HEALTHSTREAM INC. 2023-2024 Proxy Voting Records

Description as filed by funds: To elect three Class III directors (Robert A. Frist, Jr.; Terry Allisen Rappuhn; Frank E. Gordon) to hold office for a term of three (3) years and until their successors have been duly elected and qualified: Frank E. Gordon

HEALTHSTREAM INC.’s own tally for this item (“Elect Director: Frank Gordon”): 23,969,764 for, 2,196,358 withheld, per its Form 8-K filed June 3, 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: “(1) The shareholders of the Company elected each of the following three directors in Class III for a term of three years and until their successors are duly elected and qualified:”
Support: 92% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 71 asset managers below reported 10,242,925 for, 757,314 withheld.

Showing the 25 largest of 71 asset managers. See all 71 in the interactive database.

Description as filed by funds: To elect three Class III directors (Robert A. Frist, Jr.; Terry Allisen Rappuhn; Frank E. Gordon) to hold office for a term of three (3) years and until their successors have been duly elected and qualified: Robert A. Frist, Jr.

HEALTHSTREAM INC.’s own tally for this item (“Elect Director: Robert A. Frist, Jr.”): 25,268,454 for, 897,668 withheld, per its Form 8-K filed June 3, 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: “(1) The shareholders of the Company elected each of the following three directors in Class III for a term of three years and until their successors are duly elected and qualified:”
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 71 asset managers below reported 10,872,453 for, 127,786 withheld.

Showing the 25 largest of 71 asset managers. See all 71 in the interactive database.

Description as filed by funds: To elect three Class III directors (Robert A. Frist, Jr.; Terry Allisen Rappuhn; Frank E. Gordon) to hold office for a term of three (3) years and until their successors have been duly elected and qualified: Terry Allison Rappuhn

HEALTHSTREAM INC.’s own tally for this item (“Elect Director: Terry A. Rappuhn”): 25,748,351 for, 417,771 withheld, per its Form 8-K filed June 3, 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: “(1) The shareholders of the Company elected each of the following three directors in Class III for a term of three years and until their successors are duly elected and qualified:”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 71 asset managers below reported 10,966,684 for, 33,555 withheld.

Showing the 25 largest of 71 asset managers. See all 71 in the interactive database.

Description as filed by funds: To elect three Class III directors (Robert A. First, Jr.; Terry Allison Rappuhn; Frank E. Gordon) to hold office for a term of three (3) years and until their successors have been duly elected and qualified Frank E. Gordon

The 18 asset managers below reported 394,255 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.

Description as filed by funds: To elect three Class III directors (Robert A. First, Jr.; Terry Allison Rappuhn; Frank E. Gordon) to hold office for a term of three (3) years and until their successors have been duly elected and qualified Robert A. Frist, Jr.

The 18 asset managers below reported 341,635 for, 52,620 withheld. 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.

Description as filed by funds: To elect three Class III directors (Robert A. First, Jr.; Terry Allison Rappuhn; Frank E. Gordon) to hold office for a term of three (3) years and until their successors have been duly elected and qualified Terry Allison Rappuhn

The 18 asset managers below reported 394,255 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.

Description as filed by funds: To approve, on an advisory basis, the compensation of the Company's named executive officers as described in the Company's proxy statement.

HEALTHSTREAM INC.’s own tally for this item (“3. A non-binding advisory resolution on the Company's executive compensation as described in the Proxy Statement ("say-on-pay")”): 25,049,159 for, 1,112,090 against — passed, per its Form 8-K filed June 3, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “(3) The shareholders of the Company approved a non-binding advisory resolution on the Company's executive compensation as described in the Proxy Statement ("say-on-pay"):”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of HEALTHSTREAM INC.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Advisory Vote to Ratify Named Executive Officers' Compensation” (5 managers, Fund and manager reports combined; may count the same shares twice; no share total shown).

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, all 86 managers: 10,866,852 for, 507,036 against. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 180 managers: 9,648,015 for, 719,973 against, 35,802 1 year. Showing the 25 largest; see all in the interactive database.

Description as filed by funds: To determine, on an advisory basis, whether the Company will have future advisory votes regarding executive compensation every one year, every two years, or every three years.

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, all 86 managers: 34,234 for, 9,942,422 1 year, 1,397,232 3 year. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 173 managers: 39,011 for, 1,980 against, 10,151,552 1 year, 146,173 3 year, 17,188 2 year, 50 unknown. Showing the 25 largest; see all in the interactive database.

Description as filed by funds: To ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024.

HEALTHSTREAM INC.’s own tally for this item (“2. The appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024”): 26,939,560 for, 599,219 against — passed, per its Form 8-K filed June 3, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “(2) The shareholders of the Company ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024:”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 88 asset managers below reported 11,117,523 for, 274,291 against.

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