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Compiled from SEC Form N-PX filings and ARCELLX INC.’s Form 8-K, filed May 28, 2025 (Item 5.07 on EDGAR). Page generated October 25, 2026.
Meeting of May 28, 2025: 5 items on ARCELLX INC.’s Form 8-K, filed May 28, 2025: 3 elected · 2 approved.
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
Explore ARCELLX INC. in the interactive database Compare manager voting policies
These tallies are ARCELLX INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 28, 2025 (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.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| Elect Director: Rami Elghandour | 42,787,968 | -- | -- | 6,620,198 | 3,544,096 | 87% | Elected | — |
| Elect Director: David Lubner | 38,890,276 | -- | -- | 10,517,890 | 3,544,096 | 79% | Elected | — |
| Elect Director: Kristin Myers | 49,315,533 | -- | -- | 92,633 | 3,544,096 | 99.8% | Elected | — |
| 2. Advisory Vote on Executive Compensation | 39,920,221 | 9,482,082 | 5,863 | -- | 3,544,096 | 81% | Approved | — |
| 3. Ratification of Appointment of Independent Registered Accounting Firm. The appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2025 | 52,695,350 | 252,071 | 4,841 | -- | -- | 99.5% | Approved | — |
Source: ARCELLX INC., Form 8-K, filed with the SEC on May 28, 2025 — read the filing on EDGAR.
Each item below shows how the 230 asset managers that disclosed a ARCELLX 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.
Combines 4 wordings of this item as funds reported it.
87% Majority: yes · of votes cast
Description as filed by funds: To elect three Class III directors to hold office until our 2028 annual meeting of stockholders and until their respective successors are elected and qualified: Rami Elghandour
ARCELLX INC.’s own tally for this item (“Elect Director: Rami Elghandour”): 42,787,968 for, 6,620,198 withheld, per its Form 8-K filed May 28, 2025 (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 following nominees were elected by the holders of our common stock to serve as our Class III directors to hold office until our 2028 annual meeting of stockholders and until their successors have been duly elected and qualified:”
Support: 87% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 70 asset managers below reported 13,271,556 for, 5,118,544 withheld, 0 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 929,251 | 0 | 0 | 4,966,179 | Mixed |
| Vanguard | 3,899,245 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,378,669 | 0 | 0 | 0 | For |
| BlackRock | 1,200,420 | 0 | 0 | 0 | For |
| Capital Group | 709,374 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 610,408 | 0 | 0 | 0 | For |
| State Street | 524,642 | 0 | 0 | 5 | For |
| Lord Abbett | 415,792 | 0 | 0 | 0 | For |
| JPMorgan | 365,936 | 0 | 0 | 0 | For |
| Charles Schwab | 336,570 | 0 | 0 | 0 | For |
| BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND) | 327,217 | 0 | 0 | 0 | For |
| Victory Capital | 150,178 | 0 | 0 | 0 | For |
| Equitable | 146,998 | 0 | 0 | 0 | For |
| Dimensional | 126,296 | 0 | 0 | 0 | For |
| Voya | 0 | 0 | 0 | 121,985 | Withhold |
| TIAA | 108,908 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 89,084 | 0 | 0 | 0 | For |
| Russell Investments | 88,702 | 0 | 0 | 0 | For |
| Jackson National | 85,617 | 0 | 0 | 0 | For |
| BARON SELECT FUNDS | 77,500 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 68,230 | 0 | 0 | 0 | For |
| First Trust | 66,717 | 0 | 0 | 0 | For |
| Lincoln Financial | 53,712 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 51,606 | 0 | 0 | 0 | For |
| Federated Hermes | 43,563 | 0 | 0 | 0 | For |
Showing the 25 largest of 70 asset managers. See all 70 in the interactive database.
Combines 4 wordings of this item as funds reported it.
79% Majority: yes · of votes cast
Description as filed by funds: To elect three Class III directors to hold office until our 2028 annual meeting of stockholders and until their respective successors are elected and qualified: David Lubner
ARCELLX INC.’s own tally for this item (“Elect Director: David Lubner”): 38,890,276 for, 10,517,890 withheld, per its Form 8-K filed May 28, 2025 (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 following nominees were elected by the holders of our common stock to serve as our Class III directors to hold office until our 2028 annual meeting of stockholders and until their successors have been duly elected and qualified:”
Support: 79% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 70 asset managers below reported 10,906,003 for, 7,484,097 withheld, 0 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 914,661 | 0 | 0 | 4,980,769 | Mixed |
| Vanguard | 3,899,245 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,378,669 | 0 | 0 | 0 | For |
| BlackRock | 0 | 0 | 0 | 1,200,420 | Withhold |
| Capital Group | 709,374 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 610,408 | 0 | 0 | 0 | For |
| State Street | 1,885 | 0 | 0 | 522,762 | Withhold |
| Lord Abbett | 415,792 | 0 | 0 | 0 | For |
| JPMorgan | 365,936 | 0 | 0 | 0 | For |
| Charles Schwab | 0 | 0 | 0 | 336,570 | Withhold |
| BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND) | 327,217 | 0 | 0 | 0 | For |
| Victory Capital | 150,178 | 0 | 0 | 0 | For |
| Equitable | 27,017 | 0 | 0 | 119,981 | Mixed |
| Dimensional | 126,296 | 0 | 0 | 0 | For |
| Voya | 121,985 | 0 | 0 | 0 | For |
| TIAA | 0 | 0 | 0 | 108,908 | Withhold |
| Bridge Builder Trust | 80,533 | 0 | 0 | 8,551 | Mixed |
| Russell Investments | 88,702 | 0 | 0 | 0 | For |
| Jackson National | 85,617 | 0 | 0 | 0 | For |
| BARON SELECT FUNDS | 77,500 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 0 | 0 | 0 | 68,230 | Withhold |
| First Trust | 66,717 | 0 | 0 | 0 | For |
| Lincoln Financial | 21,412 | 0 | 0 | 32,300 | Mixed |
| Columbia Threadneedle | 51,606 | 0 | 0 | 0 | For |
| Federated Hermes | 0 | 0 | 0 | 43,563 | Withhold |
Showing the 25 largest of 70 asset managers. See all 70 in the interactive database.
Combines 4 wordings of this item as funds reported it.
99.8% Majority: yes · of votes cast
Description as filed by funds: To elect three Class III directors to hold office until our 2028 annual meeting of stockholders and until their respective successors are elected and qualified: Kristin Myers
ARCELLX INC.’s own tally for this item (“Elect Director: Kristin Myers”): 49,315,533 for, 92,633 withheld, per its Form 8-K filed May 28, 2025 (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 following nominees were elected by the holders of our common stock to serve as our Class III directors to hold office until our 2028 annual meeting of stockholders and until their successors have been duly elected and qualified:”
Support: 99.8% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 70 asset managers below reported 18,341,752 for, 48,348 withheld, 0 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 5,895,430 | 0 | 0 | 0 | For |
| Vanguard | 3,898,878 | 0 | 0 | 367 | For |
| T. Rowe Price | 2,378,669 | 0 | 0 | 0 | For |
| BlackRock | 1,200,420 | 0 | 0 | 0 | For |
| Capital Group | 709,374 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 610,408 | 0 | 0 | 0 | For |
| State Street | 524,647 | 0 | 0 | 0 | For |
| Lord Abbett | 415,792 | 0 | 0 | 0 | For |
| JPMorgan | 365,936 | 0 | 0 | 0 | For |
| Charles Schwab | 336,570 | 0 | 0 | 0 | For |
| BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND) | 327,217 | 0 | 0 | 0 | For |
| Victory Capital | 150,178 | 0 | 0 | 0 | For |
| Equitable | 146,998 | 0 | 0 | 0 | For |
| Dimensional | 126,296 | 0 | 0 | 0 | For |
| Voya | 121,985 | 0 | 0 | 0 | For |
| TIAA | 108,908 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 89,084 | 0 | 0 | 0 | For |
| Russell Investments | 88,702 | 0 | 0 | 0 | For |
| Jackson National | 85,617 | 0 | 0 | 0 | For |
| BARON SELECT FUNDS | 77,500 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 68,230 | 0 | 0 | 0 | For |
| First Trust | 66,717 | 0 | 0 | 0 | For |
| Lincoln Financial | 53,712 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 51,606 | 0 | 0 | 0 | For |
| Federated Hermes | 0 | 0 | 0 | 43,563 | Withhold |
Showing the 25 largest of 70 asset managers. See all 70 in the interactive database.
Combines 11 wordings of this item as funds reported it.
81% Approved · of votes cast
Description as filed by funds: TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF THE NAMED EXECUTIVE OFFICERS IDENTIFIED IN THE 2024 SUMMARY COMPENSATION TABLE IN THE "EXECUTIVE COMPENSATION" SECTION OF THE PROXY STATEMENT.
ARCELLX INC.’s own tally for this item (“2. Advisory Vote on Executive Compensation”): 39,920,221 for, 9,482,082 against — passed, per its Form 8-K filed May 28, 2025 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “The stockholders approved, on an advisory (non-binding) basis, the "say-on-pay" proposal regarding the compensation of our named executive officers, as described in the 2024 Summary Compensation Table in the "Executive Compensation" section of the Proxy Statement.”
Support: 81% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
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).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 929,251 | 4,966,179 | 0 | 0 | Mixed |
| Vanguard | 3,898,878 | 367 | 0 | 0 | For |
| T. Rowe Price | 2,378,669 | 0 | 0 | 0 | For |
| BlackRock | 1,200,420 | 0 | 0 | 0 | For |
| Capital Group | 0 | 709,374 | 0 | 0 | Against |
| JANUS INVESTMENT FUND | 610,408 | 0 | 0 | 0 | For |
| State Street | 1,747 | 522,900 | 0 | 0 | Against |
| Lord Abbett | 415,792 | 0 | 0 | 0 | For |
| JPMorgan | 365,936 | 0 | 0 | 0 | For |
| Charles Schwab | 0 | 336,570 | 0 | 0 | Against |
| BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND) | 327,217 | 0 | 0 | 0 | For |
| Victory Capital | 150,178 | 0 | 0 | 0 | For |
| Equitable | 146,998 | 0 | 0 | 0 | For |
| Dimensional | 0 | 126,296 | 0 | 0 | Against |
| Voya | 121,985 | 0 | 0 | 0 | For |
| TIAA | 108,908 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 89,084 | 0 | 0 | 0 | For |
| Russell Investments | 0 | 88,702 | 0 | 0 | Against |
| Jackson National | 77,539 | 8,078 | 0 | 0 | Mixed |
| BARON SELECT FUNDS | 77,500 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 68,230 | 0 | 0 | 0 | For |
| First Trust | 66,717 | 0 | 0 | 0 | For |
| Lincoln Financial | 21,141 | 32,571 | 0 | 0 | Mixed |
| Columbia Threadneedle | 51,606 | 0 | 0 | 0 | For |
| Federated Hermes | 0 | 43,563 | 0 | 0 | Against |
Fund voting reports, all 70 managers: 11,471,992 for, 6,915,038 against, 3,070 abstained. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| GILEAD SCIENCES, INC. | 6,720,803 | 0 | 0 | 0 | For |
| Fidelity | 0 | 5,967,074 | 0 | 0 | Against |
| NEA Management Company, LLC | 3,748,039 | 0 | 0 | 0 | For |
| T. Rowe Price | 3,484,448 | 0 | 0 | 0 | For |
| Paradigm Biocapital Advisors LP | 3,052,111 | 0 | 0 | 0 | For |
| RA CAPITAL MANAGEMENT, L.P. | 2,884,742 | 0 | 0 | 0 | For |
| SR ONE CAPITAL MANAGEMENT, LP | 2,346,630 | 0 | 0 | 0 | For |
| Vestal Point Capital, LP | 2,018,330 | 0 | 0 | 0 | For |
| PERCEPTIVE ADVISORS LLC | 1,697,083 | 0 | 0 | 0 | For |
| State Street | 19,868 | 1,306,598 | 0 | 0 | Against |
| Janus Henderson | 1,306,161 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 1,022,241 | 0 | 0 | 0 | For |
| BlackRock | 939,116 | 9,751 | 0 | 0 | For |
| Capital Group | 11 | 709,374 | 0 | 0 | Against |
| JPMorgan | 609,908 | 0 | 0 | 0 | For |
| Cormorant Asset Management, LP | 550,252 | 0 | 0 | 0 | For |
| LORD, ABBETT & CO. LLC | 537,372 | 0 | 0 | 0 | For |
| BAMCO INC /NY/ | 429,172 | 0 | 0 | 0 | For |
| Charles Schwab | 0 | 336,584 | 0 | 0 | Against |
| Victory Capital | 239,475 | 0 | 0 | 0 | For |
| Artia Global Partners LP | 229,085 | 0 | 0 | 0 | For |
| Affinity Asset Advisors, LLC | 220,111 | 0 | 0 | 0 | For |
| Northern Trust | 209,490 | 0 | 0 | 0 | For |
| Voya | 184,726 | 0 | 0 | 0 | For |
| Soleus Capital Management, L.P. | 148,031 | 0 | 0 | 0 | For |
Institutional-manager reports, all 183 managers: 34,135,302 for, 8,999,138 against, 1,124 abstained, 59 not voted, 50,000 unknown. Showing the 25 largest; see all in the interactive database.
Combines 3 wordings of this item as funds reported it.
99.5% Approved · of votes cast
Description as filed by funds: To ratify the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2025.
ARCELLX INC.’s own tally for this item (“3. Ratification of Appointment of Independent Registered Accounting Firm. The appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2025”): 52,695,350 for, 252,071 against — passed, per its Form 8-K filed May 28, 2025 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “The appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2025 was ratified based on the following results of voting:”
Support: 99.5% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 70 asset managers below reported 18,386,485 for, 545 against, 3,070 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 5,895,430 | 0 | 0 | 0 | For |
| Vanguard | 3,899,245 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,378,669 | 0 | 0 | 0 | For |
| BlackRock | 1,200,420 | 0 | 0 | 0 | For |
| Capital Group | 709,374 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 610,408 | 0 | 0 | 0 | For |
| State Street | 524,647 | 0 | 0 | 0 | For |
| Lord Abbett | 415,792 | 0 | 0 | 0 | For |
| JPMorgan | 365,936 | 0 | 0 | 0 | For |
| Charles Schwab | 336,570 | 0 | 0 | 0 | For |
| BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND) | 327,217 | 0 | 0 | 0 | For |
| Victory Capital | 150,178 | 0 | 0 | 0 | For |
| Equitable | 146,998 | 0 | 0 | 0 | For |
| Dimensional | 126,296 | 0 | 0 | 0 | For |
| Voya | 121,985 | 0 | 0 | 0 | For |
| TIAA | 108,908 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 89,084 | 0 | 0 | 0 | For |
| Russell Investments | 88,702 | 0 | 0 | 0 | For |
| Jackson National | 85,617 | 0 | 0 | 0 | For |
| BARON SELECT FUNDS | 77,500 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 68,230 | 0 | 0 | 0 | For |
| First Trust | 66,717 | 0 | 0 | 0 | For |
| Lincoln Financial | 53,712 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 51,606 | 0 | 0 | 0 | For |
| Federated Hermes | 43,563 | 0 | 0 | 0 | For |
Showing the 25 largest of 70 asset managers. See all 70 in the interactive database.
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 55,066,903 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Fidelity | 10.71% |
| 2 | Vanguard | 7.08% |
| 3 | T. Rowe Price | 4.32% |
| 4 | BlackRock | 2.18% |
| 5 | Capital Group | 1.29% |
| 6 | JANUS INVESTMENT FUND | 1.11% |
| 7 | State Street | 0.95% |
| 8 | Lord Abbett | 0.76% |
| 9 | JPMorgan | 0.66% |
| 10 | Charles Schwab | 0.61% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | GILEAD SCIENCES, INC. | 12.20% |
| 2 | Fidelity | 10.84% |
| 3 | NEA Management Company, LLC | 6.81% |
| 4 | T. Rowe Price | 6.33% |
| 5 | Paradigm Biocapital Advisors LP | 5.54% |
| 6 | RA CAPITAL MANAGEMENT, L.P. | 5.24% |
| 7 | SR ONE CAPITAL MANAGEMENT, LP | 4.26% |
| 8 | Vestal Point Capital, LP | 3.67% |
| 9 | PERCEPTIVE ADVISORS LLC | 3.08% |
| 10 | State Street | 2.41% |
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.
| Holder | % outstanding | Disclosure |
|---|---|---|
| FMR LLC | 13.55% | DEF14A |
| FMR (Fidelity) | 11.45% | 13F |
| Paradigm BioCapital Advisors LP | 10.39% | 13G |
| Rami Elghandour, M.B.A. | 7.37% | DEF14A |
| Vanguard Group | 7.24% | 13F |
| BlackRock | 7.20% | 13F |
| Entities affiliated with New Enterprise Associates | 6.80% | DEF14A |
| Perceptive Advisors LLC | 6.32% | DEF14A |
| RA Capital Management LP | 5.06% | DEF14A |
| T. Rowe Price | 3.34% | 13F |
Percentages above are of 55,066,903 shares outstanding, as reported by ARCELLX INC. on its Form 10-Q dated March 31, 2025 (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.
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 ARCELLX INC.’s 10-Q dated March 31, 2025. This page is a static snapshot rebuilt weekly on October 25, 2026; a live search always shows the current data.
At ARCELLX INC.'s shareholder meeting held May 28, 2025, in the 2024-2025 proxy season, 230 asset managers reported how they voted on 5 ballot items in their SEC Form N-PX filings, covering 1,643 separate fund positions. On the most widely held item on that ballot — TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF THE NAMED EXECUTIVE OFFICERS IDENTIFIED… — ARCELLX INC.'s filing reports the proposal as approved, with 81% 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: ARCELLX INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 28, 2025.
ARCELLX INC. proxy season coverage: 2023-2024 · 2024-2025 (this page).
Download data (CSV): ballot items · votes by manager · column guide.