Home › Companies › HashiCorp, Inc. › 2024-2025
Compiled from SEC Form N-PX filings and HashiCorp, Inc.’s Form 8-K, filed July 16, 2024 (Item 5.07 on EDGAR). Page generated October 18, 2026.
Meeting of July 15, 2024: 1 item on HashiCorp, Inc.’s Form 8-K, filed July 16, 2024: 1 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 July 16, 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 |
|---|---|---|---|---|---|---|---|---|
| 1. Adoption of the Merger Agreement | 573,004,886 | 202,991 | 77,004 | -- | 0 | 99.9% | Approved | — |
Source: HashiCorp, Inc., Form 8-K, filed with the SEC on July 16, 2024 — read the filing on EDGAR.
Each item below shows how the 292 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. 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 HashiCorp, 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 5 wordings of this item as funds reported it.
100% of fund votes cast · no official result
Description as filed by funds: To adopt the Agreement and Plan of Merger (as it may be amended, modified, supplemented or waived from time to time), dated as of April 24, 2024, by and among International Business Machines Corporation, McCloud Merger Sub, Inc. and HashiCorp (the "merger agreement").
The 81 asset managers below reported 32,921,335 for, 3,026 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.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 11,967,124 | 0 | 0 | 0 | For |
| First Trust | 2,450,438 | 0 | 0 | 0 | For |
| Fidelity | 1,960,334 | 0 | 0 | 0 | For |
| BlackRock | 1,906,009 | 0 | 0 | 0 | For |
| FRANKLIN STRATEGIC SERIES | 1,451,700 | 0 | 0 | 0 | For |
| JPMorgan | 1,356,849 | 0 | 0 | 0 | For |
| MERGER FUND | 1,233,531 | 0 | 0 | 0 | For |
| Federated Hermes | 1,058,466 | 0 | 0 | 0 | For |
| ARBITRAGE FUNDS | 867,372 | 0 | 0 | 0 | For |
| Investment Managers Series Trust II | 867,112 | 0 | 0 | 0 | For |
| AQR | 740,986 | 0 | 0 | 0 | For |
| Dimensional | 717,322 | 0 | 0 | 0 | For |
| Charles Schwab | 701,679 | 0 | 0 | 0 | For |
| Invesco | 627,278 | 0 | 0 | 0 | For |
| AMG FUNDS | 534,290 | 0 | 0 | 0 | For |
| New York Life | 406,766 | 0 | 0 | 0 | For |
| NEXPOINT FUNDS I | 370,520 | 0 | 0 | 0 | For |
| Virtus | 271,292 | 0 | 0 | 0 | For |
| TIAA | 253,692 | 0 | 0 | 0 | For |
| State Street | 200,244 | 0 | 0 | 0 | For |
| WisdomTree | 198,418 | 0 | 0 | 0 | For |
| Jackson National | 172,502 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 162,290 | 0 | 0 | 0 | For |
| Prudential/PGIM | 159,833 | 0 | 0 | 0 | For |
| Dunham Funds | 156,918 | 0 | 0 | 0 | For |
Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.
Combines 5 wordings of this item as funds reported it.
94% of fund votes cast · no official result
Description as filed by funds: To adjourn the Special Meeting, from time to time, to a later date or dates, if necessary or appropriate including to solicit additional proxies if there are insufficient votes to adopt the merger agreement at the time of the Special Meeting.
The 81 asset managers below reported 30,966,799 for, 2,018,794 against. 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 |
|---|---|---|---|---|---|
| Vanguard | 11,967,124 | 0 | 0 | 0 | For |
| First Trust | 2,450,438 | 0 | 0 | 0 | For |
| Fidelity | 263,647 | 1,696,687 | 0 | 0 | Mixed |
| BlackRock | 1,906,009 | 0 | 0 | 0 | For |
| FRANKLIN STRATEGIC SERIES | 1,451,700 | 0 | 0 | 0 | For |
| JPMorgan | 1,356,849 | 0 | 0 | 0 | For |
| MERGER FUND | 1,233,531 | 0 | 0 | 0 | For |
| Federated Hermes | 1,058,466 | 0 | 0 | 0 | For |
| ARBITRAGE FUNDS | 867,372 | 0 | 0 | 0 | For |
| Investment Managers Series Trust II | 867,112 | 0 | 0 | 0 | For |
| AQR | 740,986 | 0 | 0 | 0 | For |
| Dimensional | 717,322 | 0 | 0 | 0 | For |
| Charles Schwab | 701,679 | 0 | 0 | 0 | For |
| Invesco | 627,278 | 0 | 0 | 0 | For |
| AMG FUNDS | 534,290 | 0 | 0 | 0 | For |
| New York Life | 406,766 | 0 | 0 | 0 | For |
| NEXPOINT FUNDS I | 370,520 | 0 | 0 | 0 | For |
| Virtus | 271,292 | 0 | 0 | 0 | For |
| TIAA | 253,692 | 0 | 0 | 0 | For |
| State Street | 512 | 199,732 | 0 | 0 | Against |
| WisdomTree | 198,418 | 0 | 0 | 0 | For |
| Jackson National | 172,502 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 162,290 | 0 | 0 | 0 | For |
| Prudential/PGIM | 76,628 | 83,205 | 0 | 0 | Mixed |
| Dunham Funds | 156,918 | 0 | 0 | 0 | For |
Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.
Combines 10 wordings of this item as funds reported it.
99.9% Fund and manager reports combined; may count the same shares twice · no official result
Description as filed by funds: To approve, on a non-binding, advisory basis, the compensation that will or may become payable by HashiCorp to its named executive officers in connection with the merger contemplated by the merger agreement.
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 |
|---|---|---|---|---|---|
| Vanguard | 11,967,124 | 0 | 0 | 0 | For |
| First Trust | 2,450,438 | 0 | 0 | 0 | For |
| Fidelity | 1,960,334 | 0 | 0 | 0 | For |
| BlackRock | 1,906,009 | 0 | 0 | 0 | For |
| FRANKLIN STRATEGIC SERIES | 1,451,700 | 0 | 0 | 0 | For |
| JPMorgan | 1,356,849 | 0 | 0 | 0 | For |
| MERGER FUND | 1,233,531 | 0 | 0 | 0 | For |
| Federated Hermes | 1,058,466 | 0 | 0 | 0 | For |
| ARBITRAGE FUNDS | 867,372 | 0 | 0 | 0 | For |
| Investment Managers Series Trust II | 861,712 | 5,400 | 0 | 0 | For |
| AQR | 740,986 | 0 | 0 | 0 | For |
| Dimensional | 717,322 | 0 | 0 | 0 | For |
| Charles Schwab | 701,679 | 0 | 0 | 0 | For |
| Invesco | 627,278 | 0 | 0 | 0 | For |
| AMG FUNDS | 534,290 | 0 | 0 | 0 | For |
| New York Life | 406,766 | 0 | 0 | 0 | For |
| NEXPOINT FUNDS I | 370,520 | 0 | 0 | 0 | For |
| Virtus | 271,292 | 0 | 0 | 0 | For |
| TIAA | 253,692 | 0 | 0 | 0 | For |
| State Street | 200,244 | 0 | 0 | 0 | For |
| WisdomTree | 198,418 | 0 | 0 | 0 | For |
| Jackson National | 172,502 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 162,290 | 0 | 0 | 0 | For |
| Prudential/PGIM | 159,833 | 0 | 0 | 0 | For |
| Dunham Funds | 156,918 | 0 | 0 | 0 | For |
Fund voting reports, all 78 managers: 32,841,618 for, 19,489 against, 32,545 abstained. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Notable Capital Management, L.L.C. | 18,252,699 | 0 | 0 | 0 | For |
| DAVIDSON KEMPNER CAPITAL MANAGEMENT LP | 4,983,015 | 0 | 0 | 0 | For |
| FARALLON CAPITAL MANAGEMENT LLC | 4,865,738 | 0 | 0 | 0 | For |
| BlackRock | 3,193,764 | 0 | 0 | 0 | For |
| UBS | 3,016,004 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 1,858,436 | 0 | 0 | 0 | For |
| TimesSquare Capital Management, LLC | 1,688,656 | 0 | 0 | 0 | For |
| State Street | 1,638,850 | 0 | 0 | 0 | For |
| Man Group plc | 1,533,822 | 0 | 0 | 0 | For |
| Hudson Bay Capital Management LP | 1,517,546 | 0 | 0 | 0 | For |
| Magnetar Financial LLC | 1,489,339 | 0 | 0 | 0 | For |
| FRANKLIN ADVISERS INC | 1,468,957 | 0 | 0 | 0 | For |
| AQR | 1,354,022 | 0 | 0 | 0 | For |
| Pentwater Capital Management LP | 1,244,095 | 0 | 0 | 0 | For |
| Carlson Capital, L.P. | 1,103,125 | 0 | 0 | 0 | For |
| WATER ISLAND CAPITAL LLC | 1,089,994 | 0 | 0 | 0 | For |
| BALYASNY ASSET MANAGEMENT L.P. | 1,085,083 | 0 | 0 | 0 | For |
| Federated Hermes | 1,058,466 | 0 | 0 | 0 | For |
| PICTON MAHONEY ASSET MANAGEMENT | 1,044,480 | 0 | 0 | 0 | For |
| Kite Lake Capital Management (UK) LLP | 861,776 | 0 | 0 | 0 | For |
| AllianceBernstein | 853,345 | 0 | 0 | 0 | For |
| Invesco | 814,621 | 0 | 0 | 0 | For |
| Woodline Partners LP | 800,000 | 0 | 0 | 0 | For |
| Fidelity | 765,238 | 0 | 0 | 0 | For |
| Contour Asset Management LLC | 743,815 | 0 | 0 | 0 | For |
Institutional-manager reports, all 230 managers: 75,119,439 for, 87,312 against, 154,725 abstained. Showing the 25 largest; see all in the interactive database.
100% Fund and manager reports combined; may count the same shares twice · no official result
Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice). The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| GuideStone | 74,317 | 0 | 0 | 0 | For |
Fund voting reports, all 1 managers: 74,317 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| ADAGE CAPITAL PARTNERS GP, L.L.C. | 2,170,307 | 0 | 0 | 0 | For |
| JPMorgan | 1,704,129 | 0 | 0 | 0 | For |
| WASHINGTON CAPITAL MANAGEMENT, INC | 25,100 | 0 | 0 | 0 | For |
| Coyle Financial Counsel LLC | 9,392 | 0 | 0 | 0 | For |
| SIERRA SUMMIT ADVISORS LLC | 9,392 | 0 | 0 | 0 | For |
Institutional-manager reports, all 5 managers: 3,918,320 for.
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 | 5.98% |
| 2 | First Trust | 1.22% |
| 3 | Fidelity | 0.98% |
| 4 | BlackRock | 0.95% |
| 5 | FRANKLIN STRATEGIC SERIES | 0.73% |
| 6 | JPMorgan | 0.68% |
| 7 | MERGER FUND | 0.62% |
| 8 | Federated Hermes | 0.53% |
| 9 | ARBITRAGE FUNDS | 0.43% |
| 10 | Investment Managers Series Trust II | 0.43% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Notable Capital Management, L.L.C. | 9.12% |
| 2 | DAVIDSON KEMPNER CAPITAL MANAGEMENT LP | 2.49% |
| 3 | FARALLON CAPITAL MANAGEMENT LLC | 2.43% |
| 4 | BlackRock | 1.60% |
| 5 | UBS | 1.51% |
| 6 | GEODE CAPITAL MANAGEMENT, LLC | 0.93% |
| 7 | TimesSquare Capital Management, LLC | 0.84% |
| 8 | State Street | 0.82% |
| 9 | Man Group plc | 0.77% |
| 10 | Hudson Bay Capital Management LP | 0.76% |
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 |
|---|---|---|
| Mayfield XIV and associated entities | 6.37% | DEF14A |
| Mitchell Hashimoto | 5.49% | DEF14A |
| The Vanguard Group | 5.36% | DEF14A |
| David McJannet | 3.41% | 13G |
| Armon Dadgar | 1.08% | DEF14A |
| Glenn Solomon | 0.54% | DEF14A |
| GGV Capital V L.P. | 0.33% | DEF14A |
| Nuveen | 0.29% | 13F |
| Susan St. Ledger | 0.09% | DEF14A |
| Navam Welihinda | 0.06% | DEF14A |
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 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 HashiCorp, Inc.’s 10-Q dated April 30, 2024. This page is a static snapshot rebuilt weekly on October 18, 2026; a live search always shows the current data.
At HashiCorp, Inc.'s shareholder meeting held July 15, 2024, in the 2024-2025 proxy season, 292 asset managers reported how they voted in their SEC Form N-PX filings, covering 1,099 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. HashiCorp, 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 a non-binding, advisory basis, the compensation that will or may become payable… — the reporting funds and managers cast 99.9% 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.
HashiCorp, Inc. proxy season coverage: 2023-2024 · 2024-2025 (this page).
Download data (CSV): ballot items · votes by manager · column guide.