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Guess?, Inc. 2025-2026 Proxy Voting Records

Compiled from SEC Form N-PX filings and Guess?, Inc.’s Form 8-K, filed November 25, 2025 (Item 5.07 on EDGAR). Page generated October 14, 2026.

  • 6Reported items
  • 179Asset managers
  • 567Fund votes
  • November 21, 2025Meeting date

Results at a glance

Meeting of November 21, 2025: 3 items on Guess?, Inc.’s Form 8-K, filed November 25, 2025: 1 approved · 2 without a stated outcome.

Material dissent

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 Guess?, Inc. in the interactive database Compare manager voting policies

Official 2025-2026 meeting results reported by Guess?, Inc.

These tallies are Guess?, Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed November 25, 2025 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

Guess?, Inc. — official shareholder meeting results, meeting held November 21, 2025
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Statutory Merger Approval 41,501,758484,70781,029 --0 99%Not verified—
Unaffiliated Stockholder Approval 14,296,425484,70781,029 --0 97%Not verified—
2. Compensation Proposal: At the Special Meeting, the Company's stockholders voted upon a proposal to approve, on a non-binding, advisory basis, the compensation that will or may become payable by the Company to its named executive officers in connection with 30,282,01111,685,202100,277 --0 72%Approveda majority of the shares present or represented

Source: Guess?, Inc., Form 8-K, filed with the SEC on November 25, 2025 — read the filing on EDGAR.

How asset managers voted at the Guess?, Inc. 2025-2026 meeting

Each item below shows how the 179 asset managers that disclosed a Guess?, 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 Guess?, 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.

1. Statutory Merger Approval

Outcome not verifiedEXTRAORDINARY TRANSACTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 41,501,758AGAINST: 484,707
Details: description as filed, official tally, votes by 45 asset managers

Description as filed by funds: To adopt the Agreement and Plan of Merger (as it may be amended, supplemented or modified from time to time, the "Merger Agreement"), dated as of August 20, 2025, by and among Guess?, Inc. ("Guess"), Authentic Brands Group LLC, Glow HoldCo 1, Inc. ("Parent") and Glow Merger Sub 1, Inc. ("Merger Sub") and approve the merger of Merger Sub, a wholly owned subsidiary of Parent, with and into Guess (the "Merger"), and a resolution approving the Disposition (as defined in the Proxy Statement) (the "Merger Proposal").

Guess?, Inc.’s own tally for this item (“Statutory Merger Approval”): 41,501,758 for, 484,707 against, per its Form 8-K filed November 25, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 45 asset managers below reported 8,025,572 for, 30,733 against.

FOR
FOR: 8,025,572AGAINST: 30,733
Largest asset managers voting on “To adopt the Agreement and Plan of Merger (as it may be amended, supplemented or modified from time to time, t” at Guess?, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BlackRock2,379,4300 00For
Vanguard1,903,8983 00For
American Century1,155,0550 00For
Dimensional717,7060 00For
State Street438,0910 00For
Global X391,5120 00For
Charles Schwab342,6760 00For
Fidelity176,6770 00For
WisdomTree76,4910 00For
Jackson National64,6380 00For
Columbia Threadneedle53,6210 00For
NEXPOINT FUNDS I46,1720 00For
First Trust40,7250 00For
Investment Managers Series Trust II38,8210 00For
FORUM FUNDS II030,730 00Against
BNY Mellon26,8500 00For
Principal26,4550 00For
Guggenheim14,7930 00For
Catholic Responsible Investments Funds12,7390 00For
Mercer Funds12,6890 00For
RBB FUND, INC.12,2460 00For
Lincoln Financial11,8390 00For
Allianz11,5760 00For
Northwestern Mutual10,5610 00For
T. Rowe Price8,9200 00For

Showing the 25 largest of 45 asset managers. See all 45 in the interactive database.

2. Approve Merger Agreement

No official matchEXTRAORDINARY TRANSACTIONS

100% of fund votes cast · no official result

FOR
Details: votes by 2 asset managers

The 2 asset managers below reported 27,882 for. 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.

FOR: 27,882
Largest asset managers voting on “Approve Merger Agreement” at Guess?, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Empower24,2820 00For
CLEARWATER INVESTMENT TRUST3,6000 00For

3. To adjourn the Special Meeting of Stockholders, from time to time, to a later date or dates, if deemed by the Special…

No official matchCORPORATE GOVERNANCE

Combines 3 wordings of this item as funds reported it.

94% of fund votes cast · no official result

FOR
Details: description as filed, votes by 45 asset managers

Description as filed by funds: To adjourn the Special Meeting of Stockholders, from time to time, to a later date or dates, if deemed by the Special Committee, composed solely of independent and disinterested directors and formed by the Guess Board of Directors, to be necessary or appropriate, including to solicit additional proxies if there are insufficient votes to approve the Merger Proposal.

The 45 asset managers below reported 7,566,442 for, 488,905 against, 1,070 abstained. 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.

FOR: 7,566,442AGAINST: 488,905ABSTAIN: 1,070
Largest asset managers voting on “To adjourn the Special Meeting of Stockholders, from time to time, to a later date or dates, if deemed by the ” at Guess?, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BlackRock2,379,4300 00For
Vanguard1,903,9001 00For
American Century1,155,0550 00For
Dimensional717,7060 00For
State Street1,576436,515 00Against
Global X391,5120 00For
Charles Schwab342,6760 00For
Fidelity176,6770 00For
WisdomTree76,4910 00For
Jackson National64,6380 00For
Columbia Threadneedle53,6210 00For
NEXPOINT FUNDS I46,1720 00For
First Trust40,7250 00For
Investment Managers Series Trust II38,8210 00For
FORUM FUNDS II030,730 00Against
BNY Mellon26,8500 00For
Principal26,4550 00For
Guggenheim14,7930 00For
Catholic Responsible Investments Funds012,739 00Against
Mercer Funds12,6890 00For
RBB FUND, INC.12,2460 00For
Lincoln Financial11,8390 00For
Allianz11,5760 00For
Northwestern Mutual10,5610 00For
T. Rowe Price08,920 00Against

Showing the 25 largest of 45 asset managers. See all 45 in the interactive database.

4. Adjourn Meeting

No official matchEXTRAORDINARY TRANSACTIONS

100% of fund votes cast · no official result

FOR
Details: votes by 2 asset managers

The 2 asset managers below reported 27,882 for. 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.

FOR: 27,882
Largest asset managers voting on “Adjourn Meeting” at Guess?, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Empower24,2820 00For
CLEARWATER INVESTMENT TRUST3,6000 00For

5. 2. Compensation Proposal: At the Special Meeting, the Company's stockholders voted upon a proposal to approve, on a…

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

Combines 6 wordings of this item as funds reported it.

72% Approved · of votes cast

FOR 72%AGAINST
FOR: 30,282,011AGAINST: 11,685,202
Details: description as filed, official tally, votes by 174 asset managers

Description as filed by funds: To approve, on a non-binding, advisory basis, the compensation that will or may become payable by Guess to its named executive officers in connection with the Merger.

Guess?, Inc.’s own tally for this item (“2. Compensation Proposal: At the Special Meeting, the Company's stockholders voted upon a proposal to approve, on a non-binding, advisory basis, the compensation that will or may become payable by the Company to its name”): 30,282,011 for, 11,685,202 against — passed, per its Form 8-K filed November 25, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “2 At the Special Meeting, the Company's stockholders approved, on a non-binding advisory basis, the Compensation Proposal as follows:”
Support: 72% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Voting standard, as the filing states it: a majority of the shares present or represented (“majority of shares of the Company Common Stock present”).

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: 45 asset managers voting on “To approve, on a non-binding, advisory basis, the compensation that will or may become payable by Guess to its” at Guess?, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BlackRock02,379,430 00Against
Vanguard1,896,5057,396 00For
American Century01,155,055 00Against
Dimensional0717,706 00Against
State Street403437,688 00Against
Global X0391,512 00Against
Charles Schwab0342,676 00Against
Fidelity0176,677 00Against
WisdomTree076,491 00Against
Jackson National064,638 00Against
Columbia Threadneedle053,621 00Against
NEXPOINT FUNDS I046,172 00Against
First Trust40,7250 00For
Investment Managers Series Trust II38,8210 00For
FORUM FUNDS II030,730 00Against
BNY Mellon026,850 00Against
Principal026,455 00Against
Guggenheim014,793 00Against
Catholic Responsible Investments Funds012,739 00Against
Mercer Funds012,689 00Against
RBB FUND, INC.12,2460 00For
Lincoln Financial011,839 00Against
Allianz011,576 00Against
Northwestern Mutual010,561 00Against
T. Rowe Price08,920 00Against

Fund voting reports, all 45 managers: 1,996,670 for, 6,058,677 against, 1,070 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 144 asset managers voting on “To approve, on a non-binding, advisory basis, the compensation that will or may become payable by Guess to its” at Guess?, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
American Century01,184,301 00Against
BlackRock123,780421,832 00Mixed
Charles Schwab0388,800 00Against
Tieton Capital Management, LLC0335,844 00Against
Alberta Investment Management Corp0327,902 00Against
PARAMETRIC PORTFOLIO ASSOCIATES LLC0250,626 00Against
Dimensional0246,840 00Against
State Street0180,457 00Against
AQR0161,648 00Against
GEODE CAPITAL MANAGEMENT, LLC0148,492 00Against
PRINCIPAL GLOBAL INVESTORS0145,308 00Against
Two Sigma0120,904 00Against
CREDIT INDUSTRIEL ET COMMERCIAL118,2880 00For
Northern Trust099,953 00Against
MELLON INVESTMENTS Corp093,911 00Against
LSV ASSET MANAGEMENT091,124 00Against
Vanguard71,84617,985 00Mixed
UI BVK Kapitalverwaltungsgesellschaft mbH088,400 00Against
Slotnik Capital, LLC79,9740 00For
Man Group plc069,039 00Against
UBS066,036 00Against
PUBLIC SECTOR PENSION INVESTMENT BOARD065,235 00Against
BNY Mellon064,996 00Against
MASO CAPITAL PARTNERS Ltd00 54,6000Abstain
T. Rowe Price051,749 00Against

Institutional-manager reports, all 144 managers: 439,332 for, 5,220,280 against, 54,600 abstained, 1,517 not voted. Showing the 25 largest; see all in the interactive database.

6. Advisory Vote on Golden Parachutes

No official matchFund totals may overlapSECTION 14A SAY-ON-PAY VOTES

0.2% Fund and manager reports combined; may count the same shares twice · no official result

AGAINSTABSTAIN
Details: votes by 5 asset managers

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.

Fund voting reports: 2 asset managers voting on “Advisory Vote on Golden Parachutes” at Guess?, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Empower024,282 00Against
CLEARWATER INVESTMENT TRUST03,600 00Against

Fund voting reports, all 2 managers: 27,882 against.

Institutional-manager reports: 3 asset managers voting on “Advisory Vote on Golden Parachutes” at Guess?, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
ALGERT GLOBAL LLC00 16,5900Abstain
APG Asset Management US Inc.0800 00Against
Coyle Financial Counsel LLC500 00For

Institutional-manager reports, all 3 managers: 50 for, 800 against, 16,590 abstained.

Largest Guess?, Inc. shareholders voting in 2025-2026

Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 52,011,369 shares outstanding at the time of that meeting.

Fund voting reports: top Guess?, Inc. shareholders by shares voted on “To approve, on a non-binding, advisory basis, the compensation that will or may become payable…”, 2025-2026
#Asset manager % of shares outstanding
1BlackRock 4.57%
2Vanguard 3.66%
3American Century 2.22%
4Dimensional 1.38%
5State Street 0.84%
6Global X 0.75%
7Charles Schwab 0.66%
8Fidelity 0.34%
9WisdomTree 0.15%
10Jackson National 0.12%
Institutional-manager reports: top Guess?, Inc. shareholders by shares voted on “To approve, on a non-binding, advisory basis, the compensation that will or may become payable…”, 2025-2026
#Asset manager % of shares outstanding
1American Century 2.28%
2BlackRock 1.05%
3Charles Schwab 0.75%
4Tieton Capital Management, LLC 0.65%
5Alberta Investment Management Corp 0.63%
6PARAMETRIC PORTFOLIO ASSOCIATES LLC 0.48%
7Dimensional 0.47%
8State Street 0.35%
9AQR 0.31%
10GEODE CAPITAL MANAGEMENT, LLC 0.29%

Reported Guess?, 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.

Guess?, Inc. holdings and ownership disclosed for the 2025-2026 proxy season
Holder % outstanding Disclosure
Paul Marciano 28.70% DEF14A
Maurice Marciano 9.42% DEF14A
Dimensional Fund Advisors LP 6.74% DEF14A
BlackRock, Inc. 6.56% DEF14A
Carlos Alberini 4.56% DEF14A
Vanguard Group 4.49% 13F
Morgan Stanley 0.83% 13F
Fabrice Benarouche 0.46% DEF14A
Anthony Chidoni 0.42% DEF14A
Alex Yemenidjian 0.35% DEF14A

Percentages above are of 52,011,369 shares outstanding, as reported by Guess?, Inc. on its Form 10-Q dated May 3, 2025 (see the filing on EDGAR). This is the count contemporaneous with the 2025-2026 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from Guess?, Inc.’s 10-Q dated May 3, 2025. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.

At Guess?, Inc.'s shareholder meeting held November 21, 2025, in the 2025-2026 proxy season, 179 asset managers reported how they voted in their SEC Form N-PX filings, covering 567 separate fund positions. Their filings are grouped here into 6 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 — To approve, on a non-binding, advisory basis, the compensation that will or may become payable… — Guess?, Inc.'s filing reports the proposal as approved, with 72% 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: Guess?, Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on November 25, 2025.

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

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