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DISCOVER FINANCIAL SERVICES 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and DISCOVER FINANCIAL SERVICES’s Form 8-K, filed May 10, 2024 (Item 5.07 on EDGAR). Page generated October 18, 2026.

  • 13Reported items
  • 939Asset managers
  • 10,508Fund votes
  • May 9, 2024Meeting date

Results at a glance

Meeting of May 9, 2024: 12 items on DISCOVER FINANCIAL SERVICES’s Form 8-K, filed May 10, 2024: 10 elected · 2 approved.

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

Explore DISCOVER FINANCIAL SERVICES in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by DISCOVER FINANCIAL SERVICES

These tallies are DISCOVER FINANCIAL SERVICES’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 10, 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.

DISCOVER FINANCIAL SERVICES — official shareholder meeting results, meeting held May 9, 2024
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Candace H. Duncan 193,799,3313,595,667556,565 --22,595,330 98%Elected—
Elect Director: Joseph F. Eazor 194,843,0992,526,979581,486 --22,595,330 99%Elected—
Elect Director: Kathy L. Lonowski 195,909,1411,483,478558,944 --22,595,330 99.2%Elected—
Elect Director: Thomas G. Maheras 189,389,5087,989,397572,659 --22,595,330 96%Elected—
Elect Director: Daniela O'Leary-Gill 195,871,5581,524,655555,350 --22,595,330 99.2%Elected—
Elect Director: John B. Owen 194,989,6422,389,351572,570 --22,595,330 99%Elected—
Elect Director: David L. Rawlinson II 192,283,3724,135,8601,532,331 --22,595,331 98%Elected—
Elect Director: J. Michael Shepherd 193,075,6114,296,147579,805 --22,595,330 98%Elected—
Elect Director: Beverley A. Sibblies 194,881,1002,506,804563,660 --22,595,330 99%Elected—
Elect Director: Jennifer L. Wong 194,377,7703,014,890558,903 --22,595,330 98%Elected—
2. Say on Pay (Advisory Vote to Approve Named Executive Officer Compensation) 181,853,59215,705,216392,755 --22,595,330 92%Approved—
3. Ratification of Appointment of Independent Registered Public Accounting Firm 217,049,7483,212,298284,848 --0 99%Approved—

Source: DISCOVER FINANCIAL SERVICES, Form 8-K, filed with the SEC on May 10, 2024 — read the filing on EDGAR.

How asset managers voted at the DISCOVER FINANCIAL SERVICES 2023-2024 meeting

Each item below shows how the 939 asset managers that disclosed a DISCOVER FINANCIAL SERVICES 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. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of DISCOVER FINANCIAL SERVICES’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.

1. Elect Director: Candace H. Duncan

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 193,799,331AGAINST: 3,595,667
Details: description as filed, official tally, votes by 160 asset managers

Description as filed by funds: Election of Directors: Candace H. Duncan

DISCOVER FINANCIAL SERVICES’s own tally for this item (“Elect Director: Candace H. Duncan”): 193,799,331 for, 3,595,667 against, per its Form 8-K filed May 10, 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 ten director nominees listed below were elected to serve as a director of the Company for a term expiring at the 2025 Annual Meeting of Shareholders or until his or her successor has been duly elected and qualified.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 160 asset managers below reported 93,555,808 for, 149,042 against, 24,867 abstained.

FOR
FOR: 93,555,808AGAINST: 149,042ABSTAIN: 24,867
Largest asset managers voting on “Election of Directors: Candace H. Duncan” at DISCOVER FINANCIAL SERVICES, 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard31,816,6450 00For
Capital Group17,651,2350 00For
Fidelity9,813,4470 00For
BlackRock6,758,1190 00For
Dimensional2,925,3170 00For
State Street2,320,0950 00For
First Trust2,166,4300 00For
John Hancock2,124,9120 00For
Invesco1,971,4080 00For
Charles Schwab1,662,3290 00For
JPMorgan1,165,3940 00For
MFS936,5000 00For
Waddell & Reed861,9440 00For
TIAA805,8820 00For
NEW ECONOMY FUND764,1980 00For
Columbia Threadneedle618,0180 00For
PRIMECAP Odyssey Funds562,4010 00For
Thrivent523,8070 00For
Principal518,1610 00For
MASTER INVESTMENT PORTFOLIO390,4020 00For
WisdomTree340,5550 00For
T. Rowe Price318,4790 00For
Jackson National304,3380 00For
Victory Capital293,1440 00For
American Century283,8890 00For

Showing the 25 largest of 160 asset managers. See all 160 in the interactive database.

2. Elect Director: Joseph F. Eazor

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 194,843,099AGAINST: 2,526,979
Details: description as filed, official tally, votes by 160 asset managers

Description as filed by funds: Election of Directors: Joseph F. Eazor

DISCOVER FINANCIAL SERVICES’s own tally for this item (“Elect Director: Joseph F. Eazor”): 194,843,099 for, 2,526,979 against, per its Form 8-K filed May 10, 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 ten director nominees listed below were elected to serve as a director of the Company for a term expiring at the 2025 Annual Meeting of Shareholders or until his or her successor has been duly elected and qualified.”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 160 asset managers below reported 93,564,700 for, 136,568 against, 28,449 abstained.

FOR
FOR: 93,564,700AGAINST: 136,568ABSTAIN: 28,449
Largest asset managers voting on “Election of Directors: Joseph F. Eazor” at DISCOVER FINANCIAL SERVICES, 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard31,816,6450 00For
Capital Group17,651,2350 00For
Fidelity9,813,4470 00For
BlackRock6,758,1190 00For
Dimensional2,925,3170 00For
State Street2,320,0950 00For
First Trust2,166,4300 00For
John Hancock2,124,9120 00For
Invesco1,971,4080 00For
Charles Schwab1,662,3290 00For
JPMorgan1,165,3940 00For
MFS936,5000 00For
Waddell & Reed861,9440 00For
TIAA805,8820 00For
NEW ECONOMY FUND764,1980 00For
Columbia Threadneedle618,0180 00For
PRIMECAP Odyssey Funds562,4010 00For
Thrivent523,8070 00For
Principal518,1610 00For
MASTER INVESTMENT PORTFOLIO390,4020 00For
WisdomTree340,5550 00For
T. Rowe Price318,4790 00For
Jackson National304,3380 00For
Victory Capital293,1440 00For
American Century283,8890 00For

Showing the 25 largest of 160 asset managers. See all 160 in the interactive database.

3. Elect Director: Kathy L. Lonowski

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

99.2% Majority: yes · of votes cast

FOR 99.2%
FOR: 195,909,141AGAINST: 1,483,478
Details: description as filed, official tally, votes by 160 asset managers

Description as filed by funds: Election of Directors: Kathy L. Lonowski

DISCOVER FINANCIAL SERVICES’s own tally for this item (“Elect Director: Kathy L. Lonowski”): 195,909,141 for, 1,483,478 against, per its Form 8-K filed May 10, 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 ten director nominees listed below were elected to serve as a director of the Company for a term expiring at the 2025 Annual Meeting of Shareholders or until his or her successor has been duly elected and qualified.”
Support: 99.2% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 160 asset managers below reported 93,583,898 for, 120,952 against, 24,867 abstained.

FOR
FOR: 93,583,898AGAINST: 120,952ABSTAIN: 24,867
Largest asset managers voting on “Election of Directors: Kathy L. Lonowski” at DISCOVER FINANCIAL SERVICES, 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard31,816,6450 00For
Capital Group17,651,2350 00For
Fidelity9,813,4470 00For
BlackRock6,758,1190 00For
Dimensional2,925,3170 00For
State Street2,320,0950 00For
First Trust2,166,4300 00For
John Hancock2,124,9120 00For
Invesco1,971,4080 00For
Charles Schwab1,662,3290 00For
JPMorgan1,165,3940 00For
MFS936,5000 00For
Waddell & Reed861,9440 00For
TIAA805,8820 00For
NEW ECONOMY FUND764,1980 00For
Columbia Threadneedle618,0180 00For
PRIMECAP Odyssey Funds562,4010 00For
Thrivent523,8070 00For
Principal518,1610 00For
MASTER INVESTMENT PORTFOLIO390,4020 00For
WisdomTree340,5550 00For
T. Rowe Price318,4790 00For
Jackson National304,3380 00For
Victory Capital293,1440 00For
American Century283,8890 00For

Showing the 25 largest of 160 asset managers. See all 160 in the interactive database.

4. Elect Director: Thomas G. Maheras

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 189,389,508AGAINST: 7,989,397
Details: description as filed, official tally, votes by 160 asset managers

Description as filed by funds: Election of Directors: Thomas G. Maheras

DISCOVER FINANCIAL SERVICES’s own tally for this item (“Elect Director: Thomas G. Maheras”): 189,389,508 for, 7,989,397 against, per its Form 8-K filed May 10, 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 ten director nominees listed below were elected to serve as a director of the Company for a term expiring at the 2025 Annual Meeting of Shareholders or until his or her successor has been duly elected and qualified.”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 160 asset managers below reported 93,378,893 for, 325,957 against, 24,867 abstained.

FOR
FOR: 93,378,893AGAINST: 325,957ABSTAIN: 24,867
Largest asset managers voting on “Election of Directors: Thomas G. Maheras” at DISCOVER FINANCIAL SERVICES, 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard31,816,6450 00For
Capital Group17,651,2350 00For
Fidelity9,813,4470 00For
BlackRock6,758,1190 00For
Dimensional2,925,3170 00For
State Street2,320,02570 00For
First Trust2,166,4300 00For
John Hancock2,124,9120 00For
Invesco1,971,4080 00For
Charles Schwab1,662,3290 00For
JPMorgan1,165,3940 00For
MFS936,5000 00For
Waddell & Reed861,9440 00For
TIAA805,8820 00For
NEW ECONOMY FUND764,1980 00For
Columbia Threadneedle618,0180 00For
PRIMECAP Odyssey Funds562,4010 00For
Thrivent523,8070 00For
Principal518,1610 00For
MASTER INVESTMENT PORTFOLIO390,4020 00For
WisdomTree340,5550 00For
T. Rowe Price318,4790 00For
Jackson National304,3380 00For
Victory Capital293,1440 00For
American Century283,8890 00For

Showing the 25 largest of 160 asset managers. See all 160 in the interactive database.

5. Elect Director: Daniela O'Leary-Gill

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

99.2% Majority: yes · of votes cast

FOR 99.2%
FOR: 195,871,558AGAINST: 1,524,655
Details: description as filed, official tally, votes by 160 asset managers

Description as filed by funds: Election of Directors: Daniela O'Leary-Gill

DISCOVER FINANCIAL SERVICES’s own tally for this item (“Elect Director: Daniela O'Leary-Gill”): 195,871,558 for, 1,524,655 against, per its Form 8-K filed May 10, 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 ten director nominees listed below were elected to serve as a director of the Company for a term expiring at the 2025 Annual Meeting of Shareholders or until his or her successor has been duly elected and qualified.”
Support: 99.2% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 160 asset managers below reported 93,580,316 for, 124,534 against, 24,867 abstained.

FOR
FOR: 93,580,316AGAINST: 124,534ABSTAIN: 24,867
Largest asset managers voting on “Election of Directors: Daniela O'Leary-Gill” at DISCOVER FINANCIAL SERVICES, 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard31,816,6450 00For
Capital Group17,651,2350 00For
Fidelity9,813,4470 00For
BlackRock6,758,1190 00For
Dimensional2,925,3170 00For
State Street2,320,0950 00For
First Trust2,166,4300 00For
John Hancock2,124,9120 00For
Invesco1,971,4080 00For
Charles Schwab1,662,3290 00For
JPMorgan1,165,3940 00For
MFS936,5000 00For
Waddell & Reed861,9440 00For
TIAA805,8820 00For
NEW ECONOMY FUND764,1980 00For
Columbia Threadneedle618,0180 00For
PRIMECAP Odyssey Funds562,4010 00For
Thrivent523,8070 00For
Principal518,1610 00For
MASTER INVESTMENT PORTFOLIO390,4020 00For
WisdomTree340,5550 00For
T. Rowe Price318,4790 00For
Jackson National304,3380 00For
Victory Capital293,1440 00For
American Century283,8890 00For

Showing the 25 largest of 160 asset managers. See all 160 in the interactive database.

6. Elect Director: John B. Owen

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 194,989,642AGAINST: 2,389,351
Details: description as filed, official tally, votes by 160 asset managers

Description as filed by funds: Election of Directors: John B. Owen

DISCOVER FINANCIAL SERVICES’s own tally for this item (“Elect Director: John B. Owen”): 194,989,642 for, 2,389,351 against, per its Form 8-K filed May 10, 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 ten director nominees listed below were elected to serve as a director of the Company for a term expiring at the 2025 Annual Meeting of Shareholders or until his or her successor has been duly elected and qualified.”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 160 asset managers below reported 93,564,700 for, 140,150 against, 24,867 abstained.

FOR
FOR: 93,564,700AGAINST: 140,150ABSTAIN: 24,867
Largest asset managers voting on “Election of Directors: John B. Owen” at DISCOVER FINANCIAL SERVICES, 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard31,816,6450 00For
Capital Group17,651,2350 00For
Fidelity9,813,4470 00For
BlackRock6,758,1190 00For
Dimensional2,925,3170 00For
State Street2,320,0950 00For
First Trust2,166,4300 00For
John Hancock2,124,9120 00For
Invesco1,971,4080 00For
Charles Schwab1,662,3290 00For
JPMorgan1,165,3940 00For
MFS936,5000 00For
Waddell & Reed861,9440 00For
TIAA805,8820 00For
NEW ECONOMY FUND764,1980 00For
Columbia Threadneedle618,0180 00For
PRIMECAP Odyssey Funds562,4010 00For
Thrivent523,8070 00For
Principal518,1610 00For
MASTER INVESTMENT PORTFOLIO390,4020 00For
WisdomTree340,5550 00For
T. Rowe Price318,4790 00For
Jackson National304,3380 00For
Victory Capital293,1440 00For
American Century283,8890 00For

Showing the 25 largest of 160 asset managers. See all 160 in the interactive database.

7. Elect Director: David L. Rawlinson II

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 192,283,372AGAINST: 4,135,860
Details: description as filed, official tally, votes by 160 asset managers

Description as filed by funds: Election of Directors: David L. Rawlinson II

DISCOVER FINANCIAL SERVICES’s own tally for this item (“Elect Director: David L. Rawlinson II”): 192,283,372 for, 4,135,860 against, per its Form 8-K filed May 10, 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 ten director nominees listed below were elected to serve as a director of the Company for a term expiring at the 2025 Annual Meeting of Shareholders or until his or her successor has been duly elected and qualified.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 160 asset managers below reported 93,556,452 for, 148,397 against, 24,867 abstained.

FOR
FOR: 93,556,452AGAINST: 148,397ABSTAIN: 24,867
Largest asset managers voting on “Election of Directors: David L. Rawlinson II” at DISCOVER FINANCIAL SERVICES, 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard31,816,6450 00For
Capital Group17,651,2350 00For
Fidelity9,813,4470 00For
BlackRock6,758,1190 00For
Dimensional2,925,3170 00For
State Street2,320,0950 00For
First Trust2,166,4300 00For
John Hancock2,124,9120 00For
Invesco1,971,4080 00For
Charles Schwab1,662,3290 00For
JPMorgan1,165,3940 00For
MFS936,5000 00For
Waddell & Reed861,9440 00For
TIAA805,8820 00For
NEW ECONOMY FUND764,1980 00For
Columbia Threadneedle618,0180 00For
PRIMECAP Odyssey Funds562,4010 00For
Thrivent523,8070 00For
Principal518,1610 00For
MASTER INVESTMENT PORTFOLIO390,4020 00For
WisdomTree340,5550 00For
T. Rowe Price318,4790 00For
Jackson National304,3380 00For
Victory Capital293,1440 00For
American Century283,8890 00For

Showing the 25 largest of 160 asset managers. See all 160 in the interactive database.

8. Elect Director: J. Michael Shepherd

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 193,075,611AGAINST: 4,296,147
Details: description as filed, official tally, votes by 160 asset managers

Description as filed by funds: Election of Directors: J. Michael Shepherd

DISCOVER FINANCIAL SERVICES’s own tally for this item (“Elect Director: J. Michael Shepherd”): 193,075,611 for, 4,296,147 against, per its Form 8-K filed May 10, 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 ten director nominees listed below were elected to serve as a director of the Company for a term expiring at the 2025 Annual Meeting of Shareholders or until his or her successor has been duly elected and qualified.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 160 asset managers below reported 92,962,881 for, 741,968 against, 24,867 abstained.

FOR
FOR: 92,962,881AGAINST: 741,968ABSTAIN: 24,867
Largest asset managers voting on “Election of Directors: J. Michael Shepherd” at DISCOVER FINANCIAL SERVICES, 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard31,816,6450 00For
Capital Group17,651,2350 00For
Fidelity9,718,21995,228 00For
BlackRock6,758,1190 00For
Dimensional2,925,3170 00For
State Street2,320,02570 00For
First Trust2,166,4300 00For
John Hancock2,124,9120 00For
Invesco1,971,4080 00For
Charles Schwab1,662,3290 00For
JPMorgan1,165,3940 00For
MFS936,5000 00For
Waddell & Reed861,9440 00For
TIAA805,8820 00For
NEW ECONOMY FUND764,1980 00For
Columbia Threadneedle618,0180 00For
PRIMECAP Odyssey Funds562,4010 00For
Thrivent523,8070 00For
Principal518,1610 00For
MASTER INVESTMENT PORTFOLIO390,4020 00For
WisdomTree340,5550 00For
T. Rowe Price0318,479 00Against
Jackson National303,838500 00For
Victory Capital293,1440 00For
American Century283,8890 00For

Showing the 25 largest of 160 asset managers. See all 160 in the interactive database.

9. Elect Director: Beverley A. Sibblies

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 194,881,100AGAINST: 2,506,804
Details: description as filed, official tally, votes by 160 asset managers

Description as filed by funds: Election of Directors: Beverley A. Sibblies

DISCOVER FINANCIAL SERVICES’s own tally for this item (“Elect Director: Beverley A. Sibblies”): 194,881,100 for, 2,506,804 against, per its Form 8-K filed May 10, 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 ten director nominees listed below were elected to serve as a director of the Company for a term expiring at the 2025 Annual Meeting of Shareholders or until his or her successor has been duly elected and qualified.”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 160 asset managers below reported 93,568,282 for, 136,568 against, 24,867 abstained.

FOR
FOR: 93,568,282AGAINST: 136,568ABSTAIN: 24,867
Largest asset managers voting on “Election of Directors: Beverley A. Sibblies” at DISCOVER FINANCIAL SERVICES, 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard31,816,6450 00For
Capital Group17,651,2350 00For
Fidelity9,813,4470 00For
BlackRock6,758,1190 00For
Dimensional2,925,3170 00For
State Street2,320,0950 00For
First Trust2,166,4300 00For
John Hancock2,124,9120 00For
Invesco1,971,4080 00For
Charles Schwab1,662,3290 00For
JPMorgan1,165,3940 00For
MFS936,5000 00For
Waddell & Reed861,9440 00For
TIAA805,8820 00For
NEW ECONOMY FUND764,1980 00For
Columbia Threadneedle618,0180 00For
PRIMECAP Odyssey Funds562,4010 00For
Thrivent523,8070 00For
Principal518,1610 00For
MASTER INVESTMENT PORTFOLIO390,4020 00For
WisdomTree340,5550 00For
T. Rowe Price318,4790 00For
Jackson National304,3380 00For
Victory Capital293,1440 00For
American Century283,8890 00For

Showing the 25 largest of 160 asset managers. See all 160 in the interactive database.

10. Elect Director: Jennifer L. Wong

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 194,377,770AGAINST: 3,014,890
Details: description as filed, official tally, votes by 160 asset managers

Description as filed by funds: Election of Directors: Jennifer L. Wong

DISCOVER FINANCIAL SERVICES’s own tally for this item (“Elect Director: Jennifer L. Wong”): 194,377,770 for, 3,014,890 against, per its Form 8-K filed May 10, 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 ten director nominees listed below were elected to serve as a director of the Company for a term expiring at the 2025 Annual Meeting of Shareholders or until his or her successor has been duly elected and qualified.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 160 asset managers below reported 93,568,138 for, 136,712 against, 24,867 abstained.

FOR
FOR: 93,568,138AGAINST: 136,712ABSTAIN: 24,867
Largest asset managers voting on “Election of Directors: Jennifer L. Wong” at DISCOVER FINANCIAL SERVICES, 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard31,816,6450 00For
Capital Group17,651,2350 00For
Fidelity9,813,4470 00For
BlackRock6,758,1190 00For
Dimensional2,925,3170 00For
State Street2,320,0950 00For
First Trust2,166,4300 00For
John Hancock2,124,9120 00For
Invesco1,971,4080 00For
Charles Schwab1,662,3290 00For
JPMorgan1,165,3940 00For
MFS936,5000 00For
Waddell & Reed861,9440 00For
TIAA805,8820 00For
NEW ECONOMY FUND764,1980 00For
Columbia Threadneedle618,0180 00For
PRIMECAP Odyssey Funds562,4010 00For
Thrivent523,8070 00For
Principal518,1610 00For
MASTER INVESTMENT PORTFOLIO390,4020 00For
WisdomTree340,5550 00For
T. Rowe Price318,4790 00For
Jackson National304,3380 00For
Victory Capital293,1440 00For
American Century283,8890 00For

Showing the 25 largest of 160 asset managers. See all 160 in the interactive database.

11. Election of Director: Michael G. Rhodes

No official matchDIRECTOR ELECTIONSDIRECTOR ELECTIONSDIRECTOR ELECTIONSDIRECTOR ELECTIONS

Combines 4 wordings of this item as funds reported it.

87% of fund votes cast · no official result

ABSTAIN
Details: votes by 71 asset managers

The 71 asset managers below reported 840,953 for, 125,916 against, 60 withheld, 8,480,856 abstained. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

FOR: 840,953AGAINST: 125,916ABSTAIN: 8,480,856WITHHOLD: 60
Largest asset managers voting on “Election of Director: Michael G. Rhodes” at DISCOVER FINANCIAL SERVICES, 2023-2024
Asset managerForAgainst AbstainWithheldVote
John Hancock00 2,124,9120Abstain
Charles Schwab00 1,662,3290Abstain
Vanguard00 1,333,4360Abstain
JPMorgan00 1,165,3940Abstain
PRIMECAP Odyssey Funds00 562,4010Abstain
Jackson National5,6020 298,7360Abstain
SEI00 277,7130Abstain
Bridge Builder Trust00 223,4280Abstain
Gateway Trust00 178,0920Abstain
Amplify ETF Trust149,1420 00For
Calamos126,9710 00For
Putnam0120,951 00Against
TOUCHSTONE FUNDS GROUP TRUST00 98,3570Abstain
Fidelity00 92,1000Abstain
Neuberger Berman00 92,0980Abstain
STERLING CAPITAL FUNDS89,0620 00For
Cambria ETF Trust82,7800 00For
Prudential/PGIM81,0090 00For
MERGER FUND68,9380 00For
Russell Investments61,5800 00For
ADVISORS' INNER CIRCLE FUND00 47,6000Abstain
Lincoln Financial00 45,3370Abstain
TRUST FOR PROFESSIONAL MANAGERS5,3610 35,2180Mixed
VanEck ETF Trust00 36,9230Abstain
ADVISORS SERIES TRUST00 36,2960Abstain

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

12. 2. Say on Pay (Advisory Vote to Approve Named Executive Officer Compensation)

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

Combines 25 wordings of this item as funds reported it.

92% Approved · of votes cast

FOR 92%
FOR: 181,853,592AGAINST: 15,705,216
Details: description as filed, official tally, votes by 934 asset managers

Description as filed by funds: Advisory Vote to Approve Named Executive Officer Compensation

DISCOVER FINANCIAL SERVICES’s own tally for this item (“2. Say on Pay (Advisory Vote to Approve Named Executive Officer Compensation)”): 181,853,592 for, 15,705,216 against — passed, per its Form 8-K filed May 10, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The Company's shareholders approved, on an advisory basis, the compensation paid to the named executive officers.”
Support: 92% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund share totals are not shown for this item: fund-reported shares overlap across filings (an adviser and the funds it manages can each report the same shares), and here their sum exceeds the total votes cast at the meeting.

FOR
Largest asset managers voting on “Advisory Vote to Approve Named Executive Officer Compensation” at DISCOVER FINANCIAL SERVICES, 2023-2024
Asset managerForAgainst AbstainWithheldVote
AQR Arbitrage LLC4,941,000,0000 00For
Curi RMB Capital, LLC4,427,000,0000 00For
IndexIQ Advisors LLC2,607,000,0000 00For
Capital Group35,993,739649 00For
OAK RIDGE INVESTMENTS LLC35,000,0000 00For
Vanguard32,943,7550 00For
Fidelity14,966,7910 00For
BlackRock14,817,6113,543 00For
New York Life11,128,3290 00For
GEODE CAPITAL MANAGEMENT, LLC5,953,3920 00For
State Street4,822,32770 00For
Invesco04,100,387 00Against
Dimensional3,472,6830 00For
Charles Schwab3,341,2540 00For
Brave Warrior Advisors, LLC3,336,8440 00For
John Hancock2,622,7220 00For
Sessa Capital IM, L.P.2,558,0620 00For
JPMorgan2,542,6299 00For
Northern Trust2,446,29117,392 00For
First Trust2,233,67714,612 00For
Southpoint Capital Advisors LP2,100,0000 00For
T. Rowe Price1,447,0220 00For
UBS1,441,6820 00For
PRIMECAP MANAGEMENT CO/CA/1,377,3500 00For
MELLON INVESTMENTS Corp1,324,9110 00For

Showing the 25 largest of 934 asset managers. See all 934 in the interactive database.

13. 3. Ratification of Appointment of Independent Registered Public Accounting Firm

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 10 wordings of this item as funds reported it.

99% Approved · of votes cast

FOR 99%
FOR: 217,049,748AGAINST: 3,212,298
Details: description as filed, official tally, votes by 158 asset managers

Description as filed by funds: To ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm:

DISCOVER FINANCIAL SERVICES’s own tally for this item (“3. Ratification of Appointment of Independent Registered Public Accounting Firm”): 217,049,748 for, 3,212,298 against — passed, per its Form 8-K filed May 10, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The Company's shareholders ratified the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for fiscal year 2024.”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 158 asset managers below reported 93,357,023 for, 334,696 against, 21,727 abstained.

FOR
FOR: 93,357,023AGAINST: 334,696ABSTAIN: 21,727
Largest asset managers voting on “To ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting f” at DISCOVER FINANCIAL SERVICES, 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard31,816,6450 00For
Capital Group17,651,2350 00For
Fidelity9,813,4470 00For
BlackRock6,758,1190 00For
Dimensional2,925,3170 00For
State Street2,320,02570 00For
First Trust2,166,4300 00For
John Hancock2,124,9120 00For
Invesco1,971,4080 00For
Charles Schwab1,662,3290 00For
JPMorgan1,165,3940 00For
MFS936,5000 00For
Waddell & Reed861,9440 00For
TIAA805,8820 00For
NEW ECONOMY FUND764,1980 00For
Columbia Threadneedle618,0180 00For
PRIMECAP Odyssey Funds562,4010 00For
Thrivent523,8070 00For
Principal518,1610 00For
MASTER INVESTMENT PORTFOLIO390,4020 00For
WisdomTree340,5550 00For
T. Rowe Price318,4790 00For
Jackson National304,3380 00For
Victory Capital293,1440 00For
American Century283,8890 00For

Showing the 25 largest of 158 asset managers. See all 158 in the interactive database.

Largest DISCOVER FINANCIAL SERVICES 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.

Fund voting reports: top DISCOVER FINANCIAL SERVICES shareholders by shares voted on “Advisory Vote to Approve Named Executive Officer Compensation”, 2023-2024
#Asset manager Shares voted
1Vanguard 31,816,645
2Capital Group 17,651,235
3Fidelity 9,813,447
4BlackRock 6,758,119
5Dimensional 2,925,317
6State Street 2,320,095
7First Trust 2,166,430
8John Hancock 2,124,912
9Invesco 1,971,408
10Charles Schwab 1,662,329
Institutional-manager reports: top DISCOVER FINANCIAL SERVICES shareholders by shares voted on “Advisory Vote to Approve Named Executive Officer Compensation”, 2023-2024
#Asset manager Shares voted
1AQR Arbitrage LLC 4,941,000,000
2Curi RMB Capital, LLC 4,427,000,000
3IndexIQ Advisors LLC 2,607,000,000
4OAK RIDGE INVESTMENTS LLC 35,000,000
5Capital Group 18,343,153
6New York Life 11,000,000
7BlackRock 8,063,035
8GEODE CAPITAL MANAGEMENT, LLC 5,953,392
9Fidelity 5,153,344
10Brave Warrior Advisors, LLC 3,336,844

Shown as share counts, not percentages: no shares-outstanding figure has been matched to DISCOVER FINANCIAL SERVICES for the 2023-2024 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 18, 2026; a live search always shows the current data.

At DISCOVER FINANCIAL SERVICES's shareholder meeting held May 9, 2024, in the 2023-2024 proxy season, 939 asset managers reported how they voted in their SEC Form N-PX filings, covering 10,508 separate fund positions. Their filings are grouped here into 13 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. On the most widely held item on that ballot — Advisory Vote to Approve Named Executive Officer Compensation — DISCOVER FINANCIAL SERVICES'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: DISCOVER FINANCIAL SERVICES's Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 10, 2024.

DISCOVER FINANCIAL SERVICES proxy season coverage: 2023-2024 (this page) · 2024-2025.

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