ITRON INC. 2023-2024 Proxy Voting Records

Description as filed by funds: Election of Directors: Sanjay Mirchandani

ITRON INC.’s own tally for this item (“Elect Director: Sanjay Mirchandani”): 40,385,780 for, 97,466 against, per its Form 8-K filed May 9, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Proposal One: The following nominees for Director were elected until their successors are duly elected and qualified: Sanjay Mirchandani was elected to hold office in Class 1 for a term of two years until the Company's 2026 Annual Meeting.”
Support: 99.7% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 105 asset managers below reported 20,859,119 for, 69,344 abstained.

Showing the 25 largest of 105 asset managers. See all 105 in the interactive database.

Description as filed by funds: Election of Directors: Santiago Perez

ITRON INC.’s own tally for this item (“Elect Director: Santiago Perez”): 36,890,633 for, 3,593,425 against, per its Form 8-K filed May 9, 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: “Thomas L. Deitrich, Timothy M. Leyden, and Santiago Perez were elected to hold office in Class 2 for a term of three years until the Company's 2027 Annual Meeting.”
Support: 91% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 105 asset managers below reported 19,680,755 for, 1,178,364 against, 69,344 abstained.

Showing the 25 largest of 105 asset managers. See all 105 in the interactive database.

Description as filed by funds: Election of Directors: Thomas L. Deitrich

ITRON INC.’s own tally for this item (“Elect Director: Thomas L. Deitrich”): 40,361,559 for, 121,763 against, per its Form 8-K filed May 9, 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: “Thomas L. Deitrich, Timothy M. Leyden, and Santiago Perez were elected to hold office in Class 2 for a term of three years until the Company's 2027 Annual Meeting.”
Support: 99.6% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 105 asset managers below reported 20,858,997 for, 122 against, 69,344 abstained.

Showing the 25 largest of 105 asset managers. See all 105 in the interactive database.

Description as filed by funds: Election of Directors: Timothy M. Leyden

ITRON INC.’s own tally for this item (“Elect Director: Timothy M. Leyden”): 40,017,062 for, 467,110 against, per its Form 8-K filed May 9, 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: “Thomas L. Deitrich, Timothy M. Leyden, and Santiago Perez were elected to hold office in Class 2 for a term of three years until the Company's 2027 Annual Meeting.”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 105 asset managers below reported 20,800,701 for, 58,418 against, 69,344 abstained.

Showing the 25 largest of 105 asset managers. See all 105 in the interactive database.

Description as filed by funds: Proposal to approve the Third Amended and Restated 2010 Stock Incentive Plan.

ITRON INC.’s own tally for this item (“3. Approval of the amendment of the Itron, Inc. Third Amended and Restated 2010 Stock Incentive Plan”): 38,340,896 for, 2,140,280 against, per its Form 8-K filed May 9, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
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, all 102 managers: 20,763,763 for, 94,355 against, 16,052 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 5 managers: 4,265,138 for, 53,292 abstained.

Description as filed by funds: Proposal to approve the advisory (non-binding) resolution relating to executive compensation.

ITRON INC.’s own tally for this item (“2. Approval of the advisory (non-binding) resolution relating to executive compensation”): 37,983,013 for, 1,911,886 against, per its Form 8-K filed May 9, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
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 ITRON INC.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “ADVISORY VOTE TO RATIFY NAMED EXECUTIVE OFFICERS' COMPENSATION” (11 managers, Fund and manager reports combined; may count the same shares twice; no share total shown).

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports, all 102 managers: 20,791,858 for, 18,058 against, 28,087 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 278 managers: 20,062,091 for, 571,551 against, 187,894 abstained, 75 not voted. Showing the 25 largest; see all in the interactive database.

Description as filed by funds: Ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accountant for 2024.

ITRON INC.’s own tally for this item (“4. Ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the 2024 fiscal year”): 42,371,091 for, 560,038 against, per its Form 8-K filed May 9, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99% 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, all 102 managers: 20,822,756 for, 35,362 against, 16,052 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 3 managers: 9,984,447 for, 53,292 abstained.