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FLOWERS FOODS INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and FLOWERS FOODS INC.’s Form 8-K, filed May 30, 2024 (Item 5.07 on EDGAR). Page generated October 18, 2026.

  • 14Ballot items
  • 383Asset managers
  • 5,511Fund votes
  • May 23, 2024Meeting date

Results at a glance

Meeting of May 23, 2024: 14 items on FLOWERS FOODS INC.’s Form 8-K, filed May 30, 2024: 14 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 FLOWERS FOODS INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by FLOWERS FOODS INC.

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

FLOWERS FOODS INC. — official shareholder meeting results, meeting held May 23, 2024
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: A. Ryals McMullian 170,563,7163,672,762237,388 --20,052,604 98%Not verified—
Elect Director: Edward J. Casey, Jr. 171,961,4992,274,749237,618 --20,052,604 99%Not verified—
Elect Director: Thomas C. Chubb, III 163,363,72810,913,763196,375 --20,052,604 94%Not verified—
Elect Director: George E. Deese 173,316,867977,330179,669 --20,052,604 99.4%Not verified—
Elect Director: Rhonda O. Gass 173,755,434491,186227,246 --20,052,604 99.7%Not verified—
Elect Director: Brigitte H. King 173,908,683354,749210,434 --20,052,604 99.7%Not verified—
Elect Director: Margaret G. Lewis 171,163,0053,115,710195,151 --20,052,604 98%Not verified—
Elect Director: W. Jameson McFadden 173,769,715420,041284,110 --20,052,604 99.7%Not verified—
Elect Director: Joanne D. Smith 173,808,723404,978260,165 --20,052,604 99.7%Not verified—
Elect Director: James T. Spear 173,617,958606,024249,884 --20,052,604 99.6%Not verified—
Elect Director: Melvin T. Stith, Ph.D. 170,075,7014,094,145304,020 --20,052,604 98%Not verified—
Elect Director: C. Martin Wood III 171,107,4903,012,212354,164 --20,052,604 98%Not verified—
2. To hold an advisory vote to approve the compensation of the Company's named executive officers 171,768,7702,376,388328,708 --20,052,604 99%Not verified—
3. To ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 28, 2024 192,007,2182,325,270193,982 --0 99%Not verified—

Source: FLOWERS FOODS INC., Form 8-K, filed with the SEC on May 30, 2024 — read the filing on EDGAR.

How asset managers voted at the FLOWERS FOODS INC. 2023-2024 meeting

Each item below shows how the 383 asset managers that disclosed a FLOWERS FOODS 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: A. Ryals McMullian

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 7 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 170,563,716AGAINST: 3,672,762
Details: description as filed, official tally, votes by 89 asset managers

Description as filed by funds: Elect as directors of the company the 12 nominees identified in the proxy statement, each to serve for a term of one year: A. Ryals McMullian

FLOWERS FOODS INC.’s own tally for this item (“Elect Director: A. Ryals McMullian”): 170,563,716 for, 3,672,762 against, per its Form 8-K filed May 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 89 asset managers below reported 68,792,397 for, 91,360 against, 39,879 abstained.

FOR
FOR: 68,792,397AGAINST: 91,360ABSTAIN: 39,879
Largest asset managers voting on “Elect as directors of the company the 12 nominees identified in the proxy statement, each to serve for a term ” at FLOWERS FOODS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard19,833,9600 00For
BlackRock10,726,7700 00For
T. Rowe Price6,377,6930 00For
State Street3,875,6311,195 00For
Fidelity3,459,6330 00For
First Trust3,121,1080 00For
Dimensional2,916,0310 00For
Charles Schwab1,919,8400 00For
Invesco1,861,0080 00For
BOSTON TRUST WALDEN FUNDS1,696,6340 00For
Delaware/Macquarie1,667,9000 00For
ProShares1,332,0760 00For
John Hancock1,097,4640 00For
WisdomTree869,3380 00For
Gabelli812,1540 00For
Jackson National786,7910 00For
JPMorgan582,3810 00For
SEI469,8880 00For
Victory Capital414,3320 00For
Equitable392,7510 00For
Virtus374,1630 00For
TIAA368,3880 00For
AIG/SunAmerica294,5330 00For
Brighthouse219,8710 39,8790Mixed
Nationwide252,2850 00For

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

2. Elect Director: Edward J. Casey, Jr.

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 171,961,499AGAINST: 2,274,749
Details: description as filed, official tally, votes by 89 asset managers

Description as filed by funds: Elect as directors of the company the 12 nominees identified in the proxy statement, each to serve for a term of one year: Edward J. Casey, Jr.

FLOWERS FOODS INC.’s own tally for this item (“Elect Director: Edward J. Casey, Jr.”): 171,961,499 for, 2,274,749 against, per its Form 8-K filed May 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 89 asset managers below reported 68,738,109 for, 145,648 against, 39,879 abstained.

FOR
FOR: 68,738,109AGAINST: 145,648ABSTAIN: 39,879
Largest asset managers voting on “Elect as directors of the company the 12 nominees identified in the proxy statement, each to serve for a term ” at FLOWERS FOODS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard19,833,9600 00For
BlackRock10,726,7700 00For
T. Rowe Price6,377,6930 00For
State Street3,874,8911,935 00For
Fidelity3,459,6330 00For
First Trust3,121,1080 00For
Dimensional2,916,0310 00For
Charles Schwab1,919,8400 00For
Invesco1,861,0080 00For
BOSTON TRUST WALDEN FUNDS1,696,6340 00For
Delaware/Macquarie1,667,9000 00For
ProShares1,332,0760 00For
John Hancock1,097,4640 00For
WisdomTree869,3380 00For
Gabelli812,1540 00For
Jackson National786,7910 00For
JPMorgan582,3810 00For
SEI469,8880 00For
Victory Capital414,3320 00For
Equitable392,7510 00For
Virtus374,1630 00For
TIAA368,3880 00For
AIG/SunAmerica294,5330 00For
Brighthouse219,8710 39,8790Mixed
Nationwide252,2850 00For

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

3. Elect Director: Thomas C. Chubb, III

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%
FOR: 163,363,728AGAINST: 10,913,763
Details: description as filed, official tally, votes by 89 asset managers

Description as filed by funds: Elect as directors of the company the 12 nominees identified in the proxy statement, each to serve for a term of one year: Thomas C. Chubb, III

FLOWERS FOODS INC.’s own tally for this item (“Elect Director: Thomas C. Chubb, III”): 163,363,728 for, 10,913,763 against, per its Form 8-K filed May 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 94% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 89 asset managers below reported 66,362,670 for, 2,521,087 against, 39,879 abstained.

FOR
FOR: 66,362,670AGAINST: 2,521,087ABSTAIN: 39,879
Largest asset managers voting on “Elect as directors of the company the 12 nominees identified in the proxy statement, each to serve for a term ” at FLOWERS FOODS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard19,833,9600 00For
BlackRock10,726,7700 00For
T. Rowe Price6,377,6930 00For
State Street3,874,2292,597 00For
Fidelity3,459,6330 00For
First Trust3,121,1080 00For
Dimensional2,916,0310 00For
Charles Schwab1,919,8400 00For
Invesco1,861,0080 00For
BOSTON TRUST WALDEN FUNDS1,696,6340 00For
Delaware/Macquarie1,667,9000 00For
ProShares1,332,0760 00For
John Hancock1,097,4640 00For
WisdomTree41,864827,474 00Against
Gabelli812,1540 00For
Jackson National105,176681,615 00Mixed
JPMorgan582,3810 00For
SEI0469,888 00Against
Victory Capital414,3320 00For
Equitable392,7510 00For
Virtus373,1591,004 00For
TIAA368,3880 00For
AIG/SunAmerica294,5330 00For
Brighthouse219,8710 39,8790Mixed
Nationwide252,2850 00For

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

4. Elect Director: George E. Deese

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

99.4% Majority: yes · of votes cast

FOR 99.4%
FOR: 173,316,867AGAINST: 977,330
Details: description as filed, official tally, votes by 89 asset managers

Description as filed by funds: Elect as directors of the company the 12 nominees identified in the proxy statement, each to serve for a term of one year: George E. Deese

FLOWERS FOODS INC.’s own tally for this item (“Elect Director: George E. Deese”): 173,316,867 for, 977,330 against, per its Form 8-K filed May 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 89 asset managers below reported 68,882,749 for, 1,008 against, 39,879 abstained.

FOR
FOR: 68,882,749AGAINST: 1,008ABSTAIN: 39,879
Largest asset managers voting on “Elect as directors of the company the 12 nominees identified in the proxy statement, each to serve for a term ” at FLOWERS FOODS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard19,833,9600 00For
BlackRock10,726,7700 00For
T. Rowe Price6,377,6930 00For
State Street3,875,8181,008 00For
Fidelity3,459,6330 00For
First Trust3,121,1080 00For
Dimensional2,916,0310 00For
Charles Schwab1,919,8400 00For
Invesco1,861,0080 00For
BOSTON TRUST WALDEN FUNDS1,696,6340 00For
Delaware/Macquarie1,667,9000 00For
ProShares1,332,0760 00For
John Hancock1,097,4640 00For
WisdomTree869,3380 00For
Gabelli812,1540 00For
Jackson National786,7910 00For
JPMorgan582,3810 00For
SEI469,8880 00For
Victory Capital414,3320 00For
Equitable392,7510 00For
Virtus374,1630 00For
TIAA368,3880 00For
AIG/SunAmerica294,5330 00For
Brighthouse219,8710 39,8790Mixed
Nationwide252,2850 00For

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

5. Elect Director: Rhonda O. Gass

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

99.7% Majority: yes · of votes cast

FOR 99.7%
FOR: 173,755,434AGAINST: 491,186
Details: description as filed, official tally, votes by 89 asset managers

Description as filed by funds: Elect as directors of the company the 12 nominees identified in the proxy statement, each to serve for a term of one year: Rhonda O. Gass

FLOWERS FOODS INC.’s own tally for this item (“Elect Director: Rhonda O. Gass”): 173,755,434 for, 491,186 against, per its Form 8-K filed May 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.7% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 89 asset managers below reported 68,882,749 for, 1,008 against, 39,879 abstained.

FOR
FOR: 68,882,749AGAINST: 1,008ABSTAIN: 39,879
Largest asset managers voting on “Elect as directors of the company the 12 nominees identified in the proxy statement, each to serve for a term ” at FLOWERS FOODS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard19,833,9600 00For
BlackRock10,726,7700 00For
T. Rowe Price6,377,6930 00For
State Street3,875,8181,008 00For
Fidelity3,459,6330 00For
First Trust3,121,1080 00For
Dimensional2,916,0310 00For
Charles Schwab1,919,8400 00For
Invesco1,861,0080 00For
BOSTON TRUST WALDEN FUNDS1,696,6340 00For
Delaware/Macquarie1,667,9000 00For
ProShares1,332,0760 00For
John Hancock1,097,4640 00For
WisdomTree869,3380 00For
Gabelli812,1540 00For
Jackson National786,7910 00For
JPMorgan582,3810 00For
SEI469,8880 00For
Victory Capital414,3320 00For
Equitable392,7510 00For
Virtus374,1630 00For
TIAA368,3880 00For
AIG/SunAmerica294,5330 00For
Brighthouse219,8710 39,8790Mixed
Nationwide252,2850 00For

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

6. Elect Director: Brigitte H. King

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

99.7% Majority: yes · of votes cast

FOR 99.7%
FOR: 173,908,683AGAINST: 354,749
Details: description as filed, official tally, votes by 89 asset managers

Description as filed by funds: Elect as directors of the company the 12 nominees identified in the proxy statement, each to serve for a term of one year: Brigitte H. King

FLOWERS FOODS INC.’s own tally for this item (“Elect Director: Brigitte H. King”): 173,908,683 for, 354,749 against, per its Form 8-K filed May 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.7% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 89 asset managers below reported 68,883,757 for, 39,879 abstained.

FOR
FOR: 68,883,757ABSTAIN: 39,879
Largest asset managers voting on “Elect as directors of the company the 12 nominees identified in the proxy statement, each to serve for a term ” at FLOWERS FOODS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard19,833,9600 00For
BlackRock10,726,7700 00For
T. Rowe Price6,377,6930 00For
State Street3,876,8260 00For
Fidelity3,459,6330 00For
First Trust3,121,1080 00For
Dimensional2,916,0310 00For
Charles Schwab1,919,8400 00For
Invesco1,861,0080 00For
BOSTON TRUST WALDEN FUNDS1,696,6340 00For
Delaware/Macquarie1,667,9000 00For
ProShares1,332,0760 00For
John Hancock1,097,4640 00For
WisdomTree869,3380 00For
Gabelli812,1540 00For
Jackson National786,7910 00For
JPMorgan582,3810 00For
SEI469,8880 00For
Victory Capital414,3320 00For
Equitable392,7510 00For
Virtus374,1630 00For
TIAA368,3880 00For
AIG/SunAmerica294,5330 00For
Brighthouse219,8710 39,8790Mixed
Nationwide252,2850 00For

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

7. Elect Director: W. Jameson McFadden

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 7 wordings of this item as funds reported it.

99.7% Majority: yes · of votes cast

FOR 99.7%
FOR: 173,769,715AGAINST: 420,041
Details: description as filed, official tally, votes by 89 asset managers

Description as filed by funds: Elect as directors of the company the 12 nominees identified in the proxy statement, each to serve for a term of one year: W. Jameson McFadden

FLOWERS FOODS INC.’s own tally for this item (“Elect Director: W. Jameson McFadden”): 173,769,715 for, 420,041 against, per its Form 8-K filed May 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.7% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 89 asset managers below reported 68,882,749 for, 1,008 against, 39,879 abstained.

FOR
FOR: 68,882,749AGAINST: 1,008ABSTAIN: 39,879
Largest asset managers voting on “Elect as directors of the company the 12 nominees identified in the proxy statement, each to serve for a term ” at FLOWERS FOODS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard19,833,9600 00For
BlackRock10,726,7700 00For
T. Rowe Price6,377,6930 00For
State Street3,875,8181,008 00For
Fidelity3,459,6330 00For
First Trust3,121,1080 00For
Dimensional2,916,0310 00For
Charles Schwab1,919,8400 00For
Invesco1,861,0080 00For
BOSTON TRUST WALDEN FUNDS1,696,6340 00For
Delaware/Macquarie1,667,9000 00For
ProShares1,332,0760 00For
John Hancock1,097,4640 00For
WisdomTree869,3380 00For
Gabelli812,1540 00For
Jackson National786,7910 00For
JPMorgan582,3810 00For
SEI469,8880 00For
Victory Capital414,3320 00For
Equitable392,7510 00For
Virtus374,1630 00For
TIAA368,3880 00For
AIG/SunAmerica294,5330 00For
Brighthouse219,8710 39,8790Mixed
Nationwide252,2850 00For

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

8. Elect Director: Joanne D. Smith

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

99.7% Majority: yes · of votes cast

FOR 99.7%
FOR: 173,808,723AGAINST: 404,978
Details: description as filed, official tally, votes by 89 asset managers

Description as filed by funds: Elect as directors of the company the 12 nominees identified in the proxy statement, each to serve for a term of one year: Joanne D. Smith

FLOWERS FOODS INC.’s own tally for this item (“Elect Director: Joanne D. Smith”): 173,808,723 for, 404,978 against, per its Form 8-K filed May 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.7% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 89 asset managers below reported 68,883,757 for, 39,879 abstained.

FOR
FOR: 68,883,757ABSTAIN: 39,879
Largest asset managers voting on “Elect as directors of the company the 12 nominees identified in the proxy statement, each to serve for a term ” at FLOWERS FOODS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard19,833,9600 00For
BlackRock10,726,7700 00For
T. Rowe Price6,377,6930 00For
State Street3,876,8260 00For
Fidelity3,459,6330 00For
First Trust3,121,1080 00For
Dimensional2,916,0310 00For
Charles Schwab1,919,8400 00For
Invesco1,861,0080 00For
BOSTON TRUST WALDEN FUNDS1,696,6340 00For
Delaware/Macquarie1,667,9000 00For
ProShares1,332,0760 00For
John Hancock1,097,4640 00For
WisdomTree869,3380 00For
Gabelli812,1540 00For
Jackson National786,7910 00For
JPMorgan582,3810 00For
SEI469,8880 00For
Victory Capital414,3320 00For
Equitable392,7510 00For
Virtus374,1630 00For
TIAA368,3880 00For
AIG/SunAmerica294,5330 00For
Brighthouse219,8710 39,8790Mixed
Nationwide252,2850 00For

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

9. Elect Director: James T. Spear

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

99.6% Majority: yes · of votes cast

FOR 99.6%
FOR: 173,617,958AGAINST: 606,024
Details: description as filed, official tally, votes by 89 asset managers

Description as filed by funds: Elect as directors of the company the 12 nominees identified in the proxy statement, each to serve for a term of one year: James T. Spear

FLOWERS FOODS INC.’s own tally for this item (“Elect Director: James T. Spear”): 173,617,958 for, 606,024 against, per its Form 8-K filed May 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.6% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 89 asset managers below reported 68,882,749 for, 1,008 against, 39,879 abstained.

FOR
FOR: 68,882,749AGAINST: 1,008ABSTAIN: 39,879
Largest asset managers voting on “Elect as directors of the company the 12 nominees identified in the proxy statement, each to serve for a term ” at FLOWERS FOODS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard19,833,9600 00For
BlackRock10,726,7700 00For
T. Rowe Price6,377,6930 00For
State Street3,875,8181,008 00For
Fidelity3,459,6330 00For
First Trust3,121,1080 00For
Dimensional2,916,0310 00For
Charles Schwab1,919,8400 00For
Invesco1,861,0080 00For
BOSTON TRUST WALDEN FUNDS1,696,6340 00For
Delaware/Macquarie1,667,9000 00For
ProShares1,332,0760 00For
John Hancock1,097,4640 00For
WisdomTree869,3380 00For
Gabelli812,1540 00For
Jackson National786,7910 00For
JPMorgan582,3810 00For
SEI469,8880 00For
Victory Capital414,3320 00For
Equitable392,7510 00For
Virtus374,1630 00For
TIAA368,3880 00For
AIG/SunAmerica294,5330 00For
Brighthouse219,8710 39,8790Mixed
Nationwide252,2850 00For

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

10. Elect Director: Melvin T. Stith, Ph.D.

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 170,075,701AGAINST: 4,094,145
Details: description as filed, official tally, votes by 89 asset managers

Description as filed by funds: Elect as directors of the company the 12 nominees identified in the proxy statement, each to serve for a term of one year: Melvin T. Stith, Ph.D.

FLOWERS FOODS INC.’s own tally for this item (“Elect Director: Melvin T. Stith, Ph.D.”): 170,075,701 for, 4,094,145 against, per its Form 8-K filed May 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 89 asset managers below reported 68,589,553 for, 294,204 against, 39,879 abstained.

FOR
FOR: 68,589,553AGAINST: 294,204ABSTAIN: 39,879
Largest asset managers voting on “Elect as directors of the company the 12 nominees identified in the proxy statement, each to serve for a term ” at FLOWERS FOODS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard19,833,9600 00For
BlackRock10,726,7700 00For
T. Rowe Price6,377,6930 00For
State Street3,874,2292,597 00For
Fidelity3,459,6330 00For
First Trust3,121,1080 00For
Dimensional2,916,0310 00For
Charles Schwab1,919,8400 00For
Invesco1,861,0080 00For
BOSTON TRUST WALDEN FUNDS1,696,6340 00For
Delaware/Macquarie1,667,9000 00For
ProShares1,332,0760 00For
John Hancock1,097,4640 00For
WisdomTree869,3380 00For
Gabelli812,1540 00For
Jackson National786,7910 00For
JPMorgan582,3810 00For
SEI469,8880 00For
Victory Capital414,3320 00For
Equitable392,7510 00For
Virtus374,1630 00For
TIAA368,3880 00For
AIG/SunAmerica294,5330 00For
Brighthouse219,8710 39,8790Mixed
Nationwide252,2850 00For

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

11. Elect Director: C. Martin Wood III

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 171,107,490AGAINST: 3,012,212
Details: description as filed, official tally, votes by 89 asset managers

Description as filed by funds: Elect as directors of the company the 12 nominees identified in the proxy statement, each to serve for a term of one year: C. Martin Wood III

FLOWERS FOODS INC.’s own tally for this item (“Elect Director: C. Martin Wood III”): 171,107,490 for, 3,012,212 against, per its Form 8-K filed May 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 89 asset managers below reported 68,733,503 for, 150,254 against, 39,879 abstained.

FOR
FOR: 68,733,503AGAINST: 150,254ABSTAIN: 39,879
Largest asset managers voting on “Elect as directors of the company the 12 nominees identified in the proxy statement, each to serve for a term ” at FLOWERS FOODS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard19,833,9600 00For
BlackRock10,726,7700 00For
T. Rowe Price6,377,6930 00For
State Street3,875,1561,670 00For
Fidelity3,459,6330 00For
First Trust3,121,1080 00For
Dimensional2,916,0310 00For
Charles Schwab1,919,8400 00For
Invesco1,861,0080 00For
BOSTON TRUST WALDEN FUNDS1,696,6340 00For
Delaware/Macquarie1,667,9000 00For
ProShares1,332,0760 00For
John Hancock1,097,4640 00For
WisdomTree869,3380 00For
Gabelli812,1540 00For
Jackson National786,7910 00For
JPMorgan582,3810 00For
SEI469,8880 00For
Victory Capital414,3320 00For
Equitable392,7510 00For
Virtus374,1630 00For
TIAA368,3880 00For
AIG/SunAmerica294,5330 00For
Brighthouse219,8710 39,8790Mixed
Nationwide252,2850 00For

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

12. Elect Director: Margaret G. Lewis

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 171,163,005AGAINST: 3,115,710
Details: description as filed, official tally, votes by 88 asset managers

Description as filed by funds: Elect as directors of the company the 12 nominees identified in the proxy statement, each to serve for a term of one year: Margaret G. Lewis

FLOWERS FOODS INC.’s own tally for this item (“Elect Director: Margaret G. Lewis”): 171,163,005 for, 3,115,710 against, per its Form 8-K filed May 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 88 asset managers below reported 68,728,019 for, 145,648 against, 39,879 abstained.

FOR
FOR: 68,728,019AGAINST: 145,648ABSTAIN: 39,879
Largest asset managers voting on “Elect as directors of the company the 12 nominees identified in the proxy statement, each to serve for a term ” at FLOWERS FOODS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard19,833,9600 00For
BlackRock10,726,7700 00For
T. Rowe Price6,377,6930 00For
State Street3,874,8911,935 00For
Fidelity3,459,6330 00For
First Trust3,121,1080 00For
Dimensional2,916,0310 00For
Charles Schwab1,919,8400 00For
Invesco1,861,0080 00For
BOSTON TRUST WALDEN FUNDS1,696,6340 00For
Delaware/Macquarie1,667,9000 00For
ProShares1,332,0760 00For
John Hancock1,097,4640 00For
WisdomTree869,3380 00For
Gabelli812,1540 00For
Jackson National786,7910 00For
JPMorgan582,3810 00For
SEI469,8880 00For
Victory Capital414,3320 00For
Equitable392,7510 00For
Virtus374,1630 00For
TIAA368,3880 00For
AIG/SunAmerica294,5330 00For
Brighthouse219,8710 39,8790Mixed
Nationwide252,2850 00For

Showing the 25 largest of 88 asset managers. See all 88 in the interactive database.

13. 2. To hold an advisory vote to approve the compensation of the Company's named executive officers

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

Combines 17 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 171,768,770AGAINST: 2,376,388
Details: description as filed, official tally, votes by 382 asset managers

Description as filed by funds: Advisory vote to approve the compensation of the company's named executive officers; and

FLOWERS FOODS INC.’s own tally for this item (“2. To hold an advisory vote to approve the compensation of the Company's named executive officers”): 171,768,770 for, 2,376,388 against, per its Form 8-K filed May 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

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: 86 asset managers voting on “Advisory vote to approve the compensation of the company's named executive officers; and” at FLOWERS FOODS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard19,833,9600 00For
BlackRock10,726,7700 00For
T. Rowe Price6,377,6930 00For
State Street3,876,8260 00For
Fidelity3,459,6330 00For
First Trust3,121,1080 00For
Dimensional2,916,0310 00For
Charles Schwab1,919,8400 00For
Invesco1,861,0080 00For
BOSTON TRUST WALDEN FUNDS1,696,6340 00For
Delaware/Macquarie1,667,9000 00For
ProShares1,332,0760 00For
John Hancock1,097,4640 00For
WisdomTree869,3380 00For
Gabelli812,1540 00For
Jackson National786,7910 00For
JPMorgan582,3810 00For
SEI469,8880 00For
Victory Capital414,3320 00For
Equitable392,7510 00For
Virtus374,1630 00For
TIAA368,3880 00For
AIG/SunAmerica294,5330 00For
Brighthouse219,8710 39,8790Mixed
Nationwide252,2850 00For

Fund voting reports, all 86 managers: 68,831,478 for, 18,981 against, 39,879 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 320 asset managers voting on “Advisory vote to approve the compensation of the company's named executive officers; and” at FLOWERS FOODS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
T. Rowe Price11,111,9330 00For
State Street8,360,2910 00For
BlackRock6,612,4451,369 00For
Renaissance4,521,2360 00For
GEODE CAPITAL MANAGEMENT, LLC3,578,3510 00For
Southeast Asset Advisors Inc.3,084,0140 00For
Bridgewater2,586,5500 00For
Boston Trust Walden Co2,195,3840 00For
Invesco1,973,9210 00For
Charles Schwab1,966,8260 00For
MACQUARIE INVESTMENT MANAGEMENT BUSINESS TRUST1,905,5960 00For
MELLON INVESTMENTS Corp1,757,4880 00For
COOKE & BIELER LP1,595,4940 00For
Northern Trust1,503,3300 00For
CALIFORNIA PUBLIC EMPLOYEES RETIREMENT SYSTEM1,093,3090 00For
CRAWFORD INVESTMENT COUNSEL INC815,8940 00For
Goldman Sachs799,3600 00For
BOSTON MANAGEMENT & RESEARCH762,0400 00For
PRINCIPAL GLOBAL INVESTORS724,5790 00For
Man Group plc0683,700 00Against
Williams Jones Wealth Management, LLC.332,6570 332,6570Mixed
Two Sigma637,8260 00For
SEI617,2800 00For
JPMorgan607,8010 00For
AQR591,7640 00For

Institutional-manager reports, all 320 managers: 73,869,542 for, 1,470,566 against, 339,346 abstained, 3,661 not voted. Showing the 25 largest; see all in the interactive database.

14. 3. To ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting…

Outcome not verifiedAUDIT-RELATEDReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 192,007,218AGAINST: 2,325,270
Details: description as filed, official tally, votes by 89 asset managers

Description as filed by funds: Ratify the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for Flower Foods, Inc. for the fiscal year ending December 28, 2024.

FLOWERS FOODS INC.’s own tally for this item (“3. To ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 28, 2024”): 192,007,218 for, 2,325,270 against, per its Form 8-K filed May 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 89 asset managers below reported 68,805,311 for, 77,442 against, 39,879 abstained.

FOR
FOR: 68,805,311AGAINST: 77,442ABSTAIN: 39,879
Largest asset managers voting on “Ratify the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for ” at FLOWERS FOODS INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard19,833,9600 00For
BlackRock10,726,7700 00For
T. Rowe Price6,377,6930 00For
State Street3,876,164662 00For
Fidelity3,459,6330 00For
First Trust3,121,1080 00For
Dimensional2,916,0310 00For
Charles Schwab1,919,8400 00For
Invesco1,861,0080 00For
BOSTON TRUST WALDEN FUNDS1,696,6340 00For
Delaware/Macquarie1,667,9000 00For
ProShares1,332,0760 00For
John Hancock1,097,4640 00For
WisdomTree869,3380 00For
Gabelli812,1540 00For
Jackson National786,7910 00For
JPMorgan582,3810 00For
SEI469,8880 00For
Victory Capital414,3320 00For
Equitable392,7510 00For
Virtus373,1590 00For
TIAA368,3880 00For
AIG/SunAmerica294,5330 00For
Brighthouse219,8710 39,8790Mixed
Nationwide252,2850 00For

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

Largest FLOWERS FOODS INC. 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 211,141,599 shares outstanding at the time of that meeting.

Fund voting reports: top FLOWERS FOODS INC. shareholders by shares voted on “Advisory vote to approve the compensation of the company's named executive officers; and”, 2023-2024
#Asset manager % of shares outstanding
1Vanguard 9.39%
2BlackRock 5.08%
3T. Rowe Price 3.02%
4State Street 1.84%
5Fidelity 1.64%
6First Trust 1.48%
7Dimensional 1.38%
8Charles Schwab 0.91%
9Invesco 0.88%
10BOSTON TRUST WALDEN FUNDS 0.80%
Institutional-manager reports: top FLOWERS FOODS INC. shareholders by shares voted on “Advisory vote to approve the compensation of the company's named executive officers; and”, 2023-2024
#Asset manager % of shares outstanding
1T. Rowe Price 5.26%
2State Street 3.96%
3BlackRock 3.13%
4Renaissance 2.14%
5GEODE CAPITAL MANAGEMENT, LLC 1.69%
6Southeast Asset Advisors Inc. 1.46%
7Bridgewater 1.23%
8Boston Trust Walden Co 1.04%
9Invesco 0.93%
10Charles Schwab 0.93%

Reported FLOWERS FOODS 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.

FLOWERS FOODS INC. holdings and ownership disclosed for the 2023-2024 proxy season
Holder % outstanding Disclosure
Vanguard Group 9.64% 13F
BlackRock 8.86% 13F
T. Rowe Price 5.18% 13F
C. Martin Wood III 4.78% DEF14A
State Street 4.29% 13F
W. Jameson McFadden 4.26% DEF14A
Renaissance Technologies 2.66% 13F
Geode Capital 1.76% 13F
Dimensional Fund Advisors 1.69% 13F
George E. Deese 1.45% DEF14A

Percentages above are of 211,141,599 shares outstanding, as reported by FLOWERS FOODS INC. on its Form 10-Q dated May 10, 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 FLOWERS FOODS INC.’s 10-Q dated May 10, 2024. This page is a static snapshot rebuilt weekly on October 18, 2026; a live search always shows the current data.

At FLOWERS FOODS INC.'s shareholder meeting held May 23, 2024, in the 2023-2024 proxy season, 383 asset managers reported how they voted on 14 ballot items in their SEC Form N-PX filings, covering 5,511 separate fund positions. On the most widely held item on that ballot — Advisory vote to approve the compensation of the company's named executive officers; and — FOR was 99% of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side), which is more than half. Whether the item was approved is for the filing to say; that statement has not been read for this item. Source: FLOWERS FOODS INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 30, 2024.

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

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