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Compiled from SEC Form N-PX filings and FINANCIAL INSTITUTIONS INC.’s Form 8-K, filed June 6, 2024 (Item 5.07 on EDGAR). Page generated October 25, 2026.
Meeting of June 5, 2024: 6 items on FINANCIAL INSTITUTIONS INC.’s Form 8-K, filed June 6, 2024: 2 approved · 4 without a stated outcome.
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
Explore FINANCIAL INSTITUTIONS INC. in the interactive database Compare manager voting policies
These tallies are FINANCIAL INSTITUTIONS INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed June 6, 2024 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| Elect Director: Dawn H. Burlew | 10,451,207 | -- | -- | 756,791 | 2,531,289 | 93% | Not verified | — |
| Elect Director: Robert N. Latella | 9,045,955 | -- | -- | 2,162,043 | 2,531,289 | 81% | Not verified | — |
| Elect Director: Mauricio F. Riveros | 10,450,996 | -- | -- | 757,002 | 2,531,289 | 93% | Not verified | — |
| Elect Director: Mark A. Zupan | 10,445,690 | -- | -- | 762,308 | 2,531,289 | 93% | Not verified | — |
| 2. Advisory Vote to Approve the Compensation of our Named Executive Officers | 9,833,475 | 1,274,484 | 100,039 | -- | 2,531,289 | 89% | Approved | — |
| 4. Ratification of Appointment of Independent Registered Public Accounting Firm | 13,563,958 | 162,215 | 13,114 | -- | -- | 99% | Approved | — |
Source: FINANCIAL INSTITUTIONS INC., Form 8-K, filed with the SEC on June 6, 2024 — read the filing on EDGAR.
Each item below shows how the 172 asset managers that disclosed a FINANCIAL INSTITUTIONS 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. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of FINANCIAL INSTITUTIONS INC.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.
Combines 3 wordings of this item as funds reported it.
93% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Dawn H. Burlew
FINANCIAL INSTITUTIONS INC.’s own tally for this item (“Elect Director: Dawn H. Burlew”): 10,451,207 for, 756,791 withheld, per its Form 8-K filed June 6, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 93% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 66 asset managers below reported 4,253,167 for, 13,870 withheld, 1,287 unknown.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Dimensional | 889,041 | 0 | 0 | 0 | For |
| Vanguard | 779,281 | 0 | 0 | 0 | For |
| BlackRock | 652,328 | 0 | 0 | 0 | For |
| Fidelity | 342,809 | 0 | 0 | 0 | For |
| American Century | 229,471 | 0 | 0 | 0 | For |
| Charles Schwab | 122,002 | 0 | 0 | 0 | For |
| SEI | 98,572 | 0 | 0 | 0 | For |
| WisdomTree | 96,211 | 0 | 0 | 0 | For |
| Invesco | 75,140 | 0 | 0 | 0 | For |
| Federated Hermes | 69,125 | 0 | 0 | 0 | For |
| EA Series Trust | 58,900 | 0 | 0 | 0 | For |
| Thrivent | 58,120 | 0 | 0 | 0 | For |
| Prudential/PGIM | 56,995 | 0 | 0 | 0 | For |
| Northern Trust | 56,994 | 0 | 0 | 0 | For |
| TARGET PORTFOLIO TRUST | 56,327 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 50,000 | 0 | 0 | 0 | For |
| TIAA | 46,782 | 0 | 0 | 0 | For |
| ADVISORS' INNER CIRCLE FUND | 43,990 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 40,680 | 0 | 0 | 0 | For |
| Equitable | 26,459 | 0 | 0 | 13,870 | Mixed |
| HOTCHKIS & WILEY FUNDS /DE/ | 39,961 | 0 | 0 | 0 | For |
| Goldman Sachs | 33,123 | 0 | 0 | 0 | For |
| Principal | 32,678 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 27,991 | 0 | 0 | 0 | For |
| Nationwide | 26,951 | 0 | 0 | 0 | For |
Showing the 25 largest of 66 asset managers. See all 66 in the interactive database.
Combines 3 wordings of this item as funds reported it.
93% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Mark A. Zupan
FINANCIAL INSTITUTIONS INC.’s own tally for this item (“Elect Director: Mark A. Zupan”): 10,445,690 for, 762,308 withheld, per its Form 8-K filed June 6, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 93% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 66 asset managers below reported 4,253,167 for, 13,870 withheld, 1,287 unknown.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Dimensional | 889,041 | 0 | 0 | 0 | For |
| Vanguard | 779,281 | 0 | 0 | 0 | For |
| BlackRock | 652,328 | 0 | 0 | 0 | For |
| Fidelity | 342,809 | 0 | 0 | 0 | For |
| American Century | 229,471 | 0 | 0 | 0 | For |
| Charles Schwab | 122,002 | 0 | 0 | 0 | For |
| SEI | 98,572 | 0 | 0 | 0 | For |
| WisdomTree | 96,211 | 0 | 0 | 0 | For |
| Invesco | 75,140 | 0 | 0 | 0 | For |
| Federated Hermes | 69,125 | 0 | 0 | 0 | For |
| EA Series Trust | 58,900 | 0 | 0 | 0 | For |
| Thrivent | 58,120 | 0 | 0 | 0 | For |
| Prudential/PGIM | 56,995 | 0 | 0 | 0 | For |
| Northern Trust | 56,994 | 0 | 0 | 0 | For |
| TARGET PORTFOLIO TRUST | 56,327 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 50,000 | 0 | 0 | 0 | For |
| TIAA | 46,782 | 0 | 0 | 0 | For |
| ADVISORS' INNER CIRCLE FUND | 43,990 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 40,680 | 0 | 0 | 0 | For |
| Equitable | 26,459 | 0 | 0 | 13,870 | Mixed |
| HOTCHKIS & WILEY FUNDS /DE/ | 39,961 | 0 | 0 | 0 | For |
| Goldman Sachs | 33,123 | 0 | 0 | 0 | For |
| Principal | 32,678 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 27,991 | 0 | 0 | 0 | For |
| Nationwide | 26,951 | 0 | 0 | 0 | For |
Showing the 25 largest of 66 asset managers. See all 66 in the interactive database.
Combines 3 wordings of this item as funds reported it.
93% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Mauricio F. Riveros
FINANCIAL INSTITUTIONS INC.’s own tally for this item (“Elect Director: Mauricio F. Riveros”): 10,450,996 for, 757,002 withheld, per its Form 8-K filed June 6, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 93% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 66 asset managers below reported 4,253,167 for, 13,870 withheld, 1,287 unknown.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Dimensional | 889,041 | 0 | 0 | 0 | For |
| Vanguard | 779,281 | 0 | 0 | 0 | For |
| BlackRock | 652,328 | 0 | 0 | 0 | For |
| Fidelity | 342,809 | 0 | 0 | 0 | For |
| American Century | 229,471 | 0 | 0 | 0 | For |
| Charles Schwab | 122,002 | 0 | 0 | 0 | For |
| SEI | 98,572 | 0 | 0 | 0 | For |
| WisdomTree | 96,211 | 0 | 0 | 0 | For |
| Invesco | 75,140 | 0 | 0 | 0 | For |
| Federated Hermes | 69,125 | 0 | 0 | 0 | For |
| EA Series Trust | 58,900 | 0 | 0 | 0 | For |
| Thrivent | 58,120 | 0 | 0 | 0 | For |
| Prudential/PGIM | 56,995 | 0 | 0 | 0 | For |
| Northern Trust | 56,994 | 0 | 0 | 0 | For |
| TARGET PORTFOLIO TRUST | 56,327 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 50,000 | 0 | 0 | 0 | For |
| TIAA | 46,782 | 0 | 0 | 0 | For |
| ADVISORS' INNER CIRCLE FUND | 43,990 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 40,680 | 0 | 0 | 0 | For |
| Equitable | 26,459 | 0 | 0 | 13,870 | Mixed |
| HOTCHKIS & WILEY FUNDS /DE/ | 39,961 | 0 | 0 | 0 | For |
| Goldman Sachs | 33,123 | 0 | 0 | 0 | For |
| Principal | 32,678 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 27,991 | 0 | 0 | 0 | For |
| Nationwide | 26,951 | 0 | 0 | 0 | For |
Showing the 25 largest of 66 asset managers. See all 66 in the interactive database.
Combines 3 wordings of this item as funds reported it.
81% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Robert N. Latella
FINANCIAL INSTITUTIONS INC.’s own tally for this item (“Elect Director: Robert N. Latella”): 9,045,955 for, 2,162,043 withheld, per its Form 8-K filed June 6, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 81% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 66 asset managers below reported 3,826,221 for, 342,894 withheld, 97,922 abstained, 1,287 unknown.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Dimensional | 889,041 | 0 | 0 | 0 | For |
| Vanguard | 779,281 | 0 | 0 | 0 | For |
| BlackRock | 652,328 | 0 | 0 | 0 | For |
| Fidelity | 342,809 | 0 | 0 | 0 | For |
| American Century | 229,471 | 0 | 0 | 0 | For |
| Charles Schwab | 122,002 | 0 | 0 | 0 | For |
| SEI | 0 | 0 | 0 | 98,572 | Withhold |
| WisdomTree | 96,211 | 0 | 0 | 0 | For |
| Invesco | 0 | 0 | 0 | 75,140 | Withhold |
| Federated Hermes | 69,125 | 0 | 0 | 0 | For |
| EA Series Trust | 0 | 0 | 58,900 | 0 | Abstain |
| Thrivent | 58,120 | 0 | 0 | 0 | For |
| Prudential/PGIM | 56,995 | 0 | 0 | 0 | For |
| Northern Trust | 56,994 | 0 | 0 | 0 | For |
| TARGET PORTFOLIO TRUST | 56,327 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 0 | 0 | 0 | 50,000 | Withhold |
| TIAA | 46,782 | 0 | 0 | 0 | For |
| ADVISORS' INNER CIRCLE FUND | 0 | 0 | 0 | 43,990 | Withhold |
| Columbia Threadneedle | 0 | 0 | 0 | 40,680 | Withhold |
| Equitable | 26,459 | 0 | 0 | 13,870 | Mixed |
| HOTCHKIS & WILEY FUNDS /DE/ | 39,961 | 0 | 0 | 0 | For |
| Goldman Sachs | 33,123 | 0 | 0 | 0 | For |
| Principal | 32,678 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 27,991 | 0 | 0 | 0 | For |
| Nationwide | 26,951 | 0 | 0 | 0 | For |
Showing the 25 largest of 66 asset managers. See all 66 in the interactive database.
Combines 5 wordings of this item as funds reported it.
89% Approved · of votes cast
Description as filed by funds: Advisory vote to approve the compensation of our named executive officers.
FINANCIAL INSTITUTIONS INC.’s own tally for this item (“2. Advisory Vote to Approve the Compensation of our Named Executive Officers”): 9,833,475 for, 1,274,484 against — passed, per its Form 8-K filed June 6, 2024 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Shareholders approved an advisory (non-binding) vote on the compensation of the Company's named executive officers ("Say-on-Pay") as described in the 2024 Proxy.”
Support: 89% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Dimensional | 889,041 | 0 | 0 | 0 | For |
| Vanguard | 779,281 | 0 | 0 | 0 | For |
| BlackRock | 652,328 | 0 | 0 | 0 | For |
| Fidelity | 342,809 | 0 | 0 | 0 | For |
| American Century | 229,471 | 0 | 0 | 0 | For |
| Charles Schwab | 122,002 | 0 | 0 | 0 | For |
| SEI | 98,572 | 0 | 0 | 0 | For |
| WisdomTree | 96,211 | 0 | 0 | 0 | For |
| Invesco | 75,140 | 0 | 0 | 0 | For |
| Federated Hermes | 69,125 | 0 | 0 | 0 | For |
| EA Series Trust | 58,900 | 0 | 0 | 0 | For |
| Thrivent | 58,120 | 0 | 0 | 0 | For |
| Prudential/PGIM | 56,995 | 0 | 0 | 0 | For |
| Northern Trust | 56,994 | 0 | 0 | 0 | For |
| TARGET PORTFOLIO TRUST | 56,327 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 50,000 | 0 | 0 | 0 | For |
| TIAA | 46,782 | 0 | 0 | 0 | For |
| ADVISORS' INNER CIRCLE FUND | 43,990 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 40,680 | 0 | 0 | 0 | For |
| Equitable | 40,329 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY FUNDS /DE/ | 39,961 | 0 | 0 | 0 | For |
| Goldman Sachs | 33,123 | 0 | 0 | 0 | For |
| Principal | 32,678 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 27,991 | 0 | 0 | 0 | For |
| Nationwide | 26,951 | 0 | 0 | 0 | For |
Fund voting reports, all 67 managers: 4,269,287 for, 1,287 unknown. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 589,625 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 334,297 | 0 | 0 | 0 | For |
| PL Capital Advisors, LLC | 319,782 | 0 | 0 | 0 | For |
| CANANDAIGUA NATIONAL BANK & TRUST CO | 301,222 | 0 | 0 | 0 | For |
| Renaissance | 285,369 | 0 | 0 | 0 | For |
| American Century | 244,413 | 0 | 0 | 0 | For |
| Prudential/PGIM | 200,508 | 0 | 0 | 0 | For |
| LSV ASSET MANAGEMENT | 190,847 | 0 | 0 | 0 | For |
| Northern Trust | 141,721 | 0 | 0 | 0 | For |
| ARROWSTREET CAPITAL, LIMITED PARTNERSHIP | 135,071 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY CAPITAL MANAGEMENT LLC | 132,908 | 0 | 0 | 0 | For |
| ACADIAN ASSET MANAGEMENT LLC | 124,284 | 0 | 0 | 0 | For |
| Charles Schwab | 122,002 | 0 | 0 | 0 | For |
| Ensign Peak Advisors, Inc | 109,048 | 0 | 0 | 0 | For |
| Dimensional | 107,626 | 0 | 0 | 0 | For |
| SEI | 101,419 | 0 | 0 | 0 | For |
| BASSWOOD CAPITAL MANAGEMENT, L.L.C. | 90,981 | 0 | 0 | 0 | For |
| Invesco | 79,203 | 0 | 0 | 0 | For |
| Two Sigma | 75,419 | 0 | 0 | 0 | For |
| MELLON INVESTMENTS Corp | 70,548 | 0 | 0 | 0 | For |
| Federated Hermes | 69,125 | 0 | 0 | 0 | For |
| Connor, Clark & Lunn Investment Management Ltd. | 68,088 | 0 | 0 | 0 | For |
| Goldman Sachs | 65,420 | 0 | 0 | 0 | For |
| PARAMETRIC PORTFOLIO ASSOCIATES LLC | 63,065 | 0 | 0 | 0 | For |
| Gator Capital Management, LLC | 61,900 | 0 | 0 | 0 | For |
Institutional-manager reports, all 124 managers: 4,797,888 for, 14,865 against, 11,605 1 year. Showing the 25 largest; see all in the interactive database.
Combines 4 wordings of this item as funds reported it.
100% Fund and manager reports combined; may count the same shares twice · no official result
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). The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Dimensional | 0 | 0 | 0 | 0 | -- |
| Vanguard | 0 | 0 | 0 | 0 | -- |
| BlackRock | 0 | 0 | 0 | 0 | -- |
| Fidelity | 0 | 0 | 0 | 0 | -- |
| American Century | 0 | 0 | 0 | 0 | -- |
| Charles Schwab | 0 | 0 | 0 | 0 | -- |
| SEI | 0 | 0 | 0 | 0 | -- |
| WisdomTree | 0 | 0 | 0 | 0 | -- |
| Invesco | 0 | 0 | 0 | 0 | -- |
| Federated Hermes | 0 | 0 | 0 | 0 | -- |
| EA Series Trust | 0 | 0 | 0 | 0 | -- |
| Thrivent | 0 | 0 | 0 | 0 | -- |
| Prudential/PGIM | 0 | 0 | 0 | 0 | -- |
| Northern Trust | 0 | 0 | 0 | 0 | -- |
| TARGET PORTFOLIO TRUST | 0 | 0 | 0 | 0 | -- |
| BRIDGEWAY FUNDS INC | 0 | 0 | 0 | 0 | -- |
| TIAA | 0 | 0 | 0 | 0 | -- |
| ADVISORS' INNER CIRCLE FUND | 0 | 0 | 0 | 0 | -- |
| Columbia Threadneedle | 0 | 0 | 0 | 0 | -- |
| Equitable | 0 | 0 | 0 | 0 | -- |
| HOTCHKIS & WILEY FUNDS /DE/ | 0 | 0 | 0 | 0 | -- |
| Goldman Sachs | 0 | 0 | 0 | 0 | -- |
| Principal | 0 | 0 | 0 | 0 | -- |
| QUANTITATIVE MASTER SERIES LLC | 0 | 0 | 0 | 0 | -- |
| Nationwide | 0 | 0 | 0 | 0 | -- |
Fund voting reports, all 67 managers: 2,250 for, 3,363,978 1 year, 903,059 3 year, 1,287 unknown. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 0 | 0 | 0 | 0 | -- |
| GEODE CAPITAL MANAGEMENT, LLC | 0 | 0 | 0 | 0 | -- |
| PL Capital Advisors, LLC | 319,782 | 0 | 0 | 0 | For |
| CANANDAIGUA NATIONAL BANK & TRUST CO | 0 | 0 | 0 | 0 | -- |
| Renaissance | 0 | 0 | 0 | 0 | -- |
| American Century | 0 | 0 | 0 | 0 | -- |
| Prudential/PGIM | 0 | 0 | 0 | 0 | -- |
| LSV ASSET MANAGEMENT | 0 | 0 | 0 | 0 | -- |
| Northern Trust | 0 | 0 | 0 | 0 | -- |
| ARROWSTREET CAPITAL, LIMITED PARTNERSHIP | 0 | 0 | 0 | 0 | -- |
| HOTCHKIS & WILEY CAPITAL MANAGEMENT LLC | 0 | 0 | 0 | 0 | -- |
| ACADIAN ASSET MANAGEMENT LLC | 0 | 0 | 0 | 0 | -- |
| Charles Schwab | 0 | 0 | 0 | 0 | -- |
| Ensign Peak Advisors, Inc | 0 | 0 | 0 | 0 | -- |
| Dimensional | 0 | 0 | 0 | 0 | -- |
| SEI | 0 | 0 | 0 | 0 | -- |
| BASSWOOD CAPITAL MANAGEMENT, L.L.C. | 0 | 0 | 0 | 0 | -- |
| Invesco | 0 | 0 | 0 | 0 | -- |
| Two Sigma | 0 | 0 | 0 | 0 | -- |
| MELLON INVESTMENTS Corp | 0 | 0 | 0 | 0 | -- |
| Federated Hermes | 0 | 0 | 0 | 0 | -- |
| Connor, Clark & Lunn Investment Management Ltd. | 0 | 0 | 0 | 0 | -- |
| Goldman Sachs | 0 | 0 | 0 | 0 | -- |
| PARAMETRIC PORTFOLIO ASSOCIATES LLC | 0 | 0 | 0 | 0 | -- |
| Gator Capital Management, LLC | 0 | 0 | 0 | 0 | -- |
Institutional-manager reports, all 121 managers: 334,432 for, 4,234,317 1 year, 218,716 3 year. Showing the 25 largest; see all in the interactive database.
Combines 3 wordings of this item as funds reported it.
99% Approved · of votes cast
Description as filed by funds: RATIFICATION OF THE APPOINTMENT OF RSM US LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2024.
FINANCIAL INSTITUTIONS INC.’s own tally for this item (“4. Ratification of Appointment of Independent Registered Public Accounting Firm”): 13,563,958 for, 162,215 against — passed, per its Form 8-K filed June 6, 2024 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Shareholders ratified the appointment of RSM US LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024.”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 67 asset managers below reported 4,210,387 for, 58,900 against, 1,287 unknown.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Dimensional | 889,041 | 0 | 0 | 0 | For |
| Vanguard | 779,281 | 0 | 0 | 0 | For |
| BlackRock | 652,328 | 0 | 0 | 0 | For |
| Fidelity | 342,809 | 0 | 0 | 0 | For |
| American Century | 229,471 | 0 | 0 | 0 | For |
| Charles Schwab | 122,002 | 0 | 0 | 0 | For |
| SEI | 98,572 | 0 | 0 | 0 | For |
| WisdomTree | 96,211 | 0 | 0 | 0 | For |
| Invesco | 75,140 | 0 | 0 | 0 | For |
| Federated Hermes | 69,125 | 0 | 0 | 0 | For |
| EA Series Trust | 0 | 58,900 | 0 | 0 | Against |
| Thrivent | 58,120 | 0 | 0 | 0 | For |
| Prudential/PGIM | 56,995 | 0 | 0 | 0 | For |
| Northern Trust | 56,994 | 0 | 0 | 0 | For |
| TARGET PORTFOLIO TRUST | 56,327 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 50,000 | 0 | 0 | 0 | For |
| TIAA | 46,782 | 0 | 0 | 0 | For |
| ADVISORS' INNER CIRCLE FUND | 43,990 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 40,680 | 0 | 0 | 0 | For |
| Equitable | 40,329 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY FUNDS /DE/ | 39,961 | 0 | 0 | 0 | For |
| Goldman Sachs | 33,123 | 0 | 0 | 0 | For |
| Principal | 32,678 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 27,991 | 0 | 0 | 0 | For |
| Nationwide | 26,951 | 0 | 0 | 0 | For |
Showing the 25 largest of 67 asset managers. See all 67 in the interactive database.
Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 15,446,949 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Dimensional | 5.76% |
| 2 | Vanguard | 5.04% |
| 3 | BlackRock | 4.22% |
| 4 | Fidelity | 2.22% |
| 5 | American Century | 1.49% |
| 6 | Charles Schwab | 0.79% |
| 7 | SEI | 0.64% |
| 8 | WisdomTree | 0.62% |
| 9 | Invesco | 0.49% |
| 10 | Federated Hermes | 0.45% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | BlackRock | 3.82% |
| 2 | GEODE CAPITAL MANAGEMENT, LLC | 2.16% |
| 3 | PL Capital Advisors, LLC | 2.07% |
| 4 | CANANDAIGUA NATIONAL BANK & TRUST CO | 1.95% |
| 5 | Renaissance | 1.85% |
| 6 | American Century | 1.58% |
| 7 | Prudential/PGIM | 1.30% |
| 8 | LSV ASSET MANAGEMENT | 1.24% |
| 9 | Northern Trust | 0.92% |
| 10 | ARROWSTREET CAPITAL, LIMITED PARTNERSHIP | 0.87% |
As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.
| Holder | % outstanding | Disclosure |
|---|---|---|
| BlackRock | 9.39% | 13F |
| Vanguard Group | 7.09% | 13F |
| Dimensional Fund Advisors | 6.62% | 13F |
| JPMorgan Chase | 2.45% | 13F |
| Geode Capital | 2.16% | 13F |
| Renaissance Technologies | 1.98% | 13F |
| State Street | 1.74% | 13F |
| Morgan Stanley | 1.72% | 13F |
| Goldman Sachs | 1.42% | 13F |
| Northern Trust | 1.30% | 13F |
Percentages above are of 15,446,949 shares outstanding, as reported by FINANCIAL INSTITUTIONS INC. on its Form 10-Q dated April 30, 2024 (see the filing on EDGAR). This is the count contemporaneous with the 2023-2024 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.
Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from FINANCIAL INSTITUTIONS INC.’s 10-Q dated April 30, 2024. This page is a static snapshot rebuilt weekly on October 25, 2026; a live search always shows the current data.
At FINANCIAL INSTITUTIONS INC.'s shareholder meeting held June 5, 2024, in the 2023-2024 proxy season, 172 asset managers reported how they voted in their SEC Form N-PX filings, covering 1,703 separate fund positions. Their filings are grouped here into 7 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. On the most widely held item on that ballot — Advisory vote to approve the compensation of our named executive officers. — FINANCIAL INSTITUTIONS INC.'s filing reports the proposal as approved, with 89% 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: FINANCIAL INSTITUTIONS INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on June 6, 2024.
FINANCIAL INSTITUTIONS INC. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.
Download data (CSV): ballot items · votes by manager · column guide.