Home › Companies › BANDWIDTH INC. › 2024-2025

BANDWIDTH INC. 2024-2025 Proxy Voting Records

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.

  • 5Ballot items
  • 188Asset managers
  • 1,209Fund votes
  • May 29, 2025Meeting date

Results at a glance

Meeting of May 29, 2025: 5 items on BANDWIDTH INC.’s Form 8-K, filed May 30, 2025: 2 elected · 3 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 BANDWIDTH INC. in the interactive database Compare manager voting policies

Official 2024-2025 meeting results reported by BANDWIDTH INC.

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.

BANDWIDTH INC. — official shareholder meeting results, meeting held May 29, 2025
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: John C. Murdock 24,231,077---- 12,842,5564,515,422 65%Elected—
Elect Director: Douglas A. Suriano 28,141,462---- 8,932,1714,515,422 76%Elected—
2. Approval of the Company's Third Amended and Restated 2017 Incentive Award Plan 22,582,85814,462,53128,244 ---- 61%Approved—
3. Ratification of Appointment of Independent Registered Public Accounting Firm 41,541,46132,74514,850 ---- 99.9%Approved—
4. Approval, on an Advisory Basis, of the Compensation of the Company's Named Executive Officers 29,583,4207,457,81632,397 ---- 80%Approved—

Source: BANDWIDTH INC., Form 8-K, filed with the SEC on May 30, 2025 — read the filing on EDGAR.

How asset managers voted at the BANDWIDTH INC. 2024-2025 meeting

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.

1. Elect Director: Douglas A. Suriano

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

76% Majority: yes · of votes cast

FOR 76%WITHHELD
FOR: 28,141,462WITHHELD: 8,932,171
Details: description as filed, official tally, votes by 64 asset managers

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.

FORWITHHOLD
FOR: 3,407,330WITHHOLD: 3,700,728
Largest asset managers voting on “To elect two Class II directors to serve until the 2028 annual meeting of stockholders and until their success” at BANDWIDTH INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard00 01,726,599Withhold
BlackRock1,357,7450 00For
Fidelity895,1840 01,332For
Dimensional00 0763,910Withhold
TIAA00 0602,230Withhold
Columbia Threadneedle331,4030 00For
Charles Schwab291,5870 00For
HUSSMAN INVESTMENT TRUST126,0000 00For
AMG FUNDS116,1970 00For
Goldman Sachs00 0109,207Withhold
Equitable43,9240 029,080Mixed
Nationwide20 070,172Withhold
SEI61,2370 00For
State Street510 053,630Withhold
Thrivent00 052,459Withhold
QUANTITATIVE MASTER SERIES LLC41,3370 00For
Voya00 040,422Withhold
Lincoln Financial00 039,233Withhold
Putnam00 022,781Withhold
MASTER INVESTMENT PORTFOLIO22,2300 00For
Exchange Place Advisors Trust21,8300 00For
Northern Trust21,1650 00For
PACE SELECT ADVISORS TRUST00 019,394Withhold
Russell Investments16,4240 00For
GuideStone00 015,716Withhold

Showing the 25 largest of 64 asset managers. See all 64 in the interactive database.

2. Elect Director: John C. Murdock

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

65% Majority: yes · of votes cast

FOR 65%WITHHELD
FOR: 24,231,077WITHHELD: 12,842,556
Details: description as filed, official tally, votes by 64 asset managers

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.

WITHHOLD
FOR: 939,639WITHHOLD: 6,168,419
Largest asset managers voting on “To elect two Class II directors to serve until the 2028 annual meeting of stockholders and until their success” at BANDWIDTH INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard00 01,726,599Withhold
BlackRock00 01,357,745Withhold
Fidelity352,9380 0543,578Mixed
Dimensional00 0763,910Withhold
TIAA00 0602,230Withhold
Columbia Threadneedle331,4030 00For
Charles Schwab00 0291,587Withhold
HUSSMAN INVESTMENT TRUST126,0000 00For
AMG FUNDS116,1970 00For
Goldman Sachs00 0109,207Withhold
Equitable00 073,004Withhold
Nationwide00 070,174Withhold
SEI00 061,237Withhold
State Street510 053,630Withhold
Thrivent00 052,459Withhold
QUANTITATIVE MASTER SERIES LLC00 041,337Withhold
Voya00 040,422Withhold
Lincoln Financial00 039,233Withhold
Putnam00 022,781Withhold
MASTER INVESTMENT PORTFOLIO00 022,230Withhold
Exchange Place Advisors Trust00 021,830Withhold
Northern Trust00 021,165Withhold
PACE SELECT ADVISORS TRUST00 019,394Withhold
Russell Investments00 016,424Withhold
GuideStone00 015,716Withhold

Showing the 25 largest of 64 asset managers. See all 64 in the interactive database.

3. 2. Approval of the Company's Third Amended and Restated 2017 Incentive Award Plan

Official resultCOMPENSATIONReported outcome: Approved

Combines 3 wordings of this item as funds reported it.

61% Approved · of votes cast

FOR 61%AGAINST
FOR: 22,582,858AGAINST: 14,462,531
Details: description as filed, official tally, votes by 65 asset managers

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.

AGAINST
FOR: 7,336AGAINST: 7,113,665ABSTAIN: 10,646
Largest asset managers voting on “To approve the Company's Third Amended and Restated 2017 Incentive Award Plan;” at BANDWIDTH INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard01,726,599 00Against
BlackRock01,357,745 00Against
Fidelity0896,516 00Against
Dimensional0763,910 00Against
TIAA0602,230 00Against
Columbia Threadneedle0331,403 00Against
Charles Schwab0291,587 00Against
HUSSMAN INVESTMENT TRUST0126,000 00Against
AMG FUNDS0116,197 00Against
Goldman Sachs0109,207 00Against
Equitable073,004 00Against
Nationwide070,174 00Against
SEI061,237 00Against
State Street2153,660 00Against
Thrivent052,459 00Against
QUANTITATIVE MASTER SERIES LLC041,337 00Against
Voya040,422 00Against
ALGERT GLOBAL LLC039,280 00Against
Lincoln Financial039,233 00Against
Putnam022,781 00Against
MASTER INVESTMENT PORTFOLIO022,230 00Against
Exchange Place Advisors Trust021,830 00Against
Northern Trust021,165 00Against
PACE SELECT ADVISORS TRUST019,394 00Against
Russell Investments016,424 00Against

Showing the 25 largest of 65 asset managers. See all 65 in the interactive database.

4. 4. Approval, on an Advisory Basis, of the Compensation of the Company's Named Executive Officers

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

Combines 6 wordings of this item as funds reported it.

80% Approved · of votes cast

FOR 80%AGAINST
FOR: 29,583,420AGAINST: 7,457,816
Details: description as filed, official tally, votes by 188 asset managers

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).

Fund voting reports: 64 asset managers voting on “To approve, on an advisory basis, the compensation of the Company's named executive officers as disclosed in t” at BANDWIDTH INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard1,726,5990 00For
BlackRock1,357,7450 00For
Fidelity367,183529,333 00Mixed
Dimensional0763,910 00Against
TIAA602,2300 00For
Columbia Threadneedle0331,403 00Against
Charles Schwab291,5870 00For
HUSSMAN INVESTMENT TRUST126,0000 00For
AMG FUNDS116,1970 00For
Goldman Sachs0109,207 00Against
Equitable43,92429,080 00Mixed
Nationwide270,172 00Against
SEI61,2370 00For
State Street53,66318 00For
Thrivent052,459 00Against
QUANTITATIVE MASTER SERIES LLC41,3370 00For
Voya040,422 00Against
Lincoln Financial18,30020,933 00Mixed
Putnam022,781 00Against
MASTER INVESTMENT PORTFOLIO22,2300 00For
Exchange Place Advisors Trust21,8300 00For
Northern Trust021,165 00Against
PACE SELECT ADVISORS TRUST019,394 00Against
Russell Investments16,4240 00For
GuideStone015,716 00Against

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.

Institutional-manager reports: 147 asset managers voting on “To approve, on an advisory basis, the compensation of the Company's named executive officers as disclosed in t” at BANDWIDTH INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock1,289,9357,993 00For
Nuveen604,2940 00For
GEODE CAPITAL MANAGEMENT, LLC0596,764 00Against
Renaissance0556,860 00Against
State Street461,2461,929 00For
Connor, Clark & Lunn Investment Management Ltd.0457,867 00Against
Fidelity355,6550 00For
JACOBS LEVY EQUITY MANAGEMENT, INC0321,114 00Against
Charles Schwab291,6330 00For
Dana Investment Advisors, Inc.0279,731 00Against
ARROWSTREET CAPITAL, LIMITED PARTNERSHIP0278,183 00Against
Herald Investment Management Ltd210,0000 00For
Archon Capital Management LLC201,3730 00For
Goldman Sachs48,340139,448 00Mixed
LAKEWOOD CAPITAL MANAGEMENT, LP180,7210 00For
Northern Trust0179,493 00Against
DE Shaw0159,602 00Against
AMERIPRISE FINANCIAL INC0159,499 00Against
AQR0144,853 00Against
Intrinsic Edge Capital Management LLC0131,779 00Against
GW&K Investment Management, LLC125,0620 00For
Dimensional0116,309 00Against
Lazard097,259 00Against
Wellington91,0350 00For
CALIFORNIA STATE TEACHERS RETIREMENT SYSTEM85,0750 00For

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.

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

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 2 wordings of this item as funds reported it.

99.9% Approved · of votes cast

FOR 99.9%
FOR: 41,541,461AGAINST: 32,745
Details: description as filed, official tally, votes by 63 asset managers

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.

FOR
FOR: 7,081,343AGAINST: 353ABSTAIN: 10,646
Largest asset managers voting on “To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for our fi” at BANDWIDTH INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard1,726,5990 00For
BlackRock1,357,7450 00For
Fidelity896,5160 00For
Dimensional763,9100 00For
TIAA602,2300 00For
Columbia Threadneedle331,4030 00For
Charles Schwab291,5870 00For
HUSSMAN INVESTMENT TRUST126,0000 00For
AMG FUNDS116,1970 00For
Goldman Sachs109,2070 00For
Equitable73,0040 00For
Nationwide70,1740 00For
SEI61,2370 00For
State Street53,6810 00For
Thrivent52,4590 00For
QUANTITATIVE MASTER SERIES LLC41,3370 00For
Voya40,4220 00For
Lincoln Financial39,2330 00For
Putnam22,7810 00For
MASTER INVESTMENT PORTFOLIO22,2300 00For
Exchange Place Advisors Trust21,8300 00For
Northern Trust21,1650 00For
PACE SELECT ADVISORS TRUST19,3940 00For
Russell Investments16,4240 00For
WisdomTree15,4550 00For

Showing the 25 largest of 63 asset managers. See all 63 in the interactive database.

Largest BANDWIDTH INC. 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.

Fund voting reports: top BANDWIDTH INC. shareholders by shares voted on “To approve, on an advisory basis, the compensation of the Company's named executive officers as…”, 2024-2025
#Asset manager Shares voted
1Vanguard 1,726,599
2BlackRock 1,357,745
3Fidelity 896,516
4Dimensional 763,910
5TIAA 602,230
6Columbia Threadneedle 331,403
7Charles Schwab 291,587
8HUSSMAN INVESTMENT TRUST 126,000
9AMG FUNDS 116,197
10Goldman Sachs 109,207
Institutional-manager reports: top BANDWIDTH INC. shareholders by shares voted on “To approve, on an advisory basis, the compensation of the Company's named executive officers as…”, 2024-2025
#Asset manager Shares voted
1BlackRock 1,297,928
2Nuveen 604,294
3GEODE CAPITAL MANAGEMENT, LLC 596,764
4Renaissance 556,860
5State Street 463,175
6Connor, Clark & Lunn Investment Management Ltd. 457,867
7Fidelity 355,655
8JACOBS LEVY EQUITY MANAGEMENT, INC 321,114
9Charles Schwab 291,633
10Dana 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.

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. 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.