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Compiled from SEC Form N-PX filings and C3.ai, Inc.’s Form 8-K, filed October 9, 2025 (Item 5.07 on EDGAR). Page generated October 25, 2026.
Meeting of October 3, 2025: 5 items on C3.ai, Inc.’s Form 8-K, filed October 9, 2025: 3 elected · 2 approved.
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 C3.ai, Inc. in the interactive database Compare manager voting policies
These tallies are C3.ai, Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed October 9, 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: General (Ret.) John Hyten | 212,303,543 | -- | -- | 4,651,864 | 37,032,708 | 98% | Elected | — |
| Elect Director: Richard C. Levin | 212,645,179 | -- | -- | 4,310,228 | 37,032,708 | 98% | Elected | — |
| Elect Director: Bruce Sewell | 199,436,155 | -- | -- | 17,519,252 | 37,032,708 | 92% | Elected | — |
| 2. Approval, on an Advisory Basis, of the Compensation of the Company's Named Executive Officers | 186,563,591 | 29,855,073 | 536,743 | -- | 37,032,708 | 86% | Approved | — |
| 3. Ratification of Independent Registered Public Accounting Firm | 251,472,840 | 1,822,718 | 692,557 | -- | -- | 99.2% | Approved | — |
Source: C3.ai, Inc., Form 8-K, filed with the SEC on October 9, 2025 — read the filing on EDGAR.
Each item below shows how the 354 asset managers that disclosed a C3.ai, 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 6 wordings of this item as funds reported it.
92% Majority: yes · of votes cast
Description as filed by funds: Election of Class II Directors: Bruce Sewell
C3.ai, Inc.’s own tally for this item (“Elect Director: Bruce Sewell”): 199,436,155 for, 17,519,252 withheld, per its Form 8-K filed October 9, 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 Company's stockholders elected each of the following Class II director nominees to hold office until the Company's 2028 Annual Meeting of Stockholders, and until his successor is duly elected and qualified or until his earlier death, resignation, or removal.”
Support: 92% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 57 asset managers below reported 12,795,712 for, 5,107,637 withheld, 1,486,075 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 12,492,598 | 0 | 0 | 1,110 | For |
| BlackRock | 0 | 0 | 1,422,295 | 0 | Abstain |
| Global X | 0 | 0 | 0 | 1,279,999 | Withhold |
| Charles Schwab | 0 | 0 | 0 | 988,192 | Withhold |
| Virtus | 0 | 0 | 0 | 806,661 | Withhold |
| Fidelity | 0 | 0 | 0 | 433,895 | Withhold |
| Dimensional | 0 | 0 | 0 | 333,957 | Withhold |
| Equitable | 0 | 0 | 0 | 253,219 | Withhold |
| WisdomTree | 0 | 0 | 0 | 193,799 | Withhold |
| Wedbush Series Trust | 188,248 | 0 | 0 | 0 | For |
| Goldman Sachs | 0 | 0 | 0 | 171,718 | Withhold |
| Federated Hermes | 0 | 0 | 0 | 170,052 | Withhold |
| Lincoln Financial | 0 | 0 | 0 | 99,180 | Withhold |
| Tidal Trust II | 95,017 | 0 | 0 | 0 | For |
| FundVantage Trust | 0 | 0 | 0 | 78,691 | Withhold |
| Pacific Life | 0 | 0 | 0 | 36,423 | Withhold |
| Bridge Builder Trust | 0 | 0 | 35,994 | 0 | Abstain |
| Themes ETF Trust | 0 | 0 | 0 | 28,823 | Withhold |
| ProShares | 0 | 0 | 0 | 26,473 | Withhold |
| Russell Investments | 0 | 0 | 0 | 24,620 | Withhold |
| State Street | 16 | 0 | 0 | 22,507 | Withhold |
| Northern Trust | 0 | 0 | 0 | 22,509 | Withhold |
| John Hancock | 0 | 0 | 21,321 | 0 | Abstain |
| DWS | 0 | 0 | 0 | 18,544 | Withhold |
| SEI | 0 | 0 | 0 | 16,600 | Withhold |
Showing the 25 largest of 57 asset managers. See all 57 in the interactive database.
Combines 6 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: Election of Class II Directors: General (Ret.) John Hyten
C3.ai, Inc.’s own tally for this item (“Elect Director: General (Ret.) John Hyten”): 212,303,543 for, 4,651,864 withheld, per its Form 8-K filed October 9, 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 Company's stockholders elected each of the following Class II director nominees to hold office until the Company's 2028 Annual Meeting of Stockholders, and until his successor is duly elected and qualified or until his earlier death, resignation, or removal.”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 57 asset managers below reported 17,963,129 for, 1,407,156 withheld, 19,140 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 12,493,708 | 0 | 0 | 0 | For |
| BlackRock | 1,422,295 | 0 | 0 | 0 | For |
| Global X | 1,279,999 | 0 | 0 | 0 | For |
| Charles Schwab | 988,192 | 0 | 0 | 0 | For |
| Virtus | 0 | 0 | 0 | 806,661 | Withhold |
| Fidelity | 433,895 | 0 | 0 | 0 | For |
| Dimensional | 0 | 0 | 0 | 333,957 | Withhold |
| Equitable | 144,893 | 0 | 0 | 108,326 | Mixed |
| WisdomTree | 193,799 | 0 | 0 | 0 | For |
| Wedbush Series Trust | 188,248 | 0 | 0 | 0 | For |
| Goldman Sachs | 171,718 | 0 | 0 | 0 | For |
| Federated Hermes | 170,052 | 0 | 0 | 0 | For |
| Lincoln Financial | 0 | 0 | 0 | 99,180 | Withhold |
| Tidal Trust II | 95,017 | 0 | 0 | 0 | For |
| FundVantage Trust | 78,691 | 0 | 0 | 0 | For |
| Pacific Life | 36,423 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 23,753 | 0 | 12,241 | 0 | Mixed |
| Themes ETF Trust | 28,823 | 0 | 0 | 0 | For |
| ProShares | 26,473 | 0 | 0 | 0 | For |
| Russell Investments | 24,620 | 0 | 0 | 0 | For |
| State Street | 62 | 0 | 0 | 22,461 | Withhold |
| Northern Trust | 22,509 | 0 | 0 | 0 | For |
| John Hancock | 18,838 | 0 | 2,483 | 0 | Mixed |
| DWS | 18,544 | 0 | 0 | 0 | For |
| SEI | 16,600 | 0 | 0 | 0 | For |
Showing the 25 largest of 57 asset managers. See all 57 in the interactive database.
Combines 6 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: Election of Class II Directors: Richard C. Levin
C3.ai, Inc.’s own tally for this item (“Elect Director: Richard C. Levin”): 212,645,179 for, 4,310,228 withheld, per its Form 8-K filed October 9, 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 Company's stockholders elected each of the following Class II director nominees to hold office until the Company's 2028 Annual Meeting of Stockholders, and until his successor is duly elected and qualified or until his earlier death, resignation, or removal.”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 57 asset managers below reported 18,061,090 for, 1,308,354 withheld, 19,980 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 12,493,699 | 0 | 0 | 9 | For |
| BlackRock | 1,422,295 | 0 | 0 | 0 | For |
| Global X | 1,279,999 | 0 | 0 | 0 | For |
| Charles Schwab | 988,192 | 0 | 0 | 0 | For |
| Virtus | 0 | 0 | 0 | 806,661 | Withhold |
| Fidelity | 433,895 | 0 | 0 | 0 | For |
| Dimensional | 0 | 0 | 0 | 333,957 | Withhold |
| Equitable | 144,893 | 0 | 0 | 108,326 | Mixed |
| WisdomTree | 193,799 | 0 | 0 | 0 | For |
| Wedbush Series Trust | 188,248 | 0 | 0 | 0 | For |
| Goldman Sachs | 171,718 | 0 | 0 | 0 | For |
| Federated Hermes | 170,052 | 0 | 0 | 0 | For |
| Lincoln Financial | 92,800 | 0 | 0 | 6,380 | Mixed |
| Tidal Trust II | 95,017 | 0 | 0 | 0 | For |
| FundVantage Trust | 78,691 | 0 | 0 | 0 | For |
| Pacific Life | 36,423 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 23,753 | 0 | 12,241 | 0 | Mixed |
| Themes ETF Trust | 28,823 | 0 | 0 | 0 | For |
| ProShares | 26,473 | 0 | 0 | 0 | For |
| Russell Investments | 24,620 | 0 | 0 | 0 | For |
| State Street | 22,500 | 0 | 0 | 23 | For |
| Northern Trust | 0 | 0 | 0 | 22,509 | Withhold |
| John Hancock | 18,838 | 0 | 2,483 | 0 | Mixed |
| DWS | 18,544 | 0 | 0 | 0 | For |
| SEI | 16,600 | 0 | 0 | 0 | For |
Showing the 25 largest of 57 asset managers. See all 57 in the interactive database.
Combines 10 wordings of this item as funds reported it.
86% Approved · of votes cast
Description as filed by funds: Advisory vote to approve the compensation of our named executive officers.
C3.ai, Inc.’s own tally for this item (“2. Approval, on an Advisory Basis, of the Compensation of the Company's Named Executive Officers”): 186,563,591 for, 29,855,073 against — passed, per its Form 8-K filed October 9, 2025 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “The Company's stockholders approved, on an advisory basis, the compensation of the Company's named executive officers, as disclosed in the Proxy Statement.”
Support: 86% 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 | 60 | 12,493,648 | 0 | 0 | Against |
| Virtus | 0 | 1,613,322 | 0 | 0 | Against |
| BlackRock | 207,900 | 1,214,395 | 0 | 0 | Mixed |
| Global X | 0 | 1,279,999 | 0 | 0 | Against |
| Charles Schwab | 0 | 988,192 | 0 | 0 | Against |
| Fidelity | 290 | 433,605 | 0 | 0 | Against |
| Dimensional | 0 | 333,957 | 0 | 0 | Against |
| Equitable | 0 | 253,219 | 0 | 0 | Against |
| WisdomTree | 193,799 | 0 | 0 | 0 | For |
| Wedbush Series Trust | 0 | 0 | 188,248 | 0 | Abstain |
| Goldman Sachs | 0 | 171,718 | 0 | 0 | Against |
| Federated Hermes | 0 | 170,052 | 0 | 0 | Against |
| Lincoln Financial | 0 | 99,180 | 0 | 0 | Against |
| Tidal Trust II | 95,017 | 0 | 0 | 0 | For |
| FundVantage Trust | 0 | 78,691 | 0 | 0 | Against |
| Pacific Life | 0 | 36,423 | 0 | 0 | Against |
| Bridge Builder Trust | 0 | 35,994 | 0 | 0 | Against |
| Themes ETF Trust | 0 | 28,823 | 0 | 0 | Against |
| ProShares | 0 | 26,473 | 0 | 0 | Against |
| Russell Investments | 0 | 24,620 | 0 | 0 | Against |
| State Street | 39 | 22,484 | 0 | 0 | Against |
| Northern Trust | 22,509 | 0 | 0 | 0 | For |
| John Hancock | 0 | 21,321 | 0 | 0 | Against |
| DWS | 0 | 18,544 | 0 | 0 | Against |
| SEI | 0 | 16,600 | 0 | 0 | Against |
Fund voting reports, all 58 managers: 537,013 for, 19,460,131 against, 197,328 abstained, 1 not voted. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 308,743 | 2,047,348 | 0 | 0 | Mixed |
| State Street | 142 | 1,083,507 | 0 | 0 | Against |
| Charles Schwab | 0 | 989,023 | 0 | 0 | Against |
| Northern Trust | 622,247 | 21,204 | 0 | 0 | For |
| Cerity Partners LLC | 0 | 533,051 | 0 | 0 | Against |
| Goldman Sachs | 940 | 513,962 | 0 | 0 | Against |
| Voya | 0 | 484,666 | 0 | 0 | Against |
| Vanguard | 0 | 484,192 | 0 | 0 | Against |
| CANADA PENSION PLAN INVESTMENT BOARD | 0 | 443,900 | 0 | 0 | Against |
| Connor, Clark & Lunn Investment Management Ltd. | 0 | 307,227 | 0 | 0 | Against |
| PARAMETRIC PORTFOLIO ASSOCIATES LLC | 0 | 216,154 | 0 | 0 | Against |
| Tiller Private Wealth, Inc. | 215,686 | 0 | 0 | 0 | For |
| PHILADELPHIA TRUST CO | 214,070 | 0 | 0 | 0 | For |
| MARSHALL WACE, LLP | 0 | 198,619 | 0 | 0 | Against |
| MELLON INVESTMENTS Corp | 190,368 | 0 | 0 | 0 | For |
| Perigon Wealth Management, LLC | 183,776 | 0 | 0 | 0 | For |
| Federated Hermes | 0 | 179,798 | 0 | 0 | Against |
| WELLS FARGO CLEARING SERVICES, LLC | 0 | 154,876 | 0 | 0 | Against |
| AllianceBernstein | 0 | 148,726 | 0 | 0 | Against |
| CAPITAL FUND MANAGEMENT S.A. | 0 | 146,770 | 0 | 0 | Against |
| Liontrust Investment Partners LLP | 0 | 145,257 | 0 | 0 | Against |
| UBS | 0 | 143,843 | 0 | 0 | Against |
| T. Rowe Price | 0 | 138,766 | 0 | 0 | Against |
| Citadel | 133,060 | 0 | 0 | 0 | For |
| BALYASNY ASSET MANAGEMENT L.P. | 0 | 99,374 | 0 | 0 | Against |
Institutional-manager reports, all 316 managers: 2,142,189 for, 10,421,817 against, 4,822 abstained, 3,386 not voted, 385 unknown. Showing the 25 largest; see all in the interactive database.
99.2% Approved · of votes cast
Description as filed by funds: RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING APRIL 30, 2026.
C3.ai, Inc.’s own tally for this item (“3. Ratification of Independent Registered Public Accounting Firm”): 251,472,840 for, 1,822,718 against — passed, per its Form 8-K filed October 9, 2025 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “The Company's stockholders ratified the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending April 30, 2026.”
Support: 99.2% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 55 asset managers below reported 19,175,823 for, 197,328 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 12,493,708 | 0 | 0 | 0 | For |
| BlackRock | 1,422,295 | 0 | 0 | 0 | For |
| Global X | 1,279,999 | 0 | 0 | 0 | For |
| Charles Schwab | 988,192 | 0 | 0 | 0 | For |
| Virtus | 806,661 | 0 | 0 | 0 | For |
| Fidelity | 433,895 | 0 | 0 | 0 | For |
| Dimensional | 333,957 | 0 | 0 | 0 | For |
| Equitable | 253,219 | 0 | 0 | 0 | For |
| WisdomTree | 193,799 | 0 | 0 | 0 | For |
| Wedbush Series Trust | 0 | 0 | 188,248 | 0 | Abstain |
| Goldman Sachs | 171,718 | 0 | 0 | 0 | For |
| Federated Hermes | 170,052 | 0 | 0 | 0 | For |
| Lincoln Financial | 99,180 | 0 | 0 | 0 | For |
| Tidal Trust II | 95,017 | 0 | 0 | 0 | For |
| FundVantage Trust | 78,691 | 0 | 0 | 0 | For |
| Pacific Life | 36,423 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 35,994 | 0 | 0 | 0 | For |
| Themes ETF Trust | 28,823 | 0 | 0 | 0 | For |
| ProShares | 26,473 | 0 | 0 | 0 | For |
| Russell Investments | 24,620 | 0 | 0 | 0 | For |
| State Street | 22,523 | 0 | 0 | 0 | For |
| Northern Trust | 22,509 | 0 | 0 | 0 | For |
| John Hancock | 21,321 | 0 | 0 | 0 | For |
| DWS | 18,544 | 0 | 0 | 0 | For |
| SEI | 16,600 | 0 | 0 | 0 | For |
Showing the 25 largest of 55 asset managers. See all 55 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 | 12,493,708 |
| 2 | Virtus | 1,613,322 |
| 3 | BlackRock | 1,422,295 |
| 4 | Global X | 1,279,999 |
| 5 | Charles Schwab | 988,192 |
| 6 | Fidelity | 433,895 |
| 7 | Dimensional | 333,957 |
| 8 | Equitable | 253,219 |
| 9 | WisdomTree | 193,799 |
| 10 | Wedbush Series Trust | 188,248 |
| # | Asset manager | Shares voted |
|---|---|---|
| 1 | BlackRock | 2,356,090 |
| 2 | State Street | 1,083,649 |
| 3 | Charles Schwab | 989,023 |
| 4 | Northern Trust | 643,451 |
| 5 | Cerity Partners LLC | 533,051 |
| 6 | Goldman Sachs | 514,902 |
| 7 | Voya | 484,666 |
| 8 | Vanguard | 484,192 |
| 9 | CANADA PENSION PLAN INVESTMENT BOARD | 443,900 |
| 10 | Connor, Clark & Lunn Investment Management Ltd. | 307,227 |
Shown as share counts, not percentages: no shares-outstanding figure has been matched to C3.ai, Inc. for the 2025-2026 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 25, 2026; a live search always shows the current data.
At C3.ai, Inc.'s shareholder meeting held October 3, 2025, in the 2025-2026 proxy season, 354 asset managers reported how they voted on 5 ballot items in their SEC Form N-PX filings, covering 1,302 separate fund positions. On the most widely held item on that ballot — Advisory vote to approve the compensation of our named executive officers. — C3.ai, Inc.'s filing reports the proposal as approved, with 86% 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: C3.ai, Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on October 9, 2025.
C3.ai, Inc. proxy season coverage: 2023-2024 · 2024-2025 · 2025-2026 (this page).
Download data (CSV): ballot items · votes by manager · column guide.