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Donaldson Company, Inc. 2025-2026 Proxy Voting Records

Compiled from SEC Form N-PX filings and Donaldson Company, Inc.’s Form 8-K, filed November 24, 2025 (Item 5.07 on EDGAR). Page generated October 25, 2026.

6Ballot items
558Asset managers
3,284Fund votes
November 21, 2025Meeting date

Results at a glance

Meeting of November 21, 2025: 6 items on Donaldson Company, Inc.’s Form 8-K, filed November 24, 2025: 2 approved · 4 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 Donaldson Company, Inc. in the interactive database Compare manager voting policies

Official 2025-2026 meeting results reported by Donaldson Company, Inc.

These tallies are Donaldson Company, Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed November 24, 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.

Donaldson Company, Inc. — official shareholder meeting results, meeting held November 21, 2025
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Support (of votes cast)	Reported outcome	Voting standard
Elect Director: Douglas A. Milroy	91,803,644	--	--	5,949,474	9,705,334	94%	Not verified	—
Elect Director: Richard M. Olson	90,038,371	--	--	7,714,747	9,705,334	92%	Not verified	—
Elect Director: Daniel P. Shine	97,348,024	--	--	405,094	9,705,334	99.5%	Not verified	—
Elect Director: Jacinth C. Smiley	96,991,970	--	--	761,148	9,705,334	99.2%	Not verified	—
2. A non-binding advisory vote on the compensation of the Company's named executive officers as set forth below	90,657,554	6,173,524	922,040	--	9,705,334	94%	Approved	—
3. The appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm to audit the Company's financial statements for the fiscal year ending July 31, 2026 as set forth below	104,131,883	2,966,465	360,104	--	--	97%	Approved	—

Source: Donaldson Company, Inc., Form 8-K, filed with the SEC on November 24, 2025 — read the filing on EDGAR.

How asset managers voted at the Donaldson Company, Inc. 2025-2026 meeting

Each item below shows how the 558 asset managers that disclosed a Donaldson Company, 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: Daniel P. Shine

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 8 wordings of this item as funds reported it.

99.5% Majority: yes · of votes cast

FOR 99.5%

FOR: 97,348,024WITHHELD: 405,094

Details: description as filed, official tally, votes by 111 asset managers

Description as filed by funds: Election of Directors: Daniel P. Shine

Donaldson Company, Inc.’s own tally for this item (“Elect Director: Daniel P. Shine”): 97,348,024 for, 405,094 withheld, per its Form 8-K filed November 24, 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: 99.5% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 111 asset managers below reported 41,032,065 for, 19,882 withheld, 89 not voted.

FOR

FOR: 41,032,065WITHHOLD: 19,882NOT VOTED: 89

Largest asset managers voting on “Election of Directors: Daniel P. Shine” at Donaldson Company, Inc., 2025-2026
Asset manager	For	Vote
Vanguard	11,283,552	For
BlackRock	6,190,089	For
Fidelity	4,243,143	For
State Street	2,125,883	For
Capitol Series Trust	1,618,042	For
FMI FUNDS INC	1,320,000	For
Invesco	1,175,538	For
American Century	1,175,531	For
Victory Capital	875,344	For
Calvert	865,223	For
BOSTON TRUST WALDEN FUNDS	814,222	For
First Trust	770,782	For
Charles Schwab	766,091	For
Allspring	765,400	For
JANUS INVESTMENT FUND	668,285	For
Virtus	637,338	For
Dimensional	593,451	For
WisdomTree	534,331	For
ProShares	496,227	For
Nationwide	320,114	For
JPMorgan	317,376	For
ALPS ETF Trust	251,844	For
Jackson National	180,278	For
ADVISORS SERIES TRUST	178,496	For
Equitable	169,412	For

Showing the 25 largest of 111 asset managers. See all 111 in the interactive database.

2. Elect Director: Douglas A. Milroy

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 8 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%

FOR: 91,803,644WITHHELD: 5,949,474

Details: description as filed, official tally, votes by 111 asset managers

Description as filed by funds: Election of Directors: Douglas A. Milroy

Donaldson Company, Inc.’s own tally for this item (“Elect Director: Douglas A. Milroy”): 91,803,644 for, 5,949,474 withheld, per its Form 8-K filed November 24, 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: 94% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 111 asset managers below reported 38,734,245 for, 2,317,701 withheld, 1 abstained, 89 not voted.

FOR

FOR: 38,734,245ABSTAIN: 1WITHHOLD: 2,317,701NOT VOTED: 89

Largest asset managers voting on “Election of Directors: Douglas A. Milroy” at Donaldson Company, Inc., 2025-2026
Asset manager	For	Abstain	Withheld	Vote
Vanguard	11,283,551	1	0	For
BlackRock	6,190,089	0	0	For
Fidelity	4,243,143	0	0	For
State Street	13,184	0	2,112,699	Withhold
Capitol Series Trust	1,618,042	0	0	For
FMI FUNDS INC	1,320,000	0	0	For
Invesco	1,175,538	0	0	For
American Century	1,175,531	0	0	For
Victory Capital	875,344	0	0	For
Calvert	865,223	0	0	For
BOSTON TRUST WALDEN FUNDS	814,222	0	0	For
First Trust	770,782	0	0	For
Charles Schwab	766,091	0	0	For
Allspring	765,400	0	0	For
JANUS INVESTMENT FUND	668,285	0	0	For
Virtus	637,338	0	0	For
Dimensional	593,451	0	0	For
WisdomTree	534,331	0	0	For
ProShares	496,227	0	0	For
Nationwide	320,114	0	0	For
JPMorgan	317,376	0	0	For
ALPS ETF Trust	251,844	0	0	For
Jackson National	180,278	0	0	For
ADVISORS SERIES TRUST	178,496	0	0	For
Equitable	41,723	0	127,689	Mixed

Showing the 25 largest of 111 asset managers. See all 111 in the interactive database.

3. Elect Director: Jacinth C. Smiley

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 8 wordings of this item as funds reported it.

99.2% Majority: yes · of votes cast

FOR 99.2%

FOR: 96,991,970WITHHELD: 761,148

Details: description as filed, official tally, votes by 111 asset managers

Description as filed by funds: Election of Directors: Jacinth C. Smiley

Donaldson Company, Inc.’s own tally for this item (“Elect Director: Jacinth C. Smiley”): 96,991,970 for, 761,148 withheld, per its Form 8-K filed November 24, 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: 99.2% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 111 asset managers below reported 40,883,001 for, 168,945 withheld, 1 abstained, 89 not voted.

FOR

FOR: 40,883,001ABSTAIN: 1WITHHOLD: 168,945NOT VOTED: 89

Largest asset managers voting on “Election of Directors: Jacinth C. Smiley” at Donaldson Company, Inc., 2025-2026
Asset manager	For	Abstain	Withheld	Vote
Vanguard	11,283,551	1	0	For
BlackRock	6,190,089	0	0	For
Fidelity	4,243,143	0	0	For
State Street	2,125,883	0	0	For
Capitol Series Trust	1,618,042	0	0	For
FMI FUNDS INC	1,320,000	0	0	For
Invesco	1,175,538	0	0	For
American Century	1,175,531	0	0	For
Victory Capital	875,344	0	0	For
Calvert	865,223	0	0	For
BOSTON TRUST WALDEN FUNDS	814,222	0	0	For
First Trust	770,782	0	0	For
Charles Schwab	766,091	0	0	For
Allspring	765,400	0	0	For
JANUS INVESTMENT FUND	668,285	0	0	For
Virtus	637,338	0	0	For
Dimensional	593,451	0	0	For
WisdomTree	534,331	0	0	For
ProShares	496,227	0	0	For
Nationwide	320,114	0	0	For
JPMorgan	317,376	0	0	For
ALPS ETF Trust	251,844	0	0	For
Jackson National	180,278	0	0	For
ADVISORS SERIES TRUST	178,496	0	0	For
Equitable	41,723	0	127,689	Mixed

Showing the 25 largest of 111 asset managers. See all 111 in the interactive database.

4. Elect Director: Richard M. Olson

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 8 wordings of this item as funds reported it.

92% Majority: yes · of votes cast

FOR 92%

FOR: 90,038,371WITHHELD: 7,714,747

Details: description as filed, official tally, votes by 111 asset managers

Description as filed by funds: Election of Directors: Richard M. Olson

Donaldson Company, Inc.’s own tally for this item (“Elect Director: Richard M. Olson”): 90,038,371 for, 7,714,747 withheld, per its Form 8-K filed November 24, 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: 92% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 111 asset managers below reported 37,543,525 for, 3,502,552 withheld, 5,870 abstained, 89 not voted.

FOR

FOR: 37,543,525ABSTAIN: 5,870WITHHOLD: 3,502,552NOT VOTED: 89

Largest asset managers voting on “Election of Directors: Richard M. Olson” at Donaldson Company, Inc., 2025-2026
Asset manager	For	Abstain	Withheld	Vote
Vanguard	11,279,315	8	4,228	For
BlackRock	6,190,089	0	0	For
Fidelity	4,243,143	0	0	For
State Street	13,184	0	2,112,699	Withhold
Capitol Series Trust	1,618,042	0	0	For
FMI FUNDS INC	1,320,000	0	0	For
Invesco	0	0	1,175,538	Withhold
American Century	1,175,531	0	0	For
Victory Capital	875,344	0	0	For
Calvert	865,223	0	0	For
BOSTON TRUST WALDEN FUNDS	814,222	0	0	For
First Trust	770,782	0	0	For
Charles Schwab	766,091	0	0	For
Allspring	765,400	0	0	For
JANUS INVESTMENT FUND	668,285	0	0	For
Virtus	637,338	0	0	For
Dimensional	593,451	0	0	For
WisdomTree	534,331	0	0	For
ProShares	496,227	0	0	For
Nationwide	320,114	0	0	For
JPMorgan	317,376	0	0	For
ALPS ETF Trust	251,844	0	0	For
Jackson National	180,278	0	0	For
ADVISORS SERIES TRUST	178,496	0	0	For
Equitable	41,723	0	127,689	Mixed

Showing the 25 largest of 111 asset managers. See all 111 in the interactive database.

5. 2. A non-binding advisory vote on the compensation of the Company's named executive officers as set forth below

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

Combines 12 wordings of this item as funds reported it.

94% Approved · of votes cast

FOR 94%

FOR: 90,657,554AGAINST: 6,173,524

Details: description as filed, official tally, votes by 552 asset managers

Description as filed by funds: Non-binding advisory vote on the compensation of our Named Executive Officers.

Donaldson Company, Inc.’s own tally for this item (“2. A non-binding advisory vote on the compensation of the Company's named executive officers as set forth below”): 90,657,554 for, 6,173,524 against — passed, per its Form 8-K filed November 24, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Item 2 The Company's stockholders approved a non-binding advisory vote on the compensation of the Company's named executive officers as set forth below:”
Support: 94% 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: 111 asset managers voting on “Non-binding advisory vote on the compensation of our Named Executive Officers.” at Donaldson Company, Inc., 2025-2026
Asset manager	For	Against	Abstain	Vote
Vanguard	11,279,314	4,236	1	For
BlackRock	6,190,089	0	0	For
Fidelity	4,243,143	0	0	For
State Street	2,124,607	1,276	0	For
Capitol Series Trust	1,618,042	0	0	For
FMI FUNDS INC	0	1,320,000	0	Against
Invesco	1,175,538	0	0	For
American Century	1,175,531	0	0	For
Victory Capital	875,344	0	0	For
Calvert	0	865,223	0	Against
BOSTON TRUST WALDEN FUNDS	814,222	0	0	For
First Trust	770,782	0	0	For
Charles Schwab	766,091	0	0	For
Allspring	765,400	0	0	For
JANUS INVESTMENT FUND	668,285	0	0	For
Virtus	637,338	0	0	For
Dimensional	593,451	0	0	For
WisdomTree	534,331	0	0	For
ProShares	496,227	0	0	For
Equitable	375,612	0	0	For
Nationwide	320,114	0	0	For
JPMorgan	317,376	0	0	For
ALPS ETF Trust	251,844	0	0	For
Jackson National	180,278	0	0	For
ADVISORS SERIES TRUST	178,496	0	0	For

Fund voting reports, all 111 managers: 38,937,608 for, 2,313,323 against, 19,883 abstained, 89 not voted. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 466 asset managers voting on “Non-binding advisory vote on the compensation of our Named Executive Officers.” at Donaldson Company, Inc., 2025-2026
Asset manager	For	Against	Vote
STATE FARM MUTUAL AUTOMOBILE INSURANCE CO	9,142,617	0	For
State Street	4,801,039	1,335	For
BlackRock	3,182,566	49,660	For
GEODE CAPITAL MANAGEMENT, LLC	2,803,626	0	For
KAYNE ANDERSON RUDNICK INVESTMENT MANAGEMENT LLC	2,573,570	1,985	For
Fidelity	1,860,063	0	For
FULLER & THALER ASSET MANAGEMENT, INC.	1,700,670	0	For
Janus Henderson	1,686,876	0	For
BOSTON TRUST WALDEN NATIONAL ASSOCIATION	1,535,953	0	For
American Century	1,492,876	0	For
Invesco	1,269,188	0	For
Victory Capital	1,169,839	0	For
Northern Trust	1,023,219	276	For
CAPITAL COUNSEL LLC/NY	945,797	0	For
Calvert	0	927,933	Against
Epoch Investment Partners, Inc.	898,280	0	For
Allspring	891,893	0	For
FIDUCIARY MANAGEMENT INC /WI/	0	850,083	Against
Charles Schwab	841,251	0	For
MELLON INVESTMENTS Corp	777,017	0	For
GENEVA CAPITAL MANAGEMENT LLC	684,146	0	For
T. Rowe Price	618,249	0	For
PARAMETRIC PORTFOLIO ASSOCIATES LLC	530,139	0	For
Swedbank Robur Fonder AB	0	514,800	Against
PRINCIPAL GLOBAL INVESTORS	504,131	0	For

Institutional-manager reports, all 466 managers: 52,819,368 for, 3,371,652 against, 42,355 abstained, 20,950 not voted. Showing the 25 largest; see all in the interactive database.

6. 3. The appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm to…

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 6 wordings of this item as funds reported it.

97% Approved · of votes cast

FOR 97%

FOR: 104,131,883AGAINST: 2,966,465

Details: description as filed, official tally, votes by 114 asset managers

Description as filed by funds: Ratification of the appointment of PricewaterhouseCoopers LLP as Donaldson Company, Inc.'s independent registered public accounting firm for the fiscal year ending July 31, 2026.

Donaldson Company, Inc.’s own tally for this item (“3. The appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm to audit the Company's financial statements for the fiscal year ending July 31, 2026 as set forth below”): 104,131,883 for, 2,966,465 against — passed, per its Form 8-K filed November 24, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Item 3 The Company's stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm to audit the Company's financial statements for the fiscal year ending July 31, 2026 as set forth below:”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 114 asset managers below reported 41,244,617 for, 9,402 against, 19,882 abstained, 89 not voted.

FOR

FOR: 41,244,617AGAINST: 9,402ABSTAIN: 19,882NOT VOTED: 89

Largest asset managers voting on “Ratification of the appointment of PricewaterhouseCoopers LLP as Donaldson Company, Inc.'s independent registe” at Donaldson Company, Inc., 2025-2026
Asset manager	For	Against	Vote
Vanguard	11,279,321	4,230	For
BlackRock	6,190,089	0	For
Fidelity	4,243,143	0	For
State Street	2,125,737	146	For
Capitol Series Trust	1,618,042	0	For
FMI FUNDS INC	1,320,000	0	For
Invesco	1,175,538	0	For
American Century	1,175,531	0	For
Victory Capital	875,344	0	For
Calvert	865,223	0	For
BOSTON TRUST WALDEN FUNDS	814,222	0	For
First Trust	770,782	0	For
Charles Schwab	766,091	0	For
Allspring	765,400	0	For
JANUS INVESTMENT FUND	668,285	0	For
Virtus	637,338	0	For
Dimensional	593,451	0	For
WisdomTree	534,331	0	For
ProShares	496,227	0	For
Equitable	375,612	0	For
Nationwide	320,114	0	For
JPMorgan	317,376	0	For
ALPS ETF Trust	251,844	0	For
Jackson National	180,278	0	For
ADVISORS SERIES TRUST	178,496	0	For

Showing the 25 largest of 114 asset managers. See all 114 in the interactive database.

Not shown here: this season’s fund filings also report 1 item from the meeting of November 22, 2024, which belongs to the 2024-2025 season. A meeting outside this season’s July 1 to June 30 window is not counted in this page’s items or in its totals of asset managers and fund votes.

Largest Donaldson Company, Inc. shareholders voting in 2025-2026

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 115,907,357 shares outstanding at the time of that meeting.

Fund voting reports: top Donaldson Company, Inc. shareholders by shares voted on “Non-binding advisory vote on the compensation of our Named Executive Officers.”, 2025-2026
#	Asset manager	% of shares outstanding
1	Vanguard	9.73%
2	BlackRock	5.34%
3	Fidelity	3.66%
4	State Street	1.83%
5	Capitol Series Trust	1.40%
6	FMI FUNDS INC	1.14%
7	Invesco	1.01%
8	American Century	1.01%
9	Victory Capital	0.76%
10	Calvert	0.75%

Institutional-manager reports: top Donaldson Company, Inc. shareholders by shares voted on “Non-binding advisory vote on the compensation of our Named Executive Officers.”, 2025-2026
#	Asset manager	% of shares outstanding
1	STATE FARM MUTUAL AUTOMOBILE INSURANCE CO	7.89%
2	State Street	4.14%
3	BlackRock	2.79%
4	GEODE CAPITAL MANAGEMENT, LLC	2.42%
5	KAYNE ANDERSON RUDNICK INVESTMENT MANAGEMENT LLC	2.22%
6	Fidelity	1.60%
7	FULLER & THALER ASSET MANAGEMENT, INC.	1.47%
8	Janus Henderson	1.46%
9	BOSTON TRUST WALDEN NATIONAL ASSOCIATION	1.33%
10	American Century	1.29%

Reported Donaldson Company, 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.

Donaldson Company, Inc. holdings and ownership disclosed for the 2025-2026 proxy season
Holder	% outstanding	Disclosure
Vanguard Group	10.19%	13F
BlackRock	9.68%	13F
Vanguard Portfolio Management	5.64%	13G
State Street	4.11%	13F
FMR (Fidelity)	3.30%	13F
Morgan Stanley	2.19%	13F
Invesco	1.98%	13F
Dimensional Fund Advisors	1.72%	13F
BNY Mellon	1.05%	13F
Northern Trust	1.00%	13F

Percentages above are of 115,907,357 shares outstanding, as reported by Donaldson Company, Inc. on its Form 10-K dated September 12, 2025 (see the filing on EDGAR). This is the count contemporaneous with the 2025-2026 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 Donaldson Company, Inc.’s 10-K dated September 12, 2025. This page is a static snapshot rebuilt weekly on October 25, 2026; a live search always shows the current data.

At Donaldson Company, Inc.'s shareholder meeting held November 21, 2025, in the 2025-2026 proxy season, 558 asset managers reported how they voted on 6 ballot items in their SEC Form N-PX filings, covering 3,284 separate fund positions. On the most widely held item on that ballot — Non-binding advisory vote on the compensation of our Named Executive Officers. — Donaldson Company, Inc.'s filing reports the proposal as approved, with 94% 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: Donaldson Company, Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on November 24, 2025.

Donaldson Company, Inc. proxy season coverage: 2023-2024 · 2024-2025 · 2025-2026 (this page).

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