Home › Companies › Cars.com Inc. › 2025-2026
Compiled from SEC Form N-PX filings and Cars.com Inc.’s Form 8-K, filed June 5, 2026 (Item 5.07 on EDGAR). Page generated October 14, 2026.
Meeting of June 3, 2026: 10 items on Cars.com Inc.’s Form 8-K, filed June 5, 2026: 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 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 5, 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.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| Elect Director: Scott Forbes | 41,780,978 | -- | -- | 1,251,361 | 8,761,914 | 97% | Not verified | — |
| Elect Director: Jill Greenthal | 41,066,055 | -- | -- | 1,966,284 | 8,761,914 | 95% | Not verified | — |
| Elect Director: Thomas Hale | 42,431,735 | -- | -- | 600,604 | 8,761,914 | 99% | Not verified | — |
| Elect Director: Tobias Hartmann | 42,809,690 | -- | -- | 222,649 | 8,761,914 | 99.4% | Not verified | — |
| Elect Director: Donald A. McGovern, Jr. | 42,595,134 | -- | -- | 437,205 | 8,761,914 | 99% | Not verified | — |
| Elect Director: Jenell R. Ross | 41,943,816 | -- | -- | 1,088,523 | 8,761,914 | 97% | Not verified | — |
| Elect Director: Bala Subramanian | 42,014,771 | -- | -- | 1,017,568 | 8,761,914 | 98% | Not verified | — |
| Elect Director: Bryan Wiener | 41,814,053 | -- | -- | 1,218,286 | 8,761,914 | 97% | Not verified | — |
| 2. Ratification of Appointment of the Ernst & Young LLP as Independent Registered Public Accounting Firm for the fiscal year 2026 | 51,534,116 | 214,444 | 45,693 | -- | -- | 99.5% | Not verified | — |
| 3. Advisory Approval of Executive Officer Compensation | 39,715,300 | 2,645,887 | 671,152 | -- | 8,761,914 | 94% | Not verified | — |
Source: Cars.com Inc., Form 8-K, filed with the SEC on June 5, 2026 — read the filing on EDGAR.
Each item below shows how the 248 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.
98% 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”): 42,014,771 for, 1,017,568 withheld, per its Form 8-K filed June 5, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 66 asset managers below reported 20,575,269 for, 5,805 withheld, 104,429 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 7,183,675 | 0 | 0 | 0 | For |
| Vanguard | 3,005,770 | 0 | 3 | 4,520 | For |
| American Century | 1,756,355 | 0 | 0 | 0 | For |
| BlackRock | 1,379,393 | 0 | 0 | 0 | For |
| JPMorgan | 1,349,926 | 0 | 0 | 0 | For |
| Brown Advisory Funds | 1,280,350 | 0 | 0 | 0 | For |
| Dimensional | 1,036,445 | 0 | 0 | 0 | For |
| Charles Schwab | 924,499 | 0 | 0 | 0 | For |
| World Funds Trust | 451,024 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 438,832 | 0 | 0 | 0 | For |
| EXCHANGE TRADED CONCEPTS TRUST | 168,850 | 0 | 0 | 0 | For |
| EA Series Trust | 163,788 | 0 | 0 | 0 | For |
| Equitable | 124,684 | 0 | 0 | 0 | For |
| TIAA | 117,916 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 115,000 | 0 | 0 | 0 | For |
| Royce | 103,063 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 89,702 | 0 | 0 | 0 | For |
| Goldman Sachs | 78,939 | 0 | 0 | 0 | For |
| WisdomTree | 72,672 | 0 | 0 | 0 | For |
| Voya | 71,961 | 0 | 0 | 0 | For |
| SEI | 69,257 | 0 | 0 | 0 | For |
| ETF Series Solutions | 0 | 0 | 67,053 | 0 | Abstain |
| Lincoln Financial | 64,799 | 0 | 0 | 0 | For |
| Russell Investments | 55,288 | 0 | 0 | 0 | For |
| Pacific Life | 53,090 | 0 | 0 | 0 | For |
Showing the 25 largest of 66 asset managers. See all 66 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: Bryan Wiener
Cars.com Inc.’s own tally for this item (“Elect Director: Bryan Wiener”): 41,814,053 for, 1,218,286 withheld, per its Form 8-K filed June 5, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 66 asset managers below reported 20,575,269 for, 5,805 withheld, 104,429 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 7,183,675 | 0 | 0 | 0 | For |
| Vanguard | 3,005,770 | 0 | 3 | 4,520 | For |
| American Century | 1,756,355 | 0 | 0 | 0 | For |
| BlackRock | 1,379,393 | 0 | 0 | 0 | For |
| JPMorgan | 1,349,926 | 0 | 0 | 0 | For |
| Brown Advisory Funds | 1,280,350 | 0 | 0 | 0 | For |
| Dimensional | 1,036,445 | 0 | 0 | 0 | For |
| Charles Schwab | 924,499 | 0 | 0 | 0 | For |
| World Funds Trust | 451,024 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 438,832 | 0 | 0 | 0 | For |
| EXCHANGE TRADED CONCEPTS TRUST | 168,850 | 0 | 0 | 0 | For |
| EA Series Trust | 163,788 | 0 | 0 | 0 | For |
| Equitable | 124,684 | 0 | 0 | 0 | For |
| TIAA | 117,916 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 115,000 | 0 | 0 | 0 | For |
| Royce | 103,063 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 89,702 | 0 | 0 | 0 | For |
| Goldman Sachs | 78,939 | 0 | 0 | 0 | For |
| WisdomTree | 72,672 | 0 | 0 | 0 | For |
| Voya | 71,961 | 0 | 0 | 0 | For |
| SEI | 69,257 | 0 | 0 | 0 | For |
| ETF Series Solutions | 0 | 0 | 67,053 | 0 | Abstain |
| Lincoln Financial | 64,799 | 0 | 0 | 0 | For |
| Russell Investments | 55,288 | 0 | 0 | 0 | For |
| Pacific Life | 53,090 | 0 | 0 | 0 | For |
Showing the 25 largest of 66 asset managers. See all 66 in the interactive database.
Combines 6 wordings of this item as funds reported it.
99% 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.”): 42,595,134 for, 437,205 withheld, per its Form 8-K filed June 5, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 66 asset managers below reported 20,575,271 for, 5,805 withheld, 104,427 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 7,183,675 | 0 | 0 | 0 | For |
| Vanguard | 3,005,772 | 0 | 1 | 4,520 | For |
| American Century | 1,756,355 | 0 | 0 | 0 | For |
| BlackRock | 1,379,393 | 0 | 0 | 0 | For |
| JPMorgan | 1,349,926 | 0 | 0 | 0 | For |
| Brown Advisory Funds | 1,280,350 | 0 | 0 | 0 | For |
| Dimensional | 1,036,445 | 0 | 0 | 0 | For |
| Charles Schwab | 924,499 | 0 | 0 | 0 | For |
| World Funds Trust | 451,024 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 438,832 | 0 | 0 | 0 | For |
| EXCHANGE TRADED CONCEPTS TRUST | 168,850 | 0 | 0 | 0 | For |
| EA Series Trust | 163,788 | 0 | 0 | 0 | For |
| Equitable | 124,684 | 0 | 0 | 0 | For |
| TIAA | 117,916 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 115,000 | 0 | 0 | 0 | For |
| Royce | 103,063 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 89,702 | 0 | 0 | 0 | For |
| Goldman Sachs | 78,939 | 0 | 0 | 0 | For |
| WisdomTree | 72,672 | 0 | 0 | 0 | For |
| Voya | 71,961 | 0 | 0 | 0 | For |
| SEI | 69,257 | 0 | 0 | 0 | For |
| ETF Series Solutions | 0 | 0 | 67,053 | 0 | Abstain |
| Lincoln Financial | 64,799 | 0 | 0 | 0 | For |
| Russell Investments | 55,288 | 0 | 0 | 0 | For |
| Pacific Life | 53,090 | 0 | 0 | 0 | For |
Showing the 25 largest of 66 asset managers. See all 66 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: Jenell R. Ross
Cars.com Inc.’s own tally for this item (“Elect Director: Jenell R. Ross”): 41,943,816 for, 1,088,523 withheld, per its Form 8-K filed June 5, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 66 asset managers below reported 20,685,500 for, 3 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 7,183,675 | 0 | 0 | 0 | For |
| Vanguard | 3,010,290 | 0 | 3 | 0 | For |
| American Century | 1,756,355 | 0 | 0 | 0 | For |
| BlackRock | 1,379,393 | 0 | 0 | 0 | For |
| JPMorgan | 1,349,926 | 0 | 0 | 0 | For |
| Brown Advisory Funds | 1,280,350 | 0 | 0 | 0 | For |
| Dimensional | 1,036,445 | 0 | 0 | 0 | For |
| Charles Schwab | 924,499 | 0 | 0 | 0 | For |
| World Funds Trust | 451,024 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 438,832 | 0 | 0 | 0 | For |
| EXCHANGE TRADED CONCEPTS TRUST | 168,850 | 0 | 0 | 0 | For |
| EA Series Trust | 163,788 | 0 | 0 | 0 | For |
| Equitable | 124,684 | 0 | 0 | 0 | For |
| TIAA | 117,916 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 115,000 | 0 | 0 | 0 | For |
| Royce | 103,063 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 89,702 | 0 | 0 | 0 | For |
| Goldman Sachs | 78,939 | 0 | 0 | 0 | For |
| WisdomTree | 72,672 | 0 | 0 | 0 | For |
| Voya | 71,961 | 0 | 0 | 0 | For |
| SEI | 69,257 | 0 | 0 | 0 | For |
| ETF Series Solutions | 67,053 | 0 | 0 | 0 | For |
| Lincoln Financial | 64,799 | 0 | 0 | 0 | For |
| Russell Investments | 55,288 | 0 | 0 | 0 | For |
| Pacific Life | 53,090 | 0 | 0 | 0 | For |
Showing the 25 largest of 66 asset managers. See all 66 in the interactive database.
Combines 5 wordings of this item as funds reported it.
95% 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”): 41,066,055 for, 1,966,284 withheld, per its Form 8-K filed June 5, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 95% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 66 asset managers below reported 20,223,801 for, 193,482 withheld, 268,220 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 7,183,675 | 0 | 0 | 0 | For |
| Vanguard | 3,003,548 | 0 | 6 | 6,739 | For |
| American Century | 1,756,355 | 0 | 0 | 0 | For |
| BlackRock | 1,379,393 | 0 | 0 | 0 | For |
| JPMorgan | 1,349,926 | 0 | 0 | 0 | For |
| Brown Advisory Funds | 1,280,350 | 0 | 0 | 0 | For |
| Dimensional | 1,036,445 | 0 | 0 | 0 | For |
| Charles Schwab | 924,499 | 0 | 0 | 0 | For |
| World Funds Trust | 451,024 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 438,832 | 0 | 0 | 0 | For |
| EXCHANGE TRADED CONCEPTS TRUST | 168,850 | 0 | 0 | 0 | For |
| EA Series Trust | 0 | 0 | 163,788 | 0 | Abstain |
| Equitable | 124,684 | 0 | 0 | 0 | For |
| TIAA | 117,916 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 115,000 | 0 | 0 | 0 | For |
| Royce | 103,063 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 89,702 | 0 | 0 | 0 | For |
| Goldman Sachs | 78,939 | 0 | 0 | 0 | For |
| WisdomTree | 72,672 | 0 | 0 | 0 | For |
| Voya | 71,961 | 0 | 0 | 0 | For |
| SEI | 0 | 0 | 0 | 69,257 | Withhold |
| ETF Series Solutions | 0 | 0 | 67,053 | 0 | Abstain |
| Lincoln Financial | 64,799 | 0 | 0 | 0 | For |
| Russell Investments | 0 | 0 | 0 | 55,288 | Withhold |
| Pacific Life | 53,090 | 0 | 0 | 0 | For |
Showing the 25 largest of 66 asset managers. See all 66 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: Scott Forbes
Cars.com Inc.’s own tally for this item (“Elect Director: Scott Forbes”): 41,780,978 for, 1,251,361 withheld, per its Form 8-K filed June 5, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 66 asset managers below reported 20,575,268 for, 5,805 withheld, 104,430 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 7,183,675 | 0 | 0 | 0 | For |
| Vanguard | 3,005,769 | 0 | 4 | 4,520 | For |
| American Century | 1,756,355 | 0 | 0 | 0 | For |
| BlackRock | 1,379,393 | 0 | 0 | 0 | For |
| JPMorgan | 1,349,926 | 0 | 0 | 0 | For |
| Brown Advisory Funds | 1,280,350 | 0 | 0 | 0 | For |
| Dimensional | 1,036,445 | 0 | 0 | 0 | For |
| Charles Schwab | 924,499 | 0 | 0 | 0 | For |
| World Funds Trust | 451,024 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 438,832 | 0 | 0 | 0 | For |
| EXCHANGE TRADED CONCEPTS TRUST | 168,850 | 0 | 0 | 0 | For |
| EA Series Trust | 163,788 | 0 | 0 | 0 | For |
| Equitable | 124,684 | 0 | 0 | 0 | For |
| TIAA | 117,916 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 115,000 | 0 | 0 | 0 | For |
| Royce | 103,063 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 89,702 | 0 | 0 | 0 | For |
| Goldman Sachs | 78,939 | 0 | 0 | 0 | For |
| WisdomTree | 72,672 | 0 | 0 | 0 | For |
| Voya | 71,961 | 0 | 0 | 0 | For |
| SEI | 69,257 | 0 | 0 | 0 | For |
| ETF Series Solutions | 0 | 0 | 67,053 | 0 | Abstain |
| Lincoln Financial | 64,799 | 0 | 0 | 0 | For |
| Russell Investments | 55,288 | 0 | 0 | 0 | For |
| Pacific Life | 53,090 | 0 | 0 | 0 | For |
Showing the 25 largest of 66 asset managers. See all 66 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”): 42,431,735 for, 600,604 withheld, per its Form 8-K filed June 5, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 66 asset managers below reported 20,575,271 for, 5,805 withheld, 104,427 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 7,183,675 | 0 | 0 | 0 | For |
| Vanguard | 3,005,772 | 0 | 1 | 4,520 | For |
| American Century | 1,756,355 | 0 | 0 | 0 | For |
| BlackRock | 1,379,393 | 0 | 0 | 0 | For |
| JPMorgan | 1,349,926 | 0 | 0 | 0 | For |
| Brown Advisory Funds | 1,280,350 | 0 | 0 | 0 | For |
| Dimensional | 1,036,445 | 0 | 0 | 0 | For |
| Charles Schwab | 924,499 | 0 | 0 | 0 | For |
| World Funds Trust | 451,024 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 438,832 | 0 | 0 | 0 | For |
| EXCHANGE TRADED CONCEPTS TRUST | 168,850 | 0 | 0 | 0 | For |
| EA Series Trust | 163,788 | 0 | 0 | 0 | For |
| Equitable | 124,684 | 0 | 0 | 0 | For |
| TIAA | 117,916 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 115,000 | 0 | 0 | 0 | For |
| Royce | 103,063 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 89,702 | 0 | 0 | 0 | For |
| Goldman Sachs | 78,939 | 0 | 0 | 0 | For |
| WisdomTree | 72,672 | 0 | 0 | 0 | For |
| Voya | 71,961 | 0 | 0 | 0 | For |
| SEI | 69,257 | 0 | 0 | 0 | For |
| ETF Series Solutions | 0 | 0 | 67,053 | 0 | Abstain |
| Lincoln Financial | 64,799 | 0 | 0 | 0 | For |
| Russell Investments | 55,288 | 0 | 0 | 0 | For |
| Pacific Life | 53,090 | 0 | 0 | 0 | For |
Showing the 25 largest of 66 asset managers. See all 66 in the interactive database.
Combines 5 wordings of this item as funds reported it.
99.4% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Tobias Hartmann
Cars.com Inc.’s own tally for this item (“Elect Director: Tobias Hartmann”): 42,809,690 for, 222,649 withheld, per its Form 8-K filed June 5, 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: 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 + WITHHELD); abstentions and broker non-votes are excluded.
The 66 asset managers below reported 20,685,503 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 7,183,675 | 0 | 0 | 0 | For |
| Vanguard | 3,010,293 | 0 | 0 | 0 | For |
| American Century | 1,756,355 | 0 | 0 | 0 | For |
| BlackRock | 1,379,393 | 0 | 0 | 0 | For |
| JPMorgan | 1,349,926 | 0 | 0 | 0 | For |
| Brown Advisory Funds | 1,280,350 | 0 | 0 | 0 | For |
| Dimensional | 1,036,445 | 0 | 0 | 0 | For |
| Charles Schwab | 924,499 | 0 | 0 | 0 | For |
| World Funds Trust | 451,024 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 438,832 | 0 | 0 | 0 | For |
| EXCHANGE TRADED CONCEPTS TRUST | 168,850 | 0 | 0 | 0 | For |
| EA Series Trust | 163,788 | 0 | 0 | 0 | For |
| Equitable | 124,684 | 0 | 0 | 0 | For |
| TIAA | 117,916 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 115,000 | 0 | 0 | 0 | For |
| Royce | 103,063 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 89,702 | 0 | 0 | 0 | For |
| Goldman Sachs | 78,939 | 0 | 0 | 0 | For |
| WisdomTree | 72,672 | 0 | 0 | 0 | For |
| Voya | 71,961 | 0 | 0 | 0 | For |
| SEI | 69,257 | 0 | 0 | 0 | For |
| ETF Series Solutions | 67,053 | 0 | 0 | 0 | For |
| Lincoln Financial | 64,799 | 0 | 0 | 0 | For |
| Russell Investments | 55,288 | 0 | 0 | 0 | For |
| Pacific Life | 53,090 | 0 | 0 | 0 | For |
Showing the 25 largest of 66 asset managers. See all 66 in the interactive database.
Combines 11 wordings of this item as funds reported it.
94% Majority: yes · of votes cast
Description as filed by funds: ADVISORY APPROVAL OF EXECUTIVE OFFICER COMPENSATION (SAY ON PAY).
Cars.com Inc.’s own tally for this item (“3. Advisory Approval of Executive Officer Compensation”): 39,715,300 for, 2,645,887 against, per its Form 8-K filed June 5, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 94% 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 |
|---|---|---|---|---|---|
| Fidelity | 7,183,675 | 0 | 0 | 0 | For |
| Vanguard | 3,010,289 | 3 | 2 | 0 | For |
| American Century | 0 | 1,756,355 | 0 | 0 | Against |
| BlackRock | 1,379,393 | 0 | 0 | 0 | For |
| JPMorgan | 1,349,926 | 0 | 0 | 0 | For |
| Brown Advisory Funds | 1,280,350 | 0 | 0 | 0 | For |
| Dimensional | 1,036,445 | 0 | 0 | 0 | For |
| Charles Schwab | 924,499 | 0 | 0 | 0 | For |
| World Funds Trust | 451,024 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 438,832 | 0 | 0 | 0 | For |
| EXCHANGE TRADED CONCEPTS TRUST | 168,850 | 0 | 0 | 0 | For |
| EA Series Trust | 163,788 | 0 | 0 | 0 | For |
| Equitable | 144,684 | 0 | 0 | 0 | For |
| TIAA | 117,916 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 115,000 | 0 | 0 | 0 | For |
| Royce | 103,063 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 89,702 | 0 | 0 | 0 | For |
| Goldman Sachs | 78,939 | 0 | 0 | 0 | For |
| WisdomTree | 72,672 | 0 | 0 | 0 | For |
| Voya | 71,961 | 0 | 0 | 0 | For |
| SEI | 69,257 | 0 | 0 | 0 | For |
| ETF Series Solutions | 67,053 | 0 | 0 | 0 | For |
| Lincoln Financial | 64,799 | 0 | 0 | 0 | For |
| Russell Investments | 55,288 | 0 | 0 | 0 | For |
| Pacific Life | 20,741 | 32,349 | 0 | 0 | Mixed |
Fund voting reports, all 66 managers: 18,917,590 for, 1,795,322 against, 2 abstained. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 8,589,404 | 0 | 0 | 0 | For |
| Pale Fire Capital SE | 3,816,912 | 0 | 0 | 0 | For |
| Hill Path Capital LP | 2,481,032 | 0 | 0 | 0 | For |
| BROWN ADVISORY INC | 2,220,216 | 0 | 0 | 0 | For |
| American Century | 0 | 1,812,390 | 0 | 0 | Against |
| BlackRock | 1,563,980 | 761 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 1,326,762 | 0 | 0 | 0 | For |
| BREACH INLET CAPITAL MANAGEMENT, LLC | 1,077,150 | 0 | 0 | 0 | For |
| Charles Schwab | 924,981 | 0 | 0 | 0 | For |
| State Street | 862,991 | 1,784 | 0 | 0 | For |
| Vanguard | 488,690 | 0 | 0 | 0 | For |
| NORDEA INVESTMENT MANAGEMENT AB | 0 | 486,871 | 0 | 0 | Against |
| TOCQUEVILLE ASSET MANAGEMENT L.P. | 464,341 | 0 | 0 | 0 | For |
| Dana Investment Advisors, Inc. | 376,436 | 0 | 0 | 0 | For |
| PEREGRINE CAPITAL MANAGEMENT LLC | 298,856 | 0 | 0 | 0 | For |
| Northern Trust | 293,538 | 0 | 0 | 0 | For |
| KESTREL INVESTMENT MANAGEMENT CORP | 288,350 | 0 | 0 | 0 | For |
| Villanova Investment Management Co | 280,283 | 0 | 0 | 0 | For |
| Victory Capital | 249,115 | 0 | 0 | 0 | For |
| PAR CAPITAL MANAGEMENT INC | 246,299 | 0 | 0 | 0 | For |
| Dimensional | 242,202 | 0 | 0 | 0 | For |
| MELLON INVESTMENTS Corp | 168,700 | 0 | 0 | 0 | For |
| CLARK ESTATES INC/NY | 163,800 | 0 | 0 | 0 | For |
| K2 PRINCIPAL FUND, L.P. | 163,259 | 0 | 0 | 0 | For |
| T. Rowe Price | 138,754 | 0 | 0 | 0 | For |
Institutional-manager reports, all 199 managers: 28,879,257 for, 2,365,127 against, 12,446 abstained, 2,021 not voted. Showing the 25 largest; see all in the interactive database.
Combines 3 wordings of this item as funds reported it.
99.5% Majority: yes · of votes cast
Description as filed by funds: RATIFICATION OF APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR 2026.
Cars.com Inc.’s own tally for this item (“2. Ratification of Appointment of the Ernst & Young LLP as Independent Registered Public Accounting Firm for the fiscal year 2026”): 51,534,116 for, 214,444 against, per its Form 8-K filed June 5, 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: 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 68 asset managers below reported 20,711,408 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 7,183,675 | 0 | 0 | 0 | For |
| Vanguard | 3,010,293 | 0 | 0 | 0 | For |
| American Century | 1,756,355 | 0 | 0 | 0 | For |
| BlackRock | 1,379,393 | 0 | 0 | 0 | For |
| JPMorgan | 1,349,926 | 0 | 0 | 0 | For |
| Brown Advisory Funds | 1,280,350 | 0 | 0 | 0 | For |
| Dimensional | 1,036,445 | 0 | 0 | 0 | For |
| Charles Schwab | 924,499 | 0 | 0 | 0 | For |
| World Funds Trust | 451,024 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 438,832 | 0 | 0 | 0 | For |
| EXCHANGE TRADED CONCEPTS TRUST | 168,850 | 0 | 0 | 0 | For |
| EA Series Trust | 163,788 | 0 | 0 | 0 | For |
| Equitable | 144,684 | 0 | 0 | 0 | For |
| TIAA | 117,916 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 115,000 | 0 | 0 | 0 | For |
| Royce | 103,063 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 89,702 | 0 | 0 | 0 | For |
| Goldman Sachs | 78,939 | 0 | 0 | 0 | For |
| WisdomTree | 72,672 | 0 | 0 | 0 | For |
| Voya | 71,961 | 0 | 0 | 0 | For |
| SEI | 69,257 | 0 | 0 | 0 | For |
| ETF Series Solutions | 67,053 | 0 | 0 | 0 | For |
| Lincoln Financial | 64,799 | 0 | 0 | 0 | For |
| Russell Investments | 55,288 | 0 | 0 | 0 | For |
| Pacific Life | 53,090 | 0 | 0 | 0 | For |
Showing the 25 largest of 68 asset managers. See all 68 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 57,191,000 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Fidelity | 12.56% |
| 2 | Vanguard | 5.26% |
| 3 | American Century | 3.07% |
| 4 | BlackRock | 2.41% |
| 5 | JPMorgan | 2.36% |
| 6 | Brown Advisory Funds | 2.24% |
| 7 | Dimensional | 1.81% |
| 8 | Charles Schwab | 1.62% |
| 9 | World Funds Trust | 0.79% |
| 10 | Pacer Funds Trust | 0.77% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Fidelity | 15.02% |
| 2 | Pale Fire Capital SE | 6.67% |
| 3 | Hill Path Capital LP | 4.34% |
| 4 | BROWN ADVISORY INC | 3.88% |
| 5 | American Century | 3.17% |
| 6 | BlackRock | 2.74% |
| 7 | GEODE CAPITAL MANAGEMENT, LLC | 2.32% |
| 8 | BREACH INLET CAPITAL MANAGEMENT, LLC | 1.88% |
| 9 | Charles Schwab | 1.62% |
| 10 | State Street | 1.51% |
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 (Fidelity) | 15.38% | 13F |
| Vanguard Group | 9.12% | 13F |
| BlackRock | 7.53% | 13F |
| FAMILY TRUST PURSUANT TO ARTICLE V OF THE LINDA AHMED DECLARATION OF TRUST DATED MARCH 4, | 7.17% | 13G |
| Dimensional Fund Advisors | 5.95% | 13F |
| JPMorgan Chase | 2.67% | 13F |
| State Street | 2.57% | 13F |
| Geode Capital | 2.32% | 13F |
| Morgan Stanley | 1.98% | 13F |
| Charles Schwab | 1.62% | 13F |
Percentages above are of 57,191,000 shares outstanding, as reported by Cars.com 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.
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, 2026. 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 3, 2026, in the 2025-2026 proxy season, 248 asset managers reported how they voted on 10 ballot items in their SEC Form N-PX filings, covering 2,020 separate fund positions. On the most widely held item on that ballot — ADVISORY APPROVAL OF EXECUTIVE OFFICER COMPENSATION (SAY ON PAY). — FOR was 94% 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: Cars.com Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on June 5, 2026.
Cars.com Inc. proxy season coverage: 2023-2024 · 2024-2025 · 2025-2026 (this page).
Download data (CSV): ballot items · votes by manager · column guide.