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INFINERA CORP. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and INFINERA CORP.’s Form 8-K, filed June 12, 2024 (Item 5.07 on EDGAR). Page generated October 18, 2026.

  • 6Ballot items
  • 219Asset managers
  • 1,379Fund votes
  • June 12, 2024Meeting date

Results at a glance

Meeting of June 12, 2024: 6 items on INFINERA CORP.’s Form 8-K, filed June 12, 2024: 3 elected · 3 approved.

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

Explore INFINERA CORP. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by INFINERA CORP.

These tallies are INFINERA CORP.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed June 12, 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.

INFINERA CORP. — official shareholder meeting results, meeting held June 12, 2024
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: David W. Heard 163,399,7312,299,01588,652 --37,416,724 99%Elected—
Elect Director: Paul J. Milbury 162,549,0683,119,607118,723 --37,416,724 98%Elected—
Elect Director: David F. Welch, Ph.D. 160,211,2185,499,07277,108 --37,416,724 97%Elected—
2. To approve the Company's 2016 Plan, as amended, including increasing the number of shares authorized for issuance thereunder by 7,100,000 shares 163,963,4911,741,94881,959 --37,416,724 99%Approved—
3. To approve, on an advisory basis, the compensation of the Company's named executive officers for fiscal year 2023, as described in the Proxy Statement 161,310,7184,241,736234,944 --37,416,724 97%Approved—
4. To ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 28, 2024, as described in the Proxy Statement 199,045,3623,858,799299,961 ---- 98%Approved—

Source: INFINERA CORP., Form 8-K, filed with the SEC on June 12, 2024 — read the filing on EDGAR.

How asset managers voted at the INFINERA CORP. 2023-2024 meeting

Each item below shows how the 219 asset managers that disclosed a INFINERA CORP. 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: David W. Heard

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 163,399,731AGAINST: 2,299,015
Details: description as filed, official tally, votes by 67 asset managers

Description as filed by funds: To elect three Class II directors to the Board of Directors to hold office until the 2027 annual meeting of stockholders or until their respective successors have been duly elected and qualified, or until their earlier death, resignation or removal from the Board of Directors: David W. Heard

INFINERA CORP.’s own tally for this item (“Elect Director: David W. Heard”): 163,399,731 for, 2,299,015 against, per its Form 8-K filed June 12, 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: “Proposal 1 - Approval of the Election of Three Class II Directors to the Company's Board of Directors The three individuals listed below were elected at the Annual Meeting to serve on the Board of Directors (the "Board") for a three-year term expiring at the 2027 Annual Meeting of Stockholders or u…”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 67 asset managers below reported 59,578,872 for, 19,826 against.

FOR
FOR: 59,578,872AGAINST: 19,826
Largest asset managers voting on “To elect three Class II directors to the Board of Directors to hold office until the 2027 annual meeting of st” at INFINERA CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard24,103,9590 00For
Fidelity11,425,3880 00For
Brown Advisory Funds5,055,4670 00For
AMERICAN BEACON FUNDS2,270,6510 00For
BlackRock2,030,8390 00For
Principal1,642,5760 00For
Charles Schwab1,617,0280 00For
Victory Capital1,600,1380 00For
Columbia Threadneedle1,471,7600 00For
Harbor Funds II1,117,9050 00For
Goldman Sachs1,039,8150 00For
PARADIGM FUNDS800,0000 00For
Royce767,9770 00For
NEEDHAM FUNDS INC650,0000 00For
TIAA461,2340 00For
New York Life366,9470 00For
Baird348,5630 00For
Lincoln Financial277,4060 00For
Manager Directed Portfolios265,6940 00For
Aristotle Funds Series Trust236,6900 00For
Equitable222,4950 00For
TETON WESTWOOD FUNDS153,2840 00For
SEI144,2300 00For
TRUST FOR PROFESSIONAL MANAGERS139,6110 00For
Dimensional116,8410 00For

Showing the 25 largest of 67 asset managers. See all 67 in the interactive database.

2. Elect Director: Paul J. Milbury

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 162,549,068AGAINST: 3,119,607
Details: description as filed, official tally, votes by 67 asset managers

Description as filed by funds: To elect three Class II directors to the Board of Directors to hold office until the 2027 annual meeting of stockholders or until their respective successors have been duly elected and qualified, or until their earlier death, resignation or removal from the Board of Directors: Paul J. Milbury

INFINERA CORP.’s own tally for this item (“Elect Director: Paul J. Milbury”): 162,549,068 for, 3,119,607 against, per its Form 8-K filed June 12, 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: “Proposal 1 - Approval of the Election of Three Class II Directors to the Company's Board of Directors The three individuals listed below were elected at the Annual Meeting to serve on the Board of Directors (the "Board") for a three-year term expiring at the 2027 Annual Meeting of Stockholders or u…”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 67 asset managers below reported 59,421,049 for, 177,649 against.

FOR
FOR: 59,421,049AGAINST: 177,649
Largest asset managers voting on “To elect three Class II directors to the Board of Directors to hold office until the 2027 annual meeting of st” at INFINERA CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard24,103,9590 00For
Fidelity11,425,3880 00For
Brown Advisory Funds5,055,4670 00For
AMERICAN BEACON FUNDS2,270,6510 00For
BlackRock2,030,8390 00For
Principal1,642,5760 00For
Charles Schwab1,617,0280 00For
Victory Capital1,600,1380 00For
Columbia Threadneedle1,471,7600 00For
Harbor Funds II1,117,9050 00For
Goldman Sachs1,039,8150 00For
PARADIGM FUNDS800,0000 00For
Royce767,9770 00For
NEEDHAM FUNDS INC650,0000 00For
TIAA461,2340 00For
New York Life366,9470 00For
Baird348,5630 00For
Lincoln Financial277,4060 00For
Manager Directed Portfolios265,6940 00For
Aristotle Funds Series Trust236,6900 00For
Equitable222,4950 00For
TETON WESTWOOD FUNDS153,2840 00For
SEI144,2300 00For
TRUST FOR PROFESSIONAL MANAGERS139,6110 00For
Dimensional116,8410 00For

Showing the 25 largest of 67 asset managers. See all 67 in the interactive database.

3. Elect Director: David F. Welch, Ph.D.

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 160,211,218AGAINST: 5,499,072
Details: description as filed, official tally, votes by 67 asset managers

Description as filed by funds: To elect three Class II directors to the Board of Directors to hold office until the 2027 annual meeting of stockholders or until their respective successors have been duly elected and qualified, or until their earlier death, resignation or removal from the Board of Directors: David F. Welch, Ph.D.

INFINERA CORP.’s own tally for this item (“Elect Director: David F. Welch, Ph.D.”): 160,211,218 for, 5,499,072 against, per its Form 8-K filed June 12, 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: “Proposal 1 - Approval of the Election of Three Class II Directors to the Company's Board of Directors The three individuals listed below were elected at the Annual Meeting to serve on the Board of Directors (the "Board") for a three-year term expiring at the 2027 Annual Meeting of Stockholders or u…”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 67 asset managers below reported 59,304,592 for, 294,106 against.

FOR
FOR: 59,304,592AGAINST: 294,106
Largest asset managers voting on “To elect three Class II directors to the Board of Directors to hold office until the 2027 annual meeting of st” at INFINERA CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard24,103,9590 00For
Fidelity11,425,3880 00For
Brown Advisory Funds5,055,4670 00For
AMERICAN BEACON FUNDS2,270,6510 00For
BlackRock2,030,8390 00For
Principal1,642,5760 00For
Charles Schwab1,617,0280 00For
Victory Capital1,600,1380 00For
Columbia Threadneedle1,471,7600 00For
Harbor Funds II1,117,9050 00For
Goldman Sachs1,039,8150 00For
PARADIGM FUNDS800,0000 00For
Royce767,9770 00For
NEEDHAM FUNDS INC650,0000 00For
TIAA461,2340 00For
New York Life366,9470 00For
Baird348,5630 00For
Lincoln Financial108,383169,023 00Mixed
Manager Directed Portfolios265,6940 00For
Aristotle Funds Series Trust236,6900 00For
Equitable222,4950 00For
TETON WESTWOOD FUNDS153,2840 00For
SEI144,2300 00For
TRUST FOR PROFESSIONAL MANAGERS139,6110 00For
Dimensional116,8410 00For

Showing the 25 largest of 67 asset managers. See all 67 in the interactive database.

4. 2. To approve the Company's 2016 Plan, as amended, including increasing the number of shares authorized for issuance…

Official resultCOMPENSATIONReported outcome: Approved

Combines 3 wordings of this item as funds reported it.

99% Approved · of votes cast

FOR 99%
FOR: 163,963,491AGAINST: 1,741,948
Details: description as filed, official tally, votes by 67 asset managers

Description as filed by funds: TO APPROVE THE INFINERA CORPORATION 2016 EQUITY INCENTIVE PLAN, AS AMENDED, INCLUDING INCREASING THE NUMBER OF SHARES AUTHORIZED THEREUNDER BY 7,100,000 SHARES.

INFINERA CORP.’s own tally for this item (“2. To approve the Company's 2016 Plan, as amended, including increasing the number of shares authorized for issuance thereunder by 7,100,000 shares”): 163,963,491 for, 1,741,948 against — passed, per its Form 8-K filed June 12, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “This proposal was approved.”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 67 asset managers below reported 58,831,759 for.

FOR
FOR: 58,831,759
Largest asset managers voting on “TO APPROVE THE INFINERA CORPORATION 2016 EQUITY INCENTIVE PLAN, AS AMENDED, INCLUDING INCREASING THE NUMBER OF” at INFINERA CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard24,103,9590 00For
Fidelity11,425,3880 00For
Brown Advisory Funds5,055,4670 00For
AMERICAN BEACON FUNDS2,270,6510 00For
BlackRock2,030,8390 00For
Principal1,642,5760 00For
Charles Schwab1,617,0280 00For
Victory Capital1,600,1380 00For
Columbia Threadneedle1,471,7600 00For
Harbor Funds II1,117,9050 00For
Goldman Sachs1,039,8150 00For
Royce767,9770 00For
NEEDHAM FUNDS INC650,0000 00For
TIAA461,2340 00For
New York Life366,9470 00For
Baird348,5630 00For
Lincoln Financial277,4060 00For
Manager Directed Portfolios265,6940 00For
Aristotle Funds Series Trust236,6900 00For
Equitable222,4950 00For
TETON WESTWOOD FUNDS153,2840 00For
SEI144,2300 00For
TRUST FOR PROFESSIONAL MANAGERS139,6110 00For
Dimensional116,8410 00For
Amplify ETF Trust107,5040 00For

Showing the 25 largest of 67 asset managers. See all 67 in the interactive database.

5. 3. To approve, on an advisory basis, the compensation of the Company's named executive officers for fiscal year 2023…

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

Combines 13 wordings of this item as funds reported it.

97% Approved · of votes cast

FOR 97%
FOR: 161,310,718AGAINST: 4,241,736
Details: description as filed, official tally, votes by 219 asset managers

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

INFINERA CORP.’s own tally for this item (“3. To approve, on an advisory basis, the compensation of the Company's named executive officers for fiscal year 2023, as described in the Proxy Statement”): 161,310,718 for, 4,241,736 against — passed, per its Form 8-K filed June 12, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “This proposal was approved.”
Support: 97% 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: 68 asset managers voting on “To approve, on an advisory basis, the compensation of Infinera's named executive officers, as described in the” at INFINERA CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard24,103,9590 00For
Fidelity11,425,3880 00For
Brown Advisory Funds5,055,4670 00For
AMERICAN BEACON FUNDS2,270,6510 00For
BlackRock2,030,8390 00For
Principal1,642,5760 00For
Charles Schwab1,617,0280 00For
Victory Capital1,600,1380 00For
Columbia Threadneedle1,471,7600 00For
Harbor Funds II1,117,9050 00For
Goldman Sachs1,039,8150 00For
PARADIGM FUNDS800,0000 00For
Royce767,9770 00For
NEEDHAM FUNDS INC650,0000 00For
TIAA461,2340 00For
New York Life366,9470 00For
Baird348,5630 00For
Lincoln Financial277,4060 00For
Manager Directed Portfolios265,6940 00For
Aristotle Funds Series Trust236,6900 00For
Equitable222,4950 00For
TETON WESTWOOD FUNDS153,2840 00For
SEI144,2300 00For
TRUST FOR PROFESSIONAL MANAGERS139,6110 00For
Dimensional116,8410 00For

Fund voting reports, all 68 managers: 59,598,698 for, 33,061 against. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 170 asset managers voting on “To approve, on an advisory basis, the compensation of Infinera's named executive officers, as described in the” at INFINERA CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
OAKTREE CAPITAL MANAGEMENT LP25,175,3840 00For
Fidelity23,351,6860 00For
SHAPIRO CAPITAL MANAGEMENT LLC14,461,9900 00For
BROWN ADVISORY INC13,185,8770 00For
BARROW HANLEY MEWHINNEY & STRAUSS LLC4,824,6950 00For
Greenhouse Funds LLLP4,380,3690 00For
BlackRock3,580,1560 00For
State Street3,212,20844,745 00For
Aristotle Capital Boston, LLC2,363,9890 00For
Wellington2,289,6120 00For
Charles Schwab1,819,8510 00For
Hood River Capital Management LLC1,794,9340 00For
Victory Capital1,636,1380 00For
Neuberger Berman1,370,7150 00For
KENNEDY CAPITAL MANAGEMENT LLC1,370,2930 00For
PARADIGM CAPITAL MANAGEMENT INC/NY1,181,0870 00For
KETTLE HILL CAPITAL MANAGEMENT, LLC1,065,9020 00For
FORMULA GROWTH LTD1,029,9170 00For
Northern Trust970,521136 00For
APIS CAPITAL ADVISORS, LLC873,5300 00For
Vanguard826,1340 00For
NEW YORK STATE COMMON RETIREMENT FUND0799,633 00Against
MARSHALL WACE, LLP0750,561 00Against
Penn Capital Management Company, LLC554,9720 00For
Royce479,2830 00For

Institutional-manager reports, all 170 managers: 118,350,280 for, 2,286,358 against. Showing the 25 largest; see all in the interactive database.

6. 4. To ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for…

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 4 wordings of this item as funds reported it.

98% Approved · of votes cast

FOR 98%
FOR: 199,045,362AGAINST: 3,858,799
Details: description as filed, official tally, votes by 68 asset managers

Description as filed by funds: TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS INFINERA'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 28, 2024.

INFINERA CORP.’s own tally for this item (“4. To ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 28, 2024, as described in the Proxy Statement”): 199,045,362 for, 3,858,799 against — passed, per its Form 8-K filed June 12, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “This proposal was approved.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 68 asset managers below reported 59,523,566 for, 108,193 against.

FOR
FOR: 59,523,566AGAINST: 108,193
Largest asset managers voting on “TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS INFINERA'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR” at INFINERA CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard24,103,9590 00For
Fidelity11,425,3880 00For
Brown Advisory Funds5,055,4670 00For
AMERICAN BEACON FUNDS2,270,6510 00For
BlackRock2,030,8390 00For
Principal1,642,5760 00For
Charles Schwab1,617,0280 00For
Victory Capital1,600,1380 00For
Columbia Threadneedle1,471,7600 00For
Harbor Funds II1,117,9050 00For
Goldman Sachs1,039,8150 00For
PARADIGM FUNDS800,0000 00For
Royce767,9770 00For
NEEDHAM FUNDS INC650,0000 00For
TIAA461,2340 00For
New York Life366,9470 00For
Baird348,5630 00For
Lincoln Financial277,4060 00For
Manager Directed Portfolios265,6940 00For
Aristotle Funds Series Trust236,6900 00For
Equitable222,4950 00For
TETON WESTWOOD FUNDS153,2840 00For
SEI144,2300 00For
TRUST FOR PROFESSIONAL MANAGERS139,6110 00For
Dimensional116,8410 00For

Showing the 25 largest of 68 asset managers. See all 68 in the interactive database.

Largest INFINERA CORP. 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 231,962,000 shares outstanding at the time of that meeting.

Fund voting reports: top INFINERA CORP. shareholders by shares voted on “To approve, on an advisory basis, the compensation of Infinera's named executive officers, as…”, 2023-2024
#Asset manager % of shares outstanding
1Vanguard 10.39%
2Fidelity 4.93%
3Brown Advisory Funds 2.18%
4AMERICAN BEACON FUNDS 0.98%
5BlackRock 0.88%
6Principal 0.71%
7Charles Schwab 0.70%
8Victory Capital 0.69%
9Columbia Threadneedle 0.63%
10Harbor Funds II 0.48%
Institutional-manager reports: top INFINERA CORP. shareholders by shares voted on “To approve, on an advisory basis, the compensation of Infinera's named executive officers, as…”, 2023-2024
#Asset manager % of shares outstanding
1OAKTREE CAPITAL MANAGEMENT LP 10.85%
2Fidelity 10.07%
3SHAPIRO CAPITAL MANAGEMENT LLC 6.23%
4BROWN ADVISORY INC 5.68%
5BARROW HANLEY MEWHINNEY & STRAUSS LLC 2.08%
6Greenhouse Funds LLLP 1.89%
7BlackRock 1.54%
8State Street 1.40%
9Aristotle Capital Boston, LLC 1.02%
10Wellington 0.99%

Reported INFINERA CORP. 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.

INFINERA CORP. holdings and ownership disclosed for the 2023-2024 proxy season
Holder % outstanding Disclosure
FMR LLC 14.67% DEF14A
Oaktree Optical Holdings, L.P. 10.85% DEF14A
The Vanguard Group 10.67% 13G
Shapiro Capital Management LLC 8.09% DEF14A
BlackRock, Inc. 7.65% DEF14A
Brown Advisory Incorporated 6.39% DEF14A
State Street 2.02% 13F
Nuveen 1.07% 13F
Point72 1.01% 13F
Dimensional Fund Advisors 0.87% 13F

Percentages above are of 231,962,000 shares outstanding, as reported by INFINERA CORP. on its Form 10-Q dated March 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.

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 INFINERA CORP.’s 10-Q dated March 30, 2024. This page is a static snapshot rebuilt weekly on October 18, 2026; a live search always shows the current data.

At INFINERA CORP.'s shareholder meeting held June 12, 2024, in the 2023-2024 proxy season, 219 asset managers reported how they voted on 6 ballot items in their SEC Form N-PX filings, covering 1,379 separate fund positions. On the most widely held item on that ballot — To approve, on an advisory basis, the compensation of Infinera's named executive officers, as… — INFINERA CORP.'s filing reports the proposal as approved, with 97% 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: INFINERA CORP.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on June 12, 2024.

INFINERA CORP. proxy season coverage: 2023-2024 (this page) · 2024-2025.

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