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CHEESECAKE FACTORY INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and CHEESECAKE FACTORY INC.’s Form 8-K, filed June 4, 2024 (Item 5.07 on EDGAR). Page generated October 14, 2026.

12Ballot items
282Asset managers
3,213Fund votes
May 30, 2024Meeting date

Results at a glance

Meeting of May 30, 2024: 12 items on CHEESECAKE FACTORY INC.’s Form 8-K, filed June 4, 2024: 12 without a stated outcome.

Material dissent

None.

Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided

Proxy season: 2023-2024 2024-2025 2025-2026

Explore CHEESECAKE FACTORY INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by CHEESECAKE FACTORY INC.

These tallies are CHEESECAKE FACTORY INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed June 4, 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.

CHEESECAKE FACTORY INC. — official shareholder meeting results, meeting held May 30, 2024
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Support (of votes cast)	Reported outcome	Voting standard
Elect Director: David Overton	35,640,263	1,092,672	9,251	--	5,614,539	97%	Not verified	—
Elect Director: Edie A. Ames	36,496,474	234,469	11,243	--	5,614,539	99.3%	Not verified	—
Elect Director: Alexander L. Cappello	35,389,699	1,341,607	10,880	--	5,614,539	96%	Not verified	—
Elect Director: Khanh Collins	36,400,143	325,400	16,643	--	5,614,539	99.1%	Not verified	—
Elect Director: Adam S. Gordon	36,472,930	239,245	30,011	--	5,614,539	99.3%	Not verified	—
Elect Director: Jerome I. Kransdorf	34,987,607	1,743,930	10,649	--	5,614,539	95%	Not verified	—
Elect Director: Janice L. Meyer	36,498,954	232,456	10,776	--	5,614,539	99.3%	Not verified	—
Elect Director: Laurence B. Mindel	35,467,768	1,263,690	10,728	--	5,614,539	97%	Not verified	—
Elect Director: David B. Pittaway	35,427,808	1,302,881	11,497	--	5,614,539	96%	Not verified	—
2. Approval and Adoption of the Restated Certificate of Incorporation to provide for the exculpation of officers as permitted by the Delaware General Corporation Law	33,602,846	3,112,974	26,366	--	5,614,539	92%	Not verified	—
3. Ratification of Selection of Independent Registered Public Accounting Firm for Fiscal Year 2024	42,278,907	60,671	17,147	--	0	99.8%	Not verified	—
4. Non-Binding Advisory Vote on Executive Compensation	36,098,045	597,784	46,357	--	5,614,539	98%	Not verified	—

Source: CHEESECAKE FACTORY INC., Form 8-K, filed with the SEC on June 4, 2024 — read the filing on EDGAR.

How asset managers voted at the CHEESECAKE FACTORY INC. 2023-2024 meeting

Each item below shows how the 282 asset managers that disclosed a CHEESECAKE FACTORY 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.

1. Elect Director: Adam S. Gordon

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

99.3% Majority: yes · of votes cast

FOR 99.3%

FOR: 36,472,930AGAINST: 239,245

Details: description as filed, official tally, votes by 72 asset managers

Description as filed by funds: Election of Directors: Adam S. Gordon

CHEESECAKE FACTORY INC.’s own tally for this item (“Elect Director: Adam S. Gordon”): 36,472,930 for, 239,245 against, per its Form 8-K filed June 4, 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: 99.3% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 72 asset managers below reported 21,023,572 for, 145 against, 3,690 abstained, 36,145 not voted.

FOR

FOR: 21,023,572AGAINST: 145ABSTAIN: 3,690NOT VOTED: 36,145

Largest asset managers voting on “Election of Directors: Adam S. Gordon” at CHEESECAKE FACTORY INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	5,485,511	0	For
BlackRock	5,402,733	0	For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)	2,200,000	0	For
HARBOR FUNDS	1,079,129	0	For
Invesco	1,054,534	0	For
Virtus	738,597	0	For
American Century	711,994	0	For
Thrivent	616,702	0	For
Charles Schwab	545,901	0	For
FIRST EAGLE FUNDS	367,789	0	For
Victory Capital	301,882	0	For
Dimensional	252,540	0	For
Equitable	250,689	0	For
WILLIAM BLAIR FUNDS	239,260	0	For
TIAA	232,436	0	For
WisdomTree	211,431	0	For
Columbia Threadneedle	208,218	0	For
State Street	154,025	145	For
Jackson National	120,667	0	For
QUANTITATIVE MASTER SERIES LLC	83,766	0	For
First Trust	61,169	0	For
Principal	54,382	0	For
Fidelity	51,682	0	For
Lincoln Financial	45,183	0	For
SEI	36,942	0	For

Showing the 25 largest of 72 asset managers. See all 72 in the interactive database.

2. Elect Director: Alexander L. Cappello

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%

FOR: 35,389,699AGAINST: 1,341,607

Details: description as filed, official tally, votes by 72 asset managers

Description as filed by funds: Election of Directors: Alexander L. Cappello

CHEESECAKE FACTORY INC.’s own tally for this item (“Elect Director: Alexander L. Cappello”): 35,389,699 for, 1,341,607 against, per its Form 8-K filed June 4, 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 72 asset managers below reported 20,815,130 for, 208,587 against, 3,690 abstained, 36,145 not voted.

FOR

FOR: 20,815,130AGAINST: 208,587ABSTAIN: 3,690NOT VOTED: 36,145

Largest asset managers voting on “Election of Directors: Alexander L. Cappello” at CHEESECAKE FACTORY INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	5,485,511	0	For
BlackRock	5,402,733	0	For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)	2,200,000	0	For
HARBOR FUNDS	1,079,129	0	For
Invesco	1,054,534	0	For
Virtus	738,597	0	For
American Century	711,994	0	For
Thrivent	616,702	0	For
Charles Schwab	545,901	0	For
FIRST EAGLE FUNDS	367,789	0	For
Victory Capital	301,882	0	For
Dimensional	252,540	0	For
Equitable	250,689	0	For
WILLIAM BLAIR FUNDS	239,260	0	For
TIAA	232,436	0	For
WisdomTree	211,431	0	For
Columbia Threadneedle	0	208,218	Against
State Street	153,961	209	For
Jackson National	120,667	0	For
QUANTITATIVE MASTER SERIES LLC	83,766	0	For
First Trust	61,169	0	For
Principal	54,382	0	For
Fidelity	51,682	0	For
Lincoln Financial	45,183	0	For
SEI	36,942	0	For

Showing the 25 largest of 72 asset managers. See all 72 in the interactive database.

3. Elect Director: David B. Pittaway

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%

FOR: 35,427,808AGAINST: 1,302,881

Details: description as filed, official tally, votes by 72 asset managers

Description as filed by funds: Election of Directors: David B. Pittaway

CHEESECAKE FACTORY INC.’s own tally for this item (“Elect Director: David B. Pittaway”): 35,427,808 for, 1,302,881 against, per its Form 8-K filed June 4, 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.

The 72 asset managers below reported 20,815,130 for, 208,587 against, 3,690 abstained, 36,145 not voted.

FOR

FOR: 20,815,130AGAINST: 208,587ABSTAIN: 3,690NOT VOTED: 36,145

Largest asset managers voting on “Election of Directors: David B. Pittaway” at CHEESECAKE FACTORY INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	5,485,511	0	For
BlackRock	5,402,733	0	For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)	2,200,000	0	For
HARBOR FUNDS	1,079,129	0	For
Invesco	1,054,534	0	For
Virtus	738,597	0	For
American Century	711,994	0	For
Thrivent	616,702	0	For
Charles Schwab	545,901	0	For
FIRST EAGLE FUNDS	367,789	0	For
Victory Capital	301,882	0	For
Dimensional	252,540	0	For
Equitable	250,689	0	For
WILLIAM BLAIR FUNDS	239,260	0	For
TIAA	232,436	0	For
WisdomTree	211,431	0	For
Columbia Threadneedle	0	208,218	Against
State Street	153,961	209	For
Jackson National	120,667	0	For
QUANTITATIVE MASTER SERIES LLC	83,766	0	For
First Trust	61,169	0	For
Principal	54,382	0	For
Fidelity	51,682	0	For
Lincoln Financial	45,183	0	For
SEI	36,942	0	For

Showing the 25 largest of 72 asset managers. See all 72 in the interactive database.

4. Elect Director: David Overton

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%

FOR: 35,640,263AGAINST: 1,092,672

Details: description as filed, official tally, votes by 72 asset managers

Description as filed by funds: Election of Directors: David Overton

CHEESECAKE FACTORY INC.’s own tally for this item (“Elect Director: David Overton”): 35,640,263 for, 1,092,672 against, per its Form 8-K filed June 4, 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 72 asset managers below reported 21,013,484 for, 10,233 against, 3,690 abstained, 36,145 not voted.

FOR

FOR: 21,013,484AGAINST: 10,233ABSTAIN: 3,690NOT VOTED: 36,145

Largest asset managers voting on “Election of Directors: David Overton” at CHEESECAKE FACTORY INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	5,485,511	0	For
BlackRock	5,402,733	0	For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)	2,200,000	0	For
HARBOR FUNDS	1,079,129	0	For
Invesco	1,054,534	0	For
Virtus	738,597	0	For
American Century	711,994	0	For
Thrivent	616,702	0	For
Charles Schwab	545,901	0	For
FIRST EAGLE FUNDS	367,789	0	For
Victory Capital	301,882	0	For
Dimensional	252,540	0	For
Equitable	250,689	0	For
WILLIAM BLAIR FUNDS	239,260	0	For
TIAA	232,436	0	For
WisdomTree	211,431	0	For
Columbia Threadneedle	208,218	0	For
State Street	153,961	209	For
Jackson National	120,667	0	For
QUANTITATIVE MASTER SERIES LLC	83,766	0	For
First Trust	61,169	0	For
Principal	54,382	0	For
Fidelity	51,682	0	For
Lincoln Financial	45,183	0	For
SEI	36,942	0	For

Showing the 25 largest of 72 asset managers. See all 72 in the interactive database.

5. Elect Director: Edie A. Ames

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

99.3% Majority: yes · of votes cast

FOR 99.3%

FOR: 36,496,474AGAINST: 234,469

Details: description as filed, official tally, votes by 72 asset managers

Description as filed by funds: Election of Directors: Edie A. Ames

CHEESECAKE FACTORY INC.’s own tally for this item (“Elect Director: Edie A. Ames”): 36,496,474 for, 234,469 against, per its Form 8-K filed June 4, 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.

The 72 asset managers below reported 21,023,572 for, 145 against, 3,690 abstained, 36,145 not voted.

FOR

FOR: 21,023,572AGAINST: 145ABSTAIN: 3,690NOT VOTED: 36,145

Largest asset managers voting on “Election of Directors: Edie A. Ames” at CHEESECAKE FACTORY INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	5,485,511	0	For
BlackRock	5,402,733	0	For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)	2,200,000	0	For
HARBOR FUNDS	1,079,129	0	For
Invesco	1,054,534	0	For
Virtus	738,597	0	For
American Century	711,994	0	For
Thrivent	616,702	0	For
Charles Schwab	545,901	0	For
FIRST EAGLE FUNDS	367,789	0	For
Victory Capital	301,882	0	For
Dimensional	252,540	0	For
Equitable	250,689	0	For
WILLIAM BLAIR FUNDS	239,260	0	For
TIAA	232,436	0	For
WisdomTree	211,431	0	For
Columbia Threadneedle	208,218	0	For
State Street	154,025	145	For
Jackson National	120,667	0	For
QUANTITATIVE MASTER SERIES LLC	83,766	0	For
First Trust	61,169	0	For
Principal	54,382	0	For
Fidelity	51,682	0	For
Lincoln Financial	45,183	0	For
SEI	36,942	0	For

Showing the 25 largest of 72 asset managers. See all 72 in the interactive database.

6. Elect Director: Janice L. Meyer

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

99.3% Majority: yes · of votes cast

FOR 99.3%

FOR: 36,498,954AGAINST: 232,456

Details: description as filed, official tally, votes by 72 asset managers

Description as filed by funds: Election of Directors: Janice L. Meyer

CHEESECAKE FACTORY INC.’s own tally for this item (“Elect Director: Janice L. Meyer”): 36,498,954 for, 232,456 against, per its Form 8-K filed June 4, 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.

The 72 asset managers below reported 21,023,572 for, 145 against, 3,690 abstained, 36,145 not voted.

FOR

FOR: 21,023,572AGAINST: 145ABSTAIN: 3,690NOT VOTED: 36,145

Largest asset managers voting on “Election of Directors: Janice L. Meyer” at CHEESECAKE FACTORY INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	5,485,511	0	For
BlackRock	5,402,733	0	For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)	2,200,000	0	For
HARBOR FUNDS	1,079,129	0	For
Invesco	1,054,534	0	For
Virtus	738,597	0	For
American Century	711,994	0	For
Thrivent	616,702	0	For
Charles Schwab	545,901	0	For
FIRST EAGLE FUNDS	367,789	0	For
Victory Capital	301,882	0	For
Dimensional	252,540	0	For
Equitable	250,689	0	For
WILLIAM BLAIR FUNDS	239,260	0	For
TIAA	232,436	0	For
WisdomTree	211,431	0	For
Columbia Threadneedle	208,218	0	For
State Street	154,025	145	For
Jackson National	120,667	0	For
QUANTITATIVE MASTER SERIES LLC	83,766	0	For
First Trust	61,169	0	For
Principal	54,382	0	For
Fidelity	51,682	0	For
Lincoln Financial	45,183	0	For
SEI	36,942	0	For

Showing the 25 largest of 72 asset managers. See all 72 in the interactive database.

7. Elect Director: Jerome I. Kransdorf

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%

FOR: 34,987,607AGAINST: 1,743,930

Details: description as filed, official tally, votes by 72 asset managers

Description as filed by funds: Election of Directors: Jerome I. Kransdorf

CHEESECAKE FACTORY INC.’s own tally for this item (“Elect Director: Jerome I. Kransdorf”): 34,987,607 for, 1,743,930 against, per its Form 8-K filed June 4, 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: 95% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 72 asset managers below reported 20,800,339 for, 223,378 against, 3,690 abstained, 36,145 not voted.

FOR

FOR: 20,800,339AGAINST: 223,378ABSTAIN: 3,690NOT VOTED: 36,145

Largest asset managers voting on “Election of Directors: Jerome I. Kransdorf” at CHEESECAKE FACTORY INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	5,485,511	0	For
BlackRock	5,402,733	0	For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)	2,200,000	0	For
HARBOR FUNDS	1,079,129	0	For
Invesco	1,054,534	0	For
Virtus	738,597	0	For
American Century	711,994	0	For
Thrivent	616,702	0	For
Charles Schwab	545,901	0	For
FIRST EAGLE FUNDS	367,789	0	For
Victory Capital	301,882	0	For
Dimensional	252,540	0	For
Equitable	250,689	0	For
WILLIAM BLAIR FUNDS	239,260	0	For
TIAA	232,436	0	For
WisdomTree	211,431	0	For
Columbia Threadneedle	0	208,218	Against
State Street	153,857	313	For
Jackson National	120,667	0	For
QUANTITATIVE MASTER SERIES LLC	83,766	0	For
First Trust	61,169	0	For
Principal	54,382	0	For
Fidelity	51,682	0	For
Lincoln Financial	45,183	0	For
SEI	36,942	0	For

Showing the 25 largest of 72 asset managers. See all 72 in the interactive database.

8. Elect Director: Khanh Collins

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

99.1% Majority: yes · of votes cast

FOR 99.1%

FOR: 36,400,143AGAINST: 325,400

Details: description as filed, official tally, votes by 72 asset managers

Description as filed by funds: Election of Directors: Khanh Collins

CHEESECAKE FACTORY INC.’s own tally for this item (“Elect Director: Khanh Collins”): 36,400,143 for, 325,400 against, per its Form 8-K filed June 4, 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: 99.1% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 72 asset managers below reported 21,018,644 for, 5,073 against, 3,690 abstained, 36,145 not voted.

FOR

FOR: 21,018,644AGAINST: 5,073ABSTAIN: 3,690NOT VOTED: 36,145

Largest asset managers voting on “Election of Directors: Khanh Collins” at CHEESECAKE FACTORY INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	5,485,511	0	For
BlackRock	5,402,733	0	For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)	2,200,000	0	For
HARBOR FUNDS	1,079,129	0	For
Invesco	1,054,534	0	For
Virtus	738,597	0	For
American Century	711,994	0	For
Thrivent	616,702	0	For
Charles Schwab	545,901	0	For
FIRST EAGLE FUNDS	367,789	0	For
Victory Capital	301,882	0	For
Dimensional	252,540	0	For
Equitable	250,689	0	For
WILLIAM BLAIR FUNDS	239,260	0	For
TIAA	232,436	0	For
WisdomTree	211,431	0	For
Columbia Threadneedle	208,218	0	For
State Street	153,920	250	For
Jackson National	120,667	0	For
QUANTITATIVE MASTER SERIES LLC	83,766	0	For
First Trust	61,169	0	For
Principal	54,382	0	For
Fidelity	51,682	0	For
Lincoln Financial	45,183	0	For
SEI	36,942	0	For

Showing the 25 largest of 72 asset managers. See all 72 in the interactive database.

9. Elect Director: Laurence B. Mindel

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%

FOR: 35,467,768AGAINST: 1,263,690

Details: description as filed, official tally, votes by 72 asset managers

Description as filed by funds: Election of Directors: Laurence B. Mindel

CHEESECAKE FACTORY INC.’s own tally for this item (“Elect Director: Laurence B. Mindel”): 35,467,768 for, 1,263,690 against, per its Form 8-K filed June 4, 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.

The 72 asset managers below reported 21,018,421 for, 5,296 against, 3,690 abstained, 36,145 not voted.

FOR

FOR: 21,018,421AGAINST: 5,296ABSTAIN: 3,690NOT VOTED: 36,145

Largest asset managers voting on “Election of Directors: Laurence B. Mindel” at CHEESECAKE FACTORY INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	5,485,511	0	For
BlackRock	5,402,733	0	For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)	2,200,000	0	For
HARBOR FUNDS	1,079,129	0	For
Invesco	1,054,534	0	For
Virtus	738,597	0	For
American Century	711,994	0	For
Thrivent	616,702	0	For
Charles Schwab	545,901	0	For
FIRST EAGLE FUNDS	367,789	0	For
Victory Capital	301,882	0	For
Dimensional	252,540	0	For
Equitable	250,689	0	For
WILLIAM BLAIR FUNDS	239,260	0	For
TIAA	232,436	0	For
WisdomTree	211,431	0	For
Columbia Threadneedle	208,218	0	For
State Street	153,857	313	For
Jackson National	120,667	0	For
QUANTITATIVE MASTER SERIES LLC	83,766	0	For
First Trust	61,169	0	For
Principal	54,382	0	For
Fidelity	51,682	0	For
Lincoln Financial	45,183	0	For
SEI	36,942	0	For

Showing the 25 largest of 72 asset managers. See all 72 in the interactive database.

10. 2. Approval and Adoption of the Restated Certificate of Incorporation to provide for the exculpation of officers as…

Outcome not verifiedOTHERReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

92% Majority: yes · of votes cast

FOR 92%

FOR: 33,602,846AGAINST: 3,112,974

Details: description as filed, official tally, votes by 72 asset managers

Description as filed by funds: TO APPROVE AND ADOPT THE RESTATED CERTIFICATE OF INCORPORATION OF THE COMPANY TO PROVIDE FOR THE EXCULPATION OF OFFICERS AS PERMITTED BY THE DELAWARE GENERAL CORPORATION LAW.

CHEESECAKE FACTORY INC.’s own tally for this item (“2. Approval and Adoption of the Restated Certificate of Incorporation to provide for the exculpation of officers as permitted by the Delaware General Corporation Law”): 33,602,846 for, 3,112,974 against, per its Form 8-K filed June 4, 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: 92% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 72 asset managers below reported 20,748,835 for, 274,882 against, 3,690 abstained, 36,145 not voted.

FOR

FOR: 20,748,835AGAINST: 274,882ABSTAIN: 3,690NOT VOTED: 36,145

Largest asset managers voting on “TO APPROVE AND ADOPT THE RESTATED CERTIFICATE OF INCORPORATION OF THE COMPANY TO PROVIDE FOR THE EXCULPATION O” at CHEESECAKE FACTORY INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	5,322,288	163,223	For
BlackRock	5,402,733	0	For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)	2,200,000	0	For
HARBOR FUNDS	1,079,129	0	For
Invesco	1,054,534	0	For
Virtus	738,597	0	For
American Century	711,994	0	For
Thrivent	616,702	0	For
Charles Schwab	545,901	0	For
FIRST EAGLE FUNDS	367,789	0	For
Victory Capital	301,882	0	For
Dimensional	252,540	0	For
Equitable	250,689	0	For
WILLIAM BLAIR FUNDS	239,260	0	For
TIAA	232,436	0	For
WisdomTree	211,431	0	For
Columbia Threadneedle	208,218	0	For
State Street	154,107	63	For
Jackson National	120,667	0	For
QUANTITATIVE MASTER SERIES LLC	83,766	0	For
First Trust	61,169	0	For
Principal	54,382	0	For
Fidelity	51,682	0	For
Lincoln Financial	45,183	0	For
SEI	0	36,942	Against

Showing the 25 largest of 72 asset managers. See all 72 in the interactive database.

11. 4. Non-Binding Advisory Vote on Executive Compensation

Outcome not verified Fund totals may overlapSECTION 14A SAY-ON-PAY VOTESReported outcome: Not verified

Combines 11 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 36,098,045AGAINST: 597,784

Details: description as filed, official tally, votes by 282 asset managers

Description as filed by funds: TO APPROVE, ON A NON-BINDING, ADVISORY BASIS, THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS AS DISCLOSED PURSUANT TO THE COMPENSATION DISCLOSURE RULES OF THE SECURITIES AND EXCHANGE COMMISSION.

CHEESECAKE FACTORY INC.’s own tally for this item (“4. Non-Binding Advisory Vote on Executive Compensation”): 36,098,045 for, 597,784 against, per its Form 8-K filed June 4, 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.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports: 69 asset managers voting on “TO APPROVE, ON A NON-BINDING, ADVISORY BASIS, THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS AS DI” at CHEESECAKE FACTORY INC., 2023-2024
Asset manager	For	Vote
Vanguard	5,485,511	For
BlackRock	5,402,733	For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)	2,200,000	For
HARBOR FUNDS	1,079,129	For
Invesco	1,054,534	For
Virtus	738,597	For
American Century	711,994	For
Thrivent	616,702	For
Charles Schwab	545,901	For
FIRST EAGLE FUNDS	367,789	For
Victory Capital	301,882	For
Dimensional	252,540	For
Equitable	250,689	For
WILLIAM BLAIR FUNDS	239,260	For
TIAA	232,436	For
WisdomTree	211,431	For
Columbia Threadneedle	208,218	For
State Street	154,170	For
Jackson National	120,667	For
QUANTITATIVE MASTER SERIES LLC	83,766	For
First Trust	61,169	For
Principal	54,382	For
Fidelity	51,682	For
Lincoln Financial	45,183	For
SEI	36,942	For

Fund voting reports, all 69 managers: 21,023,439 for, 3,690 abstained, 36,145 not voted. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 233 asset managers voting on “TO APPROVE, ON A NON-BINDING, ADVISORY BASIS, THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS AS DI” at CHEESECAKE FACTORY INC., 2023-2024
Asset manager	For	Against	Vote
BAMCO INC /NY/	2,200,000	0	For
EARNEST PARTNERS LLC	1,861,038	0	For
KAYNE ANDERSON RUDNICK INVESTMENT MANAGEMENT LLC	1,841,767	0	For
Invesco	1,074,828	0	For
American Century	717,056	0	For
State Street	637,970	0	For
Thrivent	616,702	0	For
Charles Schwab	575,401	0	For
WILLIAM BLAIR INVESTMENT MANAGEMENT, LLC	529,219	0	For
Natixis	525,326	0	For
BlackRock	524,204	0	For
First Eagle Investment Management, LLC	400,099	0	For
FRONTIER CAPITAL MANAGEMENT CO LLC	352,742	12,937	For
Northern Trust	329,107	33	For
Victory Capital	316,270	0	For
PALISADE CAPITAL MANAGEMENT, LP	314,962	0	For
ENVESTNET ASSET MANAGEMENT INC	258,831	0	For
Fisher Asset Management, LLC	258,258	0	For
PRINCIPAL GLOBAL INVESTORS	243,591	0	For
Nuveen	233,506	0	For
MELLON INVESTMENTS Corp	216,021	0	For
MARSHALL WACE, LLP	0	210,592	Against
ROCKEFELLER & CO. LLC	193,472	0	For
Leeward Investments, LLC - MA	181,295	0	For
PARAMETRIC PORTFOLIO ASSOCIATES LLC	180,801	0	For

Institutional-manager reports, all 233 managers: 16,760,652 for, 453,426 against, 6,222 abstained, 371 not voted. Showing the 25 largest; see all in the interactive database.

12. 3. Ratification of Selection of Independent Registered Public Accounting Firm for Fiscal Year 2024

Outcome not verifiedAUDIT-RELATEDReported outcome: Not verified

Combines 3 wordings of this item as funds reported it.

99.8% Majority: yes · of votes cast

FOR 99.8%

FOR: 42,278,907AGAINST: 60,671

Details: description as filed, official tally, votes by 71 asset managers

Description as filed by funds: TO RATIFY THE SELECTION OF KPMG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2024, ENDING DECEMBER 31, 2024.

CHEESECAKE FACTORY INC.’s own tally for this item (“3. Ratification of Selection of Independent Registered Public Accounting Firm for Fiscal Year 2024”): 42,278,907 for, 60,671 against, per its Form 8-K filed June 4, 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: 99.8% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 71 asset managers below reported 21,002,720 for, 20,997 against, 3,690 abstained.

FOR

FOR: 21,002,720AGAINST: 20,997ABSTAIN: 3,690

Largest asset managers voting on “TO RATIFY THE SELECTION OF KPMG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL ” at CHEESECAKE FACTORY INC., 2023-2024
Asset manager	For	Vote
Vanguard	5,485,511	For
BlackRock	5,402,733	For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)	2,200,000	For
HARBOR FUNDS	1,079,129	For
Invesco	1,054,534	For
Virtus	738,597	For
American Century	711,994	For
Thrivent	616,702	For
Charles Schwab	545,901	For
FIRST EAGLE FUNDS	367,789	For
Victory Capital	301,882	For
Dimensional	252,540	For
Equitable	250,689	For
WILLIAM BLAIR FUNDS	239,260	For
TIAA	232,436	For
WisdomTree	211,431	For
Columbia Threadneedle	208,218	For
State Street	154,170	For
Jackson National	120,667	For
QUANTITATIVE MASTER SERIES LLC	83,766	For
First Trust	61,169	For
Principal	54,382	For
Fidelity	51,682	For
Lincoln Financial	45,183	For
SEI	36,942	For

Showing the 25 largest of 71 asset managers. See all 71 in the interactive database.

Largest CHEESECAKE FACTORY INC. shareholders voting in 2023-2024

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 50,972,401 shares outstanding at the time of that meeting.

Fund voting reports: top CHEESECAKE FACTORY INC. shareholders by shares voted on “TO APPROVE, ON A NON-BINDING, ADVISORY BASIS, THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE…”, 2023-2024
#	Asset manager	% of shares outstanding
1	Vanguard	10.76%
2	BlackRock	10.60%
3	BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)	4.32%
4	HARBOR FUNDS	2.12%
5	Invesco	2.07%
6	Virtus	1.45%
7	American Century	1.40%
8	Thrivent	1.21%
9	Charles Schwab	1.07%
10	FIRST EAGLE FUNDS	0.72%

Institutional-manager reports: top CHEESECAKE FACTORY INC. shareholders by shares voted on “TO APPROVE, ON A NON-BINDING, ADVISORY BASIS, THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE…”, 2023-2024
#	Asset manager	% of shares outstanding
1	BAMCO INC /NY/	4.32%
2	EARNEST PARTNERS LLC	3.65%
3	KAYNE ANDERSON RUDNICK INVESTMENT MANAGEMENT LLC	3.61%
4	Invesco	2.11%
5	American Century	1.41%
6	State Street	1.25%
7	Thrivent	1.21%
8	Charles Schwab	1.13%
9	WILLIAM BLAIR INVESTMENT MANAGEMENT, LLC	1.04%
10	Natixis	1.03%

Reported CHEESECAKE FACTORY INC. holdings and ownership

As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.

CHEESECAKE FACTORY INC. holdings and ownership disclosed for the 2023-2024 proxy season
Holder	% outstanding	Disclosure
BlackRock	13.18%	13F
FMR (Fidelity)	10.31%	13F
Vanguard Group	10.11%	13F
David Overton	7.49%	13G
Kayne Anderson Rudnick Investment Management, LLC	5.78%	DEF14A
EARNEST Partners, LLC	5.52%	DEF14A
Baron Capital Group, Inc.	4.32%	DEF14A
State Street	3.50%	13F
Invesco	2.53%	13F
Dimensional Fund Advisors	2.35%	13F

Percentages above are of 50,972,401 shares outstanding, as reported by CHEESECAKE FACTORY INC. on its Form 10-Q dated April 2, 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.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from CHEESECAKE FACTORY INC.’s 10-Q dated April 2, 2024. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.

At CHEESECAKE FACTORY INC.'s shareholder meeting held May 30, 2024, in the 2023-2024 proxy season, 282 asset managers reported how they voted on 12 ballot items in their SEC Form N-PX filings, covering 3,213 separate fund positions. On the most widely held item on that ballot — TO APPROVE, ON A NON-BINDING, ADVISORY BASIS, THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE… — FOR was 98% 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: CHEESECAKE FACTORY INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on June 4, 2024.

CHEESECAKE FACTORY INC. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.

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