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BigBear.ai Holdings, Inc. 2025-2026 Proxy Voting Records

Compiled from SEC Form N-PX filings and BigBear.ai Holdings, Inc.’s Form 8-K, filed June 12, 2026 (Item 5.07 on EDGAR). Page generated October 14, 2026.

  • 12Reported items
  • 250Asset managers
  • 2,118Fund votes
  • June 9, 2026Main meeting date

Results at a glance

Meeting of June 9, 2026: 5 items on BigBear.ai Holdings, Inc.’s Form 8-K, filed June 12, 2026: 2 elected · 3 approved.

Material dissent

None.

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: 2025-2026

Explore BigBear.ai Holdings, Inc. in the interactive database Compare manager voting policies

Official 2025-2026 meeting results reported by BigBear.ai Holdings, Inc.

These tallies are BigBear.ai Holdings, Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed June 12, 2026 (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.

BigBear.ai Holdings, Inc. — official shareholder meeting results, meeting held June 9, 2026
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Kevin McAleenan 89,446,324---- 9,530,902172,752,699 90%Elected—
Elect Director: Pamela Braden 81,006,003---- 17,971,223172,752,699 82%Elected—
3. Advisory Vote on the Compensation of the Company's Named Executive Officers 86,606,1579,573,6492,797,420 --172,752,699 90%Approved—
4. Ratification of Appointment of Independent Registered Public Accounting Firm The appointment of Grant Thornton LLP as the Company's independent registered public accounting firm for the year ending December 31, 2026 265,572,9953,510,8982,646,032 ---- 99%Approved—
5. Approval of Amendment to the Company's Certificate of Incorporation The vote to approve an amendment to the Company's Second Amended and Restated Certificate of Incorporation to increase the number of authorized shares of common stock of the Company from 50 241,570,29627,077,0683,082,561 ---- 90%Approved—

Source: BigBear.ai Holdings, Inc., Form 8-K, filed with the SEC on June 12, 2026 — read the filing on EDGAR.

How asset managers voted at the BigBear.ai Holdings, Inc. 2025-2026 meetings

Each item below shows how the 250 asset managers that disclosed a BigBear.ai Holdings, 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 BigBear.ai Holdings, 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: Kevin McAleenan

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Meeting held June 9, 2026.

Combines 7 wordings of this item as funds reported it.

90% Majority: yes · of votes cast

FOR 90%
FOR: 89,446,324WITHHELD: 9,530,902
Details: description as filed, official tally, votes by 46 asset managers

Description as filed by funds: Election of Class II Directors: Kevin McAleenan

BigBear.ai Holdings, Inc.’s own tally for this item (“Elect Director: Kevin McAleenan”): 89,446,324 for, 9,530,902 withheld, per its Form 8-K filed June 12, 2026 (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: “Proposal No. 1: Election of Directors The Company's shareholders elected the following nominees for director to serve as Class II directors for a three-year term expiring in 2029 or until their successors shall have been elected and qualified.”
Support: 90% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 46 asset managers below reported 15,654,890 for, 1,268,250 withheld, 10,466 abstained.

FOR
FOR: 15,654,890ABSTAIN: 10,466WITHHOLD: 1,268,250
Largest asset managers voting on “Election of Class II Directors: Kevin McAleenan” at BigBear.ai Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BlackRock5,810,3780 00For
Vanguard4,076,7170 260For
Global X1,641,5860 00For
Charles Schwab1,275,3670 00For
Fidelity1,011,9270 00For
First Trust00 0653,895Withhold
Equitable362,7100 00For
Themes ETF Trust00 0340,097Withhold
SEI313,8060 00For
Lincoln Financial313,3720 00For
Bridge Builder Trust168,2200 00For
JPMorgan142,6170 00For
State Street128,8880 0112For
T. Rowe Price90,5160 00For
Northern Trust68,8010 00For
DWS00 060,337Withhold
TIAA56,3920 00For
AIG/SunAmerica00 047,931Withhold
Venerable Variable Insurance Trust32,6980 012,361Mixed
Goldman Sachs38,0610 00For
Calvert00 035,218Withhold
ProShares00 032,246Withhold
Guggenheim00 024,290Withhold
Pacific Life21,3770 00For
Principal00 019,208Withhold

Showing the 25 largest of 46 asset managers. See all 46 in the interactive database.

2. Elect Director: Pamela Braden

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Meeting held June 9, 2026.

Combines 6 wordings of this item as funds reported it.

82% Majority: yes · of votes cast

FOR 82%WITHHELD
FOR: 81,006,003WITHHELD: 17,971,223
Details: description as filed, official tally, votes by 46 asset managers

Description as filed by funds: Election of Class II Directors: Pamela Braden

BigBear.ai Holdings, Inc.’s own tally for this item (“Elect Director: Pamela Braden”): 81,006,003 for, 17,971,223 withheld, per its Form 8-K filed June 12, 2026 (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: “Proposal No. 1: Election of Directors The Company's shareholders elected the following nominees for director to serve as Class II directors for a three-year term expiring in 2029 or until their successors shall have been elected and qualified.”
Support: 82% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 46 asset managers below reported 14,862,099 for, 2,061,038 withheld, 10,470 abstained.

FOR
FOR: 14,862,099ABSTAIN: 10,470WITHHOLD: 2,061,038
Largest asset managers voting on “Election of Class II Directors: Pamela Braden” at BigBear.ai Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BlackRock5,810,3780 00For
Vanguard4,076,7130 300For
Global X1,641,5860 00For
Charles Schwab1,275,3670 00For
Fidelity1,011,9270 00For
First Trust00 0653,895Withhold
Equitable71,6990 0291,011Mixed
Themes ETF Trust00 0340,097Withhold
SEI313,8060 00For
Lincoln Financial21,1720 0292,200Mixed
Bridge Builder Trust168,2200 00For
JPMorgan142,6170 00For
State Street2160 0128,784Withhold
T. Rowe Price90,5160 00For
Northern Trust00 068,801Withhold
DWS00 060,337Withhold
TIAA56,3920 00For
AIG/SunAmerica00 047,931Withhold
Venerable Variable Insurance Trust32,6980 012,361Mixed
Goldman Sachs38,0610 00For
Calvert00 035,218Withhold
ProShares00 032,246Withhold
Guggenheim00 024,290Withhold
Pacific Life21,3770 00For
Principal00 019,208Withhold

Showing the 25 largest of 46 asset managers. See all 46 in the interactive database.

3. TO APPROVE AN AMENDMENT TO THE COMPANY'S SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO INCREASE THE…

No official resultsCAPITAL STRUCTURE

Meeting held April 21, 2026; no official results are on file for this meeting.

99.8% of fund votes cast · no official result

FOR
Details: description as filed, votes by 43 asset managers

Description as filed by funds: TO APPROVE AN AMENDMENT TO THE COMPANY'S SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK OF THE COMPANY FROM 500,000,000 TO 1,000,000,000.

The 43 asset managers below reported 28,631,592 for, 51,984 against, 15 abstained. 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.

FOR: 28,631,592AGAINST: 51,984ABSTAIN: 15
Largest asset managers voting on “TO APPROVE AN AMENDMENT TO THE COMPANY'S SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO INCREASE ” at BigBear.ai Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard20,051,10234,732 150For
BlackRock2,890,8320 00For
Global X1,483,1950 00For
Fidelity1,034,2830 00For
Charles Schwab801,8090 00For
Equitable360,8310 00For
Themes ETF Trust340,0970 00For
SEI313,8060 00For
Lincoln Financial313,3720 00For
First Trust289,4290 00For
Bridge Builder Trust168,2200 00For
JPMorgan104,9820 00For
DWS60,3370 00For
State Street54,34250 00For
AIG/SunAmerica47,9310 00For
TIAA47,8280 00For
Venerable Variable Insurance Trust45,1400 00For
Calvert35,2180 00For
AQR24,3130 00For
Guggenheim24,1450 00For
Principal22,6980 00For
Yorkville America Investment Trust18,5600 00For
Morgan Stanley18,5360 00For
Pacific Life18,0880 00For
EA Series Trust014,883 00Against

Showing the 25 largest of 43 asset managers. See all 43 in the interactive database.

4. 5. Approval of Amendment to the Company's Certificate of Incorporation The vote to approve an amendment to the…

Official resultCAPITAL STRUCTUREReported outcome: Approved

Meeting held June 9, 2026.

Combines 3 wordings of this item as funds reported it.

90% Approved · of votes cast

FOR 90%
FOR: 241,570,296AGAINST: 27,077,068
Details: description as filed, official tally, votes by 32 asset managers

Description as filed by funds: To approve an amendment to the Company's Second Amended and Restated Certificate of Incorporation to increase the number of authorized shares of common stock of the Company from 500,000,000 to 1,000,000,000.

BigBear.ai Holdings, Inc.’s own tally for this item (“5. Approval of Amendment to the Company's Certificate of Incorporation The vote to approve an amendment to the Company's Second Amended and Restated Certificate of Incorporation to increase the number of authorized share”): 241,570,296 for, 27,077,068 against — passed, per its Form 8-K filed June 12, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal No. 5: Approval of Amendment to the Company's Certificate of Incorporation The vote to approve an amendment to the Company's Second Amended and Restated Certificate of Incorporation to increase the number of authorized shares of common stock of the Company from 500,000,000 to 1,000,000,000…”
Support: 90% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 32 asset managers below reported 13,308,167 for, 15,189 against, 4 abstained.

FOR
FOR: 13,308,167AGAINST: 15,189ABSTAIN: 4
Largest asset managers voting on “To approve an amendment to the Company's Second Amended and Restated Certificate of Incorporation to increase ” at BigBear.ai Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BlackRock5,343,7640 00For
Vanguard3,593,52630 40For
Global X1,641,5860 00For
Charles Schwab1,261,9590 00For
First Trust653,8950 00For
JPMorgan142,6170 00For
State Street128,8800 00For
T. Rowe Price90,5160 00For
Fidelity85,6350 00For
Northern Trust68,8000 00For
TIAA56,3040 00For
Goldman Sachs33,0800 00For
ProShares32,1720 00For
Lincoln Financial21,1720 00For
Guggenheim20,4520 00For
Principal19,2080 00For
Morgan Stanley18,2480 00For
EA Series Trust015,159 00Against
Voya14,8130 00For
AQR13,8100 00For
Pacific Life13,4890 00For
Venerable Variable Insurance Trust12,3610 00For
John Hancock10,4400 00For
Equitable9,6810 00For
MARCO INVESTMENT MANAGEMENT LLC5,0000 00For

Showing the 25 largest of 32 asset managers. See all 32 in the interactive database.

5. To approve an amendment to the Company's Second Amended and Restated Certificate of Incorporation to increase the…

No official resultsCAPITAL STRUCTURE

Meeting held March 18, 2026; no official results are on file for this meeting.

99.9% of fund votes cast · no official result

FOR
Details: description as filed, votes by 14 asset managers

Description as filed by funds: To approve an amendment to the Company's Second Amended and Restated Certificate of Incorporation to increase the number of authorized shares of common stock of the Company from 500,000,000 to 1,000,000,000.

The 14 asset managers below reported 8,042,040 for, 1,846 against. 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.

FOR: 8,042,040AGAINST: 1,846
Largest asset managers voting on “To approve an amendment to the Company's Second Amended and Restated Certificate of Incorporation to increase ” at BigBear.ai Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BlackRock4,064,1800 00For
Global X2,802,8550 00For
QUANTITATIVE MASTER SERIES LLC364,0170 00For
Charles Schwab286,7350 00For
Roundhill ETF Trust200,9570 00For
Bridge Builder Trust113,8530 00For
John Hancock58,7100 00For
MASTER INVESTMENT PORTFOLIO56,1800 00For
SEI43,2000 00For
Venerable Variable Insurance Trust23,9720 00For
Russell Investments18,3820 00For
Nationwide7,6500 00For
Innovator ETFs Trust01,846 00Against
WILSHIRE MUTUAL FUNDS INC1,3490 00For

6. APPROVAL OF AN ADJOURNMENT OF THE SPECIAL MEETING.

No official resultsCORPORATE GOVERNANCE

Meeting held April 21, 2026; no official results are on file for this meeting.

Combines 2 wordings of this item as funds reported it.

99% of fund votes cast · no official result

FOR
Details: votes by 46 asset managers

The 46 asset managers below reported 28,346,613 for, 359,823 against, 36 abstained. 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.

FOR: 28,346,613AGAINST: 359,823ABSTAIN: 36
Largest asset managers voting on “APPROVAL OF AN ADJOURNMENT OF THE SPECIAL MEETING.” at BigBear.ai Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard20,085,72191 360For
BlackRock2,890,8320 00For
Global X1,483,1950 00For
Fidelity1,034,2830 00For
Charles Schwab801,8090 00For
Equitable360,8310 00For
Themes ETF Trust340,0970 00For
SEI313,8060 00For
Lincoln Financial21,172292,200 00Mixed
First Trust289,4290 00For
Bridge Builder Trust168,2200 00For
JPMorgan104,9820 00For
DWS60,3370 00For
State Street11154,281 00Against
AIG/SunAmerica47,9310 00For
TIAA47,8280 00For
Venerable Variable Insurance Trust45,1400 00For
Calvert35,2180 00For
AQR24,3130 00For
Guggenheim24,1450 00For
Principal22,6980 00For
Yorkville America Investment Trust18,5600 00For
Morgan Stanley18,5360 00For
Russell Investments18,3820 00For
Pacific Life18,0880 00For

Showing the 25 largest of 46 asset managers. See all 46 in the interactive database.

7. APPROVE AN ADJOURNMENT OF THE ANNUAL MEETING.

No official matchCORPORATE GOVERNANCE

Meeting held June 9, 2026.

97% of fund votes cast · no official result

FOR
Details: votes by 44 asset managers

The 44 asset managers below reported 16,404,273 for, 523,501 against, 6 abstained. 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.

FOR: 16,404,273AGAINST: 523,501ABSTAIN: 6
Largest asset managers voting on “APPROVE AN ADJOURNMENT OF THE ANNUAL MEETING.” at BigBear.ai Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BlackRock5,810,3780 00For
Vanguard4,076,7299 60For
Global X1,641,5860 00For
Charles Schwab1,275,3670 00For
Fidelity1,011,9270 00For
First Trust653,8950 00For
Equitable362,7100 00For
Themes ETF Trust340,0970 00For
SEI313,8060 00For
Lincoln Financial21,172292,200 00Mixed
Bridge Builder Trust168,2200 00For
JPMorgan142,6170 00For
State Street328128,672 00Against
T. Rowe Price090,516 00Against
Northern Trust68,8010 00For
DWS60,3370 00For
TIAA56,3920 00For
AIG/SunAmerica47,9310 00For
Venerable Variable Insurance Trust45,0590 00For
Goldman Sachs38,0610 00For
Calvert35,2180 00For
ProShares32,2460 00For
Guggenheim24,2900 00For
Pacific Life21,3770 00For
Principal19,2080 00For

Showing the 25 largest of 44 asset managers. See all 44 in the interactive database.

8. Approval of an adjournment of the special meeting

No official resultsCORPORATE GOVERNANCE

Meeting held March 18, 2026; no official results are on file for this meeting.

100% of fund votes cast · no official result

FOR
Details: votes by 14 asset managers

The 14 asset managers below reported 8,043,886 for. 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.

FOR: 8,043,886
Largest asset managers voting on “Approval of an adjournment of the special meeting” at BigBear.ai Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BlackRock4,064,1800 00For
Global X2,802,8550 00For
QUANTITATIVE MASTER SERIES LLC364,0170 00For
Charles Schwab286,7350 00For
Roundhill ETF Trust200,9570 00For
Bridge Builder Trust113,8530 00For
John Hancock58,7100 00For
MASTER INVESTMENT PORTFOLIO56,1800 00For
SEI43,2000 00For
Venerable Variable Insurance Trust23,9720 00For
Russell Investments18,3820 00For
Nationwide7,6500 00For
Innovator ETFs Trust1,8460 00For
WILSHIRE MUTUAL FUNDS INC1,3490 00For

9. 3. Advisory Vote on the Compensation of the Company's Named Executive Officers

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

Meeting held June 9, 2026.

Combines 14 wordings of this item as funds reported it.

90% Approved · of votes cast

FOR 90%
FOR: 86,606,157AGAINST: 9,573,649
Details: description as filed, official tally, votes by 246 asset managers

Description as filed by funds: To approve an advisory vote on our executive compensation.

BigBear.ai Holdings, Inc.’s own tally for this item (“3. Advisory Vote on the Compensation of the Company's Named Executive Officers”): 86,606,157 for, 9,573,649 against — passed, per its Form 8-K filed June 12, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal No. 3: Advisory Vote on the Compensation of the Company's Named Executive Officers The Company's shareholders approved, on a non-binding advisory basis, the compensation of the Company's named executive officers for the fiscal year ended December 31, 2025.”
Support: 90% 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: 45 asset managers voting on “To approve an advisory vote on our executive compensation.” at BigBear.ai Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BlackRock5,344,224466,154 00Mixed
Vanguard4,076,71322 70For
Global X1,641,5860 00For
Charles Schwab1,275,3670 00For
Fidelity1,011,9270 00For
First Trust653,8950 00For
Equitable362,7100 00For
Themes ETF Trust340,0970 00For
SEI313,8060 00For
Lincoln Financial313,3720 00For
Bridge Builder Trust168,2200 00For
JPMorgan142,6170 00For
State Street128,94258 00For
T. Rowe Price90,5160 00For
Northern Trust68,8010 00For
DWS60,3370 00For
TIAA56,3920 00For
AIG/SunAmerica47,9310 00For
Venerable Variable Insurance Trust45,0590 00For
Goldman Sachs38,0610 00For
Calvert035,218 00Against
ProShares32,2460 00For
Guggenheim24,2900 00For
Pacific Life21,3770 00For
Principal19,2080 00For

Fund voting reports, all 45 managers: 16,426,744 for, 506,023 against, 7 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 217 asset managers voting on “To approve an advisory vote on our executive compensation.” at BigBear.ai Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BlackRock5,369,7161,285,292 1,1430Mixed
State Street4,067,69837,204 00For
Northern Trust1,908,52050,243 00For
CAPTRUST FINANCIAL ADVISORS1,705,4810 00For
CANADA PENSION PLAN INVESTMENT BOARD1,414,8000 00For
Charles Schwab1,275,4960 00For
UBS01,028,506 00Against
MELLON INVESTMENTS Corp0798,635 00Against
T. Rowe Price603,6210 00For
MERCER GLOBAL ADVISORS INC /ADV501,6850 00For
AllianceBernstein441,3110 00For
SEI319,1060 00For
Goldman Sachs271,3970 00For
Invesco0227,808 00Against
AE INDUSTRIAL PARTNERS, LP214,1120 00For
Morgan Stanley206,1000 00For
Edward D. Jones & Co., L.P.202,8330 00For
REGENTS OF THE UNIVERSITY OF CALIFORNIA0180,376 00Against
GEODE CAPITAL MANAGEMENT, LLC170,9090 00For
Rhumbline63,023556 00For
Vanguard120,5810 00For
Fidelity16,675102,214 00Mixed
Nuveen113,4070 00For
Citadel112,1520 00For
John Hancock107,4650 00For

Institutional-manager reports, all 217 managers: 20,990,252 for, 4,041,246 against, 2,834 abstained, 10,239 not voted, 63,679 1 year. Showing the 25 largest; see all in the interactive database.

10. To approve on a non-binding advisory basis, of the frequency FOR holding future advisory votes on executive…

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

Meeting held June 9, 2026.

Combines 2 wordings of this item as funds reported it.

99.1% Fund and manager reports combined; may count the same shares twice · no official result

1 YEAR
Details: description as filed, votes by 207 asset managers

Description as filed by funds: To approve on a non-binding advisory basis, of the frequency FOR holding future advisory votes on executive compensation every one year, two years, three years, or to abstain.

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: 42 asset managers voting on “To approve on a non-binding advisory basis, of the frequency FOR holding future advisory votes on executive co” at BigBear.ai Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BlackRock00 00--
Vanguard00 00--
Global X00 00--
Charles Schwab00 00--
Fidelity00 00--
First Trust00 00--
Equitable00 00--
Themes ETF Trust00 00--
SEI00 00--
Lincoln Financial00 00--
Bridge Builder Trust00 00--
State Street00 00--
T. Rowe Price00 00--
Northern Trust00 00--
DWS00 00--
TIAA00 00--
AIG/SunAmerica00 00--
Venerable Variable Insurance Trust00 00--
Goldman Sachs00 00--
Calvert00 00--
ProShares00 00--
Guggenheim00 00--
Pacific Life00 00--
Principal00 00--
Yorkville America Investment Trust00 00--

Fund voting reports, all 42 managers: 1 for, 16,731,034 1 year. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 183 asset managers voting on “To approve on a non-binding advisory basis, of the frequency FOR holding future advisory votes on executive co” at BigBear.ai Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BlackRock00 00--
State Street00 00--
Northern Trust00 00--
CAPTRUST FINANCIAL ADVISORS00 00--
CANADA PENSION PLAN INVESTMENT BOARD00 00--
Charles Schwab00 00--
UBS00 00--
MELLON INVESTMENTS Corp00 00--
T. Rowe Price00 00--
MERCER GLOBAL ADVISORS INC /ADV00 00--
AllianceBernstein00 00--
SEI00 00--
Goldman Sachs00 00--
Invesco00 00--
Morgan Stanley00 00--
Edward D. Jones & Co., L.P.00 00--
REGENTS OF THE UNIVERSITY OF CALIFORNIA00 00--
GEODE CAPITAL MANAGEMENT, LLC00 00--
Rhumbline63,023556 00For
Vanguard00 00--
Fidelity00 00--
Nuveen00 00--
Citadel00 00--
John Hancock00 00--
MetLife Investment Management, LLC00 00--

Institutional-manager reports, all 183 managers: 63,023 for, 556 against, 10,239 not voted, 24,670,335 1 year, 31,645 3 year, 14,750 2 year. Showing the 25 largest; see all in the interactive database.

11. Approve on an advisory (non- binding) basis a vote on the frequency of future advisory votes on the compensation of the…

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

Meeting held June 9, 2026.

Combines 2 wordings of this item as funds reported it.

3% Fund and manager reports combined; may count the same shares twice · no official result

1 YEAR
Details: description as filed, votes by 26 asset managers

Description as filed by funds: Approve on an advisory (non- binding) basis a vote on the frequency of future advisory votes on the compensation of the Company's named executive officers.

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: 5 asset managers voting on “Approve on an advisory (non- binding) basis a vote on the frequency of future advisory votes on the compensati” at BigBear.ai Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
JPMorgan00 00--
Vanguard00 60Abstain
Lincoln Financial00 00--
Advisors' Inner Circle Fund III00 00--
Brighthouse10 00For

Fund voting reports, all 5 managers: 1 for, 6 abstained, 200,685 1 year, 216 unknown.

Institutional-manager reports: 19 asset managers voting on “Approve on an advisory (non- binding) basis a vote on the frequency of future advisory votes on the compensati” at BigBear.ai Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
XPONANCE LLC00 00--
BCS Wealth Management00 00--
Summit Trail Advisors, LLC00 00--
LCM Capital Management Inc06,100 00Against
Betterment LLC00 00--
Legacy Capital Wealth Partners, LLC00 00--
CWM, LLC00 00--
Ethic Inc.00 910Abstain
L2 Asset Management, LLC00 00--
Colonial Trust Advisors00 00--
Naviter Wealth, LLC00 00--
ZACKS INVESTMENT MANAGEMENT00 00--
PRINCETON CAPITAL MANAGEMENT LLC00 00--
Ascension Capital Advisors, Inc.00 00--
Wealth Alliance Advisory Group, LLC00 00--
CARY STREET PARTNERS FINANCIAL LLC1610 00For
Aletheian Wealth Advisors LLC00 00--
WRIGHT INVESTORS SERVICE INC00 00--
Westmount Partners, LLC00 00--

Institutional-manager reports, all 19 managers: 161 for, 6,100 against, 91 abstained, 50,844 1 year, 60 3 year.

12. 4. Ratification of Appointment of Independent Registered Public Accounting Firm The appointment of Grant Thornton LLP…

Official resultAUDIT-RELATEDReported outcome: Approved

Meeting held June 9, 2026.

Combines 4 wordings of this item as funds reported it.

99% Approved · of votes cast

FOR 99%
FOR: 265,572,995AGAINST: 3,510,898
Details: description as filed, official tally, votes by 47 asset managers

Description as filed by funds: To ratify the appointment of Grant Thornton LLP as the Company's independent registered public accounting firm for the year ending December 31, 2026.

BigBear.ai Holdings, Inc.’s own tally for this item (“4. Ratification of Appointment of Independent Registered Public Accounting Firm The appointment of Grant Thornton LLP as the Company's independent registered public accounting firm for the year ending December 31, 2026”): 265,572,995 for, 3,510,898 against — passed, per its Form 8-K filed June 12, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal No. 4: Ratification of Appointment of Independent Registered Public Accounting Firm The appointment of Grant Thornton LLP as the Company's independent registered public accounting firm for the year ending December 31, 2026 was ratified.”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 47 asset managers below reported 16,936,599 for, 3 against, 4 abstained.

FOR
FOR: 16,936,599AGAINST: 3ABSTAIN: 4
Largest asset managers voting on “To ratify the appointment of Grant Thornton LLP as the Company's independent registered public accounting firm” at BigBear.ai Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BlackRock5,810,3780 00For
Vanguard4,076,7363 40For
Global X1,641,5860 00For
Charles Schwab1,275,3670 00For
Fidelity1,011,9270 00For
First Trust653,8950 00For
Equitable362,7100 00For
Themes ETF Trust340,0970 00For
SEI313,8060 00For
Lincoln Financial313,3720 00For
Bridge Builder Trust168,2200 00For
JPMorgan142,6170 00For
State Street129,0000 00For
T. Rowe Price90,5160 00For
Northern Trust68,8010 00For
DWS60,3370 00For
TIAA56,3920 00For
AIG/SunAmerica47,9310 00For
Venerable Variable Insurance Trust45,0590 00For
Goldman Sachs38,0610 00For
Calvert35,2180 00For
ProShares32,2460 00For
Guggenheim24,2900 00For
Pacific Life21,3770 00For
Principal19,2080 00For

Showing the 25 largest of 47 asset managers. See all 47 in the interactive database.

Largest BigBear.ai Holdings, Inc. shareholders voting in 2025-2026

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 477,014,064 shares outstanding at the time of that meeting.

Fund voting reports: top BigBear.ai Holdings, Inc. shareholders by shares voted on “To approve an advisory vote on our executive compensation.”, 2025-2026
#Asset manager % of shares outstanding
1BlackRock 1.22%
2Vanguard 0.85%
3Global X 0.34%
4Charles Schwab 0.27%
5Fidelity 0.21%
6First Trust 0.14%
7Equitable 0.08%
8Themes ETF Trust 0.07%
9SEI 0.07%
10Lincoln Financial 0.07%
Institutional-manager reports: top BigBear.ai Holdings, Inc. shareholders by shares voted on “To approve an advisory vote on our executive compensation.”, 2025-2026
#Asset manager % of shares outstanding
1BlackRock 1.40%
2State Street 0.86%
3Northern Trust 0.41%
4CAPTRUST FINANCIAL ADVISORS 0.36%
5CANADA PENSION PLAN INVESTMENT BOARD 0.30%
6Charles Schwab 0.27%
7UBS 0.22%
8MELLON INVESTMENTS Corp 0.17%
9T. Rowe Price 0.13%
10MERCER GLOBAL ADVISORS INC /ADV 0.11%

Reported BigBear.ai Holdings, 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.

BigBear.ai Holdings, Inc. holdings and ownership disclosed for the 2025-2026 proxy season
Holder % outstanding Disclosure
BlackRock 7.54% 13F
Vanguard Group 6.85% 13F
Citadel Advisors 2.64% 13F
State Street 2.20% 13F
Goldman Sachs 0.82% 13F
Morgan Stanley 0.78% 13F
Northern Trust 0.78% 13F
Charles Schwab 0.76% 13F
JPMorgan Chase 0.27% 13F
Pamela Braden 0.11% DEF14A

Percentages above are of 477,014,064 shares outstanding, as reported by BigBear.ai Holdings, Inc. on its Form 10-Q dated March 31, 2026 (see the filing on EDGAR). This is the count contemporaneous with the 2025-2026 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 BigBear.ai Holdings, Inc.’s 10-Q dated March 31, 2026. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.

At BigBear.ai Holdings, Inc.'s 3 shareholder meetings in the 2025-2026 proxy season (held March 18, 2026, April 21, 2026 and June 9, 2026), 250 asset managers reported how they voted in their SEC Form N-PX filings, covering 2,118 separate fund positions. Their filings are grouped here into 12 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 of the season, voted at the meeting held June 9, 2026 — To approve an advisory vote on our executive compensation. — BigBear.ai Holdings, Inc.'s filing reports the proposal as approved, with 90% 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: BigBear.ai Holdings, Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on June 12, 2026.

BigBear.ai Holdings, Inc. proxy season coverage: 2025-2026 (this page).

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