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Ironwood Pharmaceuticals, Inc. 2025-2026 Proxy Voting Records

Compiled from SEC Form N-PX filings and Ironwood Pharmaceuticals, Inc.’s Form 8-K, filed June 18, 2026 (Item 5.07 on EDGAR). Page generated October 14, 2026.

  • 11Ballot items
  • 196Asset managers
  • 2,418Fund votes
  • June 16, 2026Meeting date

Results at a glance

Meeting of June 16, 2026: 11 items on Ironwood Pharmaceuticals, Inc.’s Form 8-K, filed June 18, 2026: 8 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 Ironwood Pharmaceuticals, Inc. in the interactive database Compare manager voting policies

Official 2025-2026 meeting results reported by Ironwood Pharmaceuticals, Inc.

These tallies are Ironwood Pharmaceuticals, Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed June 18, 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.

Ironwood Pharmaceuticals, Inc. — official shareholder meeting results, meeting held June 16, 2026
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Mark Currie, Ph.D. 107,222,711---- 2,414,99315,446,984 98%Elected—
Elect Director: Alexander Denner, Ph.D. 104,323,731---- 5,313,97315,446,984 95%Elected—
Elect Director: Jon Duane 105,956,515---- 3,681,18915,446,984 97%Elected—
Elect Director: Marla Kessler 107,142,336---- 2,495,36815,446,984 98%Elected—
Elect Director: Thomas McCourt 107,152,086---- 2,485,61815,446,984 98%Elected—
Elect Director: Julie McHugh 104,403,033---- 5,234,67115,446,984 95%Elected—
Elect Director: Catherine Moukheibir 106,410,985---- 3,226,71915,446,984 97%Elected—
Elect Director: Jay Shepard 107,209,046---- 2,428,65815,446,984 98%Elected—
2. On a non-binding advisory basis, the compensation paid to the Company's named executive officers, as disclosed in the Proxy Statement for the Annual Meeting, based on the following votes 104,461,9364,958,394217,374 --15,446,984 95%Approved—
3. The Plan Amendment, based on the following votes 104,066,7855,404,112166,807 --15,446,984 95%Approved—
4. The selection of KPMG LLP as the Company's independent registered public accounting firm for 2026, based on the following votes 121,957,8952,783,154343,639 ---- 98%Approved—

Source: Ironwood Pharmaceuticals, Inc., Form 8-K, filed with the SEC on June 18, 2026 — read the filing on EDGAR.

How asset managers voted at the Ironwood Pharmaceuticals, Inc. 2025-2026 meeting

Each item below shows how the 196 asset managers that disclosed a Ironwood Pharmaceuticals, 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: Alexander Denner, Ph.D.

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%
FOR: 104,323,731WITHHELD: 5,313,973
Details: description as filed, official tally, votes by 66 asset managers

Description as filed by funds: Election of Directors. To elect eight director nominees numbered 01 through 08 to serve for a one-year term extending until the 2027 annual meeting of stockholders and their successors are duly elected and qualified: Alexander Denner, Ph.D.

Ironwood Pharmaceuticals, Inc.’s own tally for this item (“Elect Director: Alexander Denner, Ph.D.”): 104,323,731 for, 5,313,973 withheld, per its Form 8-K filed June 18, 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 stockholders elected eight director nominees, each to serve on the board of directors of the Company for a one-year term extending until the 2027 Annual Meeting of Stockholders and until his or her successor is duly elected and qualified, or until his or her death, resignation or removal, based…”
Support: 95% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 66 asset managers below reported 42,124,002 for, 57,115 withheld, 184,355 abstained.

FOR
FOR: 42,124,002ABSTAIN: 184,355WITHHOLD: 57,115
Largest asset managers voting on “Election of Directors. To elect eight director nominees numbered 01 through 08 to serve for a one-year term ex” at Ironwood Pharmaceuticals, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard12,264,4660 1820,240For
Fidelity4,985,2510 00For
Charles Schwab4,756,1630 00For
State Street4,502,2890 05,794For
BlackRock4,269,2510 00For
Federated Hermes2,251,1590 00For
Pacer Funds Trust1,133,7280 00For
Bridge Builder Trust906,7820 00For
SEI686,8470 00For
Dimensional601,4650 00For
Northern Lights Fund Trust IV529,7790 00For
Equitable375,7610 00For
BRIDGEWAY FUNDS INC365,4930 00For
Invesco342,5410 00For
AQR302,4500 00For
Voya276,9300 00For
QUANTITATIVE MASTER SERIES LLC272,1890 00For
TARGET PORTFOLIO TRUST230,3000 00For
Putnam205,7340 00For
Lincoln Financial204,5930 00For
TIAA195,7370 00For
ETF Series Solutions00 184,3370Abstain
Franklin Templeton184,0080 00For
Nationwide175,0080 00For
GuideStone164,4570 00For

Showing the 25 largest of 66 asset managers. See all 66 in the interactive database.

2. Elect Director: Catherine Moukheibir

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 106,410,985WITHHELD: 3,226,719
Details: description as filed, official tally, votes by 66 asset managers

Description as filed by funds: Election of Directors. To elect eight director nominees numbered 01 through 08 to serve for a one-year term extending until the 2027 annual meeting of stockholders and their successors are duly elected and qualified: Catherine Moukheibir

Ironwood Pharmaceuticals, Inc.’s own tally for this item (“Elect Director: Catherine Moukheibir”): 106,410,985 for, 3,226,719 withheld, per its Form 8-K filed June 18, 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 stockholders elected eight director nominees, each to serve on the board of directors of the Company for a one-year term extending until the 2027 Annual Meeting of Stockholders and until his or her successor is duly elected and qualified, or until his or her death, resignation or removal, based…”
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 66 asset managers below reported 42,144,471 for, 36,653 withheld, 184,348 abstained.

FOR
FOR: 42,144,471ABSTAIN: 184,348WITHHOLD: 36,653
Largest asset managers voting on “Election of Directors. To elect eight director nominees numbered 01 through 08 to serve for a one-year term ex” at Ironwood Pharmaceuticals, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard12,271,1620 1113,551For
Fidelity4,985,2510 00For
Charles Schwab4,756,1630 00For
State Street4,502,2890 05,794For
BlackRock4,269,2510 00For
Federated Hermes2,251,1590 00For
Pacer Funds Trust1,133,7280 00For
Bridge Builder Trust906,7820 00For
SEI686,8470 00For
Dimensional601,4650 00For
Northern Lights Fund Trust IV529,7790 00For
Equitable375,7610 00For
BRIDGEWAY FUNDS INC365,4930 00For
Invesco342,5410 00For
AQR302,4500 00For
Voya276,9300 00For
QUANTITATIVE MASTER SERIES LLC272,1890 00For
TARGET PORTFOLIO TRUST230,3000 00For
Putnam205,7340 00For
Lincoln Financial204,5930 00For
TIAA195,7370 00For
ETF Series Solutions00 184,3370Abstain
Franklin Templeton184,0080 00For
Nationwide175,0080 00For
GuideStone164,4570 00For

Showing the 25 largest of 66 asset managers. See all 66 in the interactive database.

3. Elect Director: Jay Shepard

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 107,209,046WITHHELD: 2,428,658
Details: description as filed, official tally, votes by 66 asset managers

Description as filed by funds: Election of Directors. To elect eight director nominees numbered 01 through 08 to serve for a one-year term extending until the 2027 annual meeting of stockholders and their successors are duly elected and qualified: Jay Shepard

Ironwood Pharmaceuticals, Inc.’s own tally for this item (“Elect Director: Jay Shepard”): 107,209,046 for, 2,428,658 withheld, per its Form 8-K filed June 18, 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 stockholders elected eight director nominees, each to serve on the board of directors of the Company for a one-year term extending until the 2027 Annual Meeting of Stockholders and until his or her successor is duly elected and qualified, or until his or her death, resignation or removal, based…”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 66 asset managers below reported 42,144,474 for, 36,653 withheld, 184,345 abstained.

FOR
FOR: 42,144,474ABSTAIN: 184,345WITHHOLD: 36,653
Largest asset managers voting on “Election of Directors. To elect eight director nominees numbered 01 through 08 to serve for a one-year term ex” at Ironwood Pharmaceuticals, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard12,271,1650 813,551For
Fidelity4,985,2510 00For
Charles Schwab4,756,1630 00For
State Street4,502,2890 05,794For
BlackRock4,269,2510 00For
Federated Hermes2,251,1590 00For
Pacer Funds Trust1,133,7280 00For
Bridge Builder Trust906,7820 00For
SEI686,8470 00For
Dimensional601,4650 00For
Northern Lights Fund Trust IV529,7790 00For
Equitable375,7610 00For
BRIDGEWAY FUNDS INC365,4930 00For
Invesco342,5410 00For
AQR302,4500 00For
Voya276,9300 00For
QUANTITATIVE MASTER SERIES LLC272,1890 00For
TARGET PORTFOLIO TRUST230,3000 00For
Putnam205,7340 00For
Lincoln Financial204,5930 00For
TIAA195,7370 00For
ETF Series Solutions00 184,3370Abstain
Franklin Templeton184,0080 00For
Nationwide175,0080 00For
GuideStone164,4570 00For

Showing the 25 largest of 66 asset managers. See all 66 in the interactive database.

4. Elect Director: Jon Duane

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 105,956,515WITHHELD: 3,681,189
Details: description as filed, official tally, votes by 66 asset managers

Description as filed by funds: Election of Directors. To elect eight director nominees numbered 01 through 08 to serve for a one-year term extending until the 2027 annual meeting of stockholders and their successors are duly elected and qualified: Jon Duane

Ironwood Pharmaceuticals, Inc.’s own tally for this item (“Elect Director: Jon Duane”): 105,956,515 for, 3,681,189 withheld, per its Form 8-K filed June 18, 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 stockholders elected eight director nominees, each to serve on the board of directors of the Company for a one-year term extending until the 2027 Annual Meeting of Stockholders and until his or her successor is duly elected and qualified, or until his or her death, resignation or removal, based…”
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 66 asset managers below reported 42,130,698 for, 50,426 withheld, 184,348 abstained.

FOR
FOR: 42,130,698ABSTAIN: 184,348WITHHOLD: 50,426
Largest asset managers voting on “Election of Directors. To elect eight director nominees numbered 01 through 08 to serve for a one-year term ex” at Ironwood Pharmaceuticals, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard12,271,1620 1113,551For
Fidelity4,985,2510 00For
Charles Schwab4,756,1630 00For
State Street4,502,2890 05,794For
BlackRock4,269,2510 00For
Federated Hermes2,251,1590 00For
Pacer Funds Trust1,133,7280 00For
Bridge Builder Trust906,7820 00For
SEI686,8470 00For
Dimensional601,4650 00For
Northern Lights Fund Trust IV529,7790 00For
Equitable375,7610 00For
BRIDGEWAY FUNDS INC365,4930 00For
Invesco342,5410 00For
AQR302,4500 00For
Voya276,9300 00For
QUANTITATIVE MASTER SERIES LLC272,1890 00For
TARGET PORTFOLIO TRUST230,3000 00For
Putnam205,7340 00For
Lincoln Financial204,5930 00For
TIAA195,7370 00For
ETF Series Solutions00 184,3370Abstain
Franklin Templeton184,0080 00For
Nationwide175,0080 00For
GuideStone164,4570 00For

Showing the 25 largest of 66 asset managers. See all 66 in the interactive database.

5. Elect Director: Julie McHugh

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%
FOR: 104,403,033WITHHELD: 5,234,671
Details: description as filed, official tally, votes by 66 asset managers

Description as filed by funds: Election of Directors. To elect eight director nominees numbered 01 through 08 to serve for a one-year term extending until the 2027 annual meeting of stockholders and their successors are duly elected and qualified: Julie McHugh

Ironwood Pharmaceuticals, Inc.’s own tally for this item (“Elect Director: Julie McHugh”): 104,403,033 for, 5,234,671 withheld, per its Form 8-K filed June 18, 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 stockholders elected eight director nominees, each to serve on the board of directors of the Company for a one-year term extending until the 2027 Annual Meeting of Stockholders and until his or her successor is duly elected and qualified, or until his or her death, resignation or removal, based…”
Support: 95% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 66 asset managers below reported 42,123,823 for, 57,295 withheld, 184,354 abstained.

FOR
FOR: 42,123,823ABSTAIN: 184,354WITHHOLD: 57,295
Largest asset managers voting on “Election of Directors. To elect eight director nominees numbered 01 through 08 to serve for a one-year term ex” at Ironwood Pharmaceuticals, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard12,264,4670 1720,240For
Fidelity4,985,2510 00For
Charles Schwab4,756,1630 00For
State Street4,502,1100 05,973For
BlackRock4,269,2510 00For
Federated Hermes2,251,1590 00For
Pacer Funds Trust1,133,7280 00For
Bridge Builder Trust906,7820 00For
SEI686,8470 00For
Dimensional601,4650 00For
Northern Lights Fund Trust IV529,7790 00For
Equitable375,7610 00For
BRIDGEWAY FUNDS INC365,4930 00For
Invesco342,5410 00For
AQR302,4500 00For
Voya276,9300 00For
QUANTITATIVE MASTER SERIES LLC272,1890 00For
TARGET PORTFOLIO TRUST230,3000 00For
Putnam205,7340 00For
Lincoln Financial204,5930 00For
TIAA195,7370 00For
ETF Series Solutions00 184,3370Abstain
Franklin Templeton184,0080 00For
Nationwide175,0080 00For
GuideStone164,4570 00For

Showing the 25 largest of 66 asset managers. See all 66 in the interactive database.

6. Elect Director: Mark Currie, Ph.D.

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 107,222,711WITHHELD: 2,414,993
Details: description as filed, official tally, votes by 66 asset managers

Description as filed by funds: Election of Directors. To elect eight director nominees numbered 01 through 08 to serve for a one-year term extending until the 2027 annual meeting of stockholders and their successors are duly elected and qualified: Mark Currie, Ph.D.

Ironwood Pharmaceuticals, Inc.’s own tally for this item (“Elect Director: Mark Currie, Ph.D.”): 107,222,711 for, 2,414,993 withheld, per its Form 8-K filed June 18, 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 stockholders elected eight director nominees, each to serve on the board of directors of the Company for a one-year term extending until the 2027 Annual Meeting of Stockholders and until his or her successor is duly elected and qualified, or until his or her death, resignation or removal, based…”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 66 asset managers below reported 42,144,474 for, 36,653 withheld, 184,345 abstained.

FOR
FOR: 42,144,474ABSTAIN: 184,345WITHHOLD: 36,653
Largest asset managers voting on “Election of Directors. To elect eight director nominees numbered 01 through 08 to serve for a one-year term ex” at Ironwood Pharmaceuticals, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard12,271,1650 813,551For
Fidelity4,985,2510 00For
Charles Schwab4,756,1630 00For
State Street4,502,2890 05,794For
BlackRock4,269,2510 00For
Federated Hermes2,251,1590 00For
Pacer Funds Trust1,133,7280 00For
Bridge Builder Trust906,7820 00For
SEI686,8470 00For
Dimensional601,4650 00For
Northern Lights Fund Trust IV529,7790 00For
Equitable375,7610 00For
BRIDGEWAY FUNDS INC365,4930 00For
Invesco342,5410 00For
AQR302,4500 00For
Voya276,9300 00For
QUANTITATIVE MASTER SERIES LLC272,1890 00For
TARGET PORTFOLIO TRUST230,3000 00For
Putnam205,7340 00For
Lincoln Financial204,5930 00For
TIAA195,7370 00For
ETF Series Solutions00 184,3370Abstain
Franklin Templeton184,0080 00For
Nationwide175,0080 00For
GuideStone164,4570 00For

Showing the 25 largest of 66 asset managers. See all 66 in the interactive database.

7. Elect Director: Marla Kessler

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 107,142,336WITHHELD: 2,495,368
Details: description as filed, official tally, votes by 66 asset managers

Description as filed by funds: Election of Directors. To elect eight director nominees numbered 01 through 08 to serve for a one-year term extending until the 2027 annual meeting of stockholders and their successors are duly elected and qualified: Marla Kessler

Ironwood Pharmaceuticals, Inc.’s own tally for this item (“Elect Director: Marla Kessler”): 107,142,336 for, 2,495,368 withheld, per its Form 8-K filed June 18, 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 stockholders elected eight director nominees, each to serve on the board of directors of the Company for a one-year term extending until the 2027 Annual Meeting of Stockholders and until his or her successor is duly elected and qualified, or until his or her death, resignation or removal, based…”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 66 asset managers below reported 42,144,474 for, 36,653 withheld, 184,345 abstained.

FOR
FOR: 42,144,474ABSTAIN: 184,345WITHHOLD: 36,653
Largest asset managers voting on “Election of Directors. To elect eight director nominees numbered 01 through 08 to serve for a one-year term ex” at Ironwood Pharmaceuticals, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard12,271,1650 813,551For
Fidelity4,985,2510 00For
Charles Schwab4,756,1630 00For
State Street4,502,2890 05,794For
BlackRock4,269,2510 00For
Federated Hermes2,251,1590 00For
Pacer Funds Trust1,133,7280 00For
Bridge Builder Trust906,7820 00For
SEI686,8470 00For
Dimensional601,4650 00For
Northern Lights Fund Trust IV529,7790 00For
Equitable375,7610 00For
BRIDGEWAY FUNDS INC365,4930 00For
Invesco342,5410 00For
AQR302,4500 00For
Voya276,9300 00For
QUANTITATIVE MASTER SERIES LLC272,1890 00For
TARGET PORTFOLIO TRUST230,3000 00For
Putnam205,7340 00For
Lincoln Financial204,5930 00For
TIAA195,7370 00For
ETF Series Solutions00 184,3370Abstain
Franklin Templeton184,0080 00For
Nationwide175,0080 00For
GuideStone164,4570 00For

Showing the 25 largest of 66 asset managers. See all 66 in the interactive database.

8. Elect Director: Thomas McCourt

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 107,152,086WITHHELD: 2,485,618
Details: description as filed, official tally, votes by 66 asset managers

Description as filed by funds: Election of Directors. To elect eight director nominees numbered 01 through 08 to serve for a one-year term extending until the 2027 annual meeting of stockholders and their successors are duly elected and qualified: Thomas McCourt

Ironwood Pharmaceuticals, Inc.’s own tally for this item (“Elect Director: Thomas McCourt”): 107,152,086 for, 2,485,618 withheld, per its Form 8-K filed June 18, 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 stockholders elected eight director nominees, each to serve on the board of directors of the Company for a one-year term extending until the 2027 Annual Meeting of Stockholders and until his or her successor is duly elected and qualified, or until his or her death, resignation or removal, based…”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 66 asset managers below reported 42,144,474 for, 36,653 withheld, 184,345 abstained.

FOR
FOR: 42,144,474ABSTAIN: 184,345WITHHOLD: 36,653
Largest asset managers voting on “Election of Directors. To elect eight director nominees numbered 01 through 08 to serve for a one-year term ex” at Ironwood Pharmaceuticals, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard12,271,1650 813,551For
Fidelity4,985,2510 00For
Charles Schwab4,756,1630 00For
State Street4,502,2890 05,794For
BlackRock4,269,2510 00For
Federated Hermes2,251,1590 00For
Pacer Funds Trust1,133,7280 00For
Bridge Builder Trust906,7820 00For
SEI686,8470 00For
Dimensional601,4650 00For
Northern Lights Fund Trust IV529,7790 00For
Equitable375,7610 00For
BRIDGEWAY FUNDS INC365,4930 00For
Invesco342,5410 00For
AQR302,4500 00For
Voya276,9300 00For
QUANTITATIVE MASTER SERIES LLC272,1890 00For
TARGET PORTFOLIO TRUST230,3000 00For
Putnam205,7340 00For
Lincoln Financial204,5930 00For
TIAA195,7370 00For
ETF Series Solutions00 184,3370Abstain
Franklin Templeton184,0080 00For
Nationwide175,0080 00For
GuideStone164,4570 00For

Showing the 25 largest of 66 asset managers. See all 66 in the interactive database.

9. 3. The Plan Amendment, based on the following votes

Official resultCOMPENSATIONReported outcome: Approved

95% Approved · of votes cast

FOR 95%
FOR: 104,066,785AGAINST: 5,404,112
Details: description as filed, official tally, votes by 64 asset managers

Description as filed by funds: APPROVAL OF AN AMENDMENT TO IRONWOOD PHARMACEUTICALS, INC. AMENDED AND RESTATED 2019 EQUITY INCENTIVE PLAN TO INCREASE THE NUMBER OF SHARES AVAILABLE FOR ISSUANCE THEREUNDER BY 10,000,000 SHARES.

Ironwood Pharmaceuticals, Inc.’s own tally for this item (“3. The Plan Amendment, based on the following votes”): 104,066,785 for, 5,404,112 against — passed, per its Form 8-K filed June 18, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The stockholders approved the Plan Amendment, based on the following votes:”
Support: 95% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of Ironwood Pharmaceuticals, Inc.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Amend Omnibus Stock Plan” (2 managers, 105,305 for).

The 64 asset managers below reported 42,033,763 for, 209,858 against, 16,546 abstained.

FOR
FOR: 42,033,763AGAINST: 209,858ABSTAIN: 16,546
Largest asset managers voting on “APPROVAL OF AN AMENDMENT TO IRONWOOD PHARMACEUTICALS, INC. AMENDED AND RESTATED 2019 EQUITY INCENTIVE PLAN TO ” at Ironwood Pharmaceuticals, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard12,284,70915 00For
Fidelity4,985,2510 00For
Charles Schwab4,756,1630 00For
State Street4,507,903180 00For
BlackRock4,269,2510 00For
Federated Hermes2,251,1590 00For
Pacer Funds Trust1,133,7280 00For
Bridge Builder Trust906,7820 00For
SEI686,8470 00For
Dimensional601,4650 00For
Northern Lights Fund Trust IV529,7790 00For
Equitable375,7610 00For
BRIDGEWAY FUNDS INC365,4930 00For
Invesco342,5410 00For
AQR302,4500 00For
Voya276,9300 00For
QUANTITATIVE MASTER SERIES LLC272,1890 00For
TARGET PORTFOLIO TRUST230,3000 00For
Putnam0205,734 00Against
Lincoln Financial204,5930 00For
TIAA195,7370 00For
ETF Series Solutions184,3370 00For
Franklin Templeton184,0080 00For
Nationwide175,0080 00For
GuideStone164,4570 00For

Showing the 25 largest of 64 asset managers. See all 64 in the interactive database.

10. 2. On a non-binding advisory basis, the compensation paid to the Company's named executive officers, as disclosed in…

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

Combines 4 wordings of this item as funds reported it.

95% Approved · of votes cast

FOR 95%
FOR: 104,461,936AGAINST: 4,958,394
Details: description as filed, official tally, votes by 196 asset managers

Description as filed by funds: Approval, by non-binding advisory vote, of the compensation paid to the named executive officers.

Ironwood Pharmaceuticals, Inc.’s own tally for this item (“2. On a non-binding advisory basis, the compensation paid to the Company's named executive officers, as disclosed in the Proxy Statement for the Annual Meeting, based on the following votes”): 104,461,936 for, 4,958,394 against — passed, per its Form 8-K filed June 18, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The stockholders approved, on a non-binding advisory basis, the compensation paid to the Company's named executive officers, as disclosed in the Proxy Statement for the Annual Meeting, based on the following votes:”
Support: 95% 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: 66 asset managers voting on “Approval, by non-binding advisory vote, of the compensation paid to the named executive officers.” at Ironwood Pharmaceuticals, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard12,284,70915 00For
Fidelity4,985,2510 00For
Charles Schwab4,756,1630 00For
State Street4,508,0830 00For
BlackRock4,269,2510 00For
Federated Hermes2,251,1590 00For
Pacer Funds Trust1,133,7280 00For
Bridge Builder Trust906,7820 00For
SEI686,8470 00For
Dimensional601,4650 00For
Northern Lights Fund Trust IV529,7790 00For
Equitable375,7610 00For
BRIDGEWAY FUNDS INC365,4930 00For
Invesco342,5410 00For
AQR302,4500 00For
Voya276,9300 00For
QUANTITATIVE MASTER SERIES LLC272,1890 00For
TARGET PORTFOLIO TRUST230,3000 00For
Putnam205,7340 00For
Lincoln Financial204,5930 00For
TIAA195,7370 00For
ETF Series Solutions184,3370 00For
Franklin Templeton184,0080 00For
Nationwide175,0080 00For
GuideStone164,4570 00For

Fund voting reports, all 66 managers: 42,229,287 for, 119,639 against, 16,546 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 149 asset managers voting on “Approval, by non-binding advisory vote, of the compensation paid to the named executive officers.” at Ironwood Pharmaceuticals, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Renaissance5,510,6980 00For
BlackRock5,272,2550 00For
AQR5,240,4920 00For
Charles Schwab4,756,2260 00For
GEODE CAPITAL MANAGEMENT, LLC4,574,1160 00For
ACADIAN ASSET MANAGEMENT LLC4,382,7330 00For
Sarissa Capital Management LP3,485,5830 00For
Federated Hermes3,287,4890 00For
State Street2,890,8890 00For
MARSHALL WACE, LLP2,577,5400 00For
JACOBS LEVY EQUITY MANAGEMENT, INC2,499,1460 00For
Two Sigma2,491,2220 00For
Vanguard1,648,4960 00For
ARROWSTREET CAPITAL, LIMITED PARTNERSHIP1,281,4220 00For
Northern Trust1,167,3320 00For
Hillsdale Investment Management Inc.1,154,0780 00For
SEI1,014,2810 00For
Fidelity804,0920 00For
Victory Capital726,5450 00For
Connor, Clark & Lunn Investment Management Ltd.670,3230 00For
STATE OF WISCONSIN INVESTMENT BOARD670,1590 00For
Goldman Sachs0625,859 00Against
MACKENZIE FINANCIAL CORP549,7000 00For
MELLON INVESTMENTS Corp505,8000 00For
Invesco483,7670 00For

Institutional-manager reports, all 149 managers: 65,554,630 for, 1,146,123 against, 247 abstained, 2,344 not voted. Showing the 25 largest; see all in the interactive database.

11. 4. The selection of KPMG LLP as the Company's independent registered public accounting firm for 2026, based on the…

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 2 wordings of this item as funds reported it.

98% Approved · of votes cast

FOR 98%
FOR: 121,957,895AGAINST: 2,783,154
Details: description as filed, official tally, votes by 66 asset managers

Description as filed by funds: RATIFICATION OF THE SELECTION OF KPMG LLP AS IRONWOOD PHARMACEUTICALS, INC.'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2026.

Ironwood Pharmaceuticals, Inc.’s own tally for this item (“4. The selection of KPMG LLP as the Company's independent registered public accounting firm for 2026, based on the following votes”): 121,957,895 for, 2,783,154 against — passed, per its Form 8-K filed June 18, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The stockholders ratified the selection of KPMG LLP as the Company's independent registered public accounting firm for 2026, based on the following votes:”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 66 asset managers below reported 41,981,583 for, 367,343 against, 16,546 abstained.

FOR
FOR: 41,981,583AGAINST: 367,343ABSTAIN: 16,546
Largest asset managers voting on “RATIFICATION OF THE SELECTION OF KPMG LLP AS IRONWOOD PHARMACEUTICALS, INC.'S INDEPENDENT REGISTERED PUBLIC AC” at Ironwood Pharmaceuticals, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard12,284,7159 00For
Fidelity4,985,2510 00For
Charles Schwab4,756,1630 00For
State Street4,506,2421,841 00For
BlackRock4,269,2510 00For
Federated Hermes2,251,1590 00For
Pacer Funds Trust1,133,7280 00For
Bridge Builder Trust906,7820 00For
SEI686,8470 00For
Dimensional601,4650 00For
Northern Lights Fund Trust IV529,7790 00For
Equitable375,7610 00For
BRIDGEWAY FUNDS INC0365,493 00Against
Invesco342,5410 00For
AQR302,4500 00For
Voya276,9300 00For
QUANTITATIVE MASTER SERIES LLC272,1890 00For
TARGET PORTFOLIO TRUST230,3000 00For
Putnam205,7340 00For
Lincoln Financial204,5930 00For
TIAA195,7370 00For
ETF Series Solutions184,3370 00For
Franklin Templeton184,0080 00For
Nationwide175,0080 00For
GuideStone164,4570 00For

Showing the 25 largest of 66 asset managers. See all 66 in the interactive database.

Largest Ironwood Pharmaceuticals, 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 164,613,406 shares outstanding at the time of that meeting.

Fund voting reports: top Ironwood Pharmaceuticals, Inc. shareholders by shares voted on “Approval, by non-binding advisory vote, of the compensation paid to the named executive…”, 2025-2026
#Asset manager % of shares outstanding
1Vanguard 7.46%
2Fidelity 3.03%
3Charles Schwab 2.89%
4State Street 2.74%
5BlackRock 2.59%
6Federated Hermes 1.37%
7Pacer Funds Trust 0.69%
8Bridge Builder Trust 0.55%
9SEI 0.42%
10Dimensional 0.37%
Institutional-manager reports: top Ironwood Pharmaceuticals, Inc. shareholders by shares voted on “Approval, by non-binding advisory vote, of the compensation paid to the named executive…”, 2025-2026
#Asset manager % of shares outstanding
1Renaissance 3.35%
2BlackRock 3.20%
3AQR 3.18%
4Charles Schwab 2.89%
5GEODE CAPITAL MANAGEMENT, LLC 2.78%
6ACADIAN ASSET MANAGEMENT LLC 2.66%
7Sarissa Capital Management LP 2.12%
8Federated Hermes 2.00%
9State Street 1.76%
10MARSHALL WACE, LLP 1.57%

Reported Ironwood Pharmaceuticals, 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.

Ironwood Pharmaceuticals, Inc. holdings and ownership disclosed for the 2025-2026 proxy season
Holder % outstanding Disclosure
Vanguard Group 9.69% 13F
Armistice Capital, LLC 8.46% 13G
BlackRock 8.12% 13F
BANK OF AMERICA CORP /DE/ 6.05% 13G
Alexander Denner, Ph.D. 5.74% DEF14A
Sarissa Capital Management LP 5.58% DEF14A
Renaissance Technologies 4.90% 13F
State Street 4.53% 13F
Two Sigma 3.55% 13F
Charles Schwab 2.88% 13F

Percentages above are of 164,613,406 shares outstanding, as reported by Ironwood Pharmaceuticals, Inc. on its Form 10-Q dated April 30, 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 Ironwood Pharmaceuticals, Inc.’s 10-Q dated April 30, 2026. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.

At Ironwood Pharmaceuticals, Inc.'s shareholder meeting held June 16, 2026, in the 2025-2026 proxy season, 196 asset managers reported how they voted on 11 ballot items in their SEC Form N-PX filings, covering 2,418 separate fund positions. On the most widely held item on that ballot — Approval, by non-binding advisory vote, of the compensation paid to the named executive… — Ironwood Pharmaceuticals, Inc.'s filing reports the proposal as approved, with 95% 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: Ironwood Pharmaceuticals, Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on June 18, 2026.

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

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