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Compiled from SEC Form N-PX filings and FLEXSTEEL INDUSTRIES INC.’s Form 8-K, filed December 12, 2024 (Item 5.07 on EDGAR). Page generated November 1, 2026.
Meeting of December 11, 2024: 3 items on FLEXSTEEL INDUSTRIES INC.’s Form 8-K, filed December 12, 2024: 3 without a stated outcome.
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: 2024-2025 2025-2026
Explore FLEXSTEEL INDUSTRIES INC. in the interactive database Compare manager voting policies
These tallies are FLEXSTEEL INDUSTRIES INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed December 12, 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: F. Brooks Bertsch | 3,689,877 | -- | -- | 312,087 | -- | 92% | Not verified | — |
| Elect Director: Kathryn P. Dickson | 2,928,008 | -- | -- | 1,073,956 | -- | 73% | Not verified | — |
| Elect Director: Derek P. Schmidt | 3,761,327 | -- | -- | 240,637 | -- | 94% | Not verified | — |
Source: FLEXSTEEL INDUSTRIES INC., Form 8-K, filed with the SEC on December 12, 2024 — read the filing on EDGAR.
Each item below shows how the 110 asset managers that disclosed a FLEXSTEEL INDUSTRIES 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 FLEXSTEEL INDUSTRIES 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 4 wordings of this item as funds reported it.
94% Majority: yes · of votes cast
Description as filed by funds: To elect three (3) Class II Directors to serve until the 2027 Annual Meeting and until their respective successors have been elected and qualified or until their earlier resignation, removal or termination: Derek P. Schmidt
FLEXSTEEL INDUSTRIES INC.’s own tally for this item (“Elect Director: Derek P. Schmidt”): 3,761,327 for, 240,637 withheld, per its Form 8-K filed December 12, 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: 94% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 45 asset managers below reported 1,175,085 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Dimensional | 338,016 | 0 | 0 | 0 | For |
| Vanguard | 227,217 | 0 | 0 | 0 | For |
| BlackRock | 167,525 | 0 | 0 | 0 | For |
| Fidelity | 122,353 | 0 | 0 | 0 | For |
| American Century | 73,257 | 0 | 0 | 0 | For |
| NORTHERN LIGHTS FUND TRUST II | 64,000 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 35,059 | 0 | 0 | 0 | For |
| EA Series Trust | 22,168 | 0 | 0 | 0 | For |
| RBC FUNDS TRUST | 14,800 | 0 | 0 | 0 | For |
| Charles Schwab | 13,552 | 0 | 0 | 0 | For |
| First Trust | 12,493 | 0 | 0 | 0 | For |
| Invesco | 10,908 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 9,198 | 0 | 0 | 0 | For |
| Equitable | 8,820 | 0 | 0 | 0 | For |
| TIAA | 6,192 | 0 | 0 | 0 | For |
| Northern Trust | 5,723 | 0 | 0 | 0 | For |
| Lincoln Financial | 4,381 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 3,685 | 0 | 0 | 0 | For |
| Pacific Life | 3,553 | 0 | 0 | 0 | For |
| Nationwide | 3,351 | 0 | 0 | 0 | For |
| T. Rowe Price | 3,328 | 0 | 0 | 0 | For |
| John Hancock | 3,106 | 0 | 0 | 0 | For |
| Global X | 2,502 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 2,467 | 0 | 0 | 0 | For |
| SA FUNDS INVESTMENT TRUST | 2,138 | 0 | 0 | 0 | For |
Showing the 25 largest of 45 asset managers. See all 45 in the interactive database.
Combines 4 wordings of this item as funds reported it.
92% Majority: yes · of votes cast
Description as filed by funds: To elect three (3) Class II Directors to serve until the 2027 Annual Meeting and until their respective successors have been elected and qualified or until their earlier resignation, removal or termination: F. Brooks Bertsch
FLEXSTEEL INDUSTRIES INC.’s own tally for this item (“Elect Director: F. Brooks Bertsch”): 3,689,877 for, 312,087 withheld, per its Form 8-K filed December 12, 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: 92% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 45 asset managers below reported 1,175,085 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Dimensional | 338,016 | 0 | 0 | 0 | For |
| Vanguard | 227,217 | 0 | 0 | 0 | For |
| BlackRock | 167,525 | 0 | 0 | 0 | For |
| Fidelity | 122,353 | 0 | 0 | 0 | For |
| American Century | 73,257 | 0 | 0 | 0 | For |
| NORTHERN LIGHTS FUND TRUST II | 64,000 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 35,059 | 0 | 0 | 0 | For |
| EA Series Trust | 22,168 | 0 | 0 | 0 | For |
| RBC FUNDS TRUST | 14,800 | 0 | 0 | 0 | For |
| Charles Schwab | 13,552 | 0 | 0 | 0 | For |
| First Trust | 12,493 | 0 | 0 | 0 | For |
| Invesco | 10,908 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 9,198 | 0 | 0 | 0 | For |
| Equitable | 8,820 | 0 | 0 | 0 | For |
| TIAA | 6,192 | 0 | 0 | 0 | For |
| Northern Trust | 5,723 | 0 | 0 | 0 | For |
| Lincoln Financial | 4,381 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 3,685 | 0 | 0 | 0 | For |
| Pacific Life | 3,553 | 0 | 0 | 0 | For |
| Nationwide | 3,351 | 0 | 0 | 0 | For |
| T. Rowe Price | 3,328 | 0 | 0 | 0 | For |
| John Hancock | 3,106 | 0 | 0 | 0 | For |
| Global X | 2,502 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 2,467 | 0 | 0 | 0 | For |
| SA FUNDS INVESTMENT TRUST | 2,138 | 0 | 0 | 0 | For |
Showing the 25 largest of 45 asset managers. See all 45 in the interactive database.
Combines 4 wordings of this item as funds reported it.
73% Majority: yes · of votes cast
Description as filed by funds: To elect three (3) Class II Directors to serve until the 2027 Annual Meeting and until their respective successors have been elected and qualified or until their earlier resignation, removal or termination: Kathryn P. Dickson
FLEXSTEEL INDUSTRIES INC.’s own tally for this item (“Elect Director: Kathryn P. Dickson”): 2,928,008 for, 1,073,956 withheld, per its Form 8-K filed December 12, 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: 73% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 45 asset managers below reported 701,359 for, 446,131 withheld, 27,595 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Dimensional | 0 | 0 | 0 | 338,016 | Withhold |
| Vanguard | 227,217 | 0 | 0 | 0 | For |
| BlackRock | 167,525 | 0 | 0 | 0 | For |
| Fidelity | 87,083 | 0 | 0 | 35,270 | Mixed |
| American Century | 73,257 | 0 | 0 | 0 | For |
| NORTHERN LIGHTS FUND TRUST II | 64,000 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 0 | 0 | 0 | 35,059 | Withhold |
| EA Series Trust | 0 | 0 | 22,168 | 0 | Abstain |
| RBC FUNDS TRUST | 14,800 | 0 | 0 | 0 | For |
| Charles Schwab | 13,552 | 0 | 0 | 0 | For |
| First Trust | 12,493 | 0 | 0 | 0 | For |
| Invesco | 0 | 0 | 0 | 10,908 | Withhold |
| QUANTITATIVE MASTER SERIES LLC | 9,198 | 0 | 0 | 0 | For |
| Equitable | 8,160 | 0 | 0 | 660 | Mixed |
| TIAA | 6,192 | 0 | 0 | 0 | For |
| Northern Trust | 5,723 | 0 | 0 | 0 | For |
| Lincoln Financial | 0 | 0 | 0 | 4,381 | Withhold |
| Columbia Threadneedle | 0 | 0 | 0 | 3,685 | Withhold |
| Pacific Life | 3,553 | 0 | 0 | 0 | For |
| Nationwide | 0 | 0 | 0 | 3,351 | Withhold |
| T. Rowe Price | 3,328 | 0 | 0 | 0 | For |
| John Hancock | 0 | 0 | 3,106 | 0 | Abstain |
| Global X | 2,502 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 0 | 0 | 0 | 2,467 | Withhold |
| SA FUNDS INVESTMENT TRUST | 0 | 0 | 0 | 2,138 | Withhold |
Showing the 25 largest of 45 asset managers. See all 45 in the interactive database.
Combines 2 wordings of this item as funds reported it.
85% 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 | 338,016 | 0 | 0 | 0 | For |
| Vanguard | 227,217 | 0 | 0 | 0 | For |
| BlackRock | 167,525 | 0 | 0 | 0 | For |
| Fidelity | 122,353 | 0 | 0 | 0 | For |
| American Century | 0 | 73,257 | 0 | 0 | Against |
| NORTHERN LIGHTS FUND TRUST II | 64,000 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 0 | 35,059 | 0 | 0 | Against |
| EA Series Trust | 22,168 | 0 | 0 | 0 | For |
| RBC FUNDS TRUST | 14,800 | 0 | 0 | 0 | For |
| Charles Schwab | 13,552 | 0 | 0 | 0 | For |
| First Trust | 12,493 | 0 | 0 | 0 | For |
| Invesco | 0 | 10,908 | 0 | 0 | Against |
| QUANTITATIVE MASTER SERIES LLC | 9,198 | 0 | 0 | 0 | For |
| Equitable | 8,820 | 0 | 0 | 0 | For |
| TIAA | 6,192 | 0 | 0 | 0 | For |
| Northern Trust | 5,723 | 0 | 0 | 0 | For |
| Lincoln Financial | 4,381 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 3,685 | 0 | 0 | 0 | For |
| Pacific Life | 2,106 | 1,447 | 0 | 0 | Mixed |
| Nationwide | 3,351 | 0 | 0 | 0 | For |
| T. Rowe Price | 3,328 | 0 | 0 | 0 | For |
| John Hancock | 3,106 | 0 | 0 | 0 | For |
| Global X | 2,502 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 2,467 | 0 | 0 | 0 | For |
| SA FUNDS INVESTMENT TRUST | 2,138 | 0 | 0 | 0 | For |
Fund voting reports, all 44 managers: 1,052,391 for, 121,518 against. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 140,506 | 370 | 0 | 0 | For |
| Renaissance | 134,317 | 0 | 0 | 0 | For |
| GLOBAL VALUE INVESTMENT CORP. | 0 | 107,437 | 0 | 0 | Against |
| GEODE CAPITAL MANAGEMENT, LLC | 95,198 | 0 | 0 | 0 | For |
| PUNCH & ASSOCIATES INVESTMENT MANAGEMENT, INC. | 78,313 | 0 | 0 | 0 | For |
| American Century | 0 | 75,099 | 0 | 0 | Against |
| State Street | 53,455 | 0 | 0 | 0 | For |
| Northern Trust | 40,169 | 0 | 0 | 0 | For |
| Dimensional | 36,673 | 0 | 0 | 0 | For |
| Fidelity | 36,034 | 0 | 0 | 0 | For |
| Steele Capital Management, Inc. | 31,214 | 0 | 0 | 0 | For |
| ARROWSTREET CAPITAL, LIMITED PARTNERSHIP | 21,624 | 0 | 0 | 0 | For |
| US BANK NATIONAL ASSOCIATION | 16,047 | 0 | 0 | 0 | For |
| Janney Montgomery Scott LLC | 15,029 | 0 | 0 | 0 | For |
| T. Rowe Price | 14,475 | 0 | 0 | 0 | For |
| Charles Schwab | 13,552 | 0 | 0 | 0 | For |
| Invesco | 0 | 12,723 | 0 | 0 | Against |
| Hillsdale Investment Management Inc. | 12,320 | 0 | 0 | 0 | For |
| O'SHAUGHNESSY ASSET MANAGEMENT, LLC | 11,251 | 750 | 0 | 0 | Mixed |
| STRS OHIO | 7,700 | 0 | 0 | 0 | For |
| MELLON INVESTMENTS Corp | 0 | 7,685 | 0 | 0 | Against |
| Citadel | 6,860 | 0 | 0 | 0 | For |
| PARAMETRIC PORTFOLIO ASSOCIATES LLC | 6,553 | 0 | 0 | 0 | For |
| Nuveen | 6,192 | 0 | 0 | 0 | For |
| JACOBS LEVY EQUITY MANAGEMENT, INC | 5,135 | 0 | 0 | 0 | For |
Institutional-manager reports, all 77 managers: 828,581 for, 212,755 against. Showing the 25 largest; see all 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 5,208,029 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Dimensional | 6.49% |
| 2 | Vanguard | 4.36% |
| 3 | BlackRock | 3.22% |
| 4 | Fidelity | 2.35% |
| 5 | American Century | 1.41% |
| 6 | NORTHERN LIGHTS FUND TRUST II | 1.23% |
| 7 | BRIDGEWAY FUNDS INC | 0.67% |
| 8 | EA Series Trust | 0.43% |
| 9 | RBC FUNDS TRUST | 0.28% |
| 10 | Charles Schwab | 0.26% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | BlackRock | 2.70% |
| 2 | Renaissance | 2.58% |
| 3 | GLOBAL VALUE INVESTMENT CORP. | 2.06% |
| 4 | GEODE CAPITAL MANAGEMENT, LLC | 1.83% |
| 5 | PUNCH & ASSOCIATES INVESTMENT MANAGEMENT, INC. | 1.50% |
| 6 | American Century | 1.44% |
| 7 | State Street | 1.03% |
| 8 | Northern Trust | 0.77% |
| 9 | Dimensional | 0.70% |
| 10 | Fidelity | 0.69% |
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 |
|---|---|---|
| Dimensional Fund Advisors | 7.06% | 13F |
| BlackRock | 6.63% | 13F |
| Derek P. Schmidt | 6.55% | 13D |
| Vanguard Group | 4.40% | 13F |
| Renaissance Technologies | 3.39% | 13F |
| Geode Capital | 1.89% | 13F |
| State Street | 1.54% | 13F |
| Northern Trust | 1.01% | 13F |
| BNY Mellon | 0.92% | 13F |
| Millennium Management | 0.84% | 13F |
Percentages above are of 5,208,029 shares outstanding, as reported by FLEXSTEEL INDUSTRIES INC. on its Form 10-Q dated October 22, 2024 (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.
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 FLEXSTEEL INDUSTRIES INC.’s 10-Q dated October 22, 2024. This page is a static snapshot rebuilt weekly on November 1, 2026; a live search always shows the current data.
At FLEXSTEEL INDUSTRIES INC.'s shareholder meeting held December 11, 2024, in the 2024-2025 proxy season, 110 asset managers reported how they voted in their SEC Form N-PX filings, covering 590 separate fund positions. Their filings are grouped here into 4 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. FLEXSTEEL INDUSTRIES INC.'s own Form 8-K tally for this meeting is published below, but no row in it could be matched to the most widely held item, so this page states no certified outcome for that item. On that item — TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS. — the reporting funds and managers cast 85% of the shares they voted in favour (FOR divided by FOR plus AGAINST plus WITHHELD; abstained and unvoted shares are excluded because neither took a side). Fund and manager reports are combined in it and may count the same shares twice: it adds fund reports to institutional-manager reports, which can cover the same shares. It is not the company's certified result.
FLEXSTEEL INDUSTRIES INC. proxy season coverage: 2024-2025 (this page) · 2025-2026.
Download data (CSV): ballot items · votes by manager · column guide.