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Compiled from SEC Form N-PX filings and HASHICORP INC.’s Form 8-K, filed June 27, 2024 (Item 5.07 on EDGAR). Page generated October 14, 2026.
Meeting of June 25, 2024: 4 items on HASHICORP INC.’s Form 8-K, filed June 27, 2024: 2 elected · 2 approved.
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
Explore HASHICORP INC. in the interactive database Compare manager voting policies
These tallies are HASHICORP INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed June 27, 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: Armon Dadgar | 393,864,245 | -- | -- | 22,181,960 | 11,635,428 | 95% | Elected | — |
| Elect Director: David McJannet | 393,657,893 | -- | -- | 22,388,312 | 11,635,428 | 95% | Elected | — |
| 2. Advisory Vote on the Compensation of Named Executive Officers | 368,659,626 | 46,503,310 | 883,269 | -- | 11,635,428 | 89% | Approved | — |
| 3. Ratification of Appointment of Independent Registered Public Accounting Firm The appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending January 31, 2025 | 427,523,619 | 34,361 | 123,653 | -- | -- | 99.9% | Approved | — |
Source: HASHICORP INC., Form 8-K, filed with the SEC on June 27, 2024 — read the filing on EDGAR.
Each item below shows how the 299 asset managers that disclosed a HASHICORP 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.
Combines 5 wordings of this item as funds reported it.
95% Majority: yes · of votes cast
Description as filed by funds: To elect the two Class III directors to hold office until our 2027 annual meeting of stockholders and until their respective successors are elected and qualified: Armon Dadgar
HASHICORP INC.’s own tally for this item (“Elect Director: Armon Dadgar”): 393,864,245 for, 22,181,960 withheld, per its Form 8-K filed June 27, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “The matters voted upon at the meeting and the vote with respect to each such matter are set forth below: Proposal 1 - Election of Directors Each of the following nominees was elected to serve as a Class III director, to hold office until the Company's 2027 annual meeting of stockholders or until hi…”
Support: 95% of votes cast — FOR ÷ (FOR + WITHHELD); 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 |
|---|---|---|---|---|---|
| Vanguard | 11,925,385 | 0 | 0 | 0 | For |
| First Trust | 0 | 0 | 0 | 2,424,373 | Withhold |
| Federated Hermes | 2,239,866 | 0 | 0 | 0 | For |
| JPMorgan | 1,907,244 | 0 | 0 | 0 | For |
| BlackRock | 1,890,964 | 0 | 0 | 0 | For |
| FRANKLIN STRATEGIC SERIES | 1,451,700 | 0 | 0 | 0 | For |
| MERGER FUND | 1,125,548 | 0 | 0 | 0 | For |
| Advisors' Inner Circle Fund II | 857,135 | 0 | 0 | 0 | For |
| AQR | 0 | 0 | 0 | 848,517 | Withhold |
| ARBITRAGE FUNDS | 793,385 | 0 | 0 | 0 | For |
| Investment Managers Series Trust II | 741,577 | 0 | 0 | 0 | For |
| Charles Schwab | 701,596 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 0 | 0 | 0 | 644,429 | Withhold |
| Invesco | 592,638 | 0 | 0 | 0 | For |
| AMG FUNDS | 534,290 | 0 | 0 | 0 | For |
| Fidelity | 494,523 | 0 | 0 | 35,770 | Mixed |
| New York Life | 0 | 0 | 0 | 420,069 | Withhold |
| NEXPOINT FUNDS I | 0 | 0 | 0 | 370,520 | Withhold |
| Virtus | 250,895 | 0 | 0 | 0 | For |
| TIAA | 246,070 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 0 | 0 | 0 | 212,323 | Withhold |
| State Street | 104,579 | 0 | 0 | 106,726 | Mixed |
| WisdomTree | 200,819 | 0 | 0 | 0 | For |
| Jackson National | 79,010 | 0 | 0 | 86,317 | Mixed |
| Prudential/PGIM | 158,905 | 0 | 0 | 928 | For |
Fund voting reports, all 83 managers: 27,236,363 for, 6,170,937 withheld, 10 not voted. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| TimesSquare Capital Management, LLC | 1,813,216 | 0 | 0 | 5,890 | For |
Institutional-manager reports, all 1 managers: 1,813,216 for, 5,890 withheld.
Combines 6 wordings of this item as funds reported it.
95% Majority: yes · of votes cast
Description as filed by funds: To elect the two Class III directors to hold office until our 2027 annual meeting of stockholders and until their respective successors are elected and qualified: David McJannet
HASHICORP INC.’s own tally for this item (“Elect Director: David McJannet”): 393,657,893 for, 22,388,312 withheld, per its Form 8-K filed June 27, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “The matters voted upon at the meeting and the vote with respect to each such matter are set forth below: Proposal 1 - Election of Directors Each of the following nominees was elected to serve as a Class III director, to hold office until the Company's 2027 annual meeting of stockholders or until hi…”
Support: 95% of votes cast — FOR ÷ (FOR + WITHHELD); 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 |
|---|---|---|---|---|---|
| Vanguard | 11,925,385 | 0 | 0 | 0 | For |
| First Trust | 0 | 0 | 0 | 2,424,373 | Withhold |
| Federated Hermes | 2,239,866 | 0 | 0 | 0 | For |
| JPMorgan | 1,907,244 | 0 | 0 | 0 | For |
| BlackRock | 1,890,964 | 0 | 0 | 0 | For |
| FRANKLIN STRATEGIC SERIES | 1,451,700 | 0 | 0 | 0 | For |
| MERGER FUND | 1,125,548 | 0 | 0 | 0 | For |
| Advisors' Inner Circle Fund II | 857,135 | 0 | 0 | 0 | For |
| AQR | 0 | 0 | 0 | 848,517 | Withhold |
| ARBITRAGE FUNDS | 793,385 | 0 | 0 | 0 | For |
| Investment Managers Series Trust II | 741,577 | 0 | 0 | 0 | For |
| Charles Schwab | 701,596 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 0 | 0 | 0 | 644,429 | Withhold |
| Invesco | 592,638 | 0 | 0 | 0 | For |
| AMG FUNDS | 534,290 | 0 | 0 | 0 | For |
| Fidelity | 221,751 | 0 | 0 | 308,542 | Mixed |
| New York Life | 0 | 0 | 0 | 420,069 | Withhold |
| NEXPOINT FUNDS I | 0 | 0 | 0 | 370,520 | Withhold |
| Virtus | 250,895 | 0 | 0 | 0 | For |
| TIAA | 0 | 0 | 0 | 246,070 | Withhold |
| AIG/SunAmerica | 0 | 0 | 0 | 212,323 | Withhold |
| State Street | 208,619 | 0 | 0 | 2,686 | For |
| WisdomTree | 200,819 | 0 | 0 | 0 | For |
| Jackson National | 79,010 | 0 | 0 | 86,317 | Mixed |
| Prudential/PGIM | 158,905 | 0 | 0 | 928 | For |
Fund voting reports, all 83 managers: 26,781,660 for, 6,625,640 withheld, 10 not voted. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| TimesSquare Capital Management, LLC | 1,813,216 | 0 | 0 | 5,890 | For |
Institutional-manager reports, all 1 managers: 1,813,216 for, 5,890 withheld.
Combines 10 wordings of this item as funds reported it.
89% Approved · of votes cast
Description as filed by funds: To approve, on an advisory basis, the compensation of our named executive officers.
HASHICORP INC.’s own tally for this item (“2. Advisory Vote on the Compensation of Named Executive Officers”): 368,659,626 for, 46,503,310 against — passed, per its Form 8-K filed June 27, 2024 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 2 - Advisory Vote on the Compensation of Named Executive Officers The Company's stockholders approved, on an advisory basis, the compensation of the Company's named executive officers as disclosed in the proxy statement for the 2024 annual meeting of stockholders:”
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 |
|---|---|---|---|---|---|
| Vanguard | 0 | 11,925,385 | 0 | 0 | Against |
| First Trust | 0 | 2,424,373 | 0 | 0 | Against |
| Federated Hermes | 2,239,866 | 0 | 0 | 0 | For |
| JPMorgan | 0 | 1,907,244 | 0 | 0 | Against |
| BlackRock | 0 | 1,890,964 | 0 | 0 | Against |
| FRANKLIN STRATEGIC SERIES | 1,451,700 | 0 | 0 | 0 | For |
| MERGER FUND | 1,125,548 | 0 | 0 | 0 | For |
| Advisors' Inner Circle Fund II | 857,135 | 0 | 0 | 0 | For |
| AQR | 0 | 848,517 | 0 | 0 | Against |
| ARBITRAGE FUNDS | 793,385 | 0 | 0 | 0 | For |
| Investment Managers Series Trust II | 737,577 | 4,000 | 0 | 0 | For |
| Charles Schwab | 0 | 701,596 | 0 | 0 | Against |
| OLD WESTBURY FUNDS INC | 0 | 644,429 | 0 | 0 | Against |
| Invesco | 0 | 592,638 | 0 | 0 | Against |
| AMG FUNDS | 0 | 534,290 | 0 | 0 | Against |
| Fidelity | 0 | 530,293 | 0 | 0 | Against |
| New York Life | 0 | 420,069 | 0 | 0 | Against |
| NEXPOINT FUNDS I | 370,520 | 0 | 0 | 0 | For |
| Virtus | 250,895 | 0 | 0 | 0 | For |
| TIAA | 0 | 246,070 | 0 | 0 | Against |
| AIG/SunAmerica | 0 | 212,323 | 0 | 0 | Against |
| State Street | 208,619 | 2,686 | 0 | 0 | For |
| WisdomTree | 0 | 200,819 | 0 | 0 | Against |
| Jackson National | 79,010 | 86,317 | 0 | 0 | Mixed |
| Prudential/PGIM | 928 | 158,905 | 0 | 0 | Against |
Fund voting reports, all 83 managers: 8,930,369 for, 24,404,902 against, 72,029 abstained, 10 not voted. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| GGV Capital LLC | 18,244,527 | 0 | 0 | 0 | For |
| Man Group plc | 0 | 8,667,100 | 0 | 0 | Against |
| TPG GP A, LLC | 3,294,436 | 0 | 0 | 0 | For |
| BlackRock | 23,313 | 2,303,093 | 0 | 0 | Against |
| TIG Advisors, LLC | 2,265,069 | 0 | 0 | 0 | For |
| Federated Hermes | 2,239,866 | 0 | 0 | 0 | For |
| JPMorgan | 0 | 2,062,601 | 0 | 0 | Against |
| ADAGE CAPITAL PARTNERS GP, L.L.C. | 0 | 1,870,307 | 0 | 0 | Against |
| TimesSquare Capital Management, LLC | 0 | 1,819,106 | 0 | 0 | Against |
| Pentwater Capital Management LP | 0 | 1,760,000 | 0 | 0 | Against |
| FRANKLIN ADVISERS INC | 1,468,957 | 0 | 0 | 0 | For |
| Magnetar Financial LLC | 0 | 1,456,063 | 0 | 0 | Against |
| AQR | 0 | 1,359,174 | 0 | 0 | Against |
| Daventry Group, LP | 1,300,481 | 0 | 0 | 0 | For |
| Carlson Capital, L.P. | 0 | 990,175 | 0 | 0 | Against |
| Hudson Bay Capital Management LP | 0 | 948,933 | 0 | 0 | Against |
| WATER ISLAND CAPITAL LLC | 901,231 | 0 | 0 | 0 | For |
| State Street | 786,675 | 41,432 | 0 | 0 | Mixed |
| Charles Schwab | 0 | 701,596 | 0 | 0 | Against |
| Invesco | 0 | 764,397 | 0 | 0 | Against |
| Contour Asset Management LLC | 746,758 | 0 | 0 | 0 | For |
| PICTON MAHONEY ASSET MANAGEMENT | 730,703 | 0 | 0 | 0 | For |
| Woodline Partners LP | 700,000 | 0 | 0 | 0 | For |
| Citadel | 696,400 | 0 | 0 | 0 | For |
| Artemis Investment Management LLP | 0 | 667,206 | 0 | 0 | Against |
Institutional-manager reports, all 238 managers: 39,681,359 for, 33,621,036 against, 60,679 abstained, 119,890 not voted, 7 unknown. Showing the 25 largest; see all in the interactive database.
Combines 4 wordings of this item as funds reported it.
99.9% Approved · of votes cast
Description as filed by funds: To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for our fiscal year ending January 31, 2025.
HASHICORP INC.’s own tally for this item (“3. Ratification of Appointment of Independent Registered Public Accounting Firm The appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending January 3”): 427,523,619 for, 34,361 against — passed, per its Form 8-K filed June 27, 2024 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 3 - Ratification of Appointment of Independent Registered Public Accounting Firm The appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending January 31, 2025 was ratified based on the following results of voting:”
Support: 99.9% 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 |
|---|---|---|---|---|---|
| Vanguard | 11,925,385 | 0 | 0 | 0 | For |
| First Trust | 2,424,373 | 0 | 0 | 0 | For |
| Federated Hermes | 2,239,866 | 0 | 0 | 0 | For |
| JPMorgan | 1,907,244 | 0 | 0 | 0 | For |
| BlackRock | 1,890,964 | 0 | 0 | 0 | For |
| FRANKLIN STRATEGIC SERIES | 1,451,700 | 0 | 0 | 0 | For |
| MERGER FUND | 1,125,548 | 0 | 0 | 0 | For |
| Advisors' Inner Circle Fund II | 857,135 | 0 | 0 | 0 | For |
| AQR | 848,517 | 0 | 0 | 0 | For |
| ARBITRAGE FUNDS | 793,385 | 0 | 0 | 0 | For |
| Investment Managers Series Trust II | 741,577 | 0 | 0 | 0 | For |
| Charles Schwab | 701,596 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 644,429 | 0 | 0 | 0 | For |
| Invesco | 592,638 | 0 | 0 | 0 | For |
| AMG FUNDS | 534,290 | 0 | 0 | 0 | For |
| Fidelity | 530,293 | 0 | 0 | 0 | For |
| New York Life | 420,069 | 0 | 0 | 0 | For |
| NEXPOINT FUNDS I | 370,520 | 0 | 0 | 0 | For |
| Virtus | 250,895 | 0 | 0 | 0 | For |
| TIAA | 246,070 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 212,323 | 0 | 0 | 0 | For |
| State Street | 211,305 | 0 | 0 | 0 | For |
| WisdomTree | 200,819 | 0 | 0 | 0 | For |
| Jackson National | 165,327 | 0 | 0 | 0 | For |
| Prudential/PGIM | 159,833 | 0 | 0 | 0 | For |
Fund voting reports, all 83 managers: 33,335,271 for, 72,029 abstained, 10 not voted. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| TimesSquare Capital Management, LLC | 1,819,106 | 0 | 0 | 0 | For |
| EDBI Pte Ltd | 6,500 | 0 | 0 | 0 | For |
Institutional-manager reports, all 2 managers: 1,825,606 for.
Not shown here: this season’s fund filings also report 1 item from the meeting of July 15, 2024, which belongs to the 2024-2025 season. A meeting outside this season’s July 1 to June 30 window is not counted in this page’s items or in its totals of asset managers and fund votes.
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 200,073,000 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Vanguard | 5.96% |
| 2 | First Trust | 1.21% |
| 3 | Federated Hermes | 1.12% |
| 4 | JPMorgan | 0.95% |
| 5 | BlackRock | 0.95% |
| 6 | FRANKLIN STRATEGIC SERIES | 0.73% |
| 7 | MERGER FUND | 0.56% |
| 8 | Advisors' Inner Circle Fund II | 0.43% |
| 9 | AQR | 0.42% |
| 10 | ARBITRAGE FUNDS | 0.40% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | GGV Capital LLC | 9.12% |
| 2 | Man Group plc | 4.33% |
| 3 | TPG GP A, LLC | 1.65% |
| 4 | BlackRock | 1.16% |
| 5 | TIG Advisors, LLC | 1.13% |
| 6 | Federated Hermes | 1.12% |
| 7 | JPMorgan | 1.03% |
| 8 | ADAGE CAPITAL PARTNERS GP, L.L.C. | 0.93% |
| 9 | TimesSquare Capital Management, LLC | 0.91% |
| 10 | Pentwater Capital Management LP | 0.88% |
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 |
|---|---|---|
| Armon Dadgar | 8.80% | 13G |
| Mayfield XIV and associated entities | 6.37% | DEF14A |
| The Vanguard Group | 5.36% | 13G |
| Mitchell Hashimoto | 3.48% | 13G |
| David McJannet | 3.32% | 13G |
| Millennium Management | 1.02% | 13F |
| Geode Capital | 0.91% | 13F |
| State Street | 0.89% | 13F |
| Franklin Templeton | 0.72% | 13F |
| Wellington Management | 0.68% | 13F |
Percentages above are of 200,073,000 shares outstanding, as reported by HASHICORP 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 HASHICORP INC.’s 10-Q dated April 30, 2024. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.
At HASHICORP INC.'s shareholder meeting held June 25, 2024, in the 2023-2024 proxy season, 299 asset managers reported how they voted on 4 ballot items in their SEC Form N-PX filings, covering 1,508 separate fund positions. On the most widely held item on that ballot — To approve, on an advisory basis, the compensation of our named executive officers. — HASHICORP 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: HASHICORP INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on June 27, 2024.
HASHICORP INC. proxy season coverage: 2023-2024 (this page) · 2024-2025.
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