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DNOW INC. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and DNOW INC.’s Form 8-K, filed May 21, 2025 (Item 5.07 on EDGAR). Page generated October 18, 2026.

  • 10Ballot items
  • 356Asset managers
  • 3,626Fund votes
  • May 21, 2025Meeting date

Results at a glance

Meeting of May 21, 2025: 10 items on DNOW INC.’s Form 8-K, filed May 21, 2025: 8 elected · 2 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 DNOW INC. in the interactive database Compare manager voting policies

Official 2024-2025 meeting results reported by DNOW INC.

These tallies are DNOW INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 21, 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.

DNOW INC. — official shareholder meeting results, meeting held May 21, 2025
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Richard Alario 87,913,4283,971,71530,576 --5,419,200 96%Elected—
Elect Director: Terry Bonno 89,983,4621,822,639109,618 --5,419,200 98%Elected—
Elect Director: David Cherechinsky 90,879,3771,005,37830,964 --5,419,200 99%Elected—
Elect Director: Galen Cobb 90,688,9941,196,75229,973 --5,419,200 99%Elected—
Elect Director: Paul Coppinger 89,199,8952,685,66330,161 --5,419,200 97%Elected—
Elect Director: Karen David-Green 91,801,08824,29690,335 --5,419,200 99.9%Elected—
Elect Director: Rodney Eads 90,623,3051,208,09884,316 --5,419,200 99%Elected—
Elect Director: Sonya Reed 88,644,2753,198,31373,131 --5,419,200 97%Elected—
2. Ratification of the appointment of Ernst & Young LLP as the Company's independent auditors for 2025 95,842,0931,383,015109,811 --0 99%Not verified—
3. Approval of the compensation of the Company's named executive officers 87,714,6514,153,98547,083 --5,419,200 95%Not verified—

Source: DNOW INC., Form 8-K, filed with the SEC on May 21, 2025 — read the filing on EDGAR.

How asset managers voted at the DNOW INC. 2024-2025 meeting

Each item below shows how the 356 asset managers that disclosed a DNOW 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: David Cherechinsky

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 90,879,377AGAINST: 1,005,378
Details: description as filed, official tally, votes by 100 asset managers

Description as filed by funds: To elect eight directors to hold office for one-year terms: David Cherechinsky

DNOW INC.’s own tally for this item (“Elect Director: David Cherechinsky”): 90,879,377 for, 1,005,378 against, per its Form 8-K filed May 21, 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: Elected, in the filing’s own words: “The following is a summary of the voting results for each matter presented to the Company's stockholders: The eight directors nominated by the Board of Directors were re-elected to serve a one-year term expiring in 2026.”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 100 asset managers below reported 53,994,712 for, 215,455 against, 11,655 abstained, 78,250 not voted.

FOR
FOR: 53,994,712AGAINST: 215,455ABSTAIN: 11,655NOT VOTED: 78,250
Largest asset managers voting on “To elect eight directors to hold office for one-year terms: David Cherechinsky” at DNOW INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock12,515,6230 00For
Vanguard11,599,9372 00For
Dimensional5,705,9810 00For
Fidelity2,625,6650 00For
Global X1,992,4400 00For
Charles Schwab1,921,7960 00For
American Century1,845,9140 00For
Pacer Funds Trust1,676,2850 00For
State Street1,567,01566 00For
AMERICAN BEACON FUNDS1,491,4200 00For
TIAA948,6740 00For
JPMorgan805,6220 00For
EA Series Trust572,5780 00For
SCM Trust515,0000 00For
PIMCO512,4240 00For
Goldman Sachs496,7880 00For
HEARTLAND GROUP INC450,0000 00For
Royce424,9930 00For
BRIDGEWAY FUNDS INC410,0000 00For
AMG Funds IV340,6550 00For
First Trust338,8480 00For
Columbia Threadneedle323,6620 00For
Voya309,4250 00For
Exchange Place Advisors Trust93,560210,087 00Mixed
Nationwide302,2220 00For

Showing the 25 largest of 100 asset managers. See all 100 in the interactive database.

2. Elect Director: Galen Cobb

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 90,688,994AGAINST: 1,196,752
Details: description as filed, official tally, votes by 100 asset managers

Description as filed by funds: To elect eight directors to hold office for one-year terms: Galen Cobb

DNOW INC.’s own tally for this item (“Elect Director: Galen Cobb”): 90,688,994 for, 1,196,752 against, per its Form 8-K filed May 21, 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: Elected, in the filing’s own words: “The following is a summary of the voting results for each matter presented to the Company's stockholders: The eight directors nominated by the Board of Directors were re-elected to serve a one-year term expiring in 2026.”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 100 asset managers below reported 53,993,038 for, 217,129 against, 11,655 abstained, 78,250 not voted.

FOR
FOR: 53,993,038AGAINST: 217,129ABSTAIN: 11,655NOT VOTED: 78,250
Largest asset managers voting on “To elect eight directors to hold office for one-year terms: Galen Cobb” at DNOW INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock12,515,6230 00For
Vanguard11,599,9372 00For
Dimensional5,705,9810 00For
Fidelity2,625,6650 00For
Global X1,992,4400 00For
Charles Schwab1,921,7960 00For
American Century1,845,9140 00For
Pacer Funds Trust1,676,2850 00For
State Street1,567,01566 00For
AMERICAN BEACON FUNDS1,491,4200 00For
TIAA948,6740 00For
JPMorgan805,6220 00For
EA Series Trust572,5780 00For
SCM Trust515,0000 00For
PIMCO512,4240 00For
Goldman Sachs496,7880 00For
HEARTLAND GROUP INC450,0000 00For
Royce424,9930 00For
BRIDGEWAY FUNDS INC410,0000 00For
AMG Funds IV340,6550 00For
First Trust338,8480 00For
Columbia Threadneedle323,6620 00For
Voya309,4250 00For
Exchange Place Advisors Trust93,560210,087 00Mixed
Nationwide302,2220 00For

Showing the 25 largest of 100 asset managers. See all 100 in the interactive database.

3. Elect Director: Karen David-Green

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

99.9% Majority: yes · of votes cast

FOR 99.9%
FOR: 91,801,088AGAINST: 24,296
Details: description as filed, official tally, votes by 100 asset managers

Description as filed by funds: To elect eight directors to hold office for one-year terms: Karen David-Green

DNOW INC.’s own tally for this item (“Elect Director: Karen David-Green”): 91,801,088 for, 24,296 against, per its Form 8-K filed May 21, 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: Elected, in the filing’s own words: “The following is a summary of the voting results for each matter presented to the Company's stockholders: The eight directors nominated by the Board of Directors were re-elected to serve a one-year term expiring in 2026.”
Support: 99.9% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 100 asset managers below reported 54,210,167 for, 0 against, 11,655 abstained, 78,250 not voted.

FOR
FOR: 54,210,167AGAINST: 0ABSTAIN: 11,655NOT VOTED: 78,250
Largest asset managers voting on “To elect eight directors to hold office for one-year terms: Karen David-Green” at DNOW INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock12,515,6230 00For
Vanguard11,599,9390 00For
Dimensional5,705,9810 00For
Fidelity2,625,6650 00For
Global X1,992,4400 00For
Charles Schwab1,921,7960 00For
American Century1,845,9140 00For
Pacer Funds Trust1,676,2850 00For
State Street1,567,0810 00For
AMERICAN BEACON FUNDS1,491,4200 00For
TIAA948,6740 00For
JPMorgan805,6220 00For
EA Series Trust572,5780 00For
SCM Trust515,0000 00For
PIMCO512,4240 00For
Goldman Sachs496,7880 00For
HEARTLAND GROUP INC450,0000 00For
Royce424,9930 00For
BRIDGEWAY FUNDS INC410,0000 00For
AMG Funds IV340,6550 00For
First Trust338,8480 00For
Columbia Threadneedle323,6620 00For
Voya309,4250 00For
Exchange Place Advisors Trust303,6470 00For
Nationwide302,2220 00For

Showing the 25 largest of 100 asset managers. See all 100 in the interactive database.

4. Elect Director: Paul Coppinger

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 89,199,895AGAINST: 2,685,663
Details: description as filed, official tally, votes by 100 asset managers

Description as filed by funds: To elect eight directors to hold office for one-year terms: Paul Coppinger

DNOW INC.’s own tally for this item (“Elect Director: Paul Coppinger”): 89,199,895 for, 2,685,663 against, per its Form 8-K filed May 21, 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: Elected, in the filing’s own words: “The following is a summary of the voting results for each matter presented to the Company's stockholders: The eight directors nominated by the Board of Directors were re-elected to serve a one-year term expiring in 2026.”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 100 asset managers below reported 53,626,675 for, 583,492 against, 11,655 abstained, 78,250 not voted.

FOR
FOR: 53,626,675AGAINST: 583,492ABSTAIN: 11,655NOT VOTED: 78,250
Largest asset managers voting on “To elect eight directors to hold office for one-year terms: Paul Coppinger” at DNOW INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock12,515,6230 00For
Vanguard11,599,9354 00For
Dimensional5,705,9810 00For
Fidelity2,625,6650 00For
Global X1,992,4400 00For
Charles Schwab1,921,7960 00For
American Century1,845,9140 00For
Pacer Funds Trust1,676,2850 00For
State Street1,567,0810 00For
AMERICAN BEACON FUNDS1,491,4200 00For
TIAA948,6740 00For
JPMorgan805,6220 00For
EA Series Trust0572,578 00Against
SCM Trust515,0000 00For
PIMCO512,4240 00For
Goldman Sachs496,7880 00For
HEARTLAND GROUP INC450,0000 00For
Royce424,9930 00For
BRIDGEWAY FUNDS INC410,0000 00For
AMG Funds IV340,6550 00For
First Trust338,8480 00For
Columbia Threadneedle323,6620 00For
Voya309,4250 00For
Exchange Place Advisors Trust303,6470 00For
Nationwide302,2220 00For

Showing the 25 largest of 100 asset managers. See all 100 in the interactive database.

5. Elect Director: Richard Alario

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 87,913,428AGAINST: 3,971,715
Details: description as filed, official tally, votes by 100 asset managers

Description as filed by funds: To elect eight directors to hold office for one-year terms: Richard Alario

DNOW INC.’s own tally for this item (“Elect Director: Richard Alario”): 87,913,428 for, 3,971,715 against, per its Form 8-K filed May 21, 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: Elected, in the filing’s own words: “The following is a summary of the voting results for each matter presented to the Company's stockholders: The eight directors nominated by the Board of Directors were re-elected to serve a one-year term expiring in 2026.”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 100 asset managers below reported 53,406,647 for, 803,520 against, 11,655 abstained, 78,250 not voted.

FOR
FOR: 53,406,647AGAINST: 803,520ABSTAIN: 11,655NOT VOTED: 78,250
Largest asset managers voting on “To elect eight directors to hold office for one-year terms: Richard Alario” at DNOW INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock12,515,6230 00For
Vanguard11,597,0342,905 00For
Dimensional5,705,9810 00For
Fidelity2,625,6650 00For
Global X1,992,4400 00For
Charles Schwab1,921,7960 00For
American Century1,845,9140 00For
Pacer Funds Trust1,676,2850 00For
State Street1,567,01566 00For
AMERICAN BEACON FUNDS1,491,4200 00For
TIAA948,6740 00For
JPMorgan805,6220 00For
EA Series Trust0572,578 00Against
SCM Trust515,0000 00For
PIMCO512,4240 00For
Goldman Sachs496,7880 00For
HEARTLAND GROUP INC450,0000 00For
Royce424,9930 00For
BRIDGEWAY FUNDS INC410,0000 00For
AMG Funds IV340,6550 00For
First Trust338,8480 00For
Columbia Threadneedle323,6620 00For
Voya309,4250 00For
Exchange Place Advisors Trust93,560210,087 00Mixed
Nationwide302,2220 00For

Showing the 25 largest of 100 asset managers. See all 100 in the interactive database.

6. Elect Director: Rodney Eads

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 90,623,305AGAINST: 1,208,098
Details: description as filed, official tally, votes by 100 asset managers

Description as filed by funds: To elect eight directors to hold office for one-year terms: Rodney Eads

DNOW INC.’s own tally for this item (“Elect Director: Rodney Eads”): 90,623,305 for, 1,208,098 against, per its Form 8-K filed May 21, 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: Elected, in the filing’s own words: “The following is a summary of the voting results for each matter presented to the Company's stockholders: The eight directors nominated by the Board of Directors were re-elected to serve a one-year term expiring in 2026.”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 100 asset managers below reported 53,993,038 for, 217,129 against, 11,655 abstained, 78,250 not voted.

FOR
FOR: 53,993,038AGAINST: 217,129ABSTAIN: 11,655NOT VOTED: 78,250
Largest asset managers voting on “To elect eight directors to hold office for one-year terms: Rodney Eads” at DNOW INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock12,515,6230 00For
Vanguard11,599,9372 00For
Dimensional5,705,9810 00For
Fidelity2,625,6650 00For
Global X1,992,4400 00For
Charles Schwab1,921,7960 00For
American Century1,845,9140 00For
Pacer Funds Trust1,676,2850 00For
State Street1,567,01566 00For
AMERICAN BEACON FUNDS1,491,4200 00For
TIAA948,6740 00For
JPMorgan805,6220 00For
EA Series Trust572,5780 00For
SCM Trust515,0000 00For
PIMCO512,4240 00For
Goldman Sachs496,7880 00For
HEARTLAND GROUP INC450,0000 00For
Royce424,9930 00For
BRIDGEWAY FUNDS INC410,0000 00For
AMG Funds IV340,6550 00For
First Trust338,8480 00For
Columbia Threadneedle323,6620 00For
Voya309,4250 00For
Exchange Place Advisors Trust93,560210,087 00Mixed
Nationwide302,2220 00For

Showing the 25 largest of 100 asset managers. See all 100 in the interactive database.

7. Elect Director: Sonya Reed

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 88,644,275AGAINST: 3,198,313
Details: description as filed, official tally, votes by 100 asset managers

Description as filed by funds: To elect eight directors to hold office for one-year terms: Sonya Reed

DNOW INC.’s own tally for this item (“Elect Director: Sonya Reed”): 88,644,275 for, 3,198,313 against, per its Form 8-K filed May 21, 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: Elected, in the filing’s own words: “The following is a summary of the voting results for each matter presented to the Company's stockholders: The eight directors nominated by the Board of Directors were re-elected to serve a one-year term expiring in 2026.”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 100 asset managers below reported 53,278,576 for, 931,590 against, 11,655 abstained, 78,250 not voted.

FOR
FOR: 53,278,576AGAINST: 931,590ABSTAIN: 11,655NOT VOTED: 78,250
Largest asset managers voting on “To elect eight directors to hold office for one-year terms: Sonya Reed” at DNOW INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock12,515,6230 00For
Vanguard11,599,9353 00For
Dimensional5,705,9810 00For
Fidelity2,625,6650 00For
Global X1,992,4400 00For
Charles Schwab1,921,7960 00For
American Century1,845,9140 00For
Pacer Funds Trust1,676,2850 00For
State Street1,567,0810 00For
AMERICAN BEACON FUNDS1,491,4200 00For
TIAA948,6740 00For
JPMorgan0805,622 00Against
EA Series Trust572,5780 00For
SCM Trust515,0000 00For
PIMCO512,4240 00For
Goldman Sachs496,7880 00For
HEARTLAND GROUP INC450,0000 00For
Royce424,9930 00For
BRIDGEWAY FUNDS INC410,0000 00For
AMG Funds IV340,6550 00For
First Trust338,8480 00For
Columbia Threadneedle323,6620 00For
Voya309,4250 00For
Exchange Place Advisors Trust303,6470 00For
Nationwide302,2220 00For

Showing the 25 largest of 100 asset managers. See all 100 in the interactive database.

8. Elect Director: Terry Bonno

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 89,983,462AGAINST: 1,822,639
Details: description as filed, official tally, votes by 100 asset managers

Description as filed by funds: To elect eight directors to hold office for one-year terms: Terry Bonno

DNOW INC.’s own tally for this item (“Elect Director: Terry Bonno”): 89,983,462 for, 1,822,639 against, per its Form 8-K filed May 21, 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: Elected, in the filing’s own words: “The following is a summary of the voting results for each matter presented to the Company's stockholders: The eight directors nominated by the Board of Directors were re-elected to serve a one-year term expiring in 2026.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 100 asset managers below reported 53,411,013 for, 799,154 against, 11,655 abstained, 78,250 not voted.

FOR
FOR: 53,411,013AGAINST: 799,154ABSTAIN: 11,655NOT VOTED: 78,250
Largest asset managers voting on “To elect eight directors to hold office for one-year terms: Terry Bonno” at DNOW INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock12,515,6230 00For
Vanguard11,599,9363 00For
Dimensional5,705,9810 00For
Fidelity2,625,6650 00For
Global X1,992,4400 00For
Charles Schwab1,921,7960 00For
American Century1,845,9140 00For
Pacer Funds Trust1,676,2850 00For
State Street1,567,01566 00For
AMERICAN BEACON FUNDS1,491,4200 00For
TIAA948,6740 00For
JPMorgan805,6220 00For
EA Series Trust0572,578 00Against
SCM Trust515,0000 00For
PIMCO512,4240 00For
Goldman Sachs496,7880 00For
HEARTLAND GROUP INC450,0000 00For
Royce424,9930 00For
BRIDGEWAY FUNDS INC410,0000 00For
AMG Funds IV340,6550 00For
First Trust338,8480 00For
Columbia Threadneedle323,6620 00For
Voya309,4250 00For
Exchange Place Advisors Trust93,560210,087 00Mixed
Nationwide302,2220 00For

Showing the 25 largest of 100 asset managers. See all 100 in the interactive database.

9. 3. Approval of the compensation of the Company's named executive officers

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

Combines 7 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%
FOR: 87,714,651AGAINST: 4,153,985
Details: description as filed, official tally, votes by 356 asset managers

Description as filed by funds: To consider and act upon an advisory proposal to approve the compensation of our named executive officers.

DNOW INC.’s own tally for this item (“3. Approval of the compensation of the Company's named executive officers”): 87,714,651 for, 4,153,985 against, per its Form 8-K filed May 21, 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: 95% 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: 100 asset managers voting on “To consider and act upon an advisory proposal to approve the compensation of our named executive officers.” at DNOW INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock12,515,6230 00For
Vanguard11,597,0332,906 00For
Dimensional5,705,9810 00For
Fidelity2,625,6650 00For
Global X1,992,4400 00For
Charles Schwab1,921,7960 00For
American Century1,845,9140 00For
Pacer Funds Trust1,676,2850 00For
State Street1,567,0810 00For
AMERICAN BEACON FUNDS1,491,4200 00For
TIAA948,6740 00For
JPMorgan805,6220 00For
EA Series Trust572,5780 00For
SCM Trust515,0000 00For
PIMCO512,4240 00For
Goldman Sachs496,7880 00For
HEARTLAND GROUP INC450,0000 00For
Royce424,9930 00For
BRIDGEWAY FUNDS INC410,0000 00For
AMG Funds IV340,6550 00For
First Trust338,8480 00For
Columbia Threadneedle323,6620 00For
Voya309,4250 00For
Exchange Place Advisors Trust303,6470 00For
Nationwide302,2220 00For

Fund voting reports, all 100 managers: 54,260,463 for, 3,116 against, 11,655 abstained, 78,250 not voted. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 280 asset managers voting on “To consider and act upon an advisory proposal to approve the compensation of our named executive officers.” at DNOW INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock5,168,7321,936 00For
State Street3,813,9880 00For
BARROW HANLEY MEWHINNEY & STRAUSS LLC3,506,8250 00For
Renaissance3,084,9050 00For
GEODE CAPITAL MANAGEMENT, LLC2,475,1570 00For
AMERIPRISE FINANCIAL INC2,373,7980 00For
Charles Schwab2,018,5190 00For
American Century1,923,1850 00For
Global Alpha Capital Management Ltd.01,557,456 00Against
JPMorgan1,259,5170 00For
Northern Trust1,051,8930 00For
ARROWSTREET CAPITAL, LIMITED PARTNERSHIP965,3500 00For
Nuveen956,8750 00For
DE Shaw806,1180 00For
Quantedge Capital Pte Ltd00 0804,433Withhold
MELLON INVESTMENTS Corp717,0050 00For
NEW YORK STATE COMMON RETIREMENT FUND688,5790 00For
Dimensional592,5530 00For
Allianz0579,692 00Against
Invesco565,1660 00For
JACOBS LEVY EQUITY MANAGEMENT, INC550,0980 00For
PRINCIPAL GLOBAL INVESTORS526,1010 00For
Wellington517,9380 00For
ICON ADVISERS INC/CO515,0000 00For
River Road Asset Management, LLC496,5510 00For

Institutional-manager reports, all 280 managers: 44,858,262 for, 3,865,555 against, 804,433 withheld, 5,897 not voted. Showing the 25 largest; see all in the interactive database.

10. 2. Ratification of the appointment of Ernst & Young LLP as the Company's independent auditors for 2025

Outcome not verifiedAUDIT-RELATEDReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 95,842,093AGAINST: 1,383,015
Details: description as filed, official tally, votes by 100 asset managers

Description as filed by funds: To consider and act upon a proposal to ratify the appointment of Ernst & Young LLP as independent auditors of the Company for 2025;

DNOW INC.’s own tally for this item (“2. Ratification of the appointment of Ernst & Young LLP as the Company's independent auditors for 2025”): 95,842,093 for, 1,383,015 against, per its Form 8-K filed May 21, 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 100 asset managers below reported 53,480,820 for, 782,733 against, 11,655 abstained, 78,250 not voted.

FOR
FOR: 53,480,820AGAINST: 782,733ABSTAIN: 11,655NOT VOTED: 78,250
Largest asset managers voting on “To consider and act upon a proposal to ratify the appointment of Ernst & Young LLP as independent auditors of ” at DNOW INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock12,515,6230 00For
Vanguard11,599,9362 00For
Dimensional5,705,9810 00For
Fidelity2,625,6650 00For
Global X1,992,4400 00For
Charles Schwab1,921,7960 00For
American Century1,845,9140 00For
Pacer Funds Trust1,676,2850 00For
State Street1,567,01566 00For
AMERICAN BEACON FUNDS1,491,4200 00For
TIAA948,6740 00For
JPMorgan805,6220 00For
EA Series Trust0572,578 00Against
SCM Trust515,0000 00For
PIMCO512,4240 00For
Goldman Sachs496,7880 00For
HEARTLAND GROUP INC450,0000 00For
Royce424,9930 00For
BRIDGEWAY FUNDS INC410,0000 00For
AMG Funds IV340,6550 00For
First Trust338,8480 00For
Columbia Threadneedle323,6620 00For
Voya309,4250 00For
Exchange Place Advisors Trust93,560210,087 00Mixed
Nationwide302,2220 00For

Showing the 25 largest of 100 asset managers. See all 100 in the interactive database.

Largest DNOW 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, shown as a share of the 105,977,514 shares outstanding at the time of that meeting.

Fund voting reports: top DNOW INC. shareholders by shares voted on “To consider and act upon an advisory proposal to approve the compensation of our named…”, 2024-2025
#Asset manager % of shares outstanding
1BlackRock 11.81%
2Vanguard 10.95%
3Dimensional 5.38%
4Fidelity 2.48%
5Global X 1.88%
6Charles Schwab 1.81%
7American Century 1.74%
8Pacer Funds Trust 1.58%
9State Street 1.48%
10AMERICAN BEACON FUNDS 1.41%
Institutional-manager reports: top DNOW INC. shareholders by shares voted on “To consider and act upon an advisory proposal to approve the compensation of our named…”, 2024-2025
#Asset manager % of shares outstanding
1BlackRock 4.88%
2State Street 3.60%
3BARROW HANLEY MEWHINNEY & STRAUSS LLC 3.31%
4Renaissance 2.91%
5GEODE CAPITAL MANAGEMENT, LLC 2.34%
6AMERIPRISE FINANCIAL INC 2.24%
7Charles Schwab 1.91%
8American Century 1.81%
9Global Alpha Capital Management Ltd. 1.47%
10JPMorgan 1.19%

Reported DNOW 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.

DNOW INC. holdings and ownership disclosed for the 2024-2025 proxy season
Holder % outstanding Disclosure
Wellington Management Group LLP 18.22% 13G
BlackRock 17.75% 13F
Vanguard Group 11.09% 13F
Vanguard Portfolio Management 9.90% 13G
Dimensional Fund Advisors 6.10% 13F
Pacer US Small Cap Cash Cows ETF 5.94% 13G
State Street 3.98% 13F
Renaissance Technologies 3.17% 13F
Charles Schwab 1.91% 13F
JPMorgan Chase 1.47% 13F

Percentages above are of 105,977,514 shares outstanding, as reported by DNOW INC. on its Form 10-Q dated March 31, 2025 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 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 DNOW INC.’s 10-Q dated March 31, 2025. This page is a static snapshot rebuilt weekly on October 18, 2026; a live search always shows the current data.

At DNOW INC.'s shareholder meeting held May 21, 2025, in the 2024-2025 proxy season, 356 asset managers reported how they voted on 10 ballot items in their SEC Form N-PX filings, covering 3,626 separate fund positions. On the most widely held item on that ballot — To consider and act upon an advisory proposal to approve the compensation of our named… — FOR was 95% 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: DNOW INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 21, 2025.

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

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