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COMMERCE BANCSHARES INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and COMMERCE BANCSHARES INC.’s Form 8-K, filed April 18, 2024 (Item 5.07 on EDGAR). Page generated November 1, 2026.

  • 5Ballot items
  • 387Asset managers
  • 2,310Fund votes
  • April 17, 2024Meeting date

Results at a glance

Meeting of April 17, 2024: 5 items on COMMERCE BANCSHARES INC.’s Form 8-K, filed April 18, 2024: 3 elected · 1 approved · 1 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 COMMERCE BANCSHARES INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by COMMERCE BANCSHARES INC.

These tallies are COMMERCE BANCSHARES INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed April 18, 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.

COMMERCE BANCSHARES INC. — official shareholder meeting results, meeting held April 17, 2024
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Terry D. Bassham 88,048,529---- 6,665,30820,299,454 93%Elected—
Elect Director: John W. Kemper 93,193,610---- 1,520,22720,299,454 98%Elected—
Elect Director: Jonathan M. Kemper 92,203,841---- 2,509,99620,299,454 97%Elected—
(2) Ratification of the selection of KPMG LLP as the Company's independent registered public accounting firm for 2024. The proposal received the following votes: 113,324,8921,442,714245,685 ---- 99%Approved—
3. Advisory approval of the Company's executive compensation as disclosed pursuant to Item 402 of Regulation S-K 86,062,2028,088,604563,031 --20,299,454 91%Not verified—

This meeting is also recorded here as April 18, 2024; both records come from the same filing, so the date should be checked against it.

Source: COMMERCE BANCSHARES INC., Form 8-K, filed with the SEC on April 18, 2024 — read the filing on EDGAR.

How asset managers voted at the COMMERCE BANCSHARES INC. 2023-2024 meeting

Each item below shows how the 387 asset managers that disclosed a COMMERCE BANCSHARES 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: John W. Kemper

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 93,193,610WITHHELD: 1,520,227
Details: description as filed, official tally, votes by 92 asset managers

Description as filed by funds: To elect three Directors to the 2027 Class for a term of three years: John W. Kemper

COMMERCE BANCSHARES INC.’s own tally for this item (“Elect Director: John W. Kemper”): 93,193,610 for, 1,520,227 withheld, per its Form 8-K filed April 18, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The three nominees for the three directorships received the following votes: Based on the votes set forth above, the foregoing persons were duly elected to serve as directors for a term expiring at the annual meeting of shareholders in 2027 and until their respective successors have been duly elect…”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 92 asset managers below reported 44,627,282 for, 44,406 withheld.

FOR
FOR: 44,627,282WITHHOLD: 44,406
Largest asset managers voting on “To elect three Directors to the 2027 Class for a term of three years: John W. Kemper” at COMMERCE BANCSHARES INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard17,013,3050 00For
BlackRock6,170,1420 00For
State Street3,464,6350 00For
JPMorgan2,348,2850 00For
Fidelity2,058,0610 00For
American Century2,011,5070 00For
Calvert1,473,6680 00For
Dimensional1,173,0460 00For
Bridge Builder Trust976,4450 08,782For
Charles Schwab975,3550 00For
Equitable662,7490 00For
Virtus591,9950 00For
ProShares562,2270 00For
Jackson National426,8960 00For
BOSTON TRUST WALDEN FUNDS388,6200 00For
HARBOR FUNDS365,1000 00For
TIAA280,1220 00For
Voya268,9800 00For
Northern Trust236,4320 00For
Invesco221,4650 00For
First Trust196,6930 00For
WisdomTree188,4790 00For
AIG/SunAmerica170,3020 00For
John Hancock166,8890 00For
Hartford162,1010 00For

Showing the 25 largest of 92 asset managers. See all 92 in the interactive database.

2. Elect Director: Jonathan M. Kemper

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 92,203,841WITHHELD: 2,509,996
Details: description as filed, official tally, votes by 92 asset managers

Description as filed by funds: To elect three Directors to the 2027 Class for a term of three years: Jonathan M. Kemper

COMMERCE BANCSHARES INC.’s own tally for this item (“Elect Director: Jonathan M. Kemper”): 92,203,841 for, 2,509,996 withheld, per its Form 8-K filed April 18, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The three nominees for the three directorships received the following votes: Based on the votes set forth above, the foregoing persons were duly elected to serve as directors for a term expiring at the annual meeting of shareholders in 2027 and until their respective successors have been duly elect…”
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 92 asset managers below reported 44,467,772 for, 203,916 withheld.

FOR
FOR: 44,467,772WITHHOLD: 203,916
Largest asset managers voting on “To elect three Directors to the 2027 Class for a term of three years: Jonathan M. Kemper” at COMMERCE BANCSHARES INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard17,013,3050 00For
BlackRock6,170,1420 00For
State Street3,464,6350 00For
JPMorgan2,348,2850 00For
Fidelity2,058,0610 00For
American Century2,011,5070 00For
Calvert1,473,6680 00For
Dimensional1,173,0460 00For
Bridge Builder Trust976,4450 08,782For
Charles Schwab975,3550 00For
Equitable662,7490 00For
Virtus591,9950 00For
ProShares562,2270 00For
Jackson National426,8960 00For
BOSTON TRUST WALDEN FUNDS388,6200 00For
HARBOR FUNDS365,1000 00For
TIAA280,1220 00For
Voya268,9800 00For
Northern Trust236,4320 00For
Invesco221,4650 00For
First Trust196,6930 00For
WisdomTree188,4790 00For
AIG/SunAmerica170,3020 00For
John Hancock166,8890 00For
Hartford162,1010 00For

Showing the 25 largest of 92 asset managers. See all 92 in the interactive database.

3. Elect Director: Terry D. Bassham

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

93% Majority: yes · of votes cast

FOR 93%
FOR: 88,048,529WITHHELD: 6,665,308
Details: description as filed, official tally, votes by 92 asset managers

Description as filed by funds: To elect three Directors to the 2027 Class for a term of three years: Terry D. Bassham

COMMERCE BANCSHARES INC.’s own tally for this item (“Elect Director: Terry D. Bassham”): 88,048,529 for, 6,665,308 withheld, per its Form 8-K filed April 18, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The three nominees for the three directorships received the following votes: Based on the votes set forth above, the foregoing persons were duly elected to serve as directors for a term expiring at the annual meeting of shareholders in 2027 and until their respective successors have been duly elect…”
Support: 93% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 92 asset managers below reported 43,405,327 for, 1,266,361 withheld.

FOR
FOR: 43,405,327WITHHOLD: 1,266,361
Largest asset managers voting on “To elect three Directors to the 2027 Class for a term of three years: Terry D. Bassham” at COMMERCE BANCSHARES INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard17,013,3050 00For
BlackRock6,170,1420 00For
State Street3,464,6350 00For
JPMorgan2,348,2850 00For
Fidelity2,058,0610 00For
American Century2,011,5070 00For
Calvert1,473,6680 00For
Dimensional1,173,0460 00For
Bridge Builder Trust976,4450 08,782For
Charles Schwab975,3550 00For
Equitable514,7350 0148,014Mixed
Virtus591,9950 00For
ProShares562,2270 00For
Jackson National426,8960 00For
BOSTON TRUST WALDEN FUNDS00 0388,620Withhold
HARBOR FUNDS365,1000 00For
TIAA280,1220 00For
Voya268,9800 00For
Northern Trust218,8740 017,558Mixed
Invesco00 0221,465Withhold
First Trust196,6930 00For
WisdomTree188,4790 00For
AIG/SunAmerica170,3020 00For
John Hancock166,8890 00For
Hartford00 0162,101Withhold

Showing the 25 largest of 92 asset managers. See all 92 in the interactive database.

4. 3. Advisory approval of the Company's executive compensation as disclosed pursuant to Item 402 of Regulation S-K

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

Combines 11 wordings of this item as funds reported it.

91% Majority: yes · of votes cast

FOR 91%
FOR: 86,062,202AGAINST: 8,088,604
Details: description as filed, official tally, votes by 374 asset managers

Description as filed by funds: ADVISORY APPROVAL OF THE COMPANY'S EXECUTIVE COMPENSATION.

COMMERCE BANCSHARES INC.’s own tally for this item (“3. Advisory approval of the Company's executive compensation as disclosed pursuant to Item 402 of Regulation S-K”): 86,062,202 for, 8,088,604 against, per its Form 8-K filed April 18, 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: 91% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of COMMERCE BANCSHARES INC.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Advisory Vote to Ratify Named Executive Officers' Compensation” (10 managers, Fund and manager reports combined; may count the same shares twice; no share total shown).

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 “ADVISORY APPROVAL OF THE COMPANY'S EXECUTIVE COMPENSATION.” at COMMERCE BANCSHARES INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard17,013,3050 00For
BlackRock6,170,1420 00For
State Street3,464,6350 00For
JPMorgan2,348,2850 00For
Fidelity2,058,0610 00For
American Century1,889,840121,667 00Mixed
Calvert01,473,668 00Against
Dimensional1,173,0460 00For
Bridge Builder Trust976,4458,782 00For
Charles Schwab975,3550 00For
Equitable662,7490 00For
Virtus591,9950 00For
ProShares562,2270 00For
Jackson National222,675204,221 00Mixed
BOSTON TRUST WALDEN FUNDS0388,620 00Against
HARBOR FUNDS365,1000 00For
TIAA280,1220 00For
Voya0268,980 00Against
Northern Trust218,87417,558 00Mixed
Invesco221,4650 00For
First Trust196,6930 00For
WisdomTree0188,479 00Against
AIG/SunAmerica170,3020 00For
John Hancock166,8890 00For
Hartford0162,101 00Against

Fund voting reports, all 90 managers: 41,613,505 for, 2,940,772 against, 1 withheld, 25,080 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 309 asset managers voting on “ADVISORY APPROVAL OF THE COMPANY'S EXECUTIVE COMPENSATION.” at COMMERCE BANCSHARES INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Aristotle Capital Management, LLC8,064,82813,331 00For
State Street3,502,1180 00For
COMMERCE BANK3,428,7640 00For
BlackRock2,898,51139,555 00For
American Century2,443,665209,909 00Mixed
GEODE CAPITAL MANAGEMENT, LLC2,072,1560 00For
Calvert01,500,202 00Against
Charles Schwab985,5940 00For
MELLON INVESTMENTS Corp0721,496 00Against
COOKE & BIELER LP719,3890 00For
SCHRODER INVESTMENT MANAGEMENT GROUP0718,385 00Against
Northern Trust580,7511,252 00For
Boston Trust Walden Co0546,378 00Against
Dimensional463,5580 00For
PRINCIPAL GLOBAL INVESTORS437,8870 00For
Nuveen371,5960 00For
Eaton Vance318,4810 00For
Goldman Sachs308,6090 00For
Invesco285,6940 00For
Voya0268,980 00Against
PARAMETRIC PORTFOLIO ASSOCIATES LLC0267,828 00Against
RBC Capital Markets, LLC266,1450 00For
STATE BOARD OF ADMINISTRATION OF FLORIDA RETIREMENT SYSTEM222,1130 00For
Rhumbline197,45323,323 00Mixed
Citadel219,3180 00For

Institutional-manager reports, all 309 managers: 32,947,081 for, 5,460,359 against, 4,718 not voted, 100,474 mixed, 466 unknown. Showing the 25 largest; see all in the interactive database.

5. (2) Ratification of the selection of KPMG LLP as the Company's independent registered public accounting firm for 2024…

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 3 wordings of this item as funds reported it.

99% Approved · of votes cast

FOR 99%
FOR: 113,324,892AGAINST: 1,442,714
Details: description as filed, official tally, votes by 92 asset managers

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

COMMERCE BANCSHARES INC.’s own tally for this item (“(2) Ratification of the selection of KPMG LLP as the Company's independent registered public accounting firm for 2024. The proposal received the following votes:”): 113,324,892 for, 1,442,714 against — passed, per its Form 8-K filed April 18, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Based on the votes set forth above, the appointment of KPMG LLP as the Company's independent registered public accounting firm to serve for 2024 was duly ratified by the shareholders.”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 92 asset managers below reported 44,646,222 for, 386 against, 25,080 abstained.

FOR
FOR: 44,646,222AGAINST: 386ABSTAIN: 25,080
Largest asset managers voting on “TO RATIFY THE SELECTION OF KPMG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2024.” at COMMERCE BANCSHARES INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard17,013,3050 00For
BlackRock6,170,1420 00For
State Street3,464,6350 00For
JPMorgan2,348,2850 00For
Fidelity2,058,0610 00For
American Century2,011,5070 00For
Calvert1,473,6680 00For
Dimensional1,173,0460 00For
Bridge Builder Trust985,2270 00For
Charles Schwab975,3550 00For
Equitable662,7490 00For
Virtus591,9950 00For
ProShares562,2270 00For
Jackson National426,8960 00For
BOSTON TRUST WALDEN FUNDS388,6200 00For
HARBOR FUNDS365,1000 00For
TIAA280,1220 00For
Voya268,9800 00For
Northern Trust236,4320 00For
Invesco221,4650 00For
First Trust196,6930 00For
WisdomTree188,4790 00For
AIG/SunAmerica170,3020 00For
John Hancock166,8890 00For
Hartford162,1010 00For

Showing the 25 largest of 92 asset managers. See all 92 in the interactive database.

Largest COMMERCE BANCSHARES 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 129,877,146 shares outstanding at the time of that meeting.

Fund voting reports: top COMMERCE BANCSHARES INC. shareholders by shares voted on “To elect three Directors to the 2027 Class for a term of three years: John W. Kemper”, 2023-2024
#Asset manager % of shares outstanding
1Vanguard 13.10%
2BlackRock 4.75%
3State Street 2.67%
4JPMorgan 1.81%
5Fidelity 1.58%
6American Century 1.55%
7Calvert 1.13%
8Dimensional 0.90%
9Bridge Builder Trust 0.76%
10Charles Schwab 0.75%
Institutional-manager reports: top COMMERCE BANCSHARES INC. shareholders by shares voted on “ADVISORY APPROVAL OF THE COMPANY'S EXECUTIVE COMPENSATION.”, 2023-2024
#Asset manager % of shares outstanding
1Aristotle Capital Management, LLC 6.22%
2State Street 2.70%
3COMMERCE BANK 2.64%
4BlackRock 2.26%
5American Century 2.04%
6GEODE CAPITAL MANAGEMENT, LLC 1.60%
7Calvert 1.16%
8Charles Schwab 0.76%
9MELLON INVESTMENTS Corp 0.56%
10COOKE & BIELER LP 0.55%

Reported COMMERCE BANCSHARES 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.

COMMERCE BANCSHARES INC. holdings and ownership disclosed for the 2023-2024 proxy season
Holder % outstanding Disclosure
Vanguard Group 10.47% 13F
BlackRock 9.09% 13F
Aristotle Capital Management, LLC 6.81% DEF14A
Commerce Bank 5.64% DEF14A
State Street 5.02% 13F
Morgan Stanley 2.42% 13F
Geode Capital 1.69% 13F
Dimensional Fund Advisors 1.33% 13F
JPMorgan Chase 1.24% 13F
Jonathan M. Kemper 1.02% DEF14A

Percentages above are of 129,877,146 shares outstanding, as reported by COMMERCE BANCSHARES INC. on its Form 10-K dated February 21, 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 COMMERCE BANCSHARES INC.’s 10-K dated February 21, 2024. This page is a static snapshot rebuilt weekly on November 1, 2026; a live search always shows the current data.

At COMMERCE BANCSHARES INC.'s shareholder meeting held April 17, 2024, in the 2023-2024 proxy season, 387 asset managers reported how they voted on 5 ballot items in their SEC Form N-PX filings, covering 2,310 separate fund positions. On the most widely held item on that ballot — ADVISORY APPROVAL OF THE COMPANY'S EXECUTIVE COMPENSATION. — FOR was 91% 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: COMMERCE BANCSHARES INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on April 18, 2024.

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

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