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iRhythm Holdings, Inc. 2025-2026 Proxy Voting Records

Compiled from SEC Form N-PX filings and iRhythm Holdings, Inc.’s Form 8-K, filed May 28, 2026 (Item 5.07 on EDGAR). Page generated October 14, 2026.

  • 13Ballot items
  • 350Asset managers
  • 4,605Fund votes
  • May 27, 2026Meeting date

Results at a glance

Meeting of May 27, 2026: 13 items on iRhythm Holdings, Inc.’s Form 8-K, filed May 28, 2026: 9 elected · 4 approved.

Material dissent

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 iRhythm Holdings, Inc. in the interactive database Compare manager voting policies

Official 2025-2026 meeting results reported by iRhythm Holdings, Inc.

These tallies are iRhythm Holdings, Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 28, 2026 (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.

iRhythm Holdings, Inc. — official shareholder meeting results, meeting held May 27, 2026
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: C. Noel Bairey Merz, M.D. 26,998,083---- 357,3572,113,501 99%Elected—
Elect Director: Quentin Blackford 27,304,578---- 50,8622,113,501 99.8%Elected—
Elect Director: Bruce Bodaken 20,263,076---- 7,092,3642,113,501 74%Elected—
Elect Director: Karen Ling 27,252,614---- 102,8262,113,501 99.6%Elected—
Elect Director: Karen McGinnis 27,335,544---- 19,8962,113,501 99.9%Elected—
Elect Director: Kevin O'Boyle 27,316,432---- 39,0082,113,501 99.8%Elected—
Elect Director: Jason Patten 27,338,110---- 17,3302,113,501 99.9%Elected—
Elect Director: Abhijit Talwalkar 26,157,295---- 1,198,1452,113,501 96%Elected—
Elect Director: Brian Yoor 27,324,435---- 31,0052,113,501 99.8%Elected—
2. Approval of the 2026 Plan 26,812,921537,1125,407 --2,113,501 98%Approved—
3. Approval of the Amended and Restated Certificate of Incorporation of iRhythm Technologies, Inc 27,297,96921,36636,105 --2,113,501 99.9%Approved—
4. Ratification of the Appointment of Independent Registered Public Accounting Firm 29,446,86016,8535,228 ---- 99.9%Approved—
5. Advisory Vote on the Compensation of the Company's Named Executive Officers 26,185,232421,655748,553 --2,113,501 98%Approved—

Source: iRhythm Holdings, Inc., Form 8-K, filed with the SEC on May 28, 2026 — read the filing on EDGAR.

How asset managers voted at the iRhythm Holdings, Inc. 2025-2026 meeting

Each item below shows how the 350 asset managers that disclosed a iRhythm Holdings, 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: Abhijit Talwalkar

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 8 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 26,157,295WITHHELD: 1,198,145
Details: description as filed, official tally, votes by 97 asset managers

Description as filed by funds: To elect nine directors to serve until our 2027 Annual Meeting of Stockholders or until their successors are duly elected and qualified: Abhijit Talwalkar

iRhythm Holdings, Inc.’s own tally for this item (“Elect Director: Abhijit Talwalkar”): 26,157,295 for, 1,198,145 withheld, per its Form 8-K filed May 28, 2026 (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 following nominees were elected as directors to serve until the 2027 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified:”
Support: 96% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 97 asset managers below reported 12,488,434 for, 73,744 withheld, 9,412 abstained, 32 not voted.

FOR
FOR: 12,488,434ABSTAIN: 9,412WITHHOLD: 73,744NOT VOTED: 32
Largest asset managers voting on “To elect nine directors to serve until our 2027 Annual Meeting of Stockholders or until their successors are d” at iRhythm Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard3,528,9810 31,629For
Fidelity1,901,1490 00For
BlackRock1,121,0520 00For
MUTUAL FUND SERIES TRUST755,0080 00For
Capital Group509,5900 00For
JPMorgan477,8930 00For
Capitol Series Trust432,1000 00For
Bridge Builder Trust353,7230 9,4090For
Charles Schwab281,3440 00For
Allspring277,0960 00For
Invesco242,0740 00For
Columbia Threadneedle236,1020 00For
Jackson National184,6220 00For
ALGER FUNDS171,9410 00For
MFS164,0990 00For
Loomis Sayles158,8910 00For
OBERWEIS FUNDS138,6000 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)130,0000 00For
Federated Hermes112,2650 00For
TIAA106,0210 00For
Nationwide89,8900 00For
Thrivent73,9400 00For
Equitable70,7290 00For
Putnam64,6220 00For
QUANTITATIVE MASTER SERIES LLC51,5320 00For

Showing the 25 largest of 97 asset managers. See all 97 in the interactive database.

2. Elect Director: Brian Yoor

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 8 wordings of this item as funds reported it.

99.8% Majority: yes · of votes cast

FOR 99.8%
FOR: 27,324,435WITHHELD: 31,005
Details: description as filed, official tally, votes by 97 asset managers

Description as filed by funds: To elect nine directors to serve until our 2027 Annual Meeting of Stockholders or until their successors are duly elected and qualified: Brian Yoor

iRhythm Holdings, Inc.’s own tally for this item (“Elect Director: Brian Yoor”): 27,324,435 for, 31,005 withheld, per its Form 8-K filed May 28, 2026 (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 following nominees were elected as directors to serve until the 2027 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified:”
Support: 99.8% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 97 asset managers below reported 12,568,556 for, 3,034 withheld, 32 not voted.

FOR
FOR: 12,568,556WITHHOLD: 3,034NOT VOTED: 32
Largest asset managers voting on “To elect nine directors to serve until our 2027 Annual Meeting of Stockholders or until their successors are d” at iRhythm Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard3,530,6130 00For
Fidelity1,901,1490 00For
BlackRock1,121,0520 00For
MUTUAL FUND SERIES TRUST755,0080 00For
Capital Group509,5900 00For
JPMorgan477,8930 00For
Capitol Series Trust432,1000 00For
Bridge Builder Trust363,1320 00For
Charles Schwab281,3440 00For
Allspring277,0960 00For
Invesco242,0740 00For
Columbia Threadneedle236,1020 00For
Jackson National184,6220 00For
ALGER FUNDS171,9410 00For
MFS164,0990 00For
Loomis Sayles158,8910 00For
OBERWEIS FUNDS138,6000 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)130,0000 00For
Federated Hermes112,2650 00For
TIAA106,0210 00For
Nationwide89,8900 00For
Thrivent73,9400 00For
Equitable70,7290 00For
Putnam64,6220 00For
QUANTITATIVE MASTER SERIES LLC51,5320 00For

Showing the 25 largest of 97 asset managers. See all 97 in the interactive database.

3. Elect Director: Bruce Bodaken

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 9 wordings of this item as funds reported it.

74% Majority: yes · of votes cast

FOR 74%WITHHELD
FOR: 20,263,076WITHHELD: 7,092,364
Details: description as filed, official tally, votes by 97 asset managers

Description as filed by funds: To elect nine directors to serve until our 2027 Annual Meeting of Stockholders or until their successors are duly elected and qualified: Bruce Bodaken

iRhythm Holdings, Inc.’s own tally for this item (“Elect Director: Bruce Bodaken”): 20,263,076 for, 7,092,364 withheld, per its Form 8-K filed May 28, 2026 (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 following nominees were elected as directors to serve until the 2027 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified:”
Support: 74% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 97 asset managers below reported 10,338,116 for, 2,001,972 withheld, 231,502 abstained, 32 not voted.

FORWITHHOLD
FOR: 10,338,116ABSTAIN: 231,502WITHHOLD: 2,001,972NOT VOTED: 32
Largest asset managers voting on “To elect nine directors to serve until our 2027 Annual Meeting of Stockholders or until their successors are d” at iRhythm Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard3,222,4210 13308,179Mixed
Fidelity1,900,0960 01,053For
BlackRock1,121,0520 00For
MUTUAL FUND SERIES TRUST755,0080 00For
Capital Group509,5900 00For
JPMorgan477,8930 00For
Capitol Series Trust00 0432,100Withhold
Bridge Builder Trust263,8800 99,2520Mixed
Charles Schwab281,3440 00For
Allspring00 0277,096Withhold
Invesco242,0740 00For
Columbia Threadneedle236,1020 00For
Jackson National113,5690 71,0530Mixed
ALGER FUNDS00 0171,941Withhold
MFS164,0990 00For
Loomis Sayles158,8910 00For
OBERWEIS FUNDS00 0138,600Withhold
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)00 0130,000Withhold
Federated Hermes112,2650 00For
TIAA106,0210 00For
Nationwide23,5370 066,353Mixed
Thrivent00 073,940Withhold
Equitable70,7290 00For
Putnam64,6220 00For
QUANTITATIVE MASTER SERIES LLC51,5320 00For

Showing the 25 largest of 97 asset managers. See all 97 in the interactive database.

4. Elect Director: C. Noel Bairey Merz, M.D.

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 8 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 26,998,083WITHHELD: 357,357
Details: description as filed, official tally, votes by 97 asset managers

Description as filed by funds: To elect nine directors to serve until our 2027 Annual Meeting of Stockholders or until their successors are duly elected and qualified: C. Noel Bairey Merz, M.D.

iRhythm Holdings, Inc.’s own tally for this item (“Elect Director: C. Noel Bairey Merz, M.D.”): 26,998,083 for, 357,357 withheld, per its Form 8-K filed May 28, 2026 (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 following nominees were elected as directors to serve until the 2027 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified:”
Support: 99% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 97 asset managers below reported 12,568,555 for, 3,034 withheld, 1 abstained, 32 not voted.

FOR
FOR: 12,568,555ABSTAIN: 1WITHHOLD: 3,034NOT VOTED: 32
Largest asset managers voting on “To elect nine directors to serve until our 2027 Annual Meeting of Stockholders or until their successors are d” at iRhythm Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard3,530,6120 10For
Fidelity1,901,1490 00For
BlackRock1,121,0520 00For
MUTUAL FUND SERIES TRUST755,0080 00For
Capital Group509,5900 00For
JPMorgan477,8930 00For
Capitol Series Trust432,1000 00For
Bridge Builder Trust363,1320 00For
Charles Schwab281,3440 00For
Allspring277,0960 00For
Invesco242,0740 00For
Columbia Threadneedle236,1020 00For
Jackson National184,6220 00For
ALGER FUNDS171,9410 00For
MFS164,0990 00For
Loomis Sayles158,8910 00For
OBERWEIS FUNDS138,6000 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)130,0000 00For
Federated Hermes112,2650 00For
TIAA106,0210 00For
Nationwide89,8900 00For
Thrivent73,9400 00For
Equitable70,7290 00For
Putnam64,6220 00For
QUANTITATIVE MASTER SERIES LLC51,5320 00For

Showing the 25 largest of 97 asset managers. See all 97 in the interactive database.

5. Elect Director: Jason Patten

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 9 wordings of this item as funds reported it.

99.9% Majority: yes · of votes cast

FOR 99.9%
FOR: 27,338,110WITHHELD: 17,330
Details: description as filed, official tally, votes by 97 asset managers

Description as filed by funds: To elect nine directors to serve until our 2027 Annual Meeting of Stockholders or until their successors are duly elected and qualified: Jason Patten

iRhythm Holdings, Inc.’s own tally for this item (“Elect Director: Jason Patten”): 27,338,110 for, 17,330 withheld, per its Form 8-K filed May 28, 2026 (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 following nominees were elected as directors to serve until the 2027 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified:”
Support: 99.9% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 97 asset managers below reported 12,568,556 for, 3,034 withheld, 32 not voted.

FOR
FOR: 12,568,556WITHHOLD: 3,034NOT VOTED: 32
Largest asset managers voting on “To elect nine directors to serve until our 2027 Annual Meeting of Stockholders or until their successors are d” at iRhythm Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard3,530,6130 00For
Fidelity1,901,1490 00For
BlackRock1,121,0520 00For
MUTUAL FUND SERIES TRUST755,0080 00For
Capital Group509,5900 00For
JPMorgan477,8930 00For
Capitol Series Trust432,1000 00For
Bridge Builder Trust363,1320 00For
Charles Schwab281,3440 00For
Allspring277,0960 00For
Invesco242,0740 00For
Columbia Threadneedle236,1020 00For
Jackson National184,6220 00For
ALGER FUNDS171,9410 00For
MFS164,0990 00For
Loomis Sayles158,8910 00For
OBERWEIS FUNDS138,6000 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)130,0000 00For
Federated Hermes112,2650 00For
TIAA106,0210 00For
Nationwide89,8900 00For
Thrivent73,9400 00For
Equitable70,7290 00For
Putnam64,6220 00For
QUANTITATIVE MASTER SERIES LLC51,5320 00For

Showing the 25 largest of 97 asset managers. See all 97 in the interactive database.

6. Elect Director: Karen Ling

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 8 wordings of this item as funds reported it.

99.6% Majority: yes · of votes cast

FOR 99.6%
FOR: 27,252,614WITHHELD: 102,826
Details: description as filed, official tally, votes by 97 asset managers

Description as filed by funds: To elect nine directors to serve until our 2027 Annual Meeting of Stockholders or until their successors are duly elected and qualified: Karen Ling

iRhythm Holdings, Inc.’s own tally for this item (“Elect Director: Karen Ling”): 27,252,614 for, 102,826 withheld, per its Form 8-K filed May 28, 2026 (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 following nominees were elected as directors to serve until the 2027 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified:”
Support: 99.6% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 97 asset managers below reported 12,565,535 for, 3,256 withheld, 2,799 abstained, 32 not voted.

FOR
FOR: 12,565,535ABSTAIN: 2,799WITHHOLD: 3,256NOT VOTED: 32
Largest asset managers voting on “To elect nine directors to serve until our 2027 Annual Meeting of Stockholders or until their successors are d” at iRhythm Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard3,527,8140 2,7990For
Fidelity1,901,1490 00For
BlackRock1,121,0520 00For
MUTUAL FUND SERIES TRUST755,0080 00For
Capital Group509,5900 00For
JPMorgan477,8930 00For
Capitol Series Trust432,1000 00For
Bridge Builder Trust363,1320 00For
Charles Schwab281,3440 00For
Allspring277,0960 00For
Invesco242,0740 00For
Columbia Threadneedle236,1020 00For
Jackson National184,6220 00For
ALGER FUNDS171,9410 00For
MFS164,0990 00For
Loomis Sayles158,8910 00For
OBERWEIS FUNDS138,6000 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)130,0000 00For
Federated Hermes112,2650 00For
TIAA106,0210 00For
Nationwide89,8900 00For
Thrivent73,9400 00For
Equitable70,7290 00For
Putnam64,6220 00For
QUANTITATIVE MASTER SERIES LLC51,5320 00For

Showing the 25 largest of 97 asset managers. See all 97 in the interactive database.

7. Elect Director: Karen McGinnis

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 9 wordings of this item as funds reported it.

99.9% Majority: yes · of votes cast

FOR 99.9%
FOR: 27,335,544WITHHELD: 19,896
Details: description as filed, official tally, votes by 97 asset managers

Description as filed by funds: To elect nine directors to serve until our 2027 Annual Meeting of Stockholders or until their successors are duly elected and qualified: Karen McGinnis

iRhythm Holdings, Inc.’s own tally for this item (“Elect Director: Karen McGinnis”): 27,335,544 for, 19,896 withheld, per its Form 8-K filed May 28, 2026 (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 following nominees were elected as directors to serve until the 2027 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified:”
Support: 99.9% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 97 asset managers below reported 12,565,966 for, 5,624 withheld, 32 not voted.

FOR
FOR: 12,565,966WITHHOLD: 5,624NOT VOTED: 32
Largest asset managers voting on “To elect nine directors to serve until our 2027 Annual Meeting of Stockholders or until their successors are d” at iRhythm Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard3,530,6130 00For
Fidelity1,901,1490 00For
BlackRock1,121,0520 00For
MUTUAL FUND SERIES TRUST755,0080 00For
Capital Group509,5900 00For
JPMorgan477,8930 00For
Capitol Series Trust432,1000 00For
Bridge Builder Trust363,1320 00For
Charles Schwab281,3440 00For
Allspring277,0960 00For
Invesco242,0740 00For
Columbia Threadneedle236,1020 00For
Jackson National184,6220 00For
ALGER FUNDS171,9410 00For
MFS164,0990 00For
Loomis Sayles158,8910 00For
OBERWEIS FUNDS138,6000 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)130,0000 00For
Federated Hermes112,2650 00For
TIAA106,0210 00For
Nationwide89,8900 00For
Thrivent73,9400 00For
Equitable70,7290 00For
Putnam64,6220 00For
QUANTITATIVE MASTER SERIES LLC51,5320 00For

Showing the 25 largest of 97 asset managers. See all 97 in the interactive database.

8. Elect Director: Kevin O'Boyle

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 9 wordings of this item as funds reported it.

99.8% Majority: yes · of votes cast

FOR 99.8%
FOR: 27,316,432WITHHELD: 39,008
Details: description as filed, official tally, votes by 97 asset managers

Description as filed by funds: To elect nine directors to serve until our 2027 Annual Meeting of Stockholders or until their successors are duly elected and qualified: Kevin O'Boyle

iRhythm Holdings, Inc.’s own tally for this item (“Elect Director: Kevin O'Boyle”): 27,316,432 for, 39,008 withheld, per its Form 8-K filed May 28, 2026 (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 following nominees were elected as directors to serve until the 2027 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified:”
Support: 99.8% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 97 asset managers below reported 12,566,990 for, 4,600 withheld, 32 not voted.

FOR
FOR: 12,566,990WITHHOLD: 4,600NOT VOTED: 32
Largest asset managers voting on “To elect nine directors to serve until our 2027 Annual Meeting of Stockholders or until their successors are d” at iRhythm Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard3,530,6130 00For
Fidelity1,901,1490 00For
BlackRock1,121,0520 00For
MUTUAL FUND SERIES TRUST755,0080 00For
Capital Group509,5900 00For
JPMorgan477,8930 00For
Capitol Series Trust432,1000 00For
Bridge Builder Trust363,1320 00For
Charles Schwab281,3440 00For
Allspring277,0960 00For
Invesco242,0740 00For
Columbia Threadneedle236,1020 00For
Jackson National184,6220 00For
ALGER FUNDS171,9410 00For
MFS164,0990 00For
Loomis Sayles158,8910 00For
OBERWEIS FUNDS138,6000 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)130,0000 00For
Federated Hermes112,2650 00For
TIAA106,0210 00For
Nationwide89,8900 00For
Thrivent73,9400 00For
Equitable70,7290 00For
Putnam64,6220 00For
QUANTITATIVE MASTER SERIES LLC51,5320 00For

Showing the 25 largest of 97 asset managers. See all 97 in the interactive database.

9. Elect Director: Quentin Blackford

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 10 wordings of this item as funds reported it.

99.8% Majority: yes · of votes cast

FOR 99.8%
FOR: 27,304,578WITHHELD: 50,862
Details: description as filed, official tally, votes by 97 asset managers

Description as filed by funds: To elect nine directors to serve until our 2027 Annual Meeting of Stockholders or until their successors are duly elected and qualified: Quentin Blackford

iRhythm Holdings, Inc.’s own tally for this item (“Elect Director: Quentin Blackford”): 27,304,578 for, 50,862 withheld, per its Form 8-K filed May 28, 2026 (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 following nominees were elected as directors to serve until the 2027 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified:”
Support: 99.8% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 97 asset managers below reported 12,562,945 for, 5,846 withheld, 2,799 abstained, 32 not voted.

FOR
FOR: 12,562,945ABSTAIN: 2,799WITHHOLD: 5,846NOT VOTED: 32
Largest asset managers voting on “To elect nine directors to serve until our 2027 Annual Meeting of Stockholders or until their successors are d” at iRhythm Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard3,527,8140 2,7990For
Fidelity1,901,1490 00For
BlackRock1,121,0520 00For
MUTUAL FUND SERIES TRUST755,0080 00For
Capital Group509,5900 00For
JPMorgan477,8930 00For
Capitol Series Trust432,1000 00For
Bridge Builder Trust363,1320 00For
Charles Schwab281,3440 00For
Allspring277,0960 00For
Invesco242,0740 00For
Columbia Threadneedle236,1020 00For
Jackson National184,6220 00For
ALGER FUNDS171,9410 00For
MFS164,0990 00For
Loomis Sayles158,8910 00For
OBERWEIS FUNDS138,6000 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)130,0000 00For
Federated Hermes112,2650 00For
TIAA106,0210 00For
Nationwide89,8900 00For
Thrivent73,9400 00For
Equitable70,7290 00For
Putnam64,6220 00For
QUANTITATIVE MASTER SERIES LLC51,5320 00For

Showing the 25 largest of 97 asset managers. See all 97 in the interactive database.

10. 3. Approval of the Amended and Restated Certificate of Incorporation of iRhythm Technologies, Inc

Official resultCORPORATE GOVERNANCEReported outcome: Approved

Combines 3 wordings of this item as funds reported it.

99.9% Approved · of votes cast

FOR 99.9%
FOR: 27,297,969AGAINST: 21,366
Details: description as filed, official tally, votes by 97 asset managers

Description as filed by funds: To approve the adoption of the Amended and Restated Certificate of Incorporation of iRhythm Technologies, Inc. to remove the pass- through voting provision.

iRhythm Holdings, Inc.’s own tally for this item (“3. Approval of the Amended and Restated Certificate of Incorporation of iRhythm Technologies, Inc”): 27,297,969 for, 21,366 against — passed, per its Form 8-K filed May 28, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The Amended and Restated Certificate of Incorporation of iRhythm Technologies, Inc. to remove the pass‑through voting provision was approved.”
Support: 99.9% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 97 asset managers below reported 12,566,149 for, 51,034 abstained, 32 not voted.

FOR
FOR: 12,566,149ABSTAIN: 51,034NOT VOTED: 32
Largest asset managers voting on “To approve the adoption of the Amended and Restated Certificate of Incorporation of iRhythm Technologies, Inc.” at iRhythm Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard3,530,6130 00For
Fidelity1,901,1490 00For
BlackRock1,121,0520 00For
MUTUAL FUND SERIES TRUST755,0080 00For
Capital Group509,5900 00For
JPMorgan477,8930 00For
Capitol Series Trust432,1000 00For
Bridge Builder Trust363,1320 00For
Charles Schwab281,3440 00For
Allspring277,0960 00For
Invesco242,0740 00For
Columbia Threadneedle236,1020 00For
Jackson National184,6220 00For
ALGER FUNDS171,9410 00For
MFS164,0990 00For
Loomis Sayles158,8910 00For
OBERWEIS FUNDS138,6000 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)130,0000 00For
Federated Hermes112,2650 00For
TIAA106,0210 00For
Nationwide89,8900 00For
Thrivent73,9400 00For
Equitable70,7290 00For
Putnam64,6220 00For
QUANTITATIVE MASTER SERIES LLC51,5320 00For

Showing the 25 largest of 97 asset managers. See all 97 in the interactive database.

11. 2. Approval of the 2026 Plan

Official resultCOMPENSATIONReported outcome: Approved

Combines 2 wordings of this item as funds reported it.

98% Approved · of votes cast

FOR 98%
FOR: 26,812,921AGAINST: 537,112
Details: description as filed, official tally, votes by 100 asset managers

Description as filed by funds: TO APPROVE THE ADOPTION OF OUR 2026 EQUITY INCENTIVE PLAN.

iRhythm Holdings, Inc.’s own tally for this item (“2. Approval of the 2026 Plan”): 26,812,921 for, 537,112 against — passed, per its Form 8-K filed May 28, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The 2026 Plan, as described in the Proxy Statement, was approved.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 100 asset managers below reported 12,593,919 for, 135,409 against, 32 not voted.

FOR
FOR: 12,593,919AGAINST: 135,409NOT VOTED: 32
Largest asset managers voting on “TO APPROVE THE ADOPTION OF OUR 2026 EQUITY INCENTIVE PLAN.” at iRhythm Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard3,530,6121 00For
Fidelity1,901,1490 00For
BlackRock1,121,0520 00For
MUTUAL FUND SERIES TRUST755,0080 00For
Capital Group509,5900 00For
JPMorgan477,8930 00For
Capitol Series Trust432,1000 00For
Bridge Builder Trust363,1320 00For
Charles Schwab281,3440 00For
Allspring277,0960 00For
Invesco242,0740 00For
Columbia Threadneedle236,1020 00For
Jackson National169,06515,557 00Mixed
ALGER FUNDS171,9410 00For
MFS164,0990 00For
Loomis Sayles158,8910 00For
OBERWEIS FUNDS138,6000 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)130,0000 00For
Federated Hermes112,2650 00For
TIAA106,0210 00For
First Light Asset Management, LLC105,5810 00For
Nationwide89,8900 00For
Thrivent73,9400 00For
Equitable70,7290 00For
Putnam064,622 00Against

Showing the 25 largest of 100 asset managers. See all 100 in the interactive database.

12. 5. Advisory Vote on the Compensation of the Company's Named Executive Officers

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

Combines 8 wordings of this item as funds reported it.

98% Approved · of votes cast

FOR 98%
FOR: 26,185,232AGAINST: 421,655
Details: description as filed, official tally, votes by 350 asset managers

Description as filed by funds: To approve, on a non-binding advisory basis, the named executive officer compensation.

iRhythm Holdings, Inc.’s own tally for this item (“5. Advisory Vote on the Compensation of the Company's Named Executive Officers”): 26,185,232 for, 421,655 against — passed, per its Form 8-K filed May 28, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The stockholders approved, on a non-binding advisory basis, the compensation of the Company's named executive officers.”
Support: 98% 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: 96 asset managers voting on “To approve, on a non-binding advisory basis, the named executive officer compensation.” at iRhythm Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard3,528,9811,630 10For
Fidelity1,901,1490 00For
BlackRock1,121,0520 00For
MUTUAL FUND SERIES TRUST755,0080 00For
Capital Group509,5900 00For
JPMorgan477,8930 00For
Capitol Series Trust432,1000 00For
Bridge Builder Trust363,1320 00For
Charles Schwab281,3440 00For
Allspring277,0960 00For
Invesco242,0740 00For
Columbia Threadneedle236,1020 00For
Jackson National184,6220 00For
ALGER FUNDS171,9410 00For
MFS164,0990 00For
Loomis Sayles158,8910 00For
OBERWEIS FUNDS138,6000 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)130,0000 00For
Federated Hermes112,2650 00For
TIAA106,0210 00For
Nationwide89,8900 00For
Thrivent73,9400 00For
Equitable70,7290 00For
Putnam64,6220 00For
QUANTITATIVE MASTER SERIES LLC51,5320 00For

Fund voting reports, all 96 managers: 12,548,191 for, 67,826 against, 3,035 abstained, 32 not voted. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 279 asset managers voting on “To approve, on a non-binding advisory basis, the named executive officer compensation.” at iRhythm Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
RTW INVESTMENTS, LP1,668,5000 00For
Fidelity1,360,7930 00For
BlackRock1,187,72997 00For
Artisan1,156,1040 00For
GEODE CAPITAL MANAGEMENT, LLC817,1100 00For
Polar Capital Holdings Plc804,3760 00For
BNP Paribas Asset Management Holding S.A.00 724,0350Abstain
FULLER & THALER ASSET MANAGEMENT, INC.635,6630 00For
State Street619,1291,135 00For
Invesco565,2460 00For
Capital Research Global Investors509,5900 00For
Allspring482,8380 00For
Point72473,5840 00For
Stephens Investment Management Group LLC469,6480 00For
BLAIR WILLIAM & CO/IL451,7350 00For
UBS409,5140 00For
John Hancock390,5770 00For
MACKENZIE FINANCIAL CORP371,4750 00For
ARROWSTREET CAPITAL, LIMITED PARTNERSHIP366,5390 00For
Loomis Sayles360,8740 00For
DE Shaw358,2940 00For
Charles Schwab281,8650 00For
Vanguard275,4460 00For
Rock Springs Capital Management LP261,7500 00For
Northern Trust250,9170 00For

Institutional-manager reports, all 279 managers: 18,862,533 for, 235,580 against, 739,055 abstained, 7,597 not voted. Showing the 25 largest; see all in the interactive database.

13. 4. Ratification of the Appointment of Independent Registered Public Accounting Firm

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 3 wordings of this item as funds reported it.

99.9% Approved · of votes cast

FOR 99.9%
FOR: 29,446,860AGAINST: 16,853
Details: description as filed, official tally, votes by 98 asset managers

Description as filed by funds: TO RATIFY THE APPOINTMENT OF KPMG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR OUR FISCAL YEAR ENDING DECEMBER 31, 2026.

iRhythm Holdings, Inc.’s own tally for this item (“4. Ratification of the Appointment of Independent Registered Public Accounting Firm”): 29,446,860 for, 16,853 against — passed, per its Form 8-K filed May 28, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The appointment of KPMG LLP as the Company's independent registered public accounting firm for its fiscal year ending December 31, 2026 was ratified.”
Support: 99.9% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 98 asset managers below reported 12,614,156 for, 3,034 abstained, 32 not voted.

FOR
FOR: 12,614,156ABSTAIN: 3,034NOT VOTED: 32
Largest asset managers voting on “TO RATIFY THE APPOINTMENT OF KPMG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR OUR FISCAL YEAR” at iRhythm Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard3,530,6130 00For
Fidelity1,901,1490 00For
BlackRock1,121,0520 00For
MUTUAL FUND SERIES TRUST755,0080 00For
Capital Group509,5900 00For
JPMorgan477,8930 00For
Capitol Series Trust432,1000 00For
Bridge Builder Trust363,1320 00For
Charles Schwab281,3440 00For
Allspring277,0960 00For
Invesco242,0740 00For
Columbia Threadneedle236,1020 00For
Jackson National184,6220 00For
ALGER FUNDS171,9410 00For
MFS164,0990 00For
Loomis Sayles158,8910 00For
OBERWEIS FUNDS138,6000 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)130,0000 00For
Federated Hermes112,2650 00For
TIAA106,0210 00For
Nationwide89,8900 00For
Thrivent73,9400 00For
Equitable70,7290 00For
Putnam64,6220 00For
QUANTITATIVE MASTER SERIES LLC51,5320 00For

Showing the 25 largest of 98 asset managers. See all 98 in the interactive database.

Largest iRhythm Holdings, Inc. shareholders voting in 2025-2026

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 32,862,408 shares outstanding at the time of that meeting.

Fund voting reports: top iRhythm Holdings, Inc. shareholders by shares voted on “To approve, on a non-binding advisory basis, the named executive officer compensation.”, 2025-2026
#Asset manager % of shares outstanding
1Vanguard 10.74%
2Fidelity 5.79%
3BlackRock 3.41%
4MUTUAL FUND SERIES TRUST 2.30%
5Capital Group 1.55%
6JPMorgan 1.45%
7Capitol Series Trust 1.31%
8Bridge Builder Trust 1.11%
9Charles Schwab 0.86%
10Allspring 0.84%
Institutional-manager reports: top iRhythm Holdings, Inc. shareholders by shares voted on “To approve, on a non-binding advisory basis, the named executive officer compensation.”, 2025-2026
#Asset manager % of shares outstanding
1RTW INVESTMENTS, LP 5.08%
2Fidelity 4.14%
3BlackRock 3.61%
4Artisan 3.52%
5GEODE CAPITAL MANAGEMENT, LLC 2.49%
6Polar Capital Holdings Plc 2.45%
7BNP Paribas Asset Management Holding S.A. 2.20%
8FULLER & THALER ASSET MANAGEMENT, INC. 1.93%
9State Street 1.89%
10Invesco 1.72%

Reported iRhythm Holdings, 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.

iRhythm Holdings, Inc. holdings and ownership disclosed for the 2025-2026 proxy season
Holder % outstanding Disclosure
Vanguard Group 10.07% 13F
BlackRock 8.34% 13F
RTW Investments, LP 6.64% 13G
Vanguard Portfolio Management 5.55% 13G
Sands Capital Management, LLC 5.17% DEF14A
Millennium Management LLC 5.06% 13G
Artisan Partners Asset Management Inc. 5.05% 13G
FMR (Fidelity) 4.14% 13F
State Street 2.40% 13F
JPMorgan Chase 2.18% 13F

Percentages above are of 32,862,408 shares outstanding, as reported by iRhythm Holdings, Inc. on its Form 10-Q dated April 23, 2026 (see the filing on EDGAR). This is the count contemporaneous with the 2025-2026 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 iRhythm Holdings, Inc.’s 10-Q dated April 23, 2026. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.

At iRhythm Holdings, Inc.'s shareholder meeting held May 27, 2026, in the 2025-2026 proxy season, 350 asset managers reported how they voted on 13 ballot items in their SEC Form N-PX filings, covering 4,605 separate fund positions. On the most widely held item on that ballot — To approve, on a non-binding advisory basis, the named executive officer compensation. — iRhythm Holdings, Inc.'s filing reports the proposal as approved, with 98% 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: iRhythm Holdings, Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 28, 2026.

iRhythm Holdings, Inc. proxy season coverage: 2023-2024 · 2024-2025 · 2025-2026 (this page).

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