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INVESCO MORTGAGE CAPITAL INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and INVESCO MORTGAGE CAPITAL INC.’s Form 8-K, filed May 8, 2024 (Item 5.07 on EDGAR). Page generated October 14, 2026.

  • 10Ballot items
  • 172Asset managers
  • 1,391Fund votes
  • May 7, 2024Meeting date

Results at a glance

Meeting of May 7, 2024: 10 items on INVESCO MORTGAGE CAPITAL INC.’s Form 8-K, filed May 8, 2024: 7 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 2025-2026

Explore INVESCO MORTGAGE CAPITAL INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by INVESCO MORTGAGE CAPITAL INC.

These tallies are INVESCO MORTGAGE CAPITAL INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 8, 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.

INVESCO MORTGAGE CAPITAL INC. — official shareholder meeting results, meeting held May 7, 2024
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: John S. Day 16,615,384762,931157,522 ---- 96%Elected—
Elect Director: Carolyn L. Gibbs 16,855,844521,786158,207 ---- 97%Elected—
Elect Director: Carolyn B. Handlon 16,729,948649,991155,898 ---- 96%Elected—
Elect Director: Katharine W. Kelley 16,728,220651,467156,150 ---- 96%Elected—
Elect Director: Don H. Liu 16,728,733657,055150,049 ---- 96%Elected—
Elect Director: Dennis P. Lockhart 16,725,449653,464156,924 ---- 96%Elected—
Elect Director: Beth A. Zayicek 16,834,036555,845145,956 ---- 97%Elected—
2. Advisory vote on executive compensation 15,887,4711,448,413199,953 ---- 92%Approveda supermajority of the votes cast
3. Approval of the Amendment and Restatement of the Invesco Mortgage Capital Inc 16,014,0851,310,323211,429 ---- 92%Approveda supermajority of the votes cast
4. Appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024 27,765,1281,809,879329,004 ---- 94%Approveda supermajority of the votes cast

Source: INVESCO MORTGAGE CAPITAL INC., Form 8-K, filed with the SEC on May 8, 2024 — read the filing on EDGAR.

How asset managers voted at the INVESCO MORTGAGE CAPITAL INC. 2023-2024 meeting

Each item below shows how the 172 asset managers that disclosed a INVESCO MORTGAGE CAPITAL 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.

1. Elect Director: Beth A. Zayicek

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 16,834,036AGAINST: 555,845
Details: description as filed, official tally, votes by 43 asset managers

Description as filed by funds: Election of Directors: Beth A. Zayicek

INVESCO MORTGAGE CAPITAL INC.’s own tally for this item (“Elect Director: Beth A. Zayicek”): 16,834,036 for, 555,845 against, per its Form 8-K filed May 8, 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: “All the nominees for director were re-elected with at least 95% of the votes cast.”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 43 asset managers below reported 7,229,683 for.

FOR
FOR: 7,229,683
Largest asset managers voting on “Election of Directors: Beth A. Zayicek” at INVESCO MORTGAGE CAPITAL INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
BlackRock2,424,3770 00For
Vanguard2,395,9550 00For
Fidelity982,7320 00For
Charles Schwab373,3060 00For
Equitable105,7720 00For
Goldman Sachs95,9690 00For
TIAA82,1580 00For
ETF Series Solutions78,0960 00For
Thrivent77,8130 00For
QUANTITATIVE MASTER SERIES LLC75,7470 00For
TARGET PORTFOLIO TRUST70,2000 00For
Nushares ETF Trust59,3330 00For
Lincoln Financial54,4610 00For
Virtus38,3490 00For
STERLING CAPITAL FUNDS36,2630 00For
SEI30,5590 00For
RBB FUND, INC.26,1260 00For
Global X24,2510 00For
Northern Trust22,6280 00For
AIG/SunAmerica22,2740 00For
Bridge Builder Trust19,3110 00For
Pacific Life19,0630 00For
State Street18,0270 00For
John Hancock16,4500 00For
Nationwide14,6790 00For

Showing the 25 largest of 43 asset managers. See all 43 in the interactive database.

2. Elect Director: Carolyn B. Handlon

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 16,729,948AGAINST: 649,991
Details: description as filed, official tally, votes by 43 asset managers

Description as filed by funds: Election of Directors: Carolyn B. Handlon

INVESCO MORTGAGE CAPITAL INC.’s own tally for this item (“Elect Director: Carolyn B. Handlon”): 16,729,948 for, 649,991 against, per its Form 8-K filed May 8, 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: “All the nominees for director were re-elected with at least 95% of the votes cast.”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 43 asset managers below reported 7,224,884 for, 4,799 against.

FOR
FOR: 7,224,884AGAINST: 4,799
Largest asset managers voting on “Election of Directors: Carolyn B. Handlon” at INVESCO MORTGAGE CAPITAL INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
BlackRock2,424,3770 00For
Vanguard2,395,9550 00For
Fidelity982,7320 00For
Charles Schwab373,3060 00For
Equitable105,7720 00For
Goldman Sachs95,9690 00For
TIAA82,1580 00For
ETF Series Solutions78,0960 00For
Thrivent77,8130 00For
QUANTITATIVE MASTER SERIES LLC75,7470 00For
TARGET PORTFOLIO TRUST70,2000 00For
Nushares ETF Trust59,3330 00For
Lincoln Financial54,4610 00For
Virtus38,3490 00For
STERLING CAPITAL FUNDS36,2630 00For
SEI30,5590 00For
RBB FUND, INC.26,1260 00For
Global X24,2510 00For
Northern Trust22,6280 00For
AIG/SunAmerica22,2740 00For
Bridge Builder Trust19,3110 00For
Pacific Life19,0630 00For
State Street18,0270 00For
John Hancock16,4500 00For
Nationwide14,6790 00For

Showing the 25 largest of 43 asset managers. See all 43 in the interactive database.

3. Elect Director: Carolyn L. Gibbs

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 16,855,844AGAINST: 521,786
Details: description as filed, official tally, votes by 43 asset managers

Description as filed by funds: Election of Directors: Carolyn L. Gibbs

INVESCO MORTGAGE CAPITAL INC.’s own tally for this item (“Elect Director: Carolyn L. Gibbs”): 16,855,844 for, 521,786 against, per its Form 8-K filed May 8, 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: “All the nominees for director were re-elected with at least 95% of the votes cast.”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 43 asset managers below reported 7,229,683 for.

FOR
FOR: 7,229,683
Largest asset managers voting on “Election of Directors: Carolyn L. Gibbs” at INVESCO MORTGAGE CAPITAL INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
BlackRock2,424,3770 00For
Vanguard2,395,9550 00For
Fidelity982,7320 00For
Charles Schwab373,3060 00For
Equitable105,7720 00For
Goldman Sachs95,9690 00For
TIAA82,1580 00For
ETF Series Solutions78,0960 00For
Thrivent77,8130 00For
QUANTITATIVE MASTER SERIES LLC75,7470 00For
TARGET PORTFOLIO TRUST70,2000 00For
Nushares ETF Trust59,3330 00For
Lincoln Financial54,4610 00For
Virtus38,3490 00For
STERLING CAPITAL FUNDS36,2630 00For
SEI30,5590 00For
RBB FUND, INC.26,1260 00For
Global X24,2510 00For
Northern Trust22,6280 00For
AIG/SunAmerica22,2740 00For
Bridge Builder Trust19,3110 00For
Pacific Life19,0630 00For
State Street18,0270 00For
John Hancock16,4500 00For
Nationwide14,6790 00For

Showing the 25 largest of 43 asset managers. See all 43 in the interactive database.

4. Elect Director: Dennis P. Lockhart

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 16,725,449AGAINST: 653,464
Details: description as filed, official tally, votes by 43 asset managers

Description as filed by funds: Election of Directors: Dennis P. Lockhart

INVESCO MORTGAGE CAPITAL INC.’s own tally for this item (“Elect Director: Dennis P. Lockhart”): 16,725,449 for, 653,464 against, per its Form 8-K filed May 8, 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: “All the nominees for director were re-elected with at least 95% of the votes cast.”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 43 asset managers below reported 7,224,884 for, 4,799 against.

FOR
FOR: 7,224,884AGAINST: 4,799
Largest asset managers voting on “Election of Directors: Dennis P. Lockhart” at INVESCO MORTGAGE CAPITAL INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
BlackRock2,424,3770 00For
Vanguard2,395,9550 00For
Fidelity982,7320 00For
Charles Schwab373,3060 00For
Equitable105,7720 00For
Goldman Sachs95,9690 00For
TIAA82,1580 00For
ETF Series Solutions78,0960 00For
Thrivent77,8130 00For
QUANTITATIVE MASTER SERIES LLC75,7470 00For
TARGET PORTFOLIO TRUST70,2000 00For
Nushares ETF Trust59,3330 00For
Lincoln Financial54,4610 00For
Virtus38,3490 00For
STERLING CAPITAL FUNDS36,2630 00For
SEI30,5590 00For
RBB FUND, INC.26,1260 00For
Global X24,2510 00For
Northern Trust22,6280 00For
AIG/SunAmerica22,2740 00For
Bridge Builder Trust19,3110 00For
Pacific Life19,0630 00For
State Street18,0270 00For
John Hancock16,4500 00For
Nationwide14,6790 00For

Showing the 25 largest of 43 asset managers. See all 43 in the interactive database.

5. Elect Director: Don H. Liu

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 16,728,733AGAINST: 657,055
Details: description as filed, official tally, votes by 43 asset managers

Description as filed by funds: Election of Directors: Don H. Liu

INVESCO MORTGAGE CAPITAL INC.’s own tally for this item (“Elect Director: Don H. Liu”): 16,728,733 for, 657,055 against, per its Form 8-K filed May 8, 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: “All the nominees for director were re-elected with at least 95% of the votes cast.”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 43 asset managers below reported 7,224,884 for, 4,799 against.

FOR
FOR: 7,224,884AGAINST: 4,799
Largest asset managers voting on “Election of Directors: Don H. Liu” at INVESCO MORTGAGE CAPITAL INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
BlackRock2,424,3770 00For
Vanguard2,395,9550 00For
Fidelity982,7320 00For
Charles Schwab373,3060 00For
Equitable105,7720 00For
Goldman Sachs95,9690 00For
TIAA82,1580 00For
ETF Series Solutions78,0960 00For
Thrivent77,8130 00For
QUANTITATIVE MASTER SERIES LLC75,7470 00For
TARGET PORTFOLIO TRUST70,2000 00For
Nushares ETF Trust59,3330 00For
Lincoln Financial54,4610 00For
Virtus38,3490 00For
STERLING CAPITAL FUNDS36,2630 00For
SEI30,5590 00For
RBB FUND, INC.26,1260 00For
Global X24,2510 00For
Northern Trust22,6280 00For
AIG/SunAmerica22,2740 00For
Bridge Builder Trust19,3110 00For
Pacific Life19,0630 00For
State Street18,0270 00For
John Hancock16,4500 00For
Nationwide14,6790 00For

Showing the 25 largest of 43 asset managers. See all 43 in the interactive database.

6. Elect Director: John S. Day

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 16,615,384AGAINST: 762,931
Details: description as filed, official tally, votes by 43 asset managers

Description as filed by funds: Election of Directors: John S. Day

INVESCO MORTGAGE CAPITAL INC.’s own tally for this item (“Elect Director: John S. Day”): 16,615,384 for, 762,931 against, per its Form 8-K filed May 8, 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: “All the nominees for director were re-elected with at least 95% of the votes cast.”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 43 asset managers below reported 7,224,884 for, 4,799 against.

FOR
FOR: 7,224,884AGAINST: 4,799
Largest asset managers voting on “Election of Directors: John S. Day” at INVESCO MORTGAGE CAPITAL INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
BlackRock2,424,3770 00For
Vanguard2,395,9550 00For
Fidelity982,7320 00For
Charles Schwab373,3060 00For
Equitable105,7720 00For
Goldman Sachs95,9690 00For
TIAA82,1580 00For
ETF Series Solutions78,0960 00For
Thrivent77,8130 00For
QUANTITATIVE MASTER SERIES LLC75,7470 00For
TARGET PORTFOLIO TRUST70,2000 00For
Nushares ETF Trust59,3330 00For
Lincoln Financial54,4610 00For
Virtus38,3490 00For
STERLING CAPITAL FUNDS36,2630 00For
SEI30,5590 00For
RBB FUND, INC.26,1260 00For
Global X24,2510 00For
Northern Trust22,6280 00For
AIG/SunAmerica22,2740 00For
Bridge Builder Trust19,3110 00For
Pacific Life19,0630 00For
State Street18,0270 00For
John Hancock16,4500 00For
Nationwide14,6790 00For

Showing the 25 largest of 43 asset managers. See all 43 in the interactive database.

7. Elect Director: Katharine W. Kelley

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 16,728,220AGAINST: 651,467
Details: description as filed, official tally, votes by 43 asset managers

Description as filed by funds: Election of Directors: Katharine W. Kelley

INVESCO MORTGAGE CAPITAL INC.’s own tally for this item (“Elect Director: Katharine W. Kelley”): 16,728,220 for, 651,467 against, per its Form 8-K filed May 8, 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: “All the nominees for director were re-elected with at least 95% of the votes cast.”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 43 asset managers below reported 7,224,884 for, 4,799 against.

FOR
FOR: 7,224,884AGAINST: 4,799
Largest asset managers voting on “Election of Directors: Katharine W. Kelley” at INVESCO MORTGAGE CAPITAL INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
BlackRock2,424,3770 00For
Vanguard2,395,9550 00For
Fidelity982,7320 00For
Charles Schwab373,3060 00For
Equitable105,7720 00For
Goldman Sachs95,9690 00For
TIAA82,1580 00For
ETF Series Solutions78,0960 00For
Thrivent77,8130 00For
QUANTITATIVE MASTER SERIES LLC75,7470 00For
TARGET PORTFOLIO TRUST70,2000 00For
Nushares ETF Trust59,3330 00For
Lincoln Financial54,4610 00For
Virtus38,3490 00For
STERLING CAPITAL FUNDS36,2630 00For
SEI30,5590 00For
RBB FUND, INC.26,1260 00For
Global X24,2510 00For
Northern Trust22,6280 00For
AIG/SunAmerica22,2740 00For
Bridge Builder Trust19,3110 00For
Pacific Life19,0630 00For
State Street18,0270 00For
John Hancock16,4500 00For
Nationwide14,6790 00For

Showing the 25 largest of 43 asset managers. See all 43 in the interactive database.

8. 3. Approval of the Amendment and Restatement of the Invesco Mortgage Capital Inc

Official resultCOMPENSATIONReported outcome: Approved

92% Approved · of votes cast

FOR 92%
FOR: 16,014,085AGAINST: 1,310,323
Details: description as filed, official tally, votes by 42 asset managers

Description as filed by funds: Approval of the amended and restated Invesco Mortgage Capital Inc. 2009 Equity Incentive Plan

INVESCO MORTGAGE CAPITAL INC.’s own tally for this item (“3. Approval of the Amendment and Restatement of the Invesco Mortgage Capital Inc”): 16,014,085 for, 1,310,323 against — passed, per its Form 8-K filed May 8, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Our stockholders approved the Amended and Restated Plan by an affirmative vote of 92% of the votes cast.”
Support: 92% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Voting standard, as the filing states it: a supermajority of the votes cast (“92% of the votes cast”).

The 42 asset managers below reported 7,191,191 for, 143 against.

FOR
FOR: 7,191,191AGAINST: 143
Largest asset managers voting on “Approval of the amended and restated Invesco Mortgage Capital Inc. 2009 Equity Incentive Plan” at INVESCO MORTGAGE CAPITAL INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
BlackRock2,424,3770 00For
Vanguard2,395,9550 00For
Fidelity982,7320 00For
Charles Schwab373,3060 00For
Equitable105,7720 00For
Goldman Sachs95,9690 00For
TIAA82,1580 00For
ETF Series Solutions78,0960 00For
Thrivent77,8130 00For
QUANTITATIVE MASTER SERIES LLC75,7470 00For
TARGET PORTFOLIO TRUST70,2000 00For
Nushares ETF Trust59,3330 00For
Lincoln Financial54,4610 00For
STERLING CAPITAL FUNDS36,2630 00For
SEI30,5590 00For
RBB FUND, INC.26,1260 00For
Global X24,2510 00For
Northern Trust22,6280 00For
AIG/SunAmerica22,2740 00For
Bridge Builder Trust19,3110 00For
Pacific Life19,0630 00For
State Street18,0270 00For
John Hancock16,4500 00For
Nationwide14,6790 00For
Voya14,4750 00For

Showing the 25 largest of 42 asset managers. See all 42 in the interactive database.

9. 2. Advisory vote on executive compensation

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

Combines 8 wordings of this item as funds reported it.

92% Approved · of votes cast

FOR 92%
FOR: 15,887,471AGAINST: 1,448,413
Details: description as filed, official tally, votes by 170 asset managers

Description as filed by funds: Advisory vote to approve the Company's 2023 executive compensation

INVESCO MORTGAGE CAPITAL INC.’s own tally for this item (“2. Advisory vote on executive compensation”): 15,887,471 for, 1,448,413 against — passed, per its Form 8-K filed May 8, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Our stockholders approved, on an advisory, non-binding basis, the compensation of our named executive officers by the affirmative vote of 92% of the votes cast.”
Support: 92% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Voting standard, as the filing states it: a supermajority of the votes cast (“92% of the votes cast”).

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: 43 asset managers voting on “Advisory vote to approve the Company's 2023 executive compensation” at INVESCO MORTGAGE CAPITAL INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
BlackRock2,424,3770 00For
Vanguard2,395,9550 00For
Fidelity982,7320 00For
Charles Schwab373,3060 00For
Equitable105,7720 00For
Goldman Sachs95,9690 00For
TIAA82,1580 00For
ETF Series Solutions78,0960 00For
Thrivent77,8130 00For
QUANTITATIVE MASTER SERIES LLC75,7470 00For
TARGET PORTFOLIO TRUST70,2000 00For
Nushares ETF Trust59,3330 00For
Lincoln Financial54,4610 00For
Virtus38,3490 00For
STERLING CAPITAL FUNDS36,2630 00For
SEI30,5590 00For
RBB FUND, INC.26,1260 00For
Global X24,2510 00For
Northern Trust22,6280 00For
AIG/SunAmerica22,2740 00For
Bridge Builder Trust19,3110 00For
Pacific Life19,0630 00For
State Street18,0270 00For
John Hancock16,4500 00For
Nationwide14,6790 00For

Fund voting reports, all 43 managers: 7,229,540 for, 143 against. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 139 asset managers voting on “Advisory vote to approve the Company's 2023 executive compensation” at INVESCO MORTGAGE CAPITAL INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
BlackRock1,248,3080 00For
GEODE CAPITAL MANAGEMENT, LLC1,024,1200 00For
State Street731,5980 00For
Two Sigma593,4320 00For
Northern Trust402,0280 00For
Charles Schwab373,3060 00For
Renaissance211,5060 00For
PL Capital Advisors, LLC200,0000 00For
Citadel194,4720 00For
MELLON INVESTMENTS Corp183,3400 00For
Nuveen142,4800 00For
PARAMETRIC PORTFOLIO ASSOCIATES LLC82,6910 00For
Thrivent80,8300 00For
Prudential/PGIM73,0470 00For
Point7268,0840 00For
UBS60,4670 00For
AllianceBernstein55,9980 00For
Vanguard53,2410 00For
Goldman Sachs40,9190 00For
T. Rowe Price36,8980 00For
Sterling Capital Management LLC36,2630 00For
Rhumbline33,1290 00For
State of Wyoming32,3250 00For
SEI30,7320 00For
LSV ASSET MANAGEMENT29,0160 00For

Institutional-manager reports, all 139 managers: 6,356,665 for, 23,685 against. Showing the 25 largest; see all in the interactive database.

10. 4. Appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the…

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 3 wordings of this item as funds reported it.

94% Approved · of votes cast

FOR 94%
FOR: 27,765,128AGAINST: 1,809,879
Details: description as filed, official tally, votes by 43 asset managers

Description as filed by funds: Appointment of PricewaterhouseCoopers as the Company's independent registered public accounting firm for 2024

INVESCO MORTGAGE CAPITAL INC.’s own tally for this item (“4. Appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024”): 27,765,128 for, 1,809,879 against — passed, per its Form 8-K filed May 8, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The proposal was approved by the stockholders by 94% of the votes cast, and the voting results were as follows.”
Support: 94% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Voting standard, as the filing states it: a supermajority of the votes cast (“94% of the votes cast”).

The 43 asset managers below reported 7,198,965 for, 143 against.

FOR
FOR: 7,198,965AGAINST: 143
Largest asset managers voting on “Appointment of PricewaterhouseCoopers as the Company's independent registered public accounting firm for 2024” at INVESCO MORTGAGE CAPITAL INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
BlackRock2,424,3770 00For
Vanguard2,395,9550 00For
Fidelity982,7320 00For
Charles Schwab373,3060 00For
Equitable105,7720 00For
Goldman Sachs95,9690 00For
TIAA82,1580 00For
ETF Series Solutions78,0960 00For
Thrivent77,8130 00For
QUANTITATIVE MASTER SERIES LLC75,7470 00For
TARGET PORTFOLIO TRUST70,2000 00For
Nushares ETF Trust59,3330 00For
Lincoln Financial54,4610 00For
STERLING CAPITAL FUNDS36,2630 00For
SEI30,5590 00For
RBB FUND, INC.26,1260 00For
Global X24,2510 00For
Northern Trust22,6280 00For
AIG/SunAmerica22,2740 00For
Bridge Builder Trust19,3110 00For
Pacific Life19,0630 00For
State Street18,0270 00For
John Hancock16,4500 00For
Nationwide14,6790 00For
Voya14,4750 00For

Showing the 25 largest of 43 asset managers. See all 43 in the interactive database.

Largest INVESCO MORTGAGE CAPITAL INC. 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 48,825,594 shares outstanding at the time of that meeting.

Fund voting reports: top INVESCO MORTGAGE CAPITAL INC. shareholders by shares voted on “Advisory vote to approve the Company's 2023 executive compensation”, 2023-2024
#Asset manager % of shares outstanding
1BlackRock 4.97%
2Vanguard 4.91%
3Fidelity 2.01%
4Charles Schwab 0.76%
5Equitable 0.22%
6Goldman Sachs 0.20%
7TIAA 0.17%
8ETF Series Solutions 0.16%
9Thrivent 0.16%
10QUANTITATIVE MASTER SERIES LLC 0.16%
Institutional-manager reports: top INVESCO MORTGAGE CAPITAL INC. shareholders by shares voted on “Advisory vote to approve the Company's 2023 executive compensation”, 2023-2024
#Asset manager % of shares outstanding
1BlackRock 2.56%
2GEODE CAPITAL MANAGEMENT, LLC 2.10%
3State Street 1.50%
4Two Sigma 1.22%
5Northern Trust 0.82%
6Charles Schwab 0.76%
7Renaissance 0.43%
8PL Capital Advisors, LLC 0.41%
9Citadel 0.40%
10MELLON INVESTMENTS Corp 0.38%

Reported INVESCO MORTGAGE CAPITAL 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.

INVESCO MORTGAGE CAPITAL INC. holdings and ownership disclosed for the 2023-2024 proxy season
Holder % outstanding Disclosure
BlackRock 13.68% 13F
Vanguard Group 7.63% 13F
Citadel Advisors 3.08% 13F
Geode Capital 2.23% 13F
Two Sigma 2.04% 13F
State Street 2.00% 13F
Renaissance Technologies 1.68% 13F
Morgan Stanley 1.36% 13F
Goldman Sachs 1.30% 13F
Northern Trust 0.91% 13F

Percentages above are of 48,825,594 shares outstanding, as reported by INVESCO MORTGAGE CAPITAL INC. on its Form 10-Q dated March 31, 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 INVESCO MORTGAGE CAPITAL INC.’s 10-Q dated March 31, 2024. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.

At INVESCO MORTGAGE CAPITAL INC.'s shareholder meeting held May 7, 2024, in the 2023-2024 proxy season, 172 asset managers reported how they voted on 10 ballot items in their SEC Form N-PX filings, covering 1,391 separate fund positions. On the most widely held item on that ballot — Advisory vote to approve the Company's 2023 executive compensation — INVESCO MORTGAGE CAPITAL INC.'s filing reports the proposal as approved, with 92% 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: INVESCO MORTGAGE CAPITAL INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 8, 2024.

INVESCO MORTGAGE CAPITAL INC. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.

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