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Compiled from SEC Form N-PX filings and CARS.COM INC.’s Form 8-K, filed June 11, 2024 (Item 5.07 on EDGAR). Page generated October 14, 2026.
Meeting of June 5, 2024: 13 items on CARS.COM INC.’s Form 8-K, filed June 11, 2024: 11 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 CARS.COM INC. in the interactive database Compare manager voting policies
These tallies are CARS.COM INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed June 11, 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: Jerri DeVard | 53,067,953 | -- | -- | 1,724,757 | 8,203,772 | 97% | Elected | — |
| Elect Director: Scott Forbes | 52,825,250 | -- | -- | 1,967,460 | 8,203,772 | 96% | Elected | — |
| Elect Director: Jill Greenthal | 49,948,623 | -- | -- | 4,844,087 | 8,203,772 | 91% | Elected | — |
| Elect Director: Thomas Hale | 54,000,122 | -- | -- | 792,588 | 8,203,772 | 99% | Elected | — |
| Elect Director: Michael Kelly | 54,625,724 | -- | -- | 166,986 | 8,203,772 | 99.6% | Elected | — |
| Elect Director: Donald A. McGovern, Jr. | 54,625,855 | -- | -- | 166,855 | 8,203,772 | 99.6% | Elected | — |
| Elect Director: Greg Revelle | 53,997,668 | -- | -- | 795,042 | 8,203,772 | 99% | Elected | — |
| Elect Director: Jenell R. Ross | 54,062,044 | -- | -- | 730,666 | 8,203,772 | 99% | Elected | — |
| Elect Director: Bala Subramanian | 54,626,099 | -- | -- | 166,611 | 8,203,772 | 99.6% | Elected | — |
| Elect Director: T. Alex Vetter | 54,628,603 | -- | -- | 164,107 | 8,203,772 | 99.7% | Elected | — |
| Elect Director: Bryan Wiener | 54,046,520 | -- | -- | 746,190 | 8,203,772 | 99% | Elected | — |
| 2. Ratification of the Appointment of the Independent Registered Public Accounting Firm | 62,766,557 | 211,027 | 18,898 | -- | -- | 99.6% | Approved | — |
| 3. Advisory Votes on Executive Officer Compensation | 53,944,963 | 798,787 | 48,960 | -- | 8,203,772 | 99% | Approved | — |
Source: CARS.COM INC., Form 8-K, filed with the SEC on June 11, 2024 — read the filing on EDGAR.
Each item below shows how the 281 asset managers that disclosed a CARS.COM 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 5 wordings of this item as funds reported it.
99.6% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Bala Subramanian
CARS.COM INC.’s own tally for this item (“Elect Director: Bala Subramanian”): 54,626,099 for, 166,611 withheld, per its Form 8-K filed June 11, 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: Elected, in the filing’s own words: “The matters submitted to the Company's stockholders at the Annual Meeting and the voting results are as follows: Proposal 1 Election of Directors The Company's stockholders elected the following nominees as directors of the Company, each to hold office until the next annual meeting of stockholders …”
Support: 99.6% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 79 asset managers below reported 35,392,059 for, 6,902 withheld.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 9,816,217 | 0 | 0 | 0 | For |
| Vanguard | 7,039,327 | 0 | 0 | 0 | For |
| BlackRock | 6,850,566 | 0 | 0 | 0 | For |
| Dimensional | 2,709,607 | 0 | 0 | 0 | For |
| State Street | 933,368 | 0 | 0 | 1,787 | For |
| American Century | 903,469 | 0 | 0 | 0 | For |
| MERIDIAN FUND INC | 758,515 | 0 | 0 | 0 | For |
| Charles Schwab | 715,537 | 0 | 0 | 0 | For |
| Lord Abbett | 487,540 | 0 | 0 | 0 | For |
| Royce | 482,202 | 0 | 0 | 0 | For |
| RBB FUND, INC. | 472,124 | 0 | 0 | 0 | For |
| FIRST EAGLE FUNDS | 394,997 | 0 | 0 | 0 | For |
| TIAA | 348,982 | 0 | 0 | 0 | For |
| TRUST FOR PROFESSIONAL MANAGERS | 348,464 | 0 | 0 | 0 | For |
| TOCQUEVILLE TRUST | 300,000 | 0 | 0 | 0 | For |
| Equitable | 196,394 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 193,784 | 0 | 0 | 0 | For |
| Goldman Sachs | 158,738 | 0 | 0 | 0 | For |
| Jackson National | 155,824 | 0 | 0 | 0 | For |
| Invesco | 151,755 | 0 | 0 | 0 | For |
| Prudential/PGIM | 144,602 | 0 | 0 | 0 | For |
| JPMorgan | 134,537 | 0 | 0 | 0 | For |
| Russell Investments | 126,967 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 124,080 | 0 | 0 | 0 | For |
| Lincoln Financial | 100,780 | 0 | 0 | 0 | For |
Showing the 25 largest of 79 asset managers. See all 79 in the interactive database.
Combines 5 wordings of this item as funds reported it.
99% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Bryan Wiener
CARS.COM INC.’s own tally for this item (“Elect Director: Bryan Wiener”): 54,046,520 for, 746,190 withheld, per its Form 8-K filed June 11, 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: Elected, in the filing’s own words: “The matters submitted to the Company's stockholders at the Annual Meeting and the voting results are as follows: Proposal 1 Election of Directors The Company's stockholders elected the following nominees as directors of the Company, each to hold office until the next annual meeting of stockholders …”
Support: 99% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 79 asset managers below reported 35,386,561 for, 12,400 withheld.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 9,816,217 | 0 | 0 | 0 | For |
| Vanguard | 7,039,327 | 0 | 0 | 0 | For |
| BlackRock | 6,850,566 | 0 | 0 | 0 | For |
| Dimensional | 2,709,607 | 0 | 0 | 0 | For |
| State Street | 932,215 | 0 | 0 | 2,940 | For |
| American Century | 903,469 | 0 | 0 | 0 | For |
| MERIDIAN FUND INC | 758,515 | 0 | 0 | 0 | For |
| Charles Schwab | 715,537 | 0 | 0 | 0 | For |
| Lord Abbett | 487,540 | 0 | 0 | 0 | For |
| Royce | 482,202 | 0 | 0 | 0 | For |
| RBB FUND, INC. | 472,124 | 0 | 0 | 0 | For |
| FIRST EAGLE FUNDS | 394,997 | 0 | 0 | 0 | For |
| TIAA | 348,982 | 0 | 0 | 0 | For |
| TRUST FOR PROFESSIONAL MANAGERS | 348,464 | 0 | 0 | 0 | For |
| TOCQUEVILLE TRUST | 300,000 | 0 | 0 | 0 | For |
| Equitable | 196,394 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 193,784 | 0 | 0 | 0 | For |
| Goldman Sachs | 158,738 | 0 | 0 | 0 | For |
| Jackson National | 155,824 | 0 | 0 | 0 | For |
| Invesco | 151,755 | 0 | 0 | 0 | For |
| Prudential/PGIM | 144,602 | 0 | 0 | 0 | For |
| JPMorgan | 134,537 | 0 | 0 | 0 | For |
| Russell Investments | 126,967 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 124,080 | 0 | 0 | 0 | For |
| Lincoln Financial | 100,780 | 0 | 0 | 0 | For |
Showing the 25 largest of 79 asset managers. See all 79 in the interactive database.
Combines 5 wordings of this item as funds reported it.
99.6% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Donald A. McGovern, Jr.
CARS.COM INC.’s own tally for this item (“Elect Director: Donald A. McGovern, Jr.”): 54,625,855 for, 166,855 withheld, per its Form 8-K filed June 11, 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: Elected, in the filing’s own words: “The matters submitted to the Company's stockholders at the Annual Meeting and the voting results are as follows: Proposal 1 Election of Directors The Company's stockholders elected the following nominees as directors of the Company, each to hold office until the next annual meeting of stockholders …”
Support: 99.6% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 79 asset managers below reported 35,392,059 for, 6,902 withheld.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 9,816,217 | 0 | 0 | 0 | For |
| Vanguard | 7,039,327 | 0 | 0 | 0 | For |
| BlackRock | 6,850,566 | 0 | 0 | 0 | For |
| Dimensional | 2,709,607 | 0 | 0 | 0 | For |
| State Street | 933,368 | 0 | 0 | 1,787 | For |
| American Century | 903,469 | 0 | 0 | 0 | For |
| MERIDIAN FUND INC | 758,515 | 0 | 0 | 0 | For |
| Charles Schwab | 715,537 | 0 | 0 | 0 | For |
| Lord Abbett | 487,540 | 0 | 0 | 0 | For |
| Royce | 482,202 | 0 | 0 | 0 | For |
| RBB FUND, INC. | 472,124 | 0 | 0 | 0 | For |
| FIRST EAGLE FUNDS | 394,997 | 0 | 0 | 0 | For |
| TIAA | 348,982 | 0 | 0 | 0 | For |
| TRUST FOR PROFESSIONAL MANAGERS | 348,464 | 0 | 0 | 0 | For |
| TOCQUEVILLE TRUST | 300,000 | 0 | 0 | 0 | For |
| Equitable | 196,394 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 193,784 | 0 | 0 | 0 | For |
| Goldman Sachs | 158,738 | 0 | 0 | 0 | For |
| Jackson National | 155,824 | 0 | 0 | 0 | For |
| Invesco | 151,755 | 0 | 0 | 0 | For |
| Prudential/PGIM | 144,602 | 0 | 0 | 0 | For |
| JPMorgan | 134,537 | 0 | 0 | 0 | For |
| Russell Investments | 126,967 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 124,080 | 0 | 0 | 0 | For |
| Lincoln Financial | 100,780 | 0 | 0 | 0 | For |
Showing the 25 largest of 79 asset managers. See all 79 in the interactive database.
Combines 5 wordings of this item as funds reported it.
99% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Greg Revelle
CARS.COM INC.’s own tally for this item (“Elect Director: Greg Revelle”): 53,997,668 for, 795,042 withheld, per its Form 8-K filed June 11, 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: Elected, in the filing’s own words: “The matters submitted to the Company's stockholders at the Annual Meeting and the voting results are as follows: Proposal 1 Election of Directors The Company's stockholders elected the following nominees as directors of the Company, each to hold office until the next annual meeting of stockholders …”
Support: 99% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 79 asset managers below reported 35,339,430 for, 59,531 withheld.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 9,816,217 | 0 | 0 | 0 | For |
| Vanguard | 7,039,327 | 0 | 0 | 0 | For |
| BlackRock | 6,850,566 | 0 | 0 | 0 | For |
| Dimensional | 2,709,607 | 0 | 0 | 0 | For |
| State Street | 932,215 | 0 | 0 | 2,940 | For |
| American Century | 903,469 | 0 | 0 | 0 | For |
| MERIDIAN FUND INC | 758,515 | 0 | 0 | 0 | For |
| Charles Schwab | 715,537 | 0 | 0 | 0 | For |
| Lord Abbett | 487,540 | 0 | 0 | 0 | For |
| Royce | 482,202 | 0 | 0 | 0 | For |
| RBB FUND, INC. | 472,124 | 0 | 0 | 0 | For |
| FIRST EAGLE FUNDS | 394,997 | 0 | 0 | 0 | For |
| TIAA | 348,982 | 0 | 0 | 0 | For |
| TRUST FOR PROFESSIONAL MANAGERS | 348,464 | 0 | 0 | 0 | For |
| TOCQUEVILLE TRUST | 300,000 | 0 | 0 | 0 | For |
| Equitable | 196,394 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 193,784 | 0 | 0 | 0 | For |
| Goldman Sachs | 158,738 | 0 | 0 | 0 | For |
| Jackson National | 155,824 | 0 | 0 | 0 | For |
| Invesco | 151,755 | 0 | 0 | 0 | For |
| Prudential/PGIM | 144,602 | 0 | 0 | 0 | For |
| JPMorgan | 134,537 | 0 | 0 | 0 | For |
| Russell Investments | 126,967 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 124,080 | 0 | 0 | 0 | For |
| Lincoln Financial | 100,780 | 0 | 0 | 0 | For |
Showing the 25 largest of 79 asset managers. See all 79 in the interactive database.
Combines 5 wordings of this item as funds reported it.
99% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Jenell R. Ross
CARS.COM INC.’s own tally for this item (“Elect Director: Jenell R. Ross”): 54,062,044 for, 730,666 withheld, per its Form 8-K filed June 11, 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: Elected, in the filing’s own words: “The matters submitted to the Company's stockholders at the Annual Meeting and the voting results are as follows: Proposal 1 Election of Directors The Company's stockholders elected the following nominees as directors of the Company, each to hold office until the next annual meeting of stockholders …”
Support: 99% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 79 asset managers below reported 35,386,561 for, 12,400 withheld.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 9,816,217 | 0 | 0 | 0 | For |
| Vanguard | 7,039,327 | 0 | 0 | 0 | For |
| BlackRock | 6,850,566 | 0 | 0 | 0 | For |
| Dimensional | 2,709,607 | 0 | 0 | 0 | For |
| State Street | 932,215 | 0 | 0 | 2,940 | For |
| American Century | 903,469 | 0 | 0 | 0 | For |
| MERIDIAN FUND INC | 758,515 | 0 | 0 | 0 | For |
| Charles Schwab | 715,537 | 0 | 0 | 0 | For |
| Lord Abbett | 487,540 | 0 | 0 | 0 | For |
| Royce | 482,202 | 0 | 0 | 0 | For |
| RBB FUND, INC. | 472,124 | 0 | 0 | 0 | For |
| FIRST EAGLE FUNDS | 394,997 | 0 | 0 | 0 | For |
| TIAA | 348,982 | 0 | 0 | 0 | For |
| TRUST FOR PROFESSIONAL MANAGERS | 348,464 | 0 | 0 | 0 | For |
| TOCQUEVILLE TRUST | 300,000 | 0 | 0 | 0 | For |
| Equitable | 196,394 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 193,784 | 0 | 0 | 0 | For |
| Goldman Sachs | 158,738 | 0 | 0 | 0 | For |
| Jackson National | 155,824 | 0 | 0 | 0 | For |
| Invesco | 151,755 | 0 | 0 | 0 | For |
| Prudential/PGIM | 144,602 | 0 | 0 | 0 | For |
| JPMorgan | 134,537 | 0 | 0 | 0 | For |
| Russell Investments | 126,967 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 124,080 | 0 | 0 | 0 | For |
| Lincoln Financial | 100,780 | 0 | 0 | 0 | For |
Showing the 25 largest of 79 asset managers. See all 79 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: Jerri DeVard
CARS.COM INC.’s own tally for this item (“Elect Director: Jerri DeVard”): 53,067,953 for, 1,724,757 withheld, per its Form 8-K filed June 11, 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: Elected, in the filing’s own words: “The matters submitted to the Company's stockholders at the Annual Meeting and the voting results are as follows: Proposal 1 Election of Directors The Company's stockholders elected the following nominees as directors of the Company, each to hold office until the next annual meeting of stockholders …”
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 79 asset managers below reported 35,086,561 for, 312,400 withheld.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 9,816,217 | 0 | 0 | 0 | For |
| Vanguard | 7,039,327 | 0 | 0 | 0 | For |
| BlackRock | 6,850,566 | 0 | 0 | 0 | For |
| Dimensional | 2,709,607 | 0 | 0 | 0 | For |
| State Street | 932,215 | 0 | 0 | 2,940 | For |
| American Century | 903,469 | 0 | 0 | 0 | For |
| MERIDIAN FUND INC | 758,515 | 0 | 0 | 0 | For |
| Charles Schwab | 715,537 | 0 | 0 | 0 | For |
| Lord Abbett | 487,540 | 0 | 0 | 0 | For |
| Royce | 482,202 | 0 | 0 | 0 | For |
| RBB FUND, INC. | 472,124 | 0 | 0 | 0 | For |
| FIRST EAGLE FUNDS | 394,997 | 0 | 0 | 0 | For |
| TIAA | 348,982 | 0 | 0 | 0 | For |
| TRUST FOR PROFESSIONAL MANAGERS | 348,464 | 0 | 0 | 0 | For |
| TOCQUEVILLE TRUST | 0 | 0 | 0 | 300,000 | Withhold |
| Equitable | 196,394 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 193,784 | 0 | 0 | 0 | For |
| Goldman Sachs | 158,738 | 0 | 0 | 0 | For |
| Jackson National | 155,824 | 0 | 0 | 0 | For |
| Invesco | 151,755 | 0 | 0 | 0 | For |
| Prudential/PGIM | 144,602 | 0 | 0 | 0 | For |
| JPMorgan | 134,537 | 0 | 0 | 0 | For |
| Russell Investments | 126,967 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 124,080 | 0 | 0 | 0 | For |
| Lincoln Financial | 100,780 | 0 | 0 | 0 | For |
Showing the 25 largest of 79 asset managers. See all 79 in the interactive database.
Combines 5 wordings of this item as funds reported it.
91% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Jill Greenthal
CARS.COM INC.’s own tally for this item (“Elect Director: Jill Greenthal”): 49,948,623 for, 4,844,087 withheld, per its Form 8-K filed June 11, 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: Elected, in the filing’s own words: “The matters submitted to the Company's stockholders at the Annual Meeting and the voting results are as follows: Proposal 1 Election of Directors The Company's stockholders elected the following nominees as directors of the Company, each to hold office until the next annual meeting of stockholders …”
Support: 91% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 79 asset managers below reported 33,532,266 for, 1,866,125 withheld, 570 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 9,816,217 | 0 | 0 | 0 | For |
| Vanguard | 7,039,327 | 0 | 0 | 0 | For |
| BlackRock | 6,850,566 | 0 | 0 | 0 | For |
| Dimensional | 2,709,607 | 0 | 0 | 0 | For |
| State Street | 15,124 | 0 | 0 | 920,031 | Withhold |
| American Century | 903,469 | 0 | 0 | 0 | For |
| MERIDIAN FUND INC | 0 | 0 | 0 | 758,515 | Withhold |
| Charles Schwab | 715,537 | 0 | 0 | 0 | For |
| Lord Abbett | 487,540 | 0 | 0 | 0 | For |
| Royce | 482,202 | 0 | 0 | 0 | For |
| RBB FUND, INC. | 472,124 | 0 | 0 | 0 | For |
| FIRST EAGLE FUNDS | 394,997 | 0 | 0 | 0 | For |
| TIAA | 348,982 | 0 | 0 | 0 | For |
| TRUST FOR PROFESSIONAL MANAGERS | 348,464 | 0 | 0 | 0 | For |
| TOCQUEVILLE TRUST | 300,000 | 0 | 0 | 0 | For |
| Equitable | 196,394 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 193,784 | 0 | 0 | 0 | For |
| Goldman Sachs | 158,738 | 0 | 0 | 0 | For |
| Jackson National | 155,824 | 0 | 0 | 0 | For |
| Invesco | 151,755 | 0 | 0 | 0 | For |
| Prudential/PGIM | 144,602 | 0 | 0 | 0 | For |
| JPMorgan | 134,537 | 0 | 0 | 0 | For |
| Russell Investments | 126,967 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 124,080 | 0 | 0 | 0 | For |
| Lincoln Financial | 44,480 | 0 | 0 | 56,300 | Mixed |
Showing the 25 largest of 79 asset managers. See all 79 in the interactive database.
Combines 5 wordings of this item as funds reported it.
99.6% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Michael Kelly
CARS.COM INC.’s own tally for this item (“Elect Director: Michael Kelly”): 54,625,724 for, 166,986 withheld, per its Form 8-K filed June 11, 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: Elected, in the filing’s own words: “The matters submitted to the Company's stockholders at the Annual Meeting and the voting results are as follows: Proposal 1 Election of Directors The Company's stockholders elected the following nominees as directors of the Company, each to hold office until the next annual meeting of stockholders …”
Support: 99.6% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 79 asset managers below reported 35,392,059 for, 6,902 withheld.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 9,816,217 | 0 | 0 | 0 | For |
| Vanguard | 7,039,327 | 0 | 0 | 0 | For |
| BlackRock | 6,850,566 | 0 | 0 | 0 | For |
| Dimensional | 2,709,607 | 0 | 0 | 0 | For |
| State Street | 933,368 | 0 | 0 | 1,787 | For |
| American Century | 903,469 | 0 | 0 | 0 | For |
| MERIDIAN FUND INC | 758,515 | 0 | 0 | 0 | For |
| Charles Schwab | 715,537 | 0 | 0 | 0 | For |
| Lord Abbett | 487,540 | 0 | 0 | 0 | For |
| Royce | 482,202 | 0 | 0 | 0 | For |
| RBB FUND, INC. | 472,124 | 0 | 0 | 0 | For |
| FIRST EAGLE FUNDS | 394,997 | 0 | 0 | 0 | For |
| TIAA | 348,982 | 0 | 0 | 0 | For |
| TRUST FOR PROFESSIONAL MANAGERS | 348,464 | 0 | 0 | 0 | For |
| TOCQUEVILLE TRUST | 300,000 | 0 | 0 | 0 | For |
| Equitable | 196,394 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 193,784 | 0 | 0 | 0 | For |
| Goldman Sachs | 158,738 | 0 | 0 | 0 | For |
| Jackson National | 155,824 | 0 | 0 | 0 | For |
| Invesco | 151,755 | 0 | 0 | 0 | For |
| Prudential/PGIM | 144,602 | 0 | 0 | 0 | For |
| JPMorgan | 134,537 | 0 | 0 | 0 | For |
| Russell Investments | 126,967 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 124,080 | 0 | 0 | 0 | For |
| Lincoln Financial | 100,780 | 0 | 0 | 0 | For |
Showing the 25 largest of 79 asset managers. See all 79 in the interactive database.
Combines 5 wordings of this item as funds reported it.
96% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Scott Forbes
CARS.COM INC.’s own tally for this item (“Elect Director: Scott Forbes”): 52,825,250 for, 1,967,460 withheld, per its Form 8-K filed June 11, 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: Elected, in the filing’s own words: “The matters submitted to the Company's stockholders at the Annual Meeting and the voting results are as follows: Proposal 1 Election of Directors The Company's stockholders elected the following nominees as directors of the Company, each to hold office until the next annual meeting of stockholders …”
Support: 96% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 79 asset managers below reported 34,967,756 for, 416,428 withheld, 14,777 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 9,816,217 | 0 | 0 | 0 | For |
| Vanguard | 7,039,327 | 0 | 0 | 0 | For |
| BlackRock | 6,850,566 | 0 | 0 | 0 | For |
| Dimensional | 2,709,607 | 0 | 0 | 0 | For |
| State Street | 932,215 | 0 | 0 | 2,940 | For |
| American Century | 903,469 | 0 | 0 | 0 | For |
| MERIDIAN FUND INC | 758,515 | 0 | 0 | 0 | For |
| Charles Schwab | 715,537 | 0 | 0 | 0 | For |
| Lord Abbett | 487,540 | 0 | 0 | 0 | For |
| Royce | 482,202 | 0 | 0 | 0 | For |
| RBB FUND, INC. | 472,124 | 0 | 0 | 0 | For |
| FIRST EAGLE FUNDS | 394,997 | 0 | 0 | 0 | For |
| TIAA | 348,982 | 0 | 0 | 0 | For |
| TRUST FOR PROFESSIONAL MANAGERS | 348,464 | 0 | 0 | 0 | For |
| TOCQUEVILLE TRUST | 0 | 0 | 0 | 300,000 | Withhold |
| Equitable | 196,394 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 193,784 | 0 | 0 | 0 | For |
| Goldman Sachs | 158,738 | 0 | 0 | 0 | For |
| Jackson National | 155,824 | 0 | 0 | 0 | For |
| Invesco | 151,755 | 0 | 0 | 0 | For |
| Prudential/PGIM | 144,602 | 0 | 0 | 0 | For |
| JPMorgan | 134,537 | 0 | 0 | 0 | For |
| Russell Investments | 126,967 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 124,080 | 0 | 0 | 0 | For |
| Lincoln Financial | 100,780 | 0 | 0 | 0 | For |
Showing the 25 largest of 79 asset managers. See all 79 in the interactive database.
Combines 5 wordings of this item as funds reported it.
99.7% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: T. Alex Vetter
CARS.COM INC.’s own tally for this item (“Elect Director: T. Alex Vetter”): 54,628,603 for, 164,107 withheld, per its Form 8-K filed June 11, 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: Elected, in the filing’s own words: “The matters submitted to the Company's stockholders at the Annual Meeting and the voting results are as follows: Proposal 1 Election of Directors The Company's stockholders elected the following nominees as directors of the Company, each to hold office until the next annual meeting of stockholders …”
Support: 99.7% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 79 asset managers below reported 35,392,059 for, 6,902 withheld.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 9,816,217 | 0 | 0 | 0 | For |
| Vanguard | 7,039,327 | 0 | 0 | 0 | For |
| BlackRock | 6,850,566 | 0 | 0 | 0 | For |
| Dimensional | 2,709,607 | 0 | 0 | 0 | For |
| State Street | 933,368 | 0 | 0 | 1,787 | For |
| American Century | 903,469 | 0 | 0 | 0 | For |
| MERIDIAN FUND INC | 758,515 | 0 | 0 | 0 | For |
| Charles Schwab | 715,537 | 0 | 0 | 0 | For |
| Lord Abbett | 487,540 | 0 | 0 | 0 | For |
| Royce | 482,202 | 0 | 0 | 0 | For |
| RBB FUND, INC. | 472,124 | 0 | 0 | 0 | For |
| FIRST EAGLE FUNDS | 394,997 | 0 | 0 | 0 | For |
| TIAA | 348,982 | 0 | 0 | 0 | For |
| TRUST FOR PROFESSIONAL MANAGERS | 348,464 | 0 | 0 | 0 | For |
| TOCQUEVILLE TRUST | 300,000 | 0 | 0 | 0 | For |
| Equitable | 196,394 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 193,784 | 0 | 0 | 0 | For |
| Goldman Sachs | 158,738 | 0 | 0 | 0 | For |
| Jackson National | 155,824 | 0 | 0 | 0 | For |
| Invesco | 151,755 | 0 | 0 | 0 | For |
| Prudential/PGIM | 144,602 | 0 | 0 | 0 | For |
| JPMorgan | 134,537 | 0 | 0 | 0 | For |
| Russell Investments | 126,967 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 124,080 | 0 | 0 | 0 | For |
| Lincoln Financial | 100,780 | 0 | 0 | 0 | For |
Showing the 25 largest of 79 asset managers. See all 79 in the interactive database.
Combines 5 wordings of this item as funds reported it.
99% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Thomas Hale
CARS.COM INC.’s own tally for this item (“Elect Director: Thomas Hale”): 54,000,122 for, 792,588 withheld, per its Form 8-K filed June 11, 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: Elected, in the filing’s own words: “The matters submitted to the Company's stockholders at the Annual Meeting and the voting results are as follows: Proposal 1 Election of Directors The Company's stockholders elected the following nominees as directors of the Company, each to hold office until the next annual meeting of stockholders …”
Support: 99% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 79 asset managers below reported 35,339,430 for, 59,531 withheld.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 9,816,217 | 0 | 0 | 0 | For |
| Vanguard | 7,039,327 | 0 | 0 | 0 | For |
| BlackRock | 6,850,566 | 0 | 0 | 0 | For |
| Dimensional | 2,709,607 | 0 | 0 | 0 | For |
| State Street | 932,215 | 0 | 0 | 2,940 | For |
| American Century | 903,469 | 0 | 0 | 0 | For |
| MERIDIAN FUND INC | 758,515 | 0 | 0 | 0 | For |
| Charles Schwab | 715,537 | 0 | 0 | 0 | For |
| Lord Abbett | 487,540 | 0 | 0 | 0 | For |
| Royce | 482,202 | 0 | 0 | 0 | For |
| RBB FUND, INC. | 472,124 | 0 | 0 | 0 | For |
| FIRST EAGLE FUNDS | 394,997 | 0 | 0 | 0 | For |
| TIAA | 348,982 | 0 | 0 | 0 | For |
| TRUST FOR PROFESSIONAL MANAGERS | 348,464 | 0 | 0 | 0 | For |
| TOCQUEVILLE TRUST | 300,000 | 0 | 0 | 0 | For |
| Equitable | 196,394 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 193,784 | 0 | 0 | 0 | For |
| Goldman Sachs | 158,738 | 0 | 0 | 0 | For |
| Jackson National | 155,824 | 0 | 0 | 0 | For |
| Invesco | 151,755 | 0 | 0 | 0 | For |
| Prudential/PGIM | 144,602 | 0 | 0 | 0 | For |
| JPMorgan | 134,537 | 0 | 0 | 0 | For |
| Russell Investments | 126,967 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 124,080 | 0 | 0 | 0 | For |
| Lincoln Financial | 100,780 | 0 | 0 | 0 | For |
Showing the 25 largest of 79 asset managers. See all 79 in the interactive database.
Combines 11 wordings of this item as funds reported it.
99% Approved · of votes cast
Description as filed by funds: Non-binding advisory resolution approving the compensation of the Named Executive Officers.
CARS.COM INC.’s own tally for this item (“3. Advisory Votes on Executive Officer Compensation”): 53,944,963 for, 798,787 against — passed, per its Form 8-K filed June 11, 2024 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 3 Advisory Votes on Executive Officer Compensation The Company's stockholders approved, on a non-binding, advisory basis, the compensation of the Company's named executive officers, as disclosed in the Company's proxy statement.”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Also reported under other wordings, matched to the same row of CARS.COM INC.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Say on pay” (2 managers, 4 for).
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 |
|---|---|---|---|---|---|
| Fidelity | 9,816,217 | 0 | 0 | 0 | For |
| Vanguard | 7,039,327 | 0 | 0 | 0 | For |
| BlackRock | 6,850,566 | 0 | 0 | 0 | For |
| Dimensional | 2,709,607 | 0 | 0 | 0 | For |
| State Street | 935,155 | 0 | 0 | 0 | For |
| American Century | 903,469 | 0 | 0 | 0 | For |
| MERIDIAN FUND INC | 758,515 | 0 | 0 | 0 | For |
| Charles Schwab | 715,537 | 0 | 0 | 0 | For |
| Lord Abbett | 487,540 | 0 | 0 | 0 | For |
| Royce | 482,202 | 0 | 0 | 0 | For |
| RBB FUND, INC. | 472,124 | 0 | 0 | 0 | For |
| FIRST EAGLE FUNDS | 394,997 | 0 | 0 | 0 | For |
| TIAA | 348,982 | 0 | 0 | 0 | For |
| TRUST FOR PROFESSIONAL MANAGERS | 348,464 | 0 | 0 | 0 | For |
| TOCQUEVILLE TRUST | 300,000 | 0 | 0 | 0 | For |
| Equitable | 196,394 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 193,784 | 0 | 0 | 0 | For |
| Goldman Sachs | 158,738 | 0 | 0 | 0 | For |
| Jackson National | 155,824 | 0 | 0 | 0 | For |
| Invesco | 151,755 | 0 | 0 | 0 | For |
| Prudential/PGIM | 144,602 | 0 | 0 | 0 | For |
| JPMorgan | 134,537 | 0 | 0 | 0 | For |
| Russell Investments | 126,967 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 124,080 | 0 | 0 | 0 | For |
| Lincoln Financial | 100,780 | 0 | 0 | 0 | For |
Fund voting reports, all 81 managers: 35,428,509 for, 5,115 abstained. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 9,852,117 | 0 | 0 | 0 | For |
| Greenvale Capital LLP | 4,651,753 | 0 | 0 | 0 | For |
| State Street | 2,241,638 | 0 | 0 | 0 | For |
| Boston Partners | 2,142,057 | 0 | 0 | 0 | For |
| BlackRock | 2,049,396 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 1,376,277 | 0 | 0 | 0 | For |
| American Century | 904,345 | 0 | 0 | 0 | For |
| TOCQUEVILLE ASSET MANAGEMENT L.P. | 813,433 | 0 | 0 | 0 | For |
| ArrowMark Colorado Holdings LLC | 758,515 | 0 | 0 | 0 | For |
| Charles Schwab | 741,081 | 0 | 0 | 0 | For |
| Northern Trust | 674,732 | 0 | 0 | 0 | For |
| Robeco Institutional Asset Management B.V. | 562,636 | 0 | 0 | 0 | For |
| MELLON INVESTMENTS Corp | 535,450 | 0 | 0 | 0 | For |
| LORD, ABBETT & CO. LLC | 487,540 | 0 | 0 | 0 | For |
| Nuveen | 431,472 | 0 | 0 | 0 | For |
| First Eagle Investment Management, LLC | 430,643 | 0 | 0 | 0 | For |
| JPMorgan | 324,131 | 0 | 0 | 0 | For |
| PRINCIPAL GLOBAL INVESTORS | 320,286 | 0 | 0 | 0 | For |
| Dimensional | 283,610 | 0 | 0 | 0 | For |
| NORDEA INVESTMENT MANAGEMENT AB | 0 | 256,195 | 0 | 0 | Against |
| PARAMETRIC PORTFOLIO ASSOCIATES LLC | 247,101 | 0 | 0 | 0 | For |
| GREAT LAKES ADVISORS, LLC | 245,346 | 0 | 0 | 0 | For |
| Renaissance | 239,303 | 0 | 0 | 0 | For |
| Royce | 184,627 | 0 | 0 | 0 | For |
| Invesco | 179,494 | 0 | 0 | 0 | For |
Institutional-manager reports, all 226 managers: 33,700,683 for, 571,314 against, 4,172 abstained, 1,959 not voted. Showing the 25 largest; see all in the interactive database.
Combines 5 wordings of this item as funds reported it.
99.6% Approved · of votes cast
Description as filed by funds: Ratify the appointment of Ernst & Young LLP, an independent registered public accounting firm, as our independent certified public accountants for fiscal year 2024.
CARS.COM INC.’s own tally for this item (“2. Ratification of the Appointment of the Independent Registered Public Accounting Firm”): 62,766,557 for, 211,027 against — passed, per its Form 8-K filed June 11, 2024 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 2 Ratification of the Appointment of the Independent Registered Public Accounting Firm The Company's stockholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the 2024 fiscal year.”
Support: 99.6% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 84 asset managers below reported 35,429,483 for, 760 against, 5,115 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 9,816,217 | 0 | 0 | 0 | For |
| Vanguard | 7,039,327 | 0 | 0 | 0 | For |
| BlackRock | 6,850,566 | 0 | 0 | 0 | For |
| Dimensional | 2,709,607 | 0 | 0 | 0 | For |
| State Street | 934,395 | 760 | 0 | 0 | For |
| American Century | 903,469 | 0 | 0 | 0 | For |
| MERIDIAN FUND INC | 758,515 | 0 | 0 | 0 | For |
| Charles Schwab | 715,537 | 0 | 0 | 0 | For |
| Lord Abbett | 487,540 | 0 | 0 | 0 | For |
| Royce | 482,202 | 0 | 0 | 0 | For |
| RBB FUND, INC. | 472,124 | 0 | 0 | 0 | For |
| FIRST EAGLE FUNDS | 394,997 | 0 | 0 | 0 | For |
| TIAA | 348,982 | 0 | 0 | 0 | For |
| TRUST FOR PROFESSIONAL MANAGERS | 348,464 | 0 | 0 | 0 | For |
| TOCQUEVILLE TRUST | 300,000 | 0 | 0 | 0 | For |
| Equitable | 196,394 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 193,784 | 0 | 0 | 0 | For |
| Goldman Sachs | 158,738 | 0 | 0 | 0 | For |
| Jackson National | 155,824 | 0 | 0 | 0 | For |
| Invesco | 151,755 | 0 | 0 | 0 | For |
| Prudential/PGIM | 144,602 | 0 | 0 | 0 | For |
| JPMorgan | 134,537 | 0 | 0 | 0 | For |
| Russell Investments | 126,967 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 124,080 | 0 | 0 | 0 | For |
| Lincoln Financial | 100,780 | 0 | 0 | 0 | For |
Showing the 25 largest of 84 asset managers. See all 84 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 66,228,000 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Fidelity | 14.82% |
| 2 | Vanguard | 10.63% |
| 3 | BlackRock | 10.34% |
| 4 | Dimensional | 4.09% |
| 5 | State Street | 1.41% |
| 6 | American Century | 1.36% |
| 7 | MERIDIAN FUND INC | 1.15% |
| 8 | Charles Schwab | 1.08% |
| 9 | Lord Abbett | 0.74% |
| 10 | Royce | 0.73% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Fidelity | 14.88% |
| 2 | Greenvale Capital LLP | 7.02% |
| 3 | State Street | 3.38% |
| 4 | Boston Partners | 3.23% |
| 5 | BlackRock | 3.09% |
| 6 | GEODE CAPITAL MANAGEMENT, LLC | 2.08% |
| 7 | American Century | 1.37% |
| 8 | TOCQUEVILLE ASSET MANAGEMENT L.P. | 1.23% |
| 9 | ArrowMark Colorado Holdings LLC | 1.15% |
| 10 | Charles Schwab | 1.12% |
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 |
|---|---|---|
| FMR LLC | 15.00% | DEF14A |
| FMR (Fidelity) | 13.57% | 13F |
| BlackRock | 12.97% | 13F |
| Vanguard Group | 9.89% | 13F |
| Greenvale Capital LLP | 6.99% | DEF14A |
| ACMGMT | 5.29% | DEF14A |
| Dimensional Fund Advisors | 4.65% | 13F |
| State Street | 3.66% | 13F |
| Geode Capital | 2.10% | 13F |
| Morgan Stanley | 1.90% | 13F |
Percentages above are of 66,228,000 shares outstanding, as reported by CARS.COM INC. on its Form 10-Q dated March 31, 2024 (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 CARS.COM INC.’s 10-Q dated March 31, 2024. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.
At CARS.COM INC.'s shareholder meeting held June 5, 2024, in the 2023-2024 proxy season, 281 asset managers reported how they voted on 13 ballot items in their SEC Form N-PX filings, covering 3,827 separate fund positions. On the most widely held item on that ballot — Non-binding advisory resolution approving the compensation of the Named Executive Officers. — CARS.COM INC.'s filing reports the proposal as approved, with 99% 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: CARS.COM INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on June 11, 2024.
CARS.COM INC. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.
Download data (CSV): ballot items · votes by manager · column guide.