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The Chefs' Warehouse, Inc. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and The Chefs' Warehouse, Inc.’s Form 8-K, filed May 14, 2025 (Item 5.07 on EDGAR). Page generated October 14, 2026.

  • 12Ballot items
  • 283Asset managers
  • 3,651Fund votes
  • May 9, 2025Meeting date

Results at a glance

Meeting of May 9, 2025: 12 items on The Chefs' Warehouse, Inc.’s Form 8-K, filed May 14, 2025: 3 approved · 9 without a stated outcome.

Material dissent

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 The Chefs' Warehouse, Inc. in the interactive database Compare manager voting policies

Official 2024-2025 meeting results reported by The Chefs' Warehouse, Inc.

These tallies are The Chefs' Warehouse, Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 14, 2025 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

The Chefs' Warehouse, Inc. — official shareholder meeting results, meeting held May 9, 2025
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Ivy Brown 31,320,144528,51814,536 --1,769,579 98%Not verified—
Elect Director: Steven F. Goldstone 31,634,059214,78914,350 --1,769,579 99.3%Not verified—
Elect Director: Aylwin Lewis 28,209,1093,639,73914,350 --1,769,579 89%Not verified—
Elect Director: Lester Owens 31,797,91550,63314,650 --1,769,579 99.8%Not verified—
Elect Director: Christopher Pappas 31,466,509382,23314,456 --1,769,579 99%Not verified—
Elect Director: John Pappas 30,553,8961,294,94714,355 --1,769,579 96%Not verified—
Elect Director: Ricard N. Peretz 15,655,37916,193,13314,686 --1,769,579 49.2%Not verified—
Elect Director: Debra Walton-Ruskin 31,634,643213,82214,733 --1,769,579 99.3%Not verified—
Elect Director: Wendy M. Weinstein 31,282,342556,60724,239 --1,769,579 98%Not verified—
2. The ratification of the selection of BDO USA, P.C 33,502,473115,53614,768 ---- 99.6%Approved—
3. On a non-binding, advisory basis, the compensation of the Company's named executive officers, as described in the 2025 Proxy Statement 29,728,7032,098,27936,216 --1,769,579 93%Approved—
4. An amendment to the Company's Amended and Restated 2019 Omnibus Equity Incentive Plan, as included as Appendix A in the 2025 Proxy Statement 29,082,7082,762,69417,796 --1,769,579 91%Approved—

Source: The Chefs' Warehouse, Inc., Form 8-K, filed with the SEC on May 14, 2025 — read the filing on EDGAR.

How asset managers voted at the The Chefs' Warehouse, Inc. 2024-2025 meeting

Each item below shows how the 283 asset managers that disclosed a The Chefs' Warehouse, 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: Aylwin Lewis

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 2 wordings of this item as funds reported it.

89% Majority: yes · of votes cast

FOR 89%
FOR: 28,209,109AGAINST: 3,639,739
Details: description as filed, official tally, votes by 89 asset managers

Description as filed by funds: Election of Directors: Aylwin Lewis

The Chefs' Warehouse, Inc.’s own tally for this item (“Elect Director: Aylwin Lewis”): 28,209,109 for, 3,639,739 against, per its Form 8-K filed May 14, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 89% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 89 asset managers below reported 14,374,685 for, 1,708,662 against, 12,133 abstained.

FOR
FOR: 14,374,685AGAINST: 1,708,662ABSTAIN: 12,133
Largest asset managers voting on “Election of Directors: Aylwin Lewis” at The Chefs' Warehouse, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock3,642,5050 00For
Vanguard2,579,946854 00For
Federated Hermes801,2670 00For
JPMorgan0790,027 00Against
Fidelity780,8050 00For
Dimensional713,1610 00For
MFS588,4400 00For
AllianceBernstein561,5090 00For
TIAA475,7180 00For
State Street451,1030 00For
Charles Schwab0425,823 00Against
John Hancock351,8300 00For
Calvert0334,524 00Against
Invesco330,8090 00For
Jackson National267,5140 00For
FIRST EAGLE FUNDS251,0860 00For
Waddell & Reed239,4170 00For
Victory Capital201,7730 00For
Columbia Threadneedle199,8060 00For
Principal166,3120 00For
First Trust146,3530 00For
Equitable127,1180 00For
Prudential/PGIM112,9880 00For
WASATCH FUNDS TRUST103,6000 00For
American Century82,8810 00For

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

2. Elect Director: Christopher Pappas

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 2 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 31,466,509AGAINST: 382,233
Details: description as filed, official tally, votes by 89 asset managers

Description as filed by funds: Election of Directors: Christopher Pappas

The Chefs' Warehouse, Inc.’s own tally for this item (“Elect Director: Christopher Pappas”): 31,466,509 for, 382,233 against, per its Form 8-K filed May 14, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 89 asset managers below reported 16,083,191 for, 156 against, 12,133 abstained.

FOR
FOR: 16,083,191AGAINST: 156ABSTAIN: 12,133
Largest asset managers voting on “Election of Directors: Christopher Pappas” at The Chefs' Warehouse, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock3,642,5050 00For
Vanguard2,580,7991 00For
Federated Hermes801,2670 00For
JPMorgan790,0270 00For
Fidelity780,8050 00For
Dimensional713,1610 00For
MFS588,4400 00For
AllianceBernstein561,5090 00For
TIAA475,7180 00For
State Street451,0967 00For
Charles Schwab425,8230 00For
John Hancock351,8300 00For
Calvert334,5240 00For
Invesco330,8090 00For
Jackson National267,5140 00For
FIRST EAGLE FUNDS251,0860 00For
Waddell & Reed239,4170 00For
Victory Capital201,7730 00For
Columbia Threadneedle199,8060 00For
Principal166,3120 00For
First Trust146,3530 00For
Equitable127,1180 00For
Prudential/PGIM112,9880 00For
WASATCH FUNDS TRUST103,6000 00For
American Century82,8810 00For

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

3. Elect Director: Debra Walton-Ruskin

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 2 wordings of this item as funds reported it.

99.3% Majority: yes · of votes cast

FOR 99.3%
FOR: 31,634,643AGAINST: 213,822
Details: description as filed, official tally, votes by 89 asset managers

Description as filed by funds: Election of Directors: Debra Walton-Ruskin

The Chefs' Warehouse, Inc.’s own tally for this item (“Elect Director: Debra Walton-Ruskin”): 31,634,643 for, 213,822 against, per its Form 8-K filed May 14, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: 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 89 asset managers below reported 16,083,347 for, 0 against, 12,133 abstained.

FOR
FOR: 16,083,347AGAINST: 0ABSTAIN: 12,133
Largest asset managers voting on “Election of Directors: Debra Walton-Ruskin” at The Chefs' Warehouse, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock3,642,5050 00For
Vanguard2,580,8000 00For
Federated Hermes801,2670 00For
JPMorgan790,0270 00For
Fidelity780,8050 00For
Dimensional713,1610 00For
MFS588,4400 00For
AllianceBernstein561,5090 00For
TIAA475,7180 00For
State Street451,1030 00For
Charles Schwab425,8230 00For
John Hancock351,8300 00For
Calvert334,5240 00For
Invesco330,8090 00For
Jackson National267,5140 00For
FIRST EAGLE FUNDS251,0860 00For
Waddell & Reed239,4170 00For
Victory Capital201,7730 00For
Columbia Threadneedle199,8060 00For
Principal166,3120 00For
First Trust146,3530 00For
Equitable127,1180 00For
Prudential/PGIM112,9880 00For
WASATCH FUNDS TRUST103,6000 00For
American Century82,8810 00For

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

4. Elect Director: Ivy Brown

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 2 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 31,320,144AGAINST: 528,518
Details: description as filed, official tally, votes by 89 asset managers

Description as filed by funds: Election of Directors: Ivy Brown

The Chefs' Warehouse, Inc.’s own tally for this item (“Elect Director: Ivy Brown”): 31,320,144 for, 528,518 against, per its Form 8-K filed May 14, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 89 asset managers below reported 16,082,498 for, 849 against, 12,133 abstained.

FOR
FOR: 16,082,498AGAINST: 849ABSTAIN: 12,133
Largest asset managers voting on “Election of Directors: Ivy Brown” at The Chefs' Warehouse, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock3,642,5050 00For
Vanguard2,579,951849 00For
Federated Hermes801,2670 00For
JPMorgan790,0270 00For
Fidelity780,8050 00For
Dimensional713,1610 00For
MFS588,4400 00For
AllianceBernstein561,5090 00For
TIAA475,7180 00For
State Street451,1030 00For
Charles Schwab425,8230 00For
John Hancock351,8300 00For
Calvert334,5240 00For
Invesco330,8090 00For
Jackson National267,5140 00For
FIRST EAGLE FUNDS251,0860 00For
Waddell & Reed239,4170 00For
Victory Capital201,7730 00For
Columbia Threadneedle199,8060 00For
Principal166,3120 00For
First Trust146,3530 00For
Equitable127,1180 00For
Prudential/PGIM112,9880 00For
WASATCH FUNDS TRUST103,6000 00For
American Century82,8810 00For

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

5. Elect Director: John Pappas

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 2 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 30,553,896AGAINST: 1,294,947
Details: description as filed, official tally, votes by 89 asset managers

Description as filed by funds: Election of Directors: John Pappas

The Chefs' Warehouse, Inc.’s own tally for this item (“Elect Director: John Pappas”): 30,553,896 for, 1,294,947 against, per its Form 8-K filed May 14, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: 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 89 asset managers below reported 15,624,690 for, 458,657 against, 12,133 abstained.

FOR
FOR: 15,624,690AGAINST: 458,657ABSTAIN: 12,133
Largest asset managers voting on “Election of Directors: John Pappas” at The Chefs' Warehouse, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock3,642,5050 00For
Vanguard2,580,7982 00For
Federated Hermes801,2670 00For
JPMorgan790,0270 00For
Fidelity780,8050 00For
Dimensional713,1610 00For
MFS588,4400 00For
AllianceBernstein561,5090 00For
TIAA475,7180 00For
State Street19,845431,258 00Against
Charles Schwab425,8230 00For
John Hancock351,8300 00For
Calvert334,5240 00For
Invesco330,8090 00For
Jackson National267,5140 00For
FIRST EAGLE FUNDS251,0860 00For
Waddell & Reed239,4170 00For
Victory Capital201,7730 00For
Columbia Threadneedle199,8060 00For
Principal166,3120 00For
First Trust146,3530 00For
Equitable127,1180 00For
Prudential/PGIM112,9880 00For
WASATCH FUNDS TRUST103,6000 00For
American Century82,8810 00For

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

6. Elect Director: Lester Owens

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 2 wordings of this item as funds reported it.

99.8% Majority: yes · of votes cast

FOR 99.8%
FOR: 31,797,915AGAINST: 50,633
Details: description as filed, official tally, votes by 89 asset managers

Description as filed by funds: Election of Directors: Lester Owens

The Chefs' Warehouse, Inc.’s own tally for this item (“Elect Director: Lester Owens”): 31,797,915 for, 50,633 against, per its Form 8-K filed May 14, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: 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 89 asset managers below reported 16,083,347 for, 0 against, 12,133 abstained.

FOR
FOR: 16,083,347AGAINST: 0ABSTAIN: 12,133
Largest asset managers voting on “Election of Directors: Lester Owens” at The Chefs' Warehouse, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock3,642,5050 00For
Vanguard2,580,8000 00For
Federated Hermes801,2670 00For
JPMorgan790,0270 00For
Fidelity780,8050 00For
Dimensional713,1610 00For
MFS588,4400 00For
AllianceBernstein561,5090 00For
TIAA475,7180 00For
State Street451,1030 00For
Charles Schwab425,8230 00For
John Hancock351,8300 00For
Calvert334,5240 00For
Invesco330,8090 00For
Jackson National267,5140 00For
FIRST EAGLE FUNDS251,0860 00For
Waddell & Reed239,4170 00For
Victory Capital201,7730 00For
Columbia Threadneedle199,8060 00For
Principal166,3120 00For
First Trust146,3530 00For
Equitable127,1180 00For
Prudential/PGIM112,9880 00For
WASATCH FUNDS TRUST103,6000 00For
American Century82,8810 00For

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

7. Elect Director: Ricard N. Peretz

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 2 wordings of this item as funds reported it.

49.2% Majority: no · of votes cast

FOR 49.2%AGAINST
FOR: 15,655,379AGAINST: 16,193,133
Details: description as filed, official tally, votes by 89 asset managers

Description as filed by funds: Election of Directors: Richard N. Peretz

The Chefs' Warehouse, Inc.’s own tally for this item (“Elect Director: Ricard N. Peretz”): 15,655,379 for, 16,193,133 against, per its Form 8-K filed May 14, 2025 (Item 5.07). FOR was not 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: 49.2% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 89 asset managers below reported 7,316,993 for, 8,766,354 against, 12,133 abstained.

FORAGAINST
FOR: 7,316,993AGAINST: 8,766,354ABSTAIN: 12,133
Largest asset managers voting on “Election of Directors: Richard N. Peretz” at The Chefs' Warehouse, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock3,636,2656,240 00For
Vanguard2,3802,578,420 00Against
Federated Hermes801,2670 00For
JPMorgan790,0270 00For
Fidelity41,246739,559 00Mixed
Dimensional0713,161 00Against
MFS0588,440 00Against
AllianceBernstein0561,509 00Against
TIAA0475,718 00Against
State Street463450,640 00Against
Charles Schwab425,8230 00For
John Hancock0351,830 00Against
Calvert334,5240 00For
Invesco330,8090 00For
Jackson National257,45810,056 00For
FIRST EAGLE FUNDS0251,086 00Against
Waddell & Reed0239,417 00Against
Victory Capital0201,773 00Against
Columbia Threadneedle0199,806 00Against
Principal0166,312 00Against
First Trust0146,353 00Against
Equitable55,92171,197 00Mixed
Prudential/PGIM77,87935,109 00Mixed
WASATCH FUNDS TRUST0103,600 00Against
American Century082,881 00Against

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

8. Elect Director: Steven F. Goldstone

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 2 wordings of this item as funds reported it.

99.3% Majority: yes · of votes cast

FOR 99.3%
FOR: 31,634,059AGAINST: 214,789
Details: description as filed, official tally, votes by 89 asset managers

Description as filed by funds: Election of Directors: Steven F. Goldstone

The Chefs' Warehouse, Inc.’s own tally for this item (“Elect Director: Steven F. Goldstone”): 31,634,059 for, 214,789 against, per its Form 8-K filed May 14, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: 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 89 asset managers below reported 16,083,347 for, 0 against, 12,133 abstained.

FOR
FOR: 16,083,347AGAINST: 0ABSTAIN: 12,133
Largest asset managers voting on “Election of Directors: Steven F. Goldstone” at The Chefs' Warehouse, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock3,642,5050 00For
Vanguard2,580,8000 00For
Federated Hermes801,2670 00For
JPMorgan790,0270 00For
Fidelity780,8050 00For
Dimensional713,1610 00For
MFS588,4400 00For
AllianceBernstein561,5090 00For
TIAA475,7180 00For
State Street451,1030 00For
Charles Schwab425,8230 00For
John Hancock351,8300 00For
Calvert334,5240 00For
Invesco330,8090 00For
Jackson National267,5140 00For
FIRST EAGLE FUNDS251,0860 00For
Waddell & Reed239,4170 00For
Victory Capital201,7730 00For
Columbia Threadneedle199,8060 00For
Principal166,3120 00For
First Trust146,3530 00For
Equitable127,1180 00For
Prudential/PGIM112,9880 00For
WASATCH FUNDS TRUST103,6000 00For
American Century82,8810 00For

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

9. Elect Director: Wendy M. Weinstein

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 2 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 31,282,342AGAINST: 556,607
Details: description as filed, official tally, votes by 89 asset managers

Description as filed by funds: Election of Directors: Wendy M. Weinstein

The Chefs' Warehouse, Inc.’s own tally for this item (“Elect Director: Wendy M. Weinstein”): 31,282,342 for, 556,607 against, per its Form 8-K filed May 14, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 89 asset managers below reported 16,082,498 for, 849 against, 12,133 abstained.

FOR
FOR: 16,082,498AGAINST: 849ABSTAIN: 12,133
Largest asset managers voting on “Election of Directors: Wendy M. Weinstein” at The Chefs' Warehouse, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock3,642,5050 00For
Vanguard2,579,951849 00For
Federated Hermes801,2670 00For
JPMorgan790,0270 00For
Fidelity780,8050 00For
Dimensional713,1610 00For
MFS588,4400 00For
AllianceBernstein561,5090 00For
TIAA475,7180 00For
State Street451,1030 00For
Charles Schwab425,8230 00For
John Hancock351,8300 00For
Calvert334,5240 00For
Invesco330,8090 00For
Jackson National267,5140 00For
FIRST EAGLE FUNDS251,0860 00For
Waddell & Reed239,4170 00For
Victory Capital201,7730 00For
Columbia Threadneedle199,8060 00For
Principal166,3120 00For
First Trust146,3530 00For
Equitable127,1180 00For
Prudential/PGIM112,9880 00For
WASATCH FUNDS TRUST103,6000 00For
American Century82,8810 00For

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

10. 4. An amendment to the Company's Amended and Restated 2019 Omnibus Equity Incentive Plan, as included as Appendix A in…

Official resultCOMPENSATIONReported outcome: Approved

Combines 4 wordings of this item as funds reported it.

91% Approved · of votes cast

FOR 91%
FOR: 29,082,708AGAINST: 2,762,694
Details: description as filed, official tally, votes by 93 asset managers

Description as filed by funds: TO APPROVE AN AMENDMENT TO THE COMPANY'S AMENDED AND RESTATED 2019 OMNIBUS EQUITY INCENTIVE PLAN.

The Chefs' Warehouse, Inc.’s own tally for this item (“4. An amendment to the Company's Amended and Restated 2019 Omnibus Equity Incentive Plan, as included as Appendix A in the 2025 Proxy Statement”): 29,082,708 for, 2,762,694 against — passed, per its Form 8-K filed May 14, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The stockholders approved an amendment to the Company's Amended and Restated 2019 Omnibus Equity Incentive Plan, as included as Appendix A in the 2025 Proxy Statement.”
Support: 91% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 93 asset managers below reported 15,321,549 for, 820,244 against, 12,133 abstained.

FOR
FOR: 15,321,549AGAINST: 820,244ABSTAIN: 12,133
Largest asset managers voting on “TO APPROVE AN AMENDMENT TO THE COMPANY'S AMENDED AND RESTATED 2019 OMNIBUS EQUITY INCENTIVE PLAN.” at The Chefs' Warehouse, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock3,642,5050 00For
Vanguard2,579,947853 00For
Federated Hermes801,2670 00For
JPMorgan790,0270 00For
Fidelity780,8050 00For
Dimensional713,1610 00For
MFS588,4400 00For
AllianceBernstein561,5090 00For
TIAA475,7180 00For
State Street450,991112 00For
Charles Schwab0425,823 00Against
John Hancock351,8300 00For
Calvert334,5240 00For
Invesco330,8090 00For
Jackson National267,5140 00For
FIRST EAGLE FUNDS251,0860 00For
Waddell & Reed239,4170 00For
Victory Capital201,7730 00For
Columbia Threadneedle199,8060 00For
Principal166,3120 00For
First Trust146,3530 00For
Equitable127,1180 00For
Prudential/PGIM112,9880 00For
WASATCH FUNDS TRUST103,6000 00For
American Century082,881 00Against

Showing the 25 largest of 93 asset managers. See all 93 in the interactive database.

11. 3. On a non-binding, advisory basis, the compensation of the Company's named executive officers, as described in the…

Official resultFund totals may overlapSECTION 14A SAY-ON-PAY VOTESReported outcome: Approved

Combines 9 wordings of this item as funds reported it.

93% Approved · of votes cast

FOR 93%
FOR: 29,728,703AGAINST: 2,098,279
Details: description as filed, official tally, votes by 283 asset managers

Description as filed by funds: To approve, on a non-binding, advisory basis, the compensation of our named executive officers as disclosed in the 2025 Proxy Statement.

The Chefs' Warehouse, Inc.’s own tally for this item (“3. On a non-binding, advisory basis, the compensation of the Company's named executive officers, as described in the 2025 Proxy Statement”): 29,728,703 for, 2,098,279 against — passed, per its Form 8-K filed May 14, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The stockholders approved, on a non-binding, advisory basis, the compensation of the Company's named executive officers, as described in the 2025 Proxy Statement.”
Support: 93% 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: 90 asset managers voting on “To approve, on a non-binding, advisory basis, the compensation of our named executive officers as disclosed in” at The Chefs' Warehouse, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock3,642,5050 00For
Vanguard2,579,949851 00For
Federated Hermes801,2670 00For
JPMorgan790,0270 00For
Fidelity780,8050 00For
Dimensional713,1610 00For
MFS588,4400 00For
AllianceBernstein561,5090 00For
TIAA475,7180 00For
State Street451,08518 00For
Charles Schwab425,8230 00For
John Hancock351,8300 00For
Calvert0334,524 00Against
Invesco330,8090 00For
Jackson National267,5140 00For
FIRST EAGLE FUNDS251,0860 00For
Waddell & Reed239,4170 00For
Victory Capital201,7730 00For
Columbia Threadneedle199,8060 00For
Principal166,3120 00For
First Trust146,3530 00For
Equitable127,1180 00For
Prudential/PGIM112,9880 00For
WASATCH FUNDS TRUST103,6000 00For
American Century082,881 00Against

Fund voting reports, all 90 managers: 15,627,334 for, 472,418 against, 12,133 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 223 asset managers voting on “To approve, on a non-binding, advisory basis, the compensation of our named executive officers as disclosed in” at The Chefs' Warehouse, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
AMERIPRISE FINANCIAL INC1,834,4200 00For
JPMorgan1,232,1750 00For
Greenhouse Funds LLLP1,219,4610 00For
State Street1,156,85511,423 00For
BlackRock1,133,587669 00For
Wellington1,097,7510 00For
AllianceBernstein1,009,0720 00For
GEODE CAPITAL MANAGEMENT, LLC829,2960 00For
Federated Hermes801,2670 00For
MASSACHUSETTS FINANCIAL SERVICES CO /MA/705,2810 00For
KENNEDY CAPITAL MANAGEMENT LLC601,8400 00For
Invesco589,8530 00For
JENNISON ASSOCIATES LLC489,8990 00For
Nuveen479,9170 00For
Charles Schwab472,1670 00For
SCHRODER INVESTMENT MANAGEMENT GROUP0395,116 00Against
Victory Capital385,1624,661 00For
John Hancock364,4240 00For
Calvert0359,245 00Against
MACQUARIE INVESTMENT MANAGEMENT BUSINESS TRUST355,7860 00For
PICTET ASSET MANAGEMENT SA316,5380 00For
Northern Trust314,6081,691 00For
First Eagle Investment Management, LLC287,6610 00For
SILVERCREST ASSET MANAGEMENT GROUP LLC277,5210 00For
TimesSquare Capital Management, LLC245,0660 00For

Institutional-manager reports, all 223 managers: 19,493,160 for, 1,780,933 against, 8,351 abstained, 2,485 not voted. Showing the 25 largest; see all in the interactive database.

12. 2. The ratification of the selection of BDO USA, P.C

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 2 wordings of this item as funds reported it.

99.6% Approved · of votes cast

FOR 99.6%
FOR: 33,502,473AGAINST: 115,536
Details: description as filed, official tally, votes by 89 asset managers

Description as filed by funds: TO RATIFY THE SELECTION OF BDO USA, P.C. AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 26, 2025.

The Chefs' Warehouse, Inc.’s own tally for this item (“2. The ratification of the selection of BDO USA, P.C”): 33,502,473 for, 115,536 against — passed, per its Form 8-K filed May 14, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The stockholders approved the ratification of the selection of BDO USA, P.C. as the Company's independent registered public accounting firm for the fiscal year ending December 26, 2025.”
Support: 99.6% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 89 asset managers below reported 16,068,206 for, 15,141 against, 12,133 abstained.

FOR
FOR: 16,068,206AGAINST: 15,141ABSTAIN: 12,133
Largest asset managers voting on “TO RATIFY THE SELECTION OF BDO USA, P.C. AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL Y” at The Chefs' Warehouse, Inc., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock3,642,5050 00For
Vanguard2,580,8000 00For
Federated Hermes801,2670 00For
JPMorgan790,0270 00For
Fidelity780,8050 00For
Dimensional713,1610 00For
MFS588,4400 00For
AllianceBernstein561,5090 00For
TIAA475,7180 00For
State Street451,08518 00For
Charles Schwab425,8230 00For
John Hancock351,8300 00For
Calvert334,5240 00For
Invesco330,8090 00For
Jackson National267,5140 00For
FIRST EAGLE FUNDS251,0860 00For
Waddell & Reed239,4170 00For
Victory Capital201,7730 00For
Columbia Threadneedle199,8060 00For
Principal166,3120 00For
First Trust146,3530 00For
Equitable127,1180 00For
Prudential/PGIM112,9880 00For
WASATCH FUNDS TRUST103,6000 00For
American Century82,8810 00For

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

Largest The Chefs' Warehouse, Inc. shareholders voting in 2024-2025

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.

Fund voting reports: top The Chefs' Warehouse, Inc. shareholders by shares voted on “To approve, on a non-binding, advisory basis, the compensation of our named executive officers…”, 2024-2025
#Asset manager Shares voted
1BlackRock 3,642,505
2Vanguard 2,580,800
3Federated Hermes 801,267
4JPMorgan 790,027
5Fidelity 780,805
6Dimensional 713,161
7MFS 588,440
8AllianceBernstein 561,509
9TIAA 475,718
10State Street 451,103
Institutional-manager reports: top The Chefs' Warehouse, Inc. shareholders by shares voted on “To approve, on a non-binding, advisory basis, the compensation of our named executive officers…”, 2024-2025
#Asset manager Shares voted
1AMERIPRISE FINANCIAL INC 1,834,420
2JPMorgan 1,232,175
3Greenhouse Funds LLLP 1,219,461
4State Street 1,168,278
5BlackRock 1,134,256
6Wellington 1,097,751
7AllianceBernstein 1,009,072
8GEODE CAPITAL MANAGEMENT, LLC 829,296
9Federated Hermes 801,267
10MASSACHUSETTS FINANCIAL SERVICES CO /MA/ 705,281

Shown as share counts, not percentages: no shares-outstanding figure has been matched to The Chefs' Warehouse, Inc. for the 2024-2025 season, so there is no denominator to divide by.

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. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.

At The Chefs' Warehouse, Inc.'s shareholder meeting held May 9, 2025, in the 2024-2025 proxy season, 283 asset managers reported how they voted on 12 ballot items in their SEC Form N-PX filings, covering 3,651 separate fund positions. On the most widely held item on that ballot — To approve, on a non-binding, advisory basis, the compensation of our named executive officers… — The Chefs' Warehouse, Inc.'s filing reports the proposal as approved, with 93% 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: The Chefs' Warehouse, Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 14, 2025.

The Chefs' Warehouse, Inc. proxy season coverage: 2023-2024 · 2024-2025 (this page) · 2025-2026.

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