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FASTENAL CO. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and FASTENAL CO.’s Form 8-K, filed April 30, 2024 (Item 5.07 on EDGAR). Page generated October 14, 2026.

  • 15Ballot items
  • 906Asset managers
  • 13,405Fund votes
  • April 25, 2024Meeting date

Results at a glance

Meeting of April 25, 2024: 15 items on FASTENAL CO.’s Form 8-K, filed April 30, 2024: 11 elected · 3 approved · 1 not 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 2025-2026

Explore FASTENAL CO. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by FASTENAL CO.

These tallies are FASTENAL CO.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed April 30, 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.

FASTENAL CO. — official shareholder meeting results, meeting held April 25, 2024
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Scott A. Satterlee 447,133,15716,028,0681,938,583 --55,919,681 97%Elected—
Elect Director: Michael J. Ancius 429,521,78034,784,514793,514 --55,919,681 93%Elected—
Elect Director: Stephen L. Eastman 447,841,79016,345,840912,178 --55,919,681 96%Elected—
Elect Director: Daniel L. Florness 458,947,1505,458,497694,161 --55,919,681 99%Elected—
Elect Director: Rita J. Heise 429,070,26835,107,328922,212 --55,919,681 92%Elected—
Elect Director: Hsenghung Sam Hsu 457,893,0936,452,355754,360 --55,919,681 99%Elected—
Elect Director: Daniel L. Johnson 454,868,7489,178,7951,052,265 --55,919,681 98%Elected—
Elect Director: Nicholas J. Lundquist 454,992,8649,191,012915,932 --55,919,681 98%Elected—
Elect Director: Sarah N. Nielsen 460,077,7544,245,330776,724 --55,919,681 99.0%Elected—
Elect Director: Irene A. Quarshie 462,989,7161,325,836784,256 --55,919,681 99.7%Elected—
Elect Director: Reyne K. Wisecup 453,617,98410,722,807759,017 --55,919,681 98%Elected—
2. Ratification of appointment of independent registered public accounting firm for the fiscal year ending December 31, 2024 486,091,15231,207,3653,720,972 ---- 94%Approved—
3. An advisory vote on a non-binding resolution to approve the compensation of the Company's named executive officers as disclosed in the proxy statement for the Annual Meeting 430,001,43133,753,1351,345,242 --55,919,681 93%Approved—
4. Approval of an amendment to the Company's Restated Articles of Incorporation to delete Article VI regarding supermajority approval of business combinations with certain interested parties 461,340,3762,320,4691,438,963 --55,919,681 99.4%Approved—
5. Consideration of a shareholder proposal relating to simple majority vote 188,934,885271,122,2605,042,663 --55,919,681 41%Not approved—

This meeting is also recorded here as April 26, 2024; both records come from the same filing, so the date should be checked against it.

Source: FASTENAL CO., Form 8-K, filed with the SEC on April 30, 2024 — read the filing on EDGAR.

How asset managers voted at the FASTENAL CO. 2023-2024 meeting

Each item below shows how the 906 asset managers that disclosed a FASTENAL CO. 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 L. Florness

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 458,947,150AGAINST: 5,458,497
Details: description as filed, official tally, votes by 166 asset managers

Description as filed by funds: Election of Directors: Daniel L. Florness

FASTENAL CO.’s own tally for this item (“Elect Director: Daniel L. Florness”): 458,947,150 for, 5,458,497 against, per its Form 8-K filed April 30, 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: “Based on the votes set forth above, all of the foregoing persons were elected to serve until the next regular meeting of shareholders or until their successors have been elected and qualified.”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 166 asset managers below reported 175,953,098 for, 232,781 against, 76,575 abstained.

FOR
FOR: 175,953,098AGAINST: 232,781ABSTAIN: 76,575
Largest asset managers voting on “Election of Directors: Daniel L. Florness” at FASTENAL CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard68,570,3790 00For
BlackRock18,857,6581,429 00For
Fidelity14,402,0990 00For
Charles Schwab12,412,5230 00For
State Street6,515,0131,163 00For
Principal5,576,3960 00For
Invesco4,517,0120 00For
Thrivent3,940,6510 00For
ProShares3,179,7050 00For
Franklin Custodian Funds2,955,3130 00For
Global X2,918,0940 00For
Dimensional2,296,0730 00For
First Trust2,106,5640 00For
TRUST FOR PROFESSIONAL MANAGERS2,072,6410 00For
Waddell & Reed1,998,7110 00For
TIAA1,944,5350 00For
Victory Capital1,295,8160 00For
FENIMORE ASSET MANAGEMENT TRUST1,129,9000 00For
NICHOLAS FUND, INC.1,005,0000 00For
FRANKLIN STRATEGIC SERIES975,8000 00For
MASTER INVESTMENT PORTFOLIO885,8220 00For
AMERICAN BEACON FUNDS831,6050 00For
Baird733,4680 00For
T. Rowe Price715,2180 00For
Goldman Sachs715,0710 00For

Showing the 25 largest of 166 asset managers. See all 166 in the interactive database.

2. Elect Director: Daniel L. Johnson

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 454,868,748AGAINST: 9,178,795
Details: description as filed, official tally, votes by 166 asset managers

Description as filed by funds: Election of Directors: Daniel L. Johnson

FASTENAL CO.’s own tally for this item (“Elect Director: Daniel L. Johnson”): 454,868,748 for, 9,178,795 against, per its Form 8-K filed April 30, 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: “Based on the votes set forth above, all of the foregoing persons were elected to serve until the next regular meeting of shareholders or until their successors have been elected and qualified.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 166 asset managers below reported 175,957,821 for, 228,057 against, 76,575 abstained.

FOR
FOR: 175,957,821AGAINST: 228,057ABSTAIN: 76,575
Largest asset managers voting on “Election of Directors: Daniel L. Johnson” at FASTENAL CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard68,570,3790 00For
BlackRock18,854,9004,187 00For
Fidelity14,402,0990 00For
Charles Schwab12,412,5230 00For
State Street6,515,1051,071 00For
Principal5,576,3960 00For
Invesco4,517,0120 00For
Thrivent3,940,6510 00For
ProShares3,179,7050 00For
Franklin Custodian Funds2,955,3130 00For
Global X2,918,0940 00For
Dimensional2,296,0730 00For
First Trust2,106,5640 00For
TRUST FOR PROFESSIONAL MANAGERS2,072,6410 00For
Waddell & Reed1,998,7110 00For
TIAA1,944,5350 00For
Victory Capital1,295,8160 00For
FENIMORE ASSET MANAGEMENT TRUST1,129,9000 00For
NICHOLAS FUND, INC.1,005,0000 00For
FRANKLIN STRATEGIC SERIES975,8000 00For
MASTER INVESTMENT PORTFOLIO885,8220 00For
AMERICAN BEACON FUNDS831,6050 00For
Baird733,4680 00For
T. Rowe Price715,2180 00For
Goldman Sachs715,0710 00For

Showing the 25 largest of 166 asset managers. See all 166 in the interactive database.

3. Elect Director: Hsenghung Sam Hsu

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 457,893,093AGAINST: 6,452,355
Details: description as filed, official tally, votes by 166 asset managers

Description as filed by funds: Election of Directors: Hsenghung Sam Hsu

FASTENAL CO.’s own tally for this item (“Elect Director: Hsenghung Sam Hsu”): 457,893,093 for, 6,452,355 against, per its Form 8-K filed April 30, 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: “Based on the votes set forth above, all of the foregoing persons were elected to serve until the next regular meeting of shareholders or until their successors have been elected and qualified.”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 166 asset managers below reported 176,027,771 for, 158,107 against, 76,575 abstained.

FOR
FOR: 176,027,771AGAINST: 158,107ABSTAIN: 76,575
Largest asset managers voting on “Election of Directors: Hsenghung Sam Hsu” at FASTENAL CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard68,570,3790 00For
BlackRock18,854,9004,187 00For
Fidelity14,402,0990 00For
Charles Schwab12,412,5230 00For
State Street6,515,1051,071 00For
Principal5,576,3960 00For
Invesco4,517,0120 00For
Thrivent3,940,6510 00For
ProShares3,179,7050 00For
Franklin Custodian Funds2,955,3130 00For
Global X2,918,0940 00For
Dimensional2,296,0730 00For
First Trust2,106,5640 00For
TRUST FOR PROFESSIONAL MANAGERS2,072,6410 00For
Waddell & Reed1,998,7110 00For
TIAA1,944,5350 00For
Victory Capital1,295,8160 00For
FENIMORE ASSET MANAGEMENT TRUST1,129,9000 00For
NICHOLAS FUND, INC.1,005,0000 00For
FRANKLIN STRATEGIC SERIES975,8000 00For
MASTER INVESTMENT PORTFOLIO885,8220 00For
AMERICAN BEACON FUNDS831,6050 00For
Baird733,4680 00For
T. Rowe Price715,2180 00For
Goldman Sachs715,0710 00For

Showing the 25 largest of 166 asset managers. See all 166 in the interactive database.

4. Elect Director: Irene A. Quarshie

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

99.7% Majority: yes · of votes cast

FOR 99.7%
FOR: 462,989,716AGAINST: 1,325,836
Details: description as filed, official tally, votes by 166 asset managers

Description as filed by funds: Election of Directors: Irene A. Quarshie

FASTENAL CO.’s own tally for this item (“Elect Director: Irene A. Quarshie”): 462,989,716 for, 1,325,836 against, per its Form 8-K filed April 30, 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: “Based on the votes set forth above, all of the foregoing persons were elected to serve until the next regular meeting of shareholders or until their successors have been elected and qualified.”
Support: 99.7% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 166 asset managers below reported 176,151,011 for, 34,867 against, 76,575 abstained.

FOR
FOR: 176,151,011AGAINST: 34,867ABSTAIN: 76,575
Largest asset managers voting on “Election of Directors: Irene A. Quarshie” at FASTENAL CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard68,570,3790 00For
BlackRock18,859,0870 00For
Fidelity14,402,0990 00For
Charles Schwab12,412,5230 00For
State Street6,516,1760 00For
Principal5,576,3960 00For
Invesco4,517,0120 00For
Thrivent3,940,6510 00For
ProShares3,179,7050 00For
Franklin Custodian Funds2,955,3130 00For
Global X2,918,0940 00For
Dimensional2,296,0730 00For
First Trust2,106,5640 00For
TRUST FOR PROFESSIONAL MANAGERS2,072,6410 00For
Waddell & Reed1,998,7110 00For
TIAA1,944,5350 00For
Victory Capital1,295,8160 00For
FENIMORE ASSET MANAGEMENT TRUST1,129,9000 00For
NICHOLAS FUND, INC.1,005,0000 00For
FRANKLIN STRATEGIC SERIES975,8000 00For
MASTER INVESTMENT PORTFOLIO885,8220 00For
AMERICAN BEACON FUNDS831,6050 00For
Baird733,4680 00For
T. Rowe Price715,2180 00For
Goldman Sachs715,0710 00For

Showing the 25 largest of 166 asset managers. See all 166 in the interactive database.

5. Elect Director: Michael J. Ancius

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

93% Majority: yes · of votes cast

FOR 93%
FOR: 429,521,780AGAINST: 34,784,514
Details: description as filed, official tally, votes by 166 asset managers

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

FASTENAL CO.’s own tally for this item (“Elect Director: Michael J. Ancius”): 429,521,780 for, 34,784,514 against, per its Form 8-K filed April 30, 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: “Based on the votes set forth above, all of the foregoing persons were elected to serve until the next regular meeting of shareholders or until their successors have been elected and qualified.”
Support: 93% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 166 asset managers below reported 175,539,142 for, 646,737 against, 76,575 abstained.

FOR
FOR: 175,539,142AGAINST: 646,737ABSTAIN: 76,575
Largest asset managers voting on “Election of Directors: Michael J. Ancius” at FASTENAL CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard68,570,3790 00For
BlackRock18,857,6581,429 00For
Fidelity14,402,0990 00For
Charles Schwab12,412,5230 00For
State Street6,515,0131,163 00For
Principal5,576,3960 00For
Invesco4,517,0120 00For
Thrivent3,940,6510 00For
ProShares3,179,7050 00For
Franklin Custodian Funds2,955,3130 00For
Global X2,918,0940 00For
Dimensional2,296,0730 00For
First Trust2,106,5640 00For
TRUST FOR PROFESSIONAL MANAGERS2,072,6410 00For
Waddell & Reed1,998,7110 00For
TIAA1,944,5350 00For
Victory Capital1,295,8160 00For
FENIMORE ASSET MANAGEMENT TRUST1,129,9000 00For
NICHOLAS FUND, INC.1,005,0000 00For
FRANKLIN STRATEGIC SERIES975,8000 00For
MASTER INVESTMENT PORTFOLIO885,8220 00For
AMERICAN BEACON FUNDS831,6050 00For
Baird733,4680 00For
T. Rowe Price715,2180 00For
Goldman Sachs715,0710 00For

Showing the 25 largest of 166 asset managers. See all 166 in the interactive database.

6. Elect Director: Nicholas J. Lundquist

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 454,992,864AGAINST: 9,191,012
Details: description as filed, official tally, votes by 166 asset managers

Description as filed by funds: Election of Directors: Nicholas J. Lundquist

FASTENAL CO.’s own tally for this item (“Elect Director: Nicholas J. Lundquist”): 454,992,864 for, 9,191,012 against, per its Form 8-K filed April 30, 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: “Based on the votes set forth above, all of the foregoing persons were elected to serve until the next regular meeting of shareholders or until their successors have been elected and qualified.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 166 asset managers below reported 175,952,903 for, 232,976 against, 76,575 abstained.

FOR
FOR: 175,952,903AGAINST: 232,976ABSTAIN: 76,575
Largest asset managers voting on “Election of Directors: Nicholas J. Lundquist” at FASTENAL CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard68,570,3790 00For
BlackRock18,857,6581,429 00For
Fidelity14,402,0990 00For
Charles Schwab12,412,5230 00For
State Street6,515,0131,163 00For
Principal5,576,3960 00For
Invesco4,517,0120 00For
Thrivent3,940,6510 00For
ProShares3,179,7050 00For
Franklin Custodian Funds2,955,3130 00For
Global X2,918,0940 00For
Dimensional2,296,0730 00For
First Trust2,106,5640 00For
TRUST FOR PROFESSIONAL MANAGERS2,072,6410 00For
Waddell & Reed1,998,7110 00For
TIAA1,944,5350 00For
Victory Capital1,295,8160 00For
FENIMORE ASSET MANAGEMENT TRUST1,129,9000 00For
NICHOLAS FUND, INC.1,005,0000 00For
FRANKLIN STRATEGIC SERIES975,8000 00For
MASTER INVESTMENT PORTFOLIO885,8220 00For
AMERICAN BEACON FUNDS831,6050 00For
Baird733,4680 00For
T. Rowe Price715,2180 00For
Goldman Sachs715,0710 00For

Showing the 25 largest of 166 asset managers. See all 166 in the interactive database.

7. Elect Director: Reyne K. Wisecup

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 453,617,984AGAINST: 10,722,807
Details: description as filed, official tally, votes by 166 asset managers

Description as filed by funds: Election of Directors: Reyne K. Wisecup

FASTENAL CO.’s own tally for this item (“Elect Director: Reyne K. Wisecup”): 453,617,984 for, 10,722,807 against, per its Form 8-K filed April 30, 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: “Based on the votes set forth above, all of the foregoing persons were elected to serve until the next regular meeting of shareholders or until their successors have been elected and qualified.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 166 asset managers below reported 175,952,903 for, 232,976 against, 76,575 abstained.

FOR
FOR: 175,952,903AGAINST: 232,976ABSTAIN: 76,575
Largest asset managers voting on “Election of Directors: Reyne K. Wisecup” at FASTENAL CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard68,570,3790 00For
BlackRock18,857,6581,429 00For
Fidelity14,402,0990 00For
Charles Schwab12,412,5230 00For
State Street6,515,0131,163 00For
Principal5,576,3960 00For
Invesco4,517,0120 00For
Thrivent3,940,6510 00For
ProShares3,179,7050 00For
Franklin Custodian Funds2,955,3130 00For
Global X2,918,0940 00For
Dimensional2,296,0730 00For
First Trust2,106,5640 00For
TRUST FOR PROFESSIONAL MANAGERS2,072,6410 00For
Waddell & Reed1,998,7110 00For
TIAA1,944,5350 00For
Victory Capital1,295,8160 00For
FENIMORE ASSET MANAGEMENT TRUST1,129,9000 00For
NICHOLAS FUND, INC.1,005,0000 00For
FRANKLIN STRATEGIC SERIES975,8000 00For
MASTER INVESTMENT PORTFOLIO885,8220 00For
AMERICAN BEACON FUNDS831,6050 00For
Baird733,4680 00For
T. Rowe Price715,2180 00For
Goldman Sachs715,0710 00For

Showing the 25 largest of 166 asset managers. See all 166 in the interactive database.

8. Elect Director: Rita J. Heise

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

92% Majority: yes · of votes cast

FOR 92%
FOR: 429,070,268AGAINST: 35,107,328
Details: description as filed, official tally, votes by 166 asset managers

Description as filed by funds: Election of Directors: Rita J. Heise

FASTENAL CO.’s own tally for this item (“Elect Director: Rita J. Heise”): 429,070,268 for, 35,107,328 against, per its Form 8-K filed April 30, 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: “Based on the votes set forth above, all of the foregoing persons were elected to serve until the next regular meeting of shareholders or until their successors have been elected and qualified.”
Support: 92% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 166 asset managers below reported 169,068,309 for, 7,117,569 against, 76,575 abstained.

FOR
FOR: 169,068,309AGAINST: 7,117,569ABSTAIN: 76,575
Largest asset managers voting on “Election of Directors: Rita J. Heise” at FASTENAL CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard68,570,3790 00For
BlackRock18,854,9004,187 00For
Fidelity14,402,0990 00For
Charles Schwab12,412,5230 00For
State Street7,7056,508,471 00Against
Principal5,576,3960 00For
Invesco4,517,0120 00For
Thrivent3,940,6510 00For
ProShares3,179,7050 00For
Franklin Custodian Funds2,955,3130 00For
Global X2,918,0940 00For
Dimensional2,296,0730 00For
First Trust2,106,5640 00For
TRUST FOR PROFESSIONAL MANAGERS2,072,6410 00For
Waddell & Reed1,998,7110 00For
TIAA1,944,5350 00For
Victory Capital1,295,8160 00For
FENIMORE ASSET MANAGEMENT TRUST1,129,9000 00For
NICHOLAS FUND, INC.1,005,0000 00For
FRANKLIN STRATEGIC SERIES975,8000 00For
MASTER INVESTMENT PORTFOLIO885,8220 00For
AMERICAN BEACON FUNDS831,6050 00For
Baird733,4680 00For
T. Rowe Price715,2180 00For
Goldman Sachs715,0710 00For

Showing the 25 largest of 166 asset managers. See all 166 in the interactive database.

9. Elect Director: Sarah N. Nielsen

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

99.0% Majority: yes · of votes cast

FOR 99.0%
FOR: 460,077,754AGAINST: 4,245,330
Details: description as filed, official tally, votes by 166 asset managers

Description as filed by funds: Election of Directors: Sarah N. Nielsen

FASTENAL CO.’s own tally for this item (“Elect Director: Sarah N. Nielsen”): 460,077,754 for, 4,245,330 against, per its Form 8-K filed April 30, 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: “Based on the votes set forth above, all of the foregoing persons were elected to serve until the next regular meeting of shareholders or until their successors have been elected and qualified.”
Support: 99.0% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 166 asset managers below reported 176,054,576 for, 131,302 against, 76,575 abstained.

FOR
FOR: 176,054,576AGAINST: 131,302ABSTAIN: 76,575
Largest asset managers voting on “Election of Directors: Sarah N. Nielsen” at FASTENAL CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard68,570,3790 00For
BlackRock18,857,6581,429 00For
Fidelity14,402,0990 00For
Charles Schwab12,412,5230 00For
State Street6,515,638538 00For
Principal5,576,3960 00For
Invesco4,517,0120 00For
Thrivent3,940,6510 00For
ProShares3,179,7050 00For
Franklin Custodian Funds2,955,3130 00For
Global X2,918,0940 00For
Dimensional2,296,0730 00For
First Trust2,106,5640 00For
TRUST FOR PROFESSIONAL MANAGERS2,072,6410 00For
Waddell & Reed1,998,7110 00For
TIAA1,944,5350 00For
Victory Capital1,295,8160 00For
FENIMORE ASSET MANAGEMENT TRUST1,129,9000 00For
NICHOLAS FUND, INC.1,005,0000 00For
FRANKLIN STRATEGIC SERIES975,8000 00For
MASTER INVESTMENT PORTFOLIO885,8220 00For
AMERICAN BEACON FUNDS831,6050 00For
Baird733,4680 00For
T. Rowe Price715,2180 00For
Goldman Sachs715,0710 00For

Showing the 25 largest of 166 asset managers. See all 166 in the interactive database.

10. Elect Director: Scott A. Satterlee

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 447,133,157AGAINST: 16,028,068
Details: description as filed, official tally, votes by 166 asset managers

Description as filed by funds: Election of Directors: Scott A. Satterlee

FASTENAL CO.’s own tally for this item (“Elect Director: Scott A. Satterlee”): 447,133,157 for, 16,028,068 against, per its Form 8-K filed April 30, 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: “Based on the votes set forth above, all of the foregoing persons were elected to serve until the next regular meeting of shareholders or until their successors have been elected and qualified.”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 166 asset managers below reported 175,764,317 for, 421,562 against, 76,575 abstained.

FOR
FOR: 175,764,317AGAINST: 421,562ABSTAIN: 76,575
Largest asset managers voting on “Election of Directors: Scott A. Satterlee” at FASTENAL CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard68,570,3790 00For
BlackRock18,857,6581,429 00For
Fidelity14,402,0990 00For
Charles Schwab12,412,5230 00For
State Street6,515,0131,163 00For
Principal5,576,3960 00For
Invesco4,517,0120 00For
Thrivent3,940,6510 00For
ProShares3,179,7050 00For
Franklin Custodian Funds2,955,3130 00For
Global X2,903,05915,035 00For
Dimensional2,296,0730 00For
First Trust2,106,5640 00For
TRUST FOR PROFESSIONAL MANAGERS2,072,6410 00For
Waddell & Reed1,998,7110 00For
TIAA1,944,5350 00For
Victory Capital1,295,8160 00For
FENIMORE ASSET MANAGEMENT TRUST1,129,9000 00For
NICHOLAS FUND, INC.1,005,0000 00For
FRANKLIN STRATEGIC SERIES975,8000 00For
MASTER INVESTMENT PORTFOLIO885,8220 00For
AMERICAN BEACON FUNDS831,6050 00For
Baird733,4680 00For
T. Rowe Price715,2180 00For
Goldman Sachs715,0710 00For

Showing the 25 largest of 166 asset managers. See all 166 in the interactive database.

11. Elect Director: Stephen L. Eastman

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 447,841,790AGAINST: 16,345,840
Details: description as filed, official tally, votes by 166 asset managers

Description as filed by funds: Election of Directors: Stephen L. Eastman

FASTENAL CO.’s own tally for this item (“Elect Director: Stephen L. Eastman”): 447,841,790 for, 16,345,840 against, per its Form 8-K filed April 30, 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: “Based on the votes set forth above, all of the foregoing persons were elected to serve until the next regular meeting of shareholders or until their successors have been elected and qualified.”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 166 asset managers below reported 173,701,868 for, 2,484,010 against, 76,575 abstained.

FOR
FOR: 173,701,868AGAINST: 2,484,010ABSTAIN: 76,575
Largest asset managers voting on “Election of Directors: Stephen L. Eastman” at FASTENAL CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard68,570,3790 00For
BlackRock18,854,9004,187 00For
Fidelity14,402,0990 00For
Charles Schwab12,412,5230 00For
State Street6,515,1051,071 00For
Principal5,576,3960 00For
Invesco4,517,0120 00For
Thrivent3,940,6510 00For
ProShares3,179,7050 00For
Franklin Custodian Funds2,955,3130 00For
Global X2,902,96415,130 00For
Dimensional2,296,0730 00For
First Trust2,106,5640 00For
TRUST FOR PROFESSIONAL MANAGERS2,072,6410 00For
Waddell & Reed1,998,7110 00For
TIAA01,944,535 00Against
Victory Capital1,295,8160 00For
FENIMORE ASSET MANAGEMENT TRUST1,129,9000 00For
NICHOLAS FUND, INC.1,005,0000 00For
FRANKLIN STRATEGIC SERIES975,8000 00For
MASTER INVESTMENT PORTFOLIO885,8220 00For
AMERICAN BEACON FUNDS831,6050 00For
Baird733,4680 00For
T. Rowe Price715,2180 00For
Goldman Sachs715,0710 00For

Showing the 25 largest of 166 asset managers. See all 166 in the interactive database.

12. 4. Approval of an amendment to the Company's Restated Articles of Incorporation to delete Article VI regarding…

Official resultCORPORATE GOVERNANCECORPORATE GOVERNANCECORPORATE GOVERNANCECORPORATE GOVERNANCEReported outcome: Approved

Combines 5 wordings of this item as funds reported it.

99.4% Approved · of votes cast

FOR 99.4%
FOR: 461,340,376AGAINST: 2,320,469
Details: description as filed, official tally, votes by 163 asset managers

Description as filed by funds: Approval of an amendment to our Restated Articles of Incorporation to delete Article VI regarding supermajority approval of business combinations with certain interested parties.

FASTENAL CO.’s own tally for this item (“4. Approval of an amendment to the Company's Restated Articles of Incorporation to delete Article VI regarding supermajority approval of business combinations with certain interested parties”): 461,340,376 for, 2,320,469 against — passed, per its Form 8-K filed April 30, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Based on the votes set forth above, the amendment to the Company's Restated Articles of Incorporation to delete Article VI regarding supermajority approval of business combinations with certain interested parties was adopted by the Company's shareholders.”
Support: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of FASTENAL CO.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “ELIMINATE SUPERMAJORITY VOTE REQUIREMENT FOR BUSINESS COMBINATIONS” (6 managers, 151,556 for, 5,471 abstained).

The 163 asset managers below reported 176,078,066 for, 5,631 against, 18,000 abstained.

FOR
FOR: 176,078,066AGAINST: 5,631ABSTAIN: 18,000
Largest asset managers voting on “Approval of an amendment to our Restated Articles of Incorporation to delete Article VI regarding supermajorit” at FASTENAL CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard68,570,3790 00For
BlackRock18,853,4565,631 00For
Fidelity14,402,0990 00For
Charles Schwab12,412,5230 00For
State Street6,516,1760 00For
Principal5,576,3960 00For
Invesco4,517,0120 00For
Thrivent3,940,6510 00For
ProShares3,179,7050 00For
Franklin Custodian Funds2,955,3130 00For
Global X2,918,0940 00For
Dimensional2,296,0730 00For
First Trust2,106,5640 00For
TRUST FOR PROFESSIONAL MANAGERS2,072,6410 00For
Waddell & Reed1,998,7110 00For
TIAA1,944,5350 00For
Victory Capital1,295,8160 00For
FENIMORE ASSET MANAGEMENT TRUST1,129,9000 00For
NICHOLAS FUND, INC.1,005,0000 00For
FRANKLIN STRATEGIC SERIES975,8000 00For
MASTER INVESTMENT PORTFOLIO885,8220 00For
AMERICAN BEACON FUNDS831,6050 00For
Baird733,4680 00For
T. Rowe Price715,2180 00For
Goldman Sachs715,0710 00For

Showing the 25 largest of 163 asset managers. See all 163 in the interactive database.

13. 3. An advisory vote on a non-binding resolution to approve the compensation of the Company's named executive officers…

Official resultFund totals may overlapCOMPENSATIONReported outcome: Approved

Combines 26 wordings of this item as funds reported it.

93% Approved · of votes cast

FOR 93%
FOR: 430,001,431AGAINST: 33,753,135
Details: description as filed, official tally, votes by 896 asset managers

Description as filed by funds: Approval, by non-binding vote, of executive compensation.

FASTENAL CO.’s own tally for this item (“3. An advisory vote on a non-binding resolution to approve the compensation of the Company's named executive officers as disclosed in the proxy statement for the Annual Meeting”): 430,001,431 for, 33,753,135 against — passed, per its Form 8-K filed April 30, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Based on the votes set forth above, the resolution for the approval, on an advisory basis, of the compensation of the Company's named executive officers was adopted by the Company's shareholders.”
Support: 93% 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: 159 asset managers voting on “Approval, by non-binding vote, of executive compensation.” at FASTENAL CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard68,570,3790 00For
BlackRock18,857,4321,655 00For
Fidelity14,402,0990 00For
Charles Schwab12,412,5230 00For
State Street6,516,1760 00For
Principal5,576,3960 00For
Invesco4,517,0120 00For
Thrivent3,940,6510 00For
ProShares3,179,7050 00For
Franklin Custodian Funds2,955,3130 00For
Global X2,902,96415,130 00For
Dimensional2,296,0730 00For
First Trust2,106,5640 00For
TRUST FOR PROFESSIONAL MANAGERS2,072,6410 00For
Waddell & Reed1,998,7110 00For
TIAA1,944,5350 00For
Victory Capital1,295,8160 00For
FENIMORE ASSET MANAGEMENT TRUST1,129,9000 00For
NICHOLAS FUND, INC.1,005,0000 00For
FRANKLIN STRATEGIC SERIES975,8000 00For
MASTER INVESTMENT PORTFOLIO885,8220 00For
AMERICAN BEACON FUNDS831,6050 00For
Baird733,4680 00For
T. Rowe Price715,2180 00For
Goldman Sachs715,0710 00For

Fund voting reports, all 159 managers: 175,205,654 for, 986,829 against, 65,529 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 764 asset managers voting on “Approval, by non-binding vote, of executive compensation.” at FASTENAL CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
MCDONALD CAPITAL INVESTORS INC/CA107,278,3830 00For
BlackRock16,870,3172,532 00For
State Street16,368,9220 00For
GEODE CAPITAL MANAGEMENT, LLC15,053,5300 00For
Charles Schwab13,757,3920 00For
Walter Scott & Partners Ltd11,124,5630 00For
Baird7,516,5420 00For
PRINCIPAL GLOBAL INVESTORS6,961,6120 00For
Invesco6,578,5450 00For
CANTILLON CAPITAL MANAGEMENT LLC4,408,0460 00For
FRANKLIN ADVISERS INC4,394,1590 00For
ENVESTNET ASSET MANAGEMENT INC4,340,8620 00For
Thrivent4,022,3250 00For
Northern Trust3,856,67527,591 00For
LONDON CO OF VIRGINIA3,753,2530 00For
Legal & General Investment Management Ltd03,541,564 00Against
CONFLUENCE INVESTMENT MANAGEMENT LLC3,195,7770 00For
Goldman Sachs3,111,7400 00For
MELLON INVESTMENTS Corp2,865,8880 00For
USS Investment Management Ltd02,829,781 00Against
DF DENT & CO INC2,802,9630 00For
BANK OF MONTREAL /CAN/2,786,9440 00For
PARAMETRIC PORTFOLIO ASSOCIATES LLC2,627,7530 00For
Vanguard2,604,3460 00For
UBS02,467,674 00Against

Institutional-manager reports, all 764 managers: 323,547,262 for, 24,667,723 against, 14,783 abstained, 47,986 not voted, 1,178,433 unknown. Showing the 25 largest; see all in the interactive database.

14. 2. Ratification of appointment of independent registered public accounting firm for the fiscal year ending December 31…

Official resultAUDIT-RELATEDAUDIT-RELATEDAUDIT-RELATEDAUDIT-RELATEDReported outcome: Approved

Combines 5 wordings of this item as funds reported it.

94% Approved · of votes cast

FOR 94%
FOR: 486,091,152AGAINST: 31,207,365
Details: description as filed, official tally, votes by 164 asset managers

Description as filed by funds: Ratification of the appointment of KPMG LLP as independent registered public accounting firm for the 2024 fiscal year.

FASTENAL CO.’s own tally for this item (“2. Ratification of appointment of independent registered public accounting firm for the fiscal year ending December 31, 2024”): 486,091,152 for, 31,207,365 against — passed, per its Form 8-K filed April 30, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Based on the votes set forth above, the selection of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024 was ratified by the Company's shareholders.”
Support: 94% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 164 asset managers below reported 175,788,320 for, 283,319 against, 30,058 abstained.

FOR
FOR: 175,788,320AGAINST: 283,319ABSTAIN: 30,058
Largest asset managers voting on “Ratification of the appointment of KPMG LLP as independent registered public accounting firm for the 2024 fisc” at FASTENAL CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard68,570,3790 00For
BlackRock18,859,0870 00For
Fidelity14,402,0990 00For
Charles Schwab12,412,5230 00For
State Street6,515,552624 00For
Principal5,576,3960 00For
Invesco4,517,0120 00For
Thrivent3,940,6510 00For
ProShares3,179,7050 00For
Franklin Custodian Funds2,955,3130 00For
Global X2,917,99995 00For
Dimensional2,296,0730 00For
First Trust2,106,5640 00For
TRUST FOR PROFESSIONAL MANAGERS2,072,6410 00For
Waddell & Reed1,998,7110 00For
TIAA1,944,5350 00For
Victory Capital1,295,8160 00For
FENIMORE ASSET MANAGEMENT TRUST1,129,9000 00For
NICHOLAS FUND, INC.1,005,0000 00For
FRANKLIN STRATEGIC SERIES975,8000 00For
MASTER INVESTMENT PORTFOLIO885,8220 00For
AMERICAN BEACON FUNDS831,6050 00For
Baird733,4680 00For
T. Rowe Price715,2180 00For
Goldman Sachs715,0710 00For

Showing the 25 largest of 164 asset managers. See all 164 in the interactive database.

15. 5. Consideration of a shareholder proposal relating to simple majority vote

Official resultOTHERReported outcome: Not approved

Combines 7 wordings of this item as funds reported it.

41% Not approved · of votes cast

FOR 41%AGAINST
FOR: 188,934,885AGAINST: 271,122,260
Details: description as filed, official tally, votes by 166 asset managers

Description as filed by funds: The consideration of a shareholder proposal relating to simple majority vote, if properly presented at the annual meeting.

FASTENAL CO.’s own tally for this item (“5. Consideration of a shareholder proposal relating to simple majority vote”): 188,934,885 for, 271,122,260 against — failed, per its Form 8-K filed April 30, 2024 (Item 5.07).

Reported outcome: Not approved, in the filing’s own words: “Based on the votes set forth above, the shareholder proposal relating to simple majority vote was not adopted by the Company's shareholders.”
Support: 41% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 166 asset managers below reported 51,980,155 for, 124,220,793 against, 56,050 abstained, 2,806 unknown.

FORAGAINST
FOR: 51,980,155AGAINST: 124,220,793ABSTAIN: 56,050UNKNOWN: 2,806
Largest asset managers voting on “The consideration of a shareholder proposal relating to simple majority vote, if properly presented at the ann” at FASTENAL CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard068,570,379 00Against
BlackRock6,15018,852,937 00Against
Fidelity14,290,561111,538 00For
Charles Schwab012,412,523 00Against
State Street6,1306,510,046 00Against
Principal5,402,704173,692 00For
Invesco4,517,0120 00For
Thrivent3,940,6510 00For
ProShares3,179,7050 00For
Franklin Custodian Funds02,955,313 00Against
Global X15,0352,903,059 00Against
Dimensional2,296,0730 00For
First Trust2,106,5640 00For
TRUST FOR PROFESSIONAL MANAGERS191,8411,880,800 00Mixed
Waddell & Reed1,998,7110 00For
TIAA01,944,535 00Against
Victory Capital1,295,8160 00For
FENIMORE ASSET MANAGEMENT TRUST01,129,900 00Against
NICHOLAS FUND, INC.1,005,0000 00For
FRANKLIN STRATEGIC SERIES0975,800 00Against
MASTER INVESTMENT PORTFOLIO0885,822 00Against
AMERICAN BEACON FUNDS106,383725,222 00Mixed
Baird733,4680 00For
T. Rowe Price715,2180 00For
Goldman Sachs715,0710 00For

Showing the 25 largest of 166 asset managers. See all 166 in the interactive database.

Largest FASTENAL CO. shareholders voting in 2023-2024

Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 572,525,495 shares outstanding at the time of that meeting.

Fund voting reports: top FASTENAL CO. shareholders by shares voted on “Approval, by non-binding vote, of executive compensation.”, 2023-2024
#Asset manager % of shares outstanding
1Vanguard 11.98%
2BlackRock 3.29%
3Fidelity 2.52%
4Charles Schwab 2.17%
5State Street 1.14%
6Principal 0.97%
7Invesco 0.79%
8Thrivent 0.69%
9ProShares 0.56%
10Franklin Custodian Funds 0.52%
Institutional-manager reports: top FASTENAL CO. shareholders by shares voted on “Approval, by non-binding vote, of executive compensation.”, 2023-2024
#Asset manager % of shares outstanding
1MCDONALD CAPITAL INVESTORS INC/CA 18.74%
2BlackRock 2.95%
3State Street 2.86%
4GEODE CAPITAL MANAGEMENT, LLC 2.63%
5Charles Schwab 2.41%
6Walter Scott & Partners Ltd 1.94%
7Baird 1.31%
8PRINCIPAL GLOBAL INVESTORS 1.22%
9Invesco 1.15%
10CANTILLON CAPITAL MANAGEMENT LLC 0.77%

Reported FASTENAL CO. 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.

FASTENAL CO. holdings and ownership disclosed for the 2023-2024 proxy season
Holder % outstanding Disclosure
Vanguard Group 26.46% 13F
BlackRock 18.15% 13F
Vanguard Blvd. 12.29% DEF14A
Hudson Yards 8.05% DEF14A
State Street 4.58% 13F
Morgan Stanley 4.32% 13F
BNY Mellon 3.89% 13F
Geode Capital 2.68% 13F
Goldman Sachs 2.38% 13F
FMR (Fidelity) 1.79% 13F

Percentages above are of 572,525,495 shares outstanding, as reported by FASTENAL CO. 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.

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 FASTENAL CO.’s 10-Q dated March 31, 2024. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.

At FASTENAL CO.'s shareholder meeting held April 25, 2024, in the 2023-2024 proxy season, 906 asset managers reported how they voted on 15 ballot items in their SEC Form N-PX filings, covering 13,405 separate fund positions. On the most widely held item on that ballot — Approval, by non-binding vote, of executive compensation. — FASTENAL CO.'s filing reports the proposal as approved, with 93% 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: FASTENAL CO.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on April 30, 2024.

FASTENAL CO. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.

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