For

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

9. 3. Advisory vote regarding executive compensation

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

Combines 8 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%

FOR: 23,129,036AGAINST: 284,330

Details: description as filed, official tally, votes by 243 asset managers

Description as filed by funds: ADVISORY VOTE REGARDING EXECUTIVE COMPENSATION.

AGILYSYS INC.’s own tally for this item (“3. Advisory vote regarding executive compensation”): 23,129,036 for, 284,330 against, per its Form 8-K filed August 23, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports: 84 asset managers voting on “ADVISORY VOTE REGARDING EXECUTIVE COMPENSATION.” at AGILYSYS INC., 2023-2024
Asset manager	For	Vote
BlackRock	2,378,137	For
Vanguard	1,635,705	For
Artisan	1,599,946	For
T. Rowe Price	978,865	For
ALGER FUNDS	786,117	For
Dimensional	649,986	For
Fidelity	500,370	For
Lord Abbett	434,828	For
State Street	318,298	For
Thornburg	272,177	For
Royce	271,893	For
BBH Trust	250,000	For
Invesco	238,431	For
DWS	195,415	For
WASATCH FUNDS TRUST	186,310	For
OLD WESTBURY FUNDS INC	184,984	For
Charles Schwab	170,077	For
DRIEHAUS MUTUAL FUNDS	112,336	For
Nationwide	106,031	For
New York Life	86,041	For
Equitable	80,031	For
Brinker Capital Destinations Trust	75,264	For
Columbia Threadneedle	67,207	For
TIAA	55,799	For
Jackson National	54,688	For

Fund voting reports, all 84 managers: 12,406,038 for, 1,551 against, 1,420 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 181 asset managers voting on “ADVISORY VOTE REGARDING EXECUTIVE COMPENSATION.” at AGILYSYS INC., 2023-2024
Asset manager	For	Against	Vote
Meeder Advisory Services, Inc.	6,000,000	0	For
MAK CAPITAL ONE LLC	3,795,915	0	For
T. Rowe Price	1,392,510	0	For
FRED ALGER MANAGEMENT, LLC	875,586	0	For
Nine Ten Capital Management LLC	823,604	0	For
State Street	700,730	0	For
SNYDER CAPITAL MANAGEMENT L P	671,449	0	For
BlackRock	610,123	0	For
LORD, ABBETT & CO. LLC	553,302	0	For
DRIEHAUS CAPITAL MANAGEMENT LLC	539,882	0	For
GEODE CAPITAL MANAGEMENT, LLC	399,304	0	For
Invesco	246,052	0	For
Wellington	209,451	0	For
MELLON INVESTMENTS Corp	202,462	0	For
Granite Investment Partners, LLC	196,353	0	For
WASATCH ADVISORS LP	186,815	0	For
Charles Schwab	172,624	0	For
Northern Trust	149,190	0	For
ARROWSTREET CAPITAL, LIMITED PARTNERSHIP	104,550	43,349	Mixed
PUNCH & ASSOCIATES INVESTMENT MANAGEMENT, INC.	140,860	0	For
NEXT CENTURY GROWTH INVESTORS LLC	137,166	0	For
NEW YORK STATE COMMON RETIREMENT FUND	137,134	0	For
Putnam	119,940	0	For
PRINCIPAL GLOBAL INVESTORS	116,632	0	For
EAGLE ASSET MANAGEMENT INC	91,747	0	For

Institutional-manager reports, all 181 managers: 20,423,054 for, 204,612 against, 28,316 1 year. Showing the 25 largest; see all in the interactive database.

10. ADVISORY VOTE REGARDING FREQUENCY OF ADVISORY VOTE REGARDING EXECUTIVE COMPENSATION.

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

Combines 3 wordings of this item as funds reported it.

100% Fund and manager reports combined; may count the same shares twice · no official result

1 YEAR

Details: votes by 230 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: 82 asset managers voting on “ADVISORY VOTE REGARDING FREQUENCY OF ADVISORY VOTE REGARDING EXECUTIVE COMPENSATION.” at AGILYSYS INC., 2023-2024
Asset manager	For	Against	Abstain	Withheld	Vote
BlackRock	0	0	0	0	--
Vanguard	0	0	0	0	--
Artisan	0	0	0	0	--
T. Rowe Price	0	0	0	0	--
ALGER FUNDS	0	0	0	0	--
Dimensional	0	0	0	0	--
Fidelity	0	0	0	0	--
Lord Abbett	0	0	0	0	--
State Street	0	0	0	0	--
Thornburg	0	0	0	0	--
Royce	0	0	0	0	--
BBH Trust	0	0	0	0	--
Invesco	0	0	0	0	--
DWS	0	0	0	0	--
WASATCH FUNDS TRUST	0	0	0	0	--
OLD WESTBURY FUNDS INC	0	0	0	0	--
Charles Schwab	0	0	0	0	--
DRIEHAUS MUTUAL FUNDS	0	0	0	0	--
Nationwide	0	0	0	0	--
New York Life	0	0	0	0	--
Equitable	0	0	0	0	--
Brinker Capital Destinations Trust	0	0	0	0	--
Columbia Threadneedle	0	0	0	0	--
TIAA	0	0	0	0	--
Jackson National	0	0	0	0	--

Fund voting reports, all 82 managers: 31,376 for, 1,420 abstained, 11,683,992 1 year, 662,631 3 year. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 170 asset managers voting on “ADVISORY VOTE REGARDING FREQUENCY OF ADVISORY VOTE REGARDING EXECUTIVE COMPENSATION.” at AGILYSYS INC., 2023-2024
Asset manager	For	Against	Abstain	Withheld	Vote
Meeder Advisory Services, Inc.	0	0	0	0	--
MAK CAPITAL ONE LLC	0	0	0	0	--
T. Rowe Price	0	0	0	0	--
FRED ALGER MANAGEMENT, LLC	0	0	0	0	--
State Street	0	0	0	0	--
SNYDER CAPITAL MANAGEMENT L P	0	0	0	0	--
BlackRock	0	0	0	0	--
LORD, ABBETT & CO. LLC	0	0	0	0	--
DRIEHAUS CAPITAL MANAGEMENT LLC	0	0	0	0	--
GEODE CAPITAL MANAGEMENT, LLC	0	0	0	0	--
Invesco	0	0	0	0	--
Wellington	0	0	0	0	--
MELLON INVESTMENTS Corp	0	0	0	0	--
WASATCH ADVISORS LP	0	0	0	0	--
Charles Schwab	0	0	0	0	--
Northern Trust	0	0	0	0	--
ARROWSTREET CAPITAL, LIMITED PARTNERSHIP	0	0	0	0	--
PUNCH & ASSOCIATES INVESTMENT MANAGEMENT, INC.	0	0	0	0	--
NEXT CENTURY GROWTH INVESTORS LLC	0	0	0	0	--
NEW YORK STATE COMMON RETIREMENT FUND	0	0	0	0	--
Putnam	0	0	0	0	--
PRINCIPAL GLOBAL INVESTORS	0	0	0	0	--
EAGLE ASSET MANAGEMENT INC	0	0	0	0	--
Fidelity	0	0	0	0	--
ACADIAN ASSET MANAGEMENT LLC	0	0	0	0	--

Institutional-manager reports, all 170 managers: 45,532 for, 19,455,231 1 year, 56,526 3 year, 1,000 2 year, 23 unknown. Showing the 25 largest; see all in the interactive database.

11. 5. Ratification of appointment of Grant Thornton LLP as our independent registered public accounting firm for the…

Outcome not verifiedAUDIT-RELATEDReported outcome: Not verified

Combines 3 wordings of this item as funds reported it.

99.9% Majority: yes · of votes cast

FOR 99.9%

FOR: 25,094,570AGAINST: 24,579

Details: description as filed, official tally, votes by 85 asset managers

Description as filed by funds: RATIFICATION OF APPOINTMENT OF GRANT THORNTON LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING MARCH 31, 2024.

AGILYSYS INC.’s own tally for this item (“5. Ratification of appointment of Grant Thornton LLP as our independent registered public accounting firm for the fiscal year ending March 31, 2024”): 25,094,570 for, 24,579 against, per its Form 8-K filed August 23, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.9% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 85 asset managers below reported 11,512,117 for, 1,420 abstained.

FOR

FOR: 11,512,117ABSTAIN: 1,420

Largest asset managers voting on “RATIFICATION OF APPOINTMENT OF GRANT THORNTON LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE” at AGILYSYS INC., 2023-2024
Asset manager	For	Vote
BlackRock	2,378,137	For
Vanguard	1,635,705	For
T. Rowe Price	978,865	For
ALGER FUNDS	786,117	For
Artisan	704,451	For
Dimensional	649,986	For
Fidelity	500,370	For
Lord Abbett	434,828	For
State Street	318,298	For
Thornburg	272,177	For
Royce	271,893	For
BBH Trust	250,000	For
Invesco	238,431	For
DWS	195,415	For
WASATCH FUNDS TRUST	186,310	For
OLD WESTBURY FUNDS INC	184,984	For
Charles Schwab	170,077	For
DRIEHAUS MUTUAL FUNDS	112,336	For
Nationwide	106,031	For
New York Life	86,041	For
Equitable	80,031	For
Brinker Capital Destinations Trust	75,264	For
Columbia Threadneedle	67,207	For
TIAA	55,799	For
Jackson National	54,688	For

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

Largest AGILYSYS 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 25,351,357 shares outstanding at the time of that meeting.

Fund voting reports: top AGILYSYS INC. shareholders by shares voted on “ADVISORY VOTE REGARDING EXECUTIVE COMPENSATION.”, 2023-2024
#	Asset manager	% of shares outstanding
1	BlackRock	9.38%
2	Vanguard	6.45%
3	Artisan	6.31%
4	T. Rowe Price	3.86%
5	ALGER FUNDS	3.10%
6	Dimensional	2.56%
7	Fidelity	1.97%
8	Lord Abbett	1.72%
9	State Street	1.26%
10	Thornburg	1.07%

Institutional-manager reports: top AGILYSYS INC. shareholders by shares voted on “ADVISORY VOTE REGARDING EXECUTIVE COMPENSATION.”, 2023-2024
#	Asset manager	% of shares outstanding
1	Meeder Advisory Services, Inc.	23.67%
2	MAK CAPITAL ONE LLC	14.97%
3	T. Rowe Price	5.49%
4	FRED ALGER MANAGEMENT, LLC	3.45%
5	Nine Ten Capital Management LLC	3.25%
6	State Street	2.76%
7	SNYDER CAPITAL MANAGEMENT L P	2.65%
8	BlackRock	2.41%
9	LORD, ABBETT & CO. LLC	2.18%
10	DRIEHAUS CAPITAL MANAGEMENT LLC	2.13%

Reported AGILYSYS 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.

AGILYSYS INC. holdings and ownership disclosed for the 2023-2024 proxy season
Holder	% outstanding	Disclosure
BlackRock, Inc.	12.77%	DEF14A
Vanguard Group	9.37%	13F
Michael A. Kaufman	4.74%	DEF14A
FMR (Fidelity)	3.63%	13F
Ramesh Srinivasan	3.35%	DEF14A
State Street	3.33%	13F
Dimensional Fund Advisors	2.61%	13F
Geode Capital	1.81%	13F
Wellington Management	1.73%	13F
T. Rowe Price	1.59%	13F

Percentages above are of 25,351,357 shares outstanding, as reported by AGILYSYS INC. on its Form 10-Q dated June 30, 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.

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 AGILYSYS INC.’s 10-Q dated June 30, 2023. This page is a static snapshot rebuilt weekly on October 25, 2026; a live search always shows the current data.

At AGILYSYS INC.'s shareholder meeting held August 21, 2023, in the 2023-2024 proxy season, 253 asset managers reported how they voted in their SEC Form N-PX filings, covering 3,509 separate fund positions. Their filings are grouped here into 11 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 REGARDING EXECUTIVE COMPENSATION. — FOR was 99% 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: AGILYSYS INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on August 23, 2023.

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

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