Home › Companies › BANDWIDTH INC. › 2024-2025
Compiled from SEC Form N-PX filings and BANDWIDTH INC.’s Form 8-K, filed May 30, 2025 (Item 5.07 on EDGAR). Page generated October 14, 2026.
Meeting of May 29, 2025: 5 items on BANDWIDTH INC.’s Form 8-K, filed May 30, 2025: 2 elected · 3 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
Explore BANDWIDTH INC. in the interactive database Compare manager voting policies
These tallies are BANDWIDTH INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 30, 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: John C. Murdock | 24,231,077 | -- | -- | 12,842,556 | 4,515,422 | 65% | Elected | — |
| Elect Director: Douglas A. Suriano | 28,141,462 | -- | -- | 8,932,171 | 4,515,422 | 76% | Elected | — |
| 2. Approval of the Company's Third Amended and Restated 2017 Incentive Award Plan | 22,582,858 | 14,462,531 | 28,244 | -- | -- | 61% | Approved | — |
| 3. Ratification of Appointment of Independent Registered Public Accounting Firm | 41,541,461 | 32,745 | 14,850 | -- | -- | 99.9% | Approved | — |
| 4. Approval, on an Advisory Basis, of the Compensation of the Company's Named Executive Officers | 29,583,420 | 7,457,816 | 32,397 | -- | -- | 80% | Approved | — |
Source: BANDWIDTH INC., Form 8-K, filed with the SEC on May 30, 2025 — read the filing on EDGAR.
Each item below shows how the 188 asset managers that disclosed a BANDWIDTH 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 3 wordings of this item as funds reported it.
76% Majority: yes · of votes cast
Description as filed by funds: To elect two Class II directors to serve until the 2028 annual meeting of stockholders and until their successors are duly elected and qualified: Douglas A. Suriano
BANDWIDTH INC.’s own tally for this item (“Elect Director: Douglas A. Suriano”): 28,141,462 for, 8,932,171 withheld, per its Form 8-K filed May 30, 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 stockholders elected the persons named below as Class II directors to serve until the 2028 annual meeting of stockholders and until their successors are duly elected and qualified.”
Support: 76% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 64 asset managers below reported 3,407,330 for, 3,700,728 withheld.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 0 | 0 | 0 | 1,726,599 | Withhold |
| BlackRock | 1,357,745 | 0 | 0 | 0 | For |
| Fidelity | 895,184 | 0 | 0 | 1,332 | For |
| Dimensional | 0 | 0 | 0 | 763,910 | Withhold |
| TIAA | 0 | 0 | 0 | 602,230 | Withhold |
| Columbia Threadneedle | 331,403 | 0 | 0 | 0 | For |
| Charles Schwab | 291,587 | 0 | 0 | 0 | For |
| HUSSMAN INVESTMENT TRUST | 126,000 | 0 | 0 | 0 | For |
| AMG FUNDS | 116,197 | 0 | 0 | 0 | For |
| Goldman Sachs | 0 | 0 | 0 | 109,207 | Withhold |
| Equitable | 43,924 | 0 | 0 | 29,080 | Mixed |
| Nationwide | 2 | 0 | 0 | 70,172 | Withhold |
| SEI | 61,237 | 0 | 0 | 0 | For |
| State Street | 51 | 0 | 0 | 53,630 | Withhold |
| Thrivent | 0 | 0 | 0 | 52,459 | Withhold |
| QUANTITATIVE MASTER SERIES LLC | 41,337 | 0 | 0 | 0 | For |
| Voya | 0 | 0 | 0 | 40,422 | Withhold |
| Lincoln Financial | 0 | 0 | 0 | 39,233 | Withhold |
| Putnam | 0 | 0 | 0 | 22,781 | Withhold |
| MASTER INVESTMENT PORTFOLIO | 22,230 | 0 | 0 | 0 | For |
| Exchange Place Advisors Trust | 21,830 | 0 | 0 | 0 | For |
| Northern Trust | 21,165 | 0 | 0 | 0 | For |
| PACE SELECT ADVISORS TRUST | 0 | 0 | 0 | 19,394 | Withhold |
| Russell Investments | 16,424 | 0 | 0 | 0 | For |
| GuideStone | 0 | 0 | 0 | 15,716 | Withhold |
Showing the 25 largest of 64 asset managers. See all 64 in the interactive database.
Combines 3 wordings of this item as funds reported it.
65% Majority: yes · of votes cast
Description as filed by funds: To elect two Class II directors to serve until the 2028 annual meeting of stockholders and until their successors are duly elected and qualified: John C. Murdock
BANDWIDTH INC.’s own tally for this item (“Elect Director: John C. Murdock”): 24,231,077 for, 12,842,556 withheld, per its Form 8-K filed May 30, 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 stockholders elected the persons named below as Class II directors to serve until the 2028 annual meeting of stockholders and until their successors are duly elected and qualified.”
Support: 65% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 64 asset managers below reported 939,639 for, 6,168,419 withheld.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 0 | 0 | 0 | 1,726,599 | Withhold |
| BlackRock | 0 | 0 | 0 | 1,357,745 | Withhold |
| Fidelity | 352,938 | 0 | 0 | 543,578 | Mixed |
| Dimensional | 0 | 0 | 0 | 763,910 | Withhold |
| TIAA | 0 | 0 | 0 | 602,230 | Withhold |
| Columbia Threadneedle | 331,403 | 0 | 0 | 0 | For |
| Charles Schwab | 0 | 0 | 0 | 291,587 | Withhold |
| HUSSMAN INVESTMENT TRUST | 126,000 | 0 | 0 | 0 | For |
| AMG FUNDS | 116,197 | 0 | 0 | 0 | For |
| Goldman Sachs | 0 | 0 | 0 | 109,207 | Withhold |
| Equitable | 0 | 0 | 0 | 73,004 | Withhold |
| Nationwide | 0 | 0 | 0 | 70,174 | Withhold |
| SEI | 0 | 0 | 0 | 61,237 | Withhold |
| State Street | 51 | 0 | 0 | 53,630 | Withhold |
| Thrivent | 0 | 0 | 0 | 52,459 | Withhold |
| QUANTITATIVE MASTER SERIES LLC | 0 | 0 | 0 | 41,337 | Withhold |
| Voya | 0 | 0 | 0 | 40,422 | Withhold |
| Lincoln Financial | 0 | 0 | 0 | 39,233 | Withhold |
| Putnam | 0 | 0 | 0 | 22,781 | Withhold |
| MASTER INVESTMENT PORTFOLIO | 0 | 0 | 0 | 22,230 | Withhold |
| Exchange Place Advisors Trust | 0 | 0 | 0 | 21,830 | Withhold |
| Northern Trust | 0 | 0 | 0 | 21,165 | Withhold |
| PACE SELECT ADVISORS TRUST | 0 | 0 | 0 | 19,394 | Withhold |
| Russell Investments | 0 | 0 | 0 | 16,424 | Withhold |
| GuideStone | 0 | 0 | 0 | 15,716 | Withhold |
Showing the 25 largest of 64 asset managers. See all 64 in the interactive database.
Combines 3 wordings of this item as funds reported it.
61% Approved · of votes cast
Description as filed by funds: To approve the Company's Third Amended and Restated 2017 Incentive Award Plan;
BANDWIDTH INC.’s own tally for this item (“2. Approval of the Company's Third Amended and Restated 2017 Incentive Award Plan”): 22,582,858 for, 14,462,531 against — passed, per its Form 8-K filed May 30, 2025 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “The stockholders approved the Company's Third Amended and Restated 2017 Incentive Award Plan.”
Support: 61% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 65 asset managers below reported 7,336 for, 7,113,665 against, 10,646 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 0 | 1,726,599 | 0 | 0 | Against |
| BlackRock | 0 | 1,357,745 | 0 | 0 | Against |
| Fidelity | 0 | 896,516 | 0 | 0 | Against |
| Dimensional | 0 | 763,910 | 0 | 0 | Against |
| TIAA | 0 | 602,230 | 0 | 0 | Against |
| Columbia Threadneedle | 0 | 331,403 | 0 | 0 | Against |
| Charles Schwab | 0 | 291,587 | 0 | 0 | Against |
| HUSSMAN INVESTMENT TRUST | 0 | 126,000 | 0 | 0 | Against |
| AMG FUNDS | 0 | 116,197 | 0 | 0 | Against |
| Goldman Sachs | 0 | 109,207 | 0 | 0 | Against |
| Equitable | 0 | 73,004 | 0 | 0 | Against |
| Nationwide | 0 | 70,174 | 0 | 0 | Against |
| SEI | 0 | 61,237 | 0 | 0 | Against |
| State Street | 21 | 53,660 | 0 | 0 | Against |
| Thrivent | 0 | 52,459 | 0 | 0 | Against |
| QUANTITATIVE MASTER SERIES LLC | 0 | 41,337 | 0 | 0 | Against |
| Voya | 0 | 40,422 | 0 | 0 | Against |
| ALGERT GLOBAL LLC | 0 | 39,280 | 0 | 0 | Against |
| Lincoln Financial | 0 | 39,233 | 0 | 0 | Against |
| Putnam | 0 | 22,781 | 0 | 0 | Against |
| MASTER INVESTMENT PORTFOLIO | 0 | 22,230 | 0 | 0 | Against |
| Exchange Place Advisors Trust | 0 | 21,830 | 0 | 0 | Against |
| Northern Trust | 0 | 21,165 | 0 | 0 | Against |
| PACE SELECT ADVISORS TRUST | 0 | 19,394 | 0 | 0 | Against |
| Russell Investments | 0 | 16,424 | 0 | 0 | Against |
Showing the 25 largest of 65 asset managers. See all 65 in the interactive database.
Combines 6 wordings of this item as funds reported it.
80% Approved · of votes cast
Description as filed by funds: To approve, on an advisory basis, the compensation of the Company's named executive officers as disclosed in the proxy statement;
BANDWIDTH INC.’s own tally for this item (“4. Approval, on an Advisory Basis, of the Compensation of the Company's Named Executive Officers”): 29,583,420 for, 7,457,816 against — passed, per its Form 8-K filed May 30, 2025 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “The stockholders approved, on an advisory basis, the compensation of the Company's named executive officers.”
Support: 80% 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 |
|---|---|---|---|---|---|
| Vanguard | 1,726,599 | 0 | 0 | 0 | For |
| BlackRock | 1,357,745 | 0 | 0 | 0 | For |
| Fidelity | 367,183 | 529,333 | 0 | 0 | Mixed |
| Dimensional | 0 | 763,910 | 0 | 0 | Against |
| TIAA | 602,230 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 0 | 331,403 | 0 | 0 | Against |
| Charles Schwab | 291,587 | 0 | 0 | 0 | For |
| HUSSMAN INVESTMENT TRUST | 126,000 | 0 | 0 | 0 | For |
| AMG FUNDS | 116,197 | 0 | 0 | 0 | For |
| Goldman Sachs | 0 | 109,207 | 0 | 0 | Against |
| Equitable | 43,924 | 29,080 | 0 | 0 | Mixed |
| Nationwide | 2 | 70,172 | 0 | 0 | Against |
| SEI | 61,237 | 0 | 0 | 0 | For |
| State Street | 53,663 | 18 | 0 | 0 | For |
| Thrivent | 0 | 52,459 | 0 | 0 | Against |
| QUANTITATIVE MASTER SERIES LLC | 41,337 | 0 | 0 | 0 | For |
| Voya | 0 | 40,422 | 0 | 0 | Against |
| Lincoln Financial | 18,300 | 20,933 | 0 | 0 | Mixed |
| Putnam | 0 | 22,781 | 0 | 0 | Against |
| MASTER INVESTMENT PORTFOLIO | 22,230 | 0 | 0 | 0 | For |
| Exchange Place Advisors Trust | 21,830 | 0 | 0 | 0 | For |
| Northern Trust | 0 | 21,165 | 0 | 0 | Against |
| PACE SELECT ADVISORS TRUST | 0 | 19,394 | 0 | 0 | Against |
| Russell Investments | 16,424 | 0 | 0 | 0 | For |
| GuideStone | 0 | 15,716 | 0 | 0 | Against |
Fund voting reports, all 64 managers: 4,925,933 for, 2,171,479 against, 10,646 abstained. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 1,289,935 | 7,993 | 0 | 0 | For |
| Nuveen | 604,294 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 0 | 596,764 | 0 | 0 | Against |
| Renaissance | 0 | 556,860 | 0 | 0 | Against |
| State Street | 461,246 | 1,929 | 0 | 0 | For |
| Connor, Clark & Lunn Investment Management Ltd. | 0 | 457,867 | 0 | 0 | Against |
| Fidelity | 355,655 | 0 | 0 | 0 | For |
| JACOBS LEVY EQUITY MANAGEMENT, INC | 0 | 321,114 | 0 | 0 | Against |
| Charles Schwab | 291,633 | 0 | 0 | 0 | For |
| Dana Investment Advisors, Inc. | 0 | 279,731 | 0 | 0 | Against |
| ARROWSTREET CAPITAL, LIMITED PARTNERSHIP | 0 | 278,183 | 0 | 0 | Against |
| Herald Investment Management Ltd | 210,000 | 0 | 0 | 0 | For |
| Archon Capital Management LLC | 201,373 | 0 | 0 | 0 | For |
| Goldman Sachs | 48,340 | 139,448 | 0 | 0 | Mixed |
| LAKEWOOD CAPITAL MANAGEMENT, LP | 180,721 | 0 | 0 | 0 | For |
| Northern Trust | 0 | 179,493 | 0 | 0 | Against |
| DE Shaw | 0 | 159,602 | 0 | 0 | Against |
| AMERIPRISE FINANCIAL INC | 0 | 159,499 | 0 | 0 | Against |
| AQR | 0 | 144,853 | 0 | 0 | Against |
| Intrinsic Edge Capital Management LLC | 0 | 131,779 | 0 | 0 | Against |
| GW&K Investment Management, LLC | 125,062 | 0 | 0 | 0 | For |
| Dimensional | 0 | 116,309 | 0 | 0 | Against |
| Lazard | 0 | 97,259 | 0 | 0 | Against |
| Wellington | 91,035 | 0 | 0 | 0 | For |
| CALIFORNIA STATE TEACHERS RETIREMENT SYSTEM | 85,075 | 0 | 0 | 0 | For |
Institutional-manager reports, all 147 managers: 4,347,421 for, 4,350,963 against, 85 abstained, 0 not voted. Showing the 25 largest; see all in the interactive database.
Combines 2 wordings of this item as funds reported it.
99.9% Approved · of votes cast
Description as filed by funds: To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2025;
BANDWIDTH INC.’s own tally for this item (“3. Ratification of Appointment of Independent Registered Public Accounting Firm”): 41,541,461 for, 32,745 against — passed, per its Form 8-K filed May 30, 2025 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “The stockholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2025.”
Support: 99.9% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 63 asset managers below reported 7,081,343 for, 353 against, 10,646 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 1,726,599 | 0 | 0 | 0 | For |
| BlackRock | 1,357,745 | 0 | 0 | 0 | For |
| Fidelity | 896,516 | 0 | 0 | 0 | For |
| Dimensional | 763,910 | 0 | 0 | 0 | For |
| TIAA | 602,230 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 331,403 | 0 | 0 | 0 | For |
| Charles Schwab | 291,587 | 0 | 0 | 0 | For |
| HUSSMAN INVESTMENT TRUST | 126,000 | 0 | 0 | 0 | For |
| AMG FUNDS | 116,197 | 0 | 0 | 0 | For |
| Goldman Sachs | 109,207 | 0 | 0 | 0 | For |
| Equitable | 73,004 | 0 | 0 | 0 | For |
| Nationwide | 70,174 | 0 | 0 | 0 | For |
| SEI | 61,237 | 0 | 0 | 0 | For |
| State Street | 53,681 | 0 | 0 | 0 | For |
| Thrivent | 52,459 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 41,337 | 0 | 0 | 0 | For |
| Voya | 40,422 | 0 | 0 | 0 | For |
| Lincoln Financial | 39,233 | 0 | 0 | 0 | For |
| Putnam | 22,781 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 22,230 | 0 | 0 | 0 | For |
| Exchange Place Advisors Trust | 21,830 | 0 | 0 | 0 | For |
| Northern Trust | 21,165 | 0 | 0 | 0 | For |
| PACE SELECT ADVISORS TRUST | 19,394 | 0 | 0 | 0 | For |
| Russell Investments | 16,424 | 0 | 0 | 0 | For |
| WisdomTree | 15,455 | 0 | 0 | 0 | For |
Showing the 25 largest of 63 asset managers. See all 63 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.
| # | Asset manager | Shares voted |
|---|---|---|
| 1 | Vanguard | 1,726,599 |
| 2 | BlackRock | 1,357,745 |
| 3 | Fidelity | 896,516 |
| 4 | Dimensional | 763,910 |
| 5 | TIAA | 602,230 |
| 6 | Columbia Threadneedle | 331,403 |
| 7 | Charles Schwab | 291,587 |
| 8 | HUSSMAN INVESTMENT TRUST | 126,000 |
| 9 | AMG FUNDS | 116,197 |
| 10 | Goldman Sachs | 109,207 |
| # | Asset manager | Shares voted |
|---|---|---|
| 1 | BlackRock | 1,297,928 |
| 2 | Nuveen | 604,294 |
| 3 | GEODE CAPITAL MANAGEMENT, LLC | 596,764 |
| 4 | Renaissance | 556,860 |
| 5 | State Street | 463,175 |
| 6 | Connor, Clark & Lunn Investment Management Ltd. | 457,867 |
| 7 | Fidelity | 355,655 |
| 8 | JACOBS LEVY EQUITY MANAGEMENT, INC | 321,114 |
| 9 | Charles Schwab | 291,633 |
| 10 | Dana Investment Advisors, Inc. | 279,731 |
Shown as share counts, not percentages: no shares-outstanding figure has been matched to BANDWIDTH INC. for the 2024-2025 season, so there is no denominator to divide by.
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. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.
At BANDWIDTH INC.'s shareholder meeting held May 29, 2025, in the 2024-2025 proxy season, 188 asset managers reported how they voted on 5 ballot items in their SEC Form N-PX filings, covering 1,209 separate fund positions. On the most widely held item on that ballot — To approve, on an advisory basis, the compensation of the Company's named executive officers as… — BANDWIDTH INC.'s filing reports the proposal as approved, with 80% 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: BANDWIDTH INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 30, 2025.
BANDWIDTH INC. proxy season coverage: 2023-2024 · 2024-2025 (this page) · 2025-2026.
Download data (CSV): ballot items · votes by manager · column guide.