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Compiled from SEC Form N-PX filings and BORGWARNER INC.’s Form 8-K, filed April 25, 2024 (Item 5.07 on EDGAR). Page generated October 14, 2026.
Meeting of April 24, 2024: 10 items on BORGWARNER INC.’s Form 8-K, filed April 25, 2024: 10 without a stated outcome.
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
Explore BORGWARNER INC. in the interactive database Compare manager voting policies
These tallies are BORGWARNER INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed April 25, 2024 (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: Greenstein | 183,061,860 | 4,409,741 | 173,115 | -- | 12,467,607 | 98% | Not verified | — |
| Elect Director: Hanley | 186,450,731 | 1,029,904 | 164,081 | -- | 12,467,607 | 99.4% | Not verified | — |
| Elect Director: Lissalde | 186,710,320 | 781,240 | 153,156 | -- | 12,467,607 | 99.5% | Not verified | — |
| Elect Director: McAlmont | 183,228,897 | 4,243,429 | 172,390 | -- | 12,467,607 | 98% | Not verified | — |
| Elect Director: McWhinney | 181,308,718 | 6,163,292 | 172,706 | -- | 12,467,607 | 97% | Not verified | — |
| Elect Director: Michas | 179,184,219 | 8,251,787 | 208,710 | -- | 12,467,607 | 96% | Not verified | — |
| Elect Director: Shankar | 185,237,626 | 2,210,260 | 196,830 | -- | 12,467,607 | 99% | Not verified | — |
| Elect Director: Thai-Tang | 185,389,245 | 2,084,759 | 170,712 | -- | 12,467,607 | 99% | Not verified | — |
| (b) Approval, on an advisory basis, of the compensation of the Company's named executive officers: | 136,529,706 | 50,770,702 | 344,308 | -- | 12,467,607 | 73% | Not verified | — |
| (c) Ratification of the selection of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the Company for 2024: | 193,754,225 | 6,198,072 | 160,026 | -- | -- | 97% | Not verified | — |
Source: BORGWARNER INC., Form 8-K, filed with the SEC on April 25, 2024 — read the filing on EDGAR.
Each item below shows how the 673 asset managers that disclosed a BORGWARNER 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.
99% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Hau N. Thai-Tang
BORGWARNER INC.’s own tally for this item (“Elect Director: Thai-Tang”): 185,389,245 for, 2,084,759 against, per its Form 8-K filed April 25, 2024 (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.
The 144 asset managers below reported 94,169,323 for, 49,852 against, 31,648 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 28,396,715 | 0 | 0 | 0 | For |
| HARRIS ASSOCIATES INVESTMENT TRUST | 8,769,298 | 0 | 0 | 0 | For |
| Victory Capital | 8,492,064 | 0 | 0 | 0 | For |
| Fidelity | 6,497,014 | 0 | 0 | 0 | For |
| BlackRock | 6,309,245 | 2,728 | 0 | 0 | For |
| Dimensional | 5,239,073 | 0 | 0 | 0 | For |
| Invesco | 4,939,054 | 0 | 0 | 0 | For |
| American Century | 3,934,571 | 0 | 0 | 0 | For |
| TIAA | 2,854,662 | 0 | 0 | 0 | For |
| Charles Schwab | 2,132,829 | 0 | 0 | 0 | For |
| State Street | 2,113,622 | 154 | 0 | 0 | For |
| Principal | 1,290,299 | 0 | 0 | 0 | For |
| GMO | 987,648 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 878,819 | 0 | 0 | 0 | For |
| Equitable | 634,517 | 0 | 0 | 0 | For |
| ARIEL INVESTMENT TRUST | 580,225 | 0 | 0 | 0 | For |
| First Trust | 519,759 | 0 | 0 | 0 | For |
| Brighthouse | 444,364 | 0 | 31,648 | 0 | Mixed |
| Lincoln Financial | 431,727 | 0 | 0 | 0 | For |
| WisdomTree | 428,095 | 0 | 0 | 0 | For |
| Jackson National | 419,354 | 0 | 0 | 0 | For |
| AB RELATIVE VALUE FUND, INC. | 365,977 | 0 | 0 | 0 | For |
| Artisan | 351,697 | 0 | 0 | 0 | For |
| Voya | 314,924 | 0 | 0 | 0 | For |
| Gabelli | 300,300 | 0 | 0 | 0 | For |
Showing the 25 largest of 144 asset managers. See all 144 in the interactive database.
Combines 3 wordings of this item as funds reported it.
96% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Alexis P. Michas
BORGWARNER INC.’s own tally for this item (“Elect Director: Michas”): 179,184,219 for, 8,251,787 against, per its Form 8-K filed April 25, 2024 (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: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 144 asset managers below reported 93,937,057 for, 263,143 against, 31,648 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 28,396,715 | 0 | 0 | 0 | For |
| HARRIS ASSOCIATES INVESTMENT TRUST | 8,769,298 | 0 | 0 | 0 | For |
| Victory Capital | 8,492,064 | 0 | 0 | 0 | For |
| Fidelity | 6,497,014 | 0 | 0 | 0 | For |
| BlackRock | 6,310,981 | 992 | 0 | 0 | For |
| Dimensional | 5,239,073 | 0 | 0 | 0 | For |
| Invesco | 4,939,054 | 0 | 0 | 0 | For |
| American Century | 3,934,571 | 0 | 0 | 0 | For |
| TIAA | 2,854,662 | 0 | 0 | 0 | For |
| Charles Schwab | 2,132,829 | 0 | 0 | 0 | For |
| State Street | 2,113,727 | 49 | 0 | 0 | For |
| Principal | 1,290,299 | 0 | 0 | 0 | For |
| GMO | 987,648 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 878,819 | 0 | 0 | 0 | For |
| Equitable | 634,517 | 0 | 0 | 0 | For |
| ARIEL INVESTMENT TRUST | 580,225 | 0 | 0 | 0 | For |
| First Trust | 519,759 | 0 | 0 | 0 | For |
| Brighthouse | 444,364 | 0 | 31,648 | 0 | Mixed |
| Lincoln Financial | 321,036 | 110,691 | 0 | 0 | Mixed |
| WisdomTree | 428,095 | 0 | 0 | 0 | For |
| Jackson National | 419,354 | 0 | 0 | 0 | For |
| AB RELATIVE VALUE FUND, INC. | 365,977 | 0 | 0 | 0 | For |
| Artisan | 351,697 | 0 | 0 | 0 | For |
| Voya | 314,924 | 0 | 0 | 0 | For |
| Gabelli | 300,300 | 0 | 0 | 0 | For |
Showing the 25 largest of 144 asset managers. See all 144 in the interactive database.
Combines 5 wordings of this item as funds reported it.
97% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Deborah D. McWhinney
BORGWARNER INC.’s own tally for this item (“Elect Director: McWhinney”): 181,308,718 for, 6,163,292 against, per its Form 8-K filed April 25, 2024 (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: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 144 asset managers below reported 94,172,409 for, 27,791 against, 31,648 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 28,396,715 | 0 | 0 | 0 | For |
| HARRIS ASSOCIATES INVESTMENT TRUST | 8,769,298 | 0 | 0 | 0 | For |
| Victory Capital | 8,492,064 | 0 | 0 | 0 | For |
| Fidelity | 6,497,014 | 0 | 0 | 0 | For |
| BlackRock | 6,310,981 | 992 | 0 | 0 | For |
| Dimensional | 5,239,073 | 0 | 0 | 0 | For |
| Invesco | 4,939,054 | 0 | 0 | 0 | For |
| American Century | 3,934,571 | 0 | 0 | 0 | For |
| TIAA | 2,854,662 | 0 | 0 | 0 | For |
| Charles Schwab | 2,132,829 | 0 | 0 | 0 | For |
| State Street | 2,113,738 | 38 | 0 | 0 | For |
| Principal | 1,290,299 | 0 | 0 | 0 | For |
| GMO | 987,648 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 878,819 | 0 | 0 | 0 | For |
| Equitable | 634,517 | 0 | 0 | 0 | For |
| ARIEL INVESTMENT TRUST | 580,225 | 0 | 0 | 0 | For |
| First Trust | 519,759 | 0 | 0 | 0 | For |
| Brighthouse | 444,364 | 0 | 31,648 | 0 | Mixed |
| Lincoln Financial | 431,727 | 0 | 0 | 0 | For |
| WisdomTree | 428,095 | 0 | 0 | 0 | For |
| Jackson National | 419,354 | 0 | 0 | 0 | For |
| AB RELATIVE VALUE FUND, INC. | 365,977 | 0 | 0 | 0 | For |
| Artisan | 351,697 | 0 | 0 | 0 | For |
| Voya | 314,924 | 0 | 0 | 0 | For |
| Gabelli | 300,300 | 0 | 0 | 0 | For |
Showing the 25 largest of 144 asset managers. See all 144 in the interactive database.
Combines 4 wordings of this item as funds reported it.
99.5% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Frederic B. Lissalde
BORGWARNER INC.’s own tally for this item (“Elect Director: Lissalde”): 186,710,320 for, 781,240 against, per its Form 8-K filed April 25, 2024 (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: 99.5% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 144 asset managers below reported 94,186,534 for, 13,666 against, 31,648 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 28,396,715 | 0 | 0 | 0 | For |
| HARRIS ASSOCIATES INVESTMENT TRUST | 8,769,298 | 0 | 0 | 0 | For |
| Victory Capital | 8,492,064 | 0 | 0 | 0 | For |
| Fidelity | 6,497,014 | 0 | 0 | 0 | For |
| BlackRock | 6,310,981 | 992 | 0 | 0 | For |
| Dimensional | 5,239,073 | 0 | 0 | 0 | For |
| Invesco | 4,939,054 | 0 | 0 | 0 | For |
| American Century | 3,934,571 | 0 | 0 | 0 | For |
| TIAA | 2,854,662 | 0 | 0 | 0 | For |
| Charles Schwab | 2,132,829 | 0 | 0 | 0 | For |
| State Street | 2,113,738 | 38 | 0 | 0 | For |
| Principal | 1,290,299 | 0 | 0 | 0 | For |
| GMO | 987,648 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 878,819 | 0 | 0 | 0 | For |
| Equitable | 634,517 | 0 | 0 | 0 | For |
| ARIEL INVESTMENT TRUST | 580,225 | 0 | 0 | 0 | For |
| First Trust | 519,759 | 0 | 0 | 0 | For |
| Brighthouse | 444,364 | 0 | 31,648 | 0 | Mixed |
| Lincoln Financial | 431,727 | 0 | 0 | 0 | For |
| WisdomTree | 428,095 | 0 | 0 | 0 | For |
| Jackson National | 419,354 | 0 | 0 | 0 | For |
| AB RELATIVE VALUE FUND, INC. | 365,977 | 0 | 0 | 0 | For |
| Artisan | 351,697 | 0 | 0 | 0 | For |
| Voya | 314,924 | 0 | 0 | 0 | For |
| Gabelli | 300,300 | 0 | 0 | 0 | For |
Showing the 25 largest of 144 asset managers. See all 144 in the interactive database.
Combines 4 wordings of this item as funds reported it.
99.4% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Michael S. Hanley
BORGWARNER INC.’s own tally for this item (“Elect Director: Hanley”): 186,450,731 for, 1,029,904 against, per its Form 8-K filed April 25, 2024 (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: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 144 asset managers below reported 94,199,047 for, 1,153 against, 31,648 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 28,396,715 | 0 | 0 | 0 | For |
| HARRIS ASSOCIATES INVESTMENT TRUST | 8,769,298 | 0 | 0 | 0 | For |
| Victory Capital | 8,492,064 | 0 | 0 | 0 | For |
| Fidelity | 6,497,014 | 0 | 0 | 0 | For |
| BlackRock | 6,310,981 | 992 | 0 | 0 | For |
| Dimensional | 5,239,073 | 0 | 0 | 0 | For |
| Invesco | 4,939,054 | 0 | 0 | 0 | For |
| American Century | 3,934,571 | 0 | 0 | 0 | For |
| TIAA | 2,854,662 | 0 | 0 | 0 | For |
| Charles Schwab | 2,132,829 | 0 | 0 | 0 | For |
| State Street | 2,113,738 | 38 | 0 | 0 | For |
| Principal | 1,290,299 | 0 | 0 | 0 | For |
| GMO | 987,648 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 878,819 | 0 | 0 | 0 | For |
| Equitable | 634,517 | 0 | 0 | 0 | For |
| ARIEL INVESTMENT TRUST | 580,225 | 0 | 0 | 0 | For |
| First Trust | 519,759 | 0 | 0 | 0 | For |
| Brighthouse | 444,364 | 0 | 31,648 | 0 | Mixed |
| Lincoln Financial | 431,727 | 0 | 0 | 0 | For |
| WisdomTree | 428,095 | 0 | 0 | 0 | For |
| Jackson National | 419,354 | 0 | 0 | 0 | For |
| AB RELATIVE VALUE FUND, INC. | 365,977 | 0 | 0 | 0 | For |
| Artisan | 351,697 | 0 | 0 | 0 | For |
| Voya | 314,924 | 0 | 0 | 0 | For |
| Gabelli | 300,300 | 0 | 0 | 0 | For |
Showing the 25 largest of 144 asset managers. See all 144 in the interactive database.
Combines 4 wordings of this item as funds reported it.
99% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Sailaja K. Shankar
BORGWARNER INC.’s own tally for this item (“Elect Director: Shankar”): 185,237,626 for, 2,210,260 against, per its Form 8-K filed April 25, 2024 (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.
The 144 asset managers below reported 94,184,922 for, 15,278 against, 31,648 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 28,396,715 | 0 | 0 | 0 | For |
| HARRIS ASSOCIATES INVESTMENT TRUST | 8,769,298 | 0 | 0 | 0 | For |
| Victory Capital | 8,492,064 | 0 | 0 | 0 | For |
| Fidelity | 6,497,014 | 0 | 0 | 0 | For |
| BlackRock | 6,310,981 | 992 | 0 | 0 | For |
| Dimensional | 5,239,073 | 0 | 0 | 0 | For |
| Invesco | 4,939,054 | 0 | 0 | 0 | For |
| American Century | 3,934,571 | 0 | 0 | 0 | For |
| TIAA | 2,854,662 | 0 | 0 | 0 | For |
| Charles Schwab | 2,132,829 | 0 | 0 | 0 | For |
| State Street | 2,113,738 | 38 | 0 | 0 | For |
| Principal | 1,290,299 | 0 | 0 | 0 | For |
| GMO | 987,648 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 878,819 | 0 | 0 | 0 | For |
| Equitable | 634,517 | 0 | 0 | 0 | For |
| ARIEL INVESTMENT TRUST | 580,225 | 0 | 0 | 0 | For |
| First Trust | 519,759 | 0 | 0 | 0 | For |
| Brighthouse | 444,364 | 0 | 31,648 | 0 | Mixed |
| Lincoln Financial | 431,727 | 0 | 0 | 0 | For |
| WisdomTree | 428,095 | 0 | 0 | 0 | For |
| Jackson National | 419,354 | 0 | 0 | 0 | For |
| AB RELATIVE VALUE FUND, INC. | 365,977 | 0 | 0 | 0 | For |
| Artisan | 351,697 | 0 | 0 | 0 | For |
| Voya | 314,924 | 0 | 0 | 0 | For |
| Gabelli | 300,300 | 0 | 0 | 0 | For |
Showing the 25 largest of 144 asset managers. See all 144 in the interactive database.
Combines 4 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Sara A. Greenstein
BORGWARNER INC.’s own tally for this item (“Elect Director: Greenstein”): 183,061,860 for, 4,409,741 against, per its Form 8-K filed April 25, 2024 (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: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 144 asset managers below reported 93,996,924 for, 203,276 against, 31,648 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 28,396,715 | 0 | 0 | 0 | For |
| HARRIS ASSOCIATES INVESTMENT TRUST | 8,769,298 | 0 | 0 | 0 | For |
| Victory Capital | 8,492,064 | 0 | 0 | 0 | For |
| Fidelity | 6,497,014 | 0 | 0 | 0 | For |
| BlackRock | 6,309,245 | 2,728 | 0 | 0 | For |
| Dimensional | 5,239,073 | 0 | 0 | 0 | For |
| Invesco | 4,939,054 | 0 | 0 | 0 | For |
| American Century | 3,934,571 | 0 | 0 | 0 | For |
| TIAA | 2,854,662 | 0 | 0 | 0 | For |
| Charles Schwab | 2,132,829 | 0 | 0 | 0 | For |
| State Street | 2,113,622 | 154 | 0 | 0 | For |
| Principal | 1,290,299 | 0 | 0 | 0 | For |
| GMO | 987,648 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 878,819 | 0 | 0 | 0 | For |
| Equitable | 634,517 | 0 | 0 | 0 | For |
| ARIEL INVESTMENT TRUST | 580,225 | 0 | 0 | 0 | For |
| First Trust | 519,759 | 0 | 0 | 0 | For |
| Brighthouse | 444,364 | 0 | 31,648 | 0 | Mixed |
| Lincoln Financial | 431,727 | 0 | 0 | 0 | For |
| WisdomTree | 428,095 | 0 | 0 | 0 | For |
| Jackson National | 419,354 | 0 | 0 | 0 | For |
| AB RELATIVE VALUE FUND, INC. | 365,977 | 0 | 0 | 0 | For |
| Artisan | 351,697 | 0 | 0 | 0 | For |
| Voya | 314,924 | 0 | 0 | 0 | For |
| Gabelli | 300,300 | 0 | 0 | 0 | For |
Showing the 25 largest of 144 asset managers. See all 144 in the interactive database.
Combines 5 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Shaun E. McAlmont
BORGWARNER INC.’s own tally for this item (“Elect Director: McAlmont”): 183,228,897 for, 4,243,429 against, per its Form 8-K filed April 25, 2024 (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: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 144 asset managers below reported 94,108,104 for, 92,096 against, 31,648 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 28,396,715 | 0 | 0 | 0 | For |
| HARRIS ASSOCIATES INVESTMENT TRUST | 8,769,298 | 0 | 0 | 0 | For |
| Victory Capital | 8,492,064 | 0 | 0 | 0 | For |
| Fidelity | 6,497,014 | 0 | 0 | 0 | For |
| BlackRock | 6,309,245 | 2,728 | 0 | 0 | For |
| Dimensional | 5,239,073 | 0 | 0 | 0 | For |
| Invesco | 4,939,054 | 0 | 0 | 0 | For |
| American Century | 3,934,571 | 0 | 0 | 0 | For |
| TIAA | 2,854,662 | 0 | 0 | 0 | For |
| Charles Schwab | 2,132,829 | 0 | 0 | 0 | For |
| State Street | 2,113,622 | 154 | 0 | 0 | For |
| Principal | 1,290,299 | 0 | 0 | 0 | For |
| GMO | 987,648 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 878,819 | 0 | 0 | 0 | For |
| Equitable | 634,517 | 0 | 0 | 0 | For |
| ARIEL INVESTMENT TRUST | 580,225 | 0 | 0 | 0 | For |
| First Trust | 519,759 | 0 | 0 | 0 | For |
| Brighthouse | 444,364 | 0 | 31,648 | 0 | Mixed |
| Lincoln Financial | 431,727 | 0 | 0 | 0 | For |
| WisdomTree | 428,095 | 0 | 0 | 0 | For |
| Jackson National | 419,354 | 0 | 0 | 0 | For |
| AB RELATIVE VALUE FUND, INC. | 365,977 | 0 | 0 | 0 | For |
| Artisan | 351,697 | 0 | 0 | 0 | For |
| Voya | 314,924 | 0 | 0 | 0 | For |
| Gabelli | 300,300 | 0 | 0 | 0 | For |
Showing the 25 largest of 144 asset managers. See all 144 in the interactive database.
Combines 15 wordings of this item as funds reported it.
73% Majority: yes · of votes cast
Description as filed by funds: Approve, on an advisory basis, the compensation of our named executive officers.
BORGWARNER INC.’s own tally for this item (“(b) Approval, on an advisory basis, of the compensation of the Company's named executive officers:”): 136,529,706 for, 50,770,702 against, per its Form 8-K filed April 25, 2024 (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: 73% 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 | 28,117,875 | 278,840 | 0 | 0 | For |
| HARRIS ASSOCIATES INVESTMENT TRUST | 8,769,298 | 0 | 0 | 0 | For |
| Victory Capital | 8,492,064 | 0 | 0 | 0 | For |
| Fidelity | 6,160,014 | 337,000 | 0 | 0 | Mixed |
| BlackRock | 6,307,314 | 4,659 | 0 | 0 | For |
| Dimensional | 0 | 5,239,073 | 0 | 0 | Against |
| Invesco | 4,939,054 | 0 | 0 | 0 | For |
| American Century | 0 | 3,934,571 | 0 | 0 | Against |
| TIAA | 2,854,662 | 0 | 0 | 0 | For |
| Charles Schwab | 0 | 2,132,829 | 0 | 0 | Against |
| State Street | 2,113,587 | 189 | 0 | 0 | For |
| Principal | 1,290,299 | 0 | 0 | 0 | For |
| GMO | 987,648 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 878,819 | 0 | 0 | 0 | For |
| Artisan | 727,029 | 0 | 0 | 0 | For |
| Equitable | 459,289 | 175,228 | 0 | 0 | Mixed |
| ARIEL INVESTMENT TRUST | 580,225 | 0 | 0 | 0 | For |
| First Trust | 519,759 | 0 | 0 | 0 | For |
| Brighthouse | 278,068 | 166,296 | 31,648 | 0 | Mixed |
| Lincoln Financial | 286,207 | 145,520 | 0 | 0 | Mixed |
| WisdomTree | 428,095 | 0 | 0 | 0 | For |
| Jackson National | 403,049 | 16,305 | 0 | 0 | For |
| AB RELATIVE VALUE FUND, INC. | 365,977 | 0 | 0 | 0 | For |
| Voya | 314,924 | 0 | 0 | 0 | For |
| Gabelli | 300,300 | 0 | 0 | 0 | For |
Fund voting reports, all 142 managers: 79,375,833 for, 15,218,860 against, 31,648 abstained. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Boston Partners | 169,000,000 | 0 | 0 | 0 | For |
| Victory Capital | 11,019,990 | 0 | 0 | 0 | For |
| HARRIS ASSOCIATES L P | 10,445,487 | 0 | 0 | 0 | For |
| State Street | 6,288,831 | 107,333 | 0 | 0 | For |
| BlackRock | 5,957,481 | 98,845 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 5,470,843 | 0 | 0 | 0 | For |
| Invesco | 5,098,779 | 0 | 0 | 0 | For |
| American Century | 0 | 4,532,876 | 0 | 0 | Against |
| Man Group plc | 0 | 4,330,950 | 0 | 0 | Against |
| Turtle Creek Asset Management Inc. | 0 | 4,285,230 | 0 | 0 | Against |
| Nuveen | 2,922,052 | 0 | 0 | 0 | For |
| EARNEST PARTNERS LLC | 871,185 | 1,902,323 | 0 | 0 | Mixed |
| LSV ASSET MANAGEMENT | 0 | 2,292,768 | 0 | 0 | Against |
| HOTCHKIS & WILEY CAPITAL MANAGEMENT LLC | 2,272,550 | 1,400 | 0 | 0 | For |
| Charles Schwab | 0 | 2,139,246 | 0 | 0 | Against |
| NORDEA INVESTMENT MANAGEMENT AB | 0 | 1,910,011 | 0 | 0 | Against |
| Robeco Institutional Asset Management B.V. | 0 | 1,710,539 | 0 | 0 | Against |
| PARAMETRIC PORTFOLIO ASSOCIATES LLC | 0 | 1,696,054 | 0 | 0 | Against |
| Evercore Wealth Management, LLC | 0 | 1,390,061 | 0 | 0 | Against |
| SILVERCREST ASSET MANAGEMENT GROUP LLC | 0 | 1,362,527 | 0 | 0 | Against |
| BANK OF AMERICA NA | 0 | 1,339,730 | 0 | 0 | Against |
| Legal & General Investment Management Ltd | 0 | 1,339,503 | 0 | 0 | Against |
| Northern Trust | 1,229,978 | 61,288 | 0 | 0 | For |
| Mawer Investment Management Ltd. | 1,173,709 | 0 | 0 | 0 | For |
| 683 Capital Management, LLC | 1,165,971 | 0 | 0 | 0 | For |
No total is shown for the institutional-manager reports: their sum exceeds the company's reported shares outstanding. Showing the 25 largest; see all in the interactive database.
Combines 6 wordings of this item as funds reported it.
97% Majority: yes · of votes cast
Description as filed by funds: Ratify the selection of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the Company for 2024.
BORGWARNER INC.’s own tally for this item (“(c) Ratification of the selection of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the Company for 2024:”): 193,754,225 for, 6,198,072 against, per its Form 8-K filed April 25, 2024 (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: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 144 asset managers below reported 94,134,204 for, 84,971 against, 31,648 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 28,396,715 | 0 | 0 | 0 | For |
| HARRIS ASSOCIATES INVESTMENT TRUST | 8,769,298 | 0 | 0 | 0 | For |
| Victory Capital | 8,492,064 | 0 | 0 | 0 | For |
| Fidelity | 6,497,014 | 0 | 0 | 0 | For |
| BlackRock | 6,311,973 | 0 | 0 | 0 | For |
| Dimensional | 5,239,073 | 0 | 0 | 0 | For |
| Invesco | 4,939,054 | 0 | 0 | 0 | For |
| American Century | 3,934,571 | 0 | 0 | 0 | For |
| TIAA | 2,854,662 | 0 | 0 | 0 | For |
| Charles Schwab | 2,132,829 | 0 | 0 | 0 | For |
| State Street | 2,113,741 | 35 | 0 | 0 | For |
| Principal | 1,290,299 | 0 | 0 | 0 | For |
| GMO | 987,648 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 878,819 | 0 | 0 | 0 | For |
| Equitable | 634,517 | 0 | 0 | 0 | For |
| ARIEL INVESTMENT TRUST | 580,225 | 0 | 0 | 0 | For |
| First Trust | 519,759 | 0 | 0 | 0 | For |
| Brighthouse | 444,364 | 0 | 31,648 | 0 | Mixed |
| Lincoln Financial | 431,727 | 0 | 0 | 0 | For |
| WisdomTree | 428,095 | 0 | 0 | 0 | For |
| Jackson National | 419,354 | 0 | 0 | 0 | For |
| AB RELATIVE VALUE FUND, INC. | 365,977 | 0 | 0 | 0 | For |
| Artisan | 351,697 | 0 | 0 | 0 | For |
| Voya | 314,924 | 0 | 0 | 0 | For |
| Gabelli | 300,300 | 0 | 0 | 0 | For |
Showing the 25 largest of 144 asset managers. See all 144 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 229,783,795 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Vanguard | 12.36% |
| 2 | HARRIS ASSOCIATES INVESTMENT TRUST | 3.82% |
| 3 | Victory Capital | 3.70% |
| 4 | Fidelity | 2.83% |
| 5 | BlackRock | 2.75% |
| 6 | Dimensional | 2.28% |
| 7 | Invesco | 2.15% |
| 8 | American Century | 1.71% |
| 9 | TIAA | 1.24% |
| 10 | Charles Schwab | 0.93% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Boston Partners | 73.55% |
| 2 | Victory Capital | 4.80% |
| 3 | HARRIS ASSOCIATES L P | 4.55% |
| 4 | State Street | 2.78% |
| 5 | BlackRock | 2.64% |
| 6 | GEODE CAPITAL MANAGEMENT, LLC | 2.38% |
| 7 | Invesco | 2.22% |
| 8 | American Century | 1.97% |
| 9 | Man Group plc | 1.88% |
| 10 | Turtle Creek Asset Management Inc. | 1.86% |
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 |
|---|---|---|
| BlackRock | 15.51% | 13F |
| Vanguard Group | 12.00% | 13F |
| State Street | 4.26% | 13F |
| Dimensional Fund Advisors | 3.04% | 13F |
| Invesco | 2.62% | 13F |
| Geode Capital | 2.61% | 13F |
| Citadel Advisors | 2.05% | 13F |
| Nuveen | 1.49% | 13F |
| Morgan Stanley | 1.26% | 13F |
| Northern Trust | 1.08% | 13F |
Percentages above are of 229,783,795 shares outstanding, as reported by BORGWARNER INC. on its Form 10-K dated December 31, 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.
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 BORGWARNER INC.’s 10-K dated December 31, 2023. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.
At BORGWARNER INC.'s shareholder meeting held April 24, 2024, in the 2023-2024 proxy season, 673 asset managers reported how they voted on 10 ballot items in their SEC Form N-PX filings, covering 7,353 separate fund positions. On the most widely held item on that ballot — Approve, on an advisory basis, the compensation of our named executive officers. — FOR was 73% 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: BORGWARNER INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on April 25, 2024.
BORGWARNER INC. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.
Download data (CSV): ballot items · votes by manager · column guide.