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Compiled from SEC Form N-PX filings and DENALI THERAPEUTICS INC.’s Form 8-K, filed May 31, 2024 (Item 5.07 on EDGAR). Page generated October 18, 2026.
Meeting of May 31, 2024: 5 items on DENALI THERAPEUTICS INC.’s Form 8-K, filed May 31, 2024: 3 elected · 2 approved.
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 DENALI THERAPEUTICS INC. in the interactive database Compare manager voting policies
These tallies are DENALI THERAPEUTICS INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 31, 2024 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| Elect Director: Jay Flatley | 108,094,205 | -- | -- | 2,149,100 | 8,072,151 | 98% | Elected | — |
| Elect Director: Mac Tessier-Lavigne, Ph.D. | 82,215,374 | -- | -- | 28,027,931 | 8,072,151 | 75% | Elected | — |
| Elect Director: Nancy A. Thornberry | 108,270,582 | -- | -- | 1,972,723 | 8,072,151 | 98% | Elected | — |
| 2. Ratification of Appointment of Independent Registered Public Accounting Firm The appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024 | 117,978,800 | 297,039 | 39,617 | -- | -- | 99.7% | Approved | — |
| 3. Advisory Vote to Approve Executive Compensation | 101,612,037 | 8,587,858 | 43,410 | -- | 8,072,151 | 92% | Approved | — |
Source: DENALI THERAPEUTICS INC., Form 8-K, filed with the SEC on May 31, 2024 — read the filing on EDGAR.
Each item below shows how the 240 asset managers that disclosed a DENALI THERAPEUTICS 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 4 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Jay Flatley
DENALI THERAPEUTICS INC.’s own tally for this item (“Elect Director: Jay Flatley”): 108,094,205 for, 2,149,100 withheld, per its Form 8-K filed May 31, 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: “Each of the following nominees was elected to serve as a Class I director, to hold office until the Company's 2027 annual meeting of stockholders or until his or her respective successor has been duly elected and qualified or his or her earlier resignation or removal.”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 66 asset managers below reported 44,758,381 for, 1,141,996 withheld, 18,833 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 20,393,648 | 0 | 0 | 0 | For |
| BlackRock | 5,914,332 | 0 | 0 | 0 | For |
| State Street | 3,640,380 | 0 | 0 | 4,065 | For |
| Fidelity | 3,635,954 | 0 | 0 | 0 | For |
| Capital Group | 2,909,528 | 0 | 0 | 0 | For |
| T. Rowe Price | 1,508,585 | 0 | 0 | 0 | For |
| Charles Schwab | 1,047,120 | 0 | 0 | 0 | For |
| Dimensional | 0 | 0 | 0 | 960,117 | Withhold |
| BNY Mellon | 951,619 | 0 | 0 | 0 | For |
| Aberdeen | 516,019 | 0 | 0 | 0 | For |
| TIAA | 504,281 | 0 | 0 | 0 | For |
| Principal | 385,818 | 0 | 0 | 0 | For |
| WASATCH FUNDS TRUST | 380,297 | 0 | 0 | 0 | For |
| Equitable | 197,782 | 0 | 0 | 132,920 | Mixed |
| Direxion Shares ETF Trust | 277,830 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 201,173 | 0 | 0 | 0 | For |
| Artisan | 187,455 | 0 | 0 | 0 | For |
| Hartford | 173,517 | 0 | 0 | 0 | For |
| Lincoln Financial | 146,221 | 0 | 0 | 7,432 | For |
| Voya | 145,063 | 0 | 0 | 0 | For |
| Thrivent | 130,979 | 0 | 0 | 0 | For |
| Jackson National | 102,110 | 0 | 15,441 | 0 | Mixed |
| John Hancock | 111,410 | 0 | 0 | 0 | For |
| Russell Investments | 106,873 | 0 | 0 | 0 | For |
| Northwestern Mutual | 101,689 | 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.
75% Majority: yes · of votes cast
Description as filed by funds: ELECTION OF DIRECTORS: Marc Tessier-Lavigne, Ph.D.
DENALI THERAPEUTICS INC.’s own tally for this item (“Elect Director: Mac Tessier-Lavigne, Ph.D.”): 82,215,374 for, 28,027,931 withheld, per its Form 8-K filed May 31, 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: “Each of the following nominees was elected to serve as a Class I director, to hold office until the Company's 2027 annual meeting of stockholders or until his or her respective successor has been duly elected and qualified or his or her earlier resignation or removal.”
Support: 75% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 66 asset managers below reported 36,552,123 for, 9,192,671 withheld, 174,416 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 20,393,648 | 0 | 0 | 0 | For |
| BlackRock | 0 | 0 | 0 | 5,914,332 | Withhold |
| State Street | 3,591,746 | 0 | 0 | 52,699 | For |
| Fidelity | 3,568,561 | 0 | 0 | 67,393 | For |
| Capital Group | 2,909,528 | 0 | 0 | 0 | For |
| T. Rowe Price | 1,508,585 | 0 | 0 | 0 | For |
| Charles Schwab | 1,047,120 | 0 | 0 | 0 | For |
| Dimensional | 0 | 0 | 0 | 960,117 | Withhold |
| BNY Mellon | 944,587 | 0 | 0 | 7,032 | For |
| Aberdeen | 516,019 | 0 | 0 | 0 | For |
| TIAA | 504,281 | 0 | 0 | 0 | For |
| Principal | 264 | 0 | 0 | 385,554 | Withhold |
| WASATCH FUNDS TRUST | 380,297 | 0 | 0 | 0 | For |
| Equitable | 12,669 | 0 | 0 | 318,033 | Withhold |
| Direxion Shares ETF Trust | 0 | 0 | 0 | 277,830 | Withhold |
| QUANTITATIVE MASTER SERIES LLC | 0 | 0 | 0 | 201,173 | Withhold |
| Artisan | 187,455 | 0 | 0 | 0 | For |
| Hartford | 173,517 | 0 | 0 | 0 | For |
| Lincoln Financial | 99,000 | 0 | 0 | 54,653 | Mixed |
| Voya | 0 | 0 | 0 | 145,063 | Withhold |
| Thrivent | 0 | 0 | 0 | 130,979 | Withhold |
| Jackson National | 27,597 | 0 | 89,954 | 0 | Mixed |
| John Hancock | 67,319 | 0 | 44,091 | 0 | Mixed |
| Russell Investments | 106,873 | 0 | 0 | 0 | For |
| Northwestern Mutual | 101,689 | 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.
98% Majority: yes · of votes cast
Description as filed by funds: ELECTION OF DIRECTORS: Nancy Thornberry
DENALI THERAPEUTICS INC.’s own tally for this item (“Elect Director: Nancy A. Thornberry”): 108,270,582 for, 1,972,723 withheld, per its Form 8-K filed May 31, 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: “Each of the following nominees was elected to serve as a Class I director, to hold office until the Company's 2027 annual meeting of stockholders or until his or her respective successor has been duly elected and qualified or his or her earlier resignation or removal.”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 66 asset managers below reported 44,758,381 for, 1,141,996 withheld, 18,833 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 20,393,648 | 0 | 0 | 0 | For |
| BlackRock | 5,914,332 | 0 | 0 | 0 | For |
| State Street | 3,640,380 | 0 | 0 | 4,065 | For |
| Fidelity | 3,635,954 | 0 | 0 | 0 | For |
| Capital Group | 2,909,528 | 0 | 0 | 0 | For |
| T. Rowe Price | 1,508,585 | 0 | 0 | 0 | For |
| Charles Schwab | 1,047,120 | 0 | 0 | 0 | For |
| Dimensional | 0 | 0 | 0 | 960,117 | Withhold |
| BNY Mellon | 951,619 | 0 | 0 | 0 | For |
| Aberdeen | 516,019 | 0 | 0 | 0 | For |
| TIAA | 504,281 | 0 | 0 | 0 | For |
| Principal | 385,818 | 0 | 0 | 0 | For |
| WASATCH FUNDS TRUST | 380,297 | 0 | 0 | 0 | For |
| Equitable | 197,782 | 0 | 0 | 132,920 | Mixed |
| Direxion Shares ETF Trust | 277,830 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 201,173 | 0 | 0 | 0 | For |
| Artisan | 187,455 | 0 | 0 | 0 | For |
| Hartford | 173,517 | 0 | 0 | 0 | For |
| Lincoln Financial | 146,221 | 0 | 0 | 7,432 | For |
| Voya | 145,063 | 0 | 0 | 0 | For |
| Thrivent | 130,979 | 0 | 0 | 0 | For |
| Jackson National | 102,110 | 0 | 15,441 | 0 | Mixed |
| John Hancock | 111,410 | 0 | 0 | 0 | For |
| Russell Investments | 106,873 | 0 | 0 | 0 | For |
| Northwestern Mutual | 101,689 | 0 | 0 | 0 | For |
Showing the 25 largest of 66 asset managers. See all 66 in the interactive database.
Combines 4 wordings of this item as funds reported it.
92% Approved · of votes cast
Description as filed by funds: Advisory Vote to Ratify Named Executive Officers' Compensation
DENALI THERAPEUTICS INC.’s own tally for this item (“3. Advisory Vote to Approve Executive Compensation”): 101,612,037 for, 8,587,858 against — passed, per its Form 8-K filed May 31, 2024 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 3 - Advisory Vote to Approve Executive Compensation The Company's stockholders approved, on a non-binding, advisory basis, the compensation of the Company's named executive officers as disclosed in the Proxy Statement.”
Support: 92% 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 |
|---|---|---|---|---|---|
| Vanguard | 20,393,648 | 0 | 0 | 0 | For |
| BlackRock | 5,914,332 | 0 | 0 | 0 | For |
| State Street | 3,635,776 | 8,669 | 0 | 0 | For |
| Fidelity | 3,635,954 | 0 | 0 | 0 | For |
| Capital Group | 0 | 2,909,528 | 0 | 0 | Against |
| T. Rowe Price | 1,508,585 | 0 | 0 | 0 | For |
| Charles Schwab | 1,047,120 | 0 | 0 | 0 | For |
| Dimensional | 960,117 | 0 | 0 | 0 | For |
| BNY Mellon | 7,032 | 944,587 | 0 | 0 | Against |
| Aberdeen | 516,019 | 0 | 0 | 0 | For |
| TIAA | 504,281 | 0 | 0 | 0 | For |
| Artisan | 476,563 | 0 | 0 | 0 | For |
| Principal | 385,818 | 0 | 0 | 0 | For |
| WASATCH FUNDS TRUST | 380,297 | 0 | 0 | 0 | For |
| Equitable | 330,702 | 0 | 0 | 0 | For |
| Direxion Shares ETF Trust | 277,830 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 201,173 | 0 | 0 | 0 | For |
| Hartford | 173,517 | 0 | 0 | 0 | For |
| Lincoln Financial | 153,653 | 0 | 0 | 0 | For |
| Voya | 145,063 | 0 | 0 | 0 | For |
| Thrivent | 130,979 | 0 | 0 | 0 | For |
| Jackson National | 117,551 | 0 | 0 | 0 | For |
| John Hancock | 111,410 | 0 | 0 | 0 | For |
| Russell Investments | 106,873 | 0 | 0 | 0 | For |
| Northwestern Mutual | 101,689 | 0 | 0 | 0 | For |
Fund voting reports, all 67 managers: 42,248,744 for, 3,951,916 against, 19,493 abstained. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BAILLIE GIFFORD & CO LTD | 9,237,808 | 0 | 0 | 0 | For |
| Wellington | 7,887,309 | 0 | 0 | 0 | For |
| State Street | 5,940,204 | 8,826 | 0 | 0 | For |
| Temasek Holdings (Private) Ltd | 5,706,345 | 0 | 0 | 0 | For |
| BAILLIE GIFFORD OVERSEAS LTD | 3,812,615 | 0 | 0 | 0 | For |
| BlackRock | 3,720,377 | 27,519 | 0 | 0 | For |
| BAKER BROS. ADVISORS LP | 3,731,695 | 0 | 0 | 0 | For |
| Capital Research Global Investors | 0 | 2,909,528 | 0 | 0 | Against |
| GEODE CAPITAL MANAGEMENT, LLC | 2,749,789 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,135,401 | 0 | 0 | 0 | For |
| UBS | 18,544 | 1,678,892 | 0 | 0 | Against |
| Camber Capital Management LP | 1,500,000 | 0 | 0 | 0 | For |
| Flagship Pioneering Inc. | 1,364,516 | 0 | 0 | 0 | For |
| Fidelity | 1,232,617 | 0 | 0 | 0 | For |
| Newton Investment Management North America, LLC | 0 | 1,160,650 | 0 | 0 | Against |
| Charles Schwab | 1,047,165 | 0 | 0 | 0 | For |
| Yiheng Capital Management, L.P. | 967,504 | 0 | 0 | 0 | For |
| Northern Trust | 860,474 | 78 | 0 | 0 | For |
| PRINCIPAL GLOBAL INVESTORS | 638,662 | 0 | 0 | 0 | For |
| MARSHALL WACE, LLP | 0 | 636,838 | 0 | 0 | Against |
| Cercano Management LLC | 625,000 | 0 | 0 | 0 | For |
| Candriam S.C.A. | 0 | 548,857 | 0 | 0 | Against |
| Woodline Partners LP | 527,217 | 0 | 0 | 0 | For |
| Aberdeen | 516,019 | 0 | 0 | 0 | For |
| MELLON INVESTMENTS Corp | 510,285 | 0 | 0 | 0 | For |
Institutional-manager reports, all 196 managers: 61,483,021 for, 7,733,596 against, 95 abstained, 4,200 not voted. Showing the 25 largest; see all in the interactive database.
Combines 2 wordings of this item as funds reported it.
99.7% Approved · of votes cast
Description as filed by funds: Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2024
DENALI THERAPEUTICS INC.’s own tally for this item (“2. Ratification of Appointment of Independent Registered Public Accounting Firm The appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, ”): 117,978,800 for, 297,039 against — passed, per its Form 8-K filed May 31, 2024 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 2 - Ratification of Appointment of Independent Registered Public Accounting Firm The appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024 was ratified based on the following results of voting:”
Support: 99.7% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 67 asset managers below reported 45,875,590 for, 24,192 against, 19,493 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 20,393,648 | 0 | 0 | 0 | For |
| BlackRock | 5,914,332 | 0 | 0 | 0 | For |
| State Street | 3,638,222 | 6,223 | 0 | 0 | For |
| Fidelity | 3,635,954 | 0 | 0 | 0 | For |
| Capital Group | 2,909,528 | 0 | 0 | 0 | For |
| T. Rowe Price | 1,508,585 | 0 | 0 | 0 | For |
| Charles Schwab | 1,047,120 | 0 | 0 | 0 | For |
| Dimensional | 960,117 | 0 | 0 | 0 | For |
| BNY Mellon | 951,619 | 0 | 0 | 0 | For |
| Aberdeen | 516,019 | 0 | 0 | 0 | For |
| TIAA | 504,281 | 0 | 0 | 0 | For |
| Principal | 385,818 | 0 | 0 | 0 | For |
| WASATCH FUNDS TRUST | 380,297 | 0 | 0 | 0 | For |
| Equitable | 330,702 | 0 | 0 | 0 | For |
| Direxion Shares ETF Trust | 277,830 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 201,173 | 0 | 0 | 0 | For |
| Artisan | 187,455 | 0 | 0 | 0 | For |
| Hartford | 173,517 | 0 | 0 | 0 | For |
| Lincoln Financial | 153,653 | 0 | 0 | 0 | For |
| Voya | 145,063 | 0 | 0 | 0 | For |
| Thrivent | 130,979 | 0 | 0 | 0 | For |
| Jackson National | 117,551 | 0 | 0 | 0 | For |
| John Hancock | 111,410 | 0 | 0 | 0 | For |
| Russell Investments | 106,873 | 0 | 0 | 0 | For |
| Northwestern Mutual | 101,689 | 0 | 0 | 0 | For |
Showing the 25 largest of 67 asset managers. See all 67 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 142,512,856 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Vanguard | 14.31% |
| 2 | BlackRock | 4.15% |
| 3 | State Street | 2.56% |
| 4 | Fidelity | 2.55% |
| 5 | Capital Group | 2.04% |
| 6 | T. Rowe Price | 1.06% |
| 7 | Charles Schwab | 0.73% |
| 8 | Dimensional | 0.67% |
| 9 | BNY Mellon | 0.67% |
| 10 | Aberdeen | 0.36% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | BAILLIE GIFFORD & CO LTD | 6.48% |
| 2 | Wellington | 5.53% |
| 3 | State Street | 4.17% |
| 4 | Temasek Holdings (Private) Ltd | 4.00% |
| 5 | BAILLIE GIFFORD OVERSEAS LTD | 2.68% |
| 6 | BlackRock | 2.63% |
| 7 | BAKER BROS. ADVISORS LP | 2.62% |
| 8 | Capital Research Global Investors | 2.04% |
| 9 | GEODE CAPITAL MANAGEMENT, LLC | 1.93% |
| 10 | T. Rowe Price | 1.50% |
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 |
|---|---|---|
| Baillie Gifford & Co | 10.01% | DEF14A |
| Biogen | 8.95% | DEF14A |
| BlackRock | 8.62% | 13F |
| Vanguard Group | 8.42% | 13F |
| Wellington Management | 5.80% | 13F |
| Wellington | 5.18% | DEF14A |
| Biogen MA Inc. | 5.02% | 13G |
| FMR (Fidelity) | 4.45% | 13F |
| State Street | 4.44% | 13F |
| Douglas K. Bratton | 4.04% | 13G |
Percentages above are of 142,512,856 shares outstanding, as reported by DENALI THERAPEUTICS INC. on its Form 10-Q dated March 31, 2024 (see the filing on EDGAR). This is the count contemporaneous with the 2023-2024 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.
Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from DENALI THERAPEUTICS INC.’s 10-Q dated March 31, 2024. This page is a static snapshot rebuilt weekly on October 18, 2026; a live search always shows the current data.
At DENALI THERAPEUTICS INC.'s shareholder meeting held May 31, 2024, in the 2023-2024 proxy season, 240 asset managers reported how they voted on 5 ballot items in their SEC Form N-PX filings, covering 1,540 separate fund positions. On the most widely held item on that ballot — Advisory Vote to Ratify Named Executive Officers' Compensation — DENALI THERAPEUTICS INC.'s filing reports the proposal as approved, with 92% 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: DENALI THERAPEUTICS INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 31, 2024.
DENALI THERAPEUTICS INC. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.
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