KLX ENERGY SERVICES HOLDINGS INC. 2023-2024 Proxy Voting Records

Description as filed by funds: To elect two Class III Directors, each for a term that expires at the 2027 Annual Meeting of Stockholders (or until the 2025 Annual Meeting of Stockholders if Proposal 1 is approved and the Declassification Amendment (as defined in the enclosed proxy statement) is filed and becomes effective as described in the enclosed proxy statement) and until such director's successor is duly elected or qualified: Corbin J. Robertson, Jr.

KLX ENERGY SERVICES HOLDINGS INC.’s own tally for this item (“Elect Director: Corbin J. Robertson, Jr.”): 5,648,391 for, 3,289,010 withheld, per its Form 8-K filed May 14, 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: “The two nominees were elected to serve as Class III Directors until the 2027 Annual Meeting of Stockholders and until their successors are duly elected or qualified.”
Support: 63% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 43 asset managers below reported 783,461 for, 563,258 withheld.

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

Description as filed by funds: To elect two Class III Directors, each for a term that expires at the 2027 Annual Meeting of Stockholders (or until the 2025 Annual Meeting of Stockholders if Proposal 1 is approved and the Declassification Amendment (as defined in the enclosed proxy statement) is filed and becomes effective as described in the enclosed proxy statement) and until such director's successor is duly elected or qualified: Thomas P. McCaffrey

KLX ENERGY SERVICES HOLDINGS INC.’s own tally for this item (“Elect Director: Thomas P. McCaffrey”): 6,913,096 for, 2,024,305 withheld, per its Form 8-K filed May 14, 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: “The two nominees were elected to serve as Class III Directors until the 2027 Annual Meeting of Stockholders and until their successors are duly elected or qualified.”
Support: 77% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 43 asset managers below reported 1,345,673 for, 1,046 withheld.

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

Description as filed by funds: To approve an amendment to the Amended and Restated Certificate of Incorporation of the Company (the "Amended and Restated Certificate of Incorporation") to declassify the Board;

KLX ENERGY SERVICES HOLDINGS INC.’s own tally for this item (“1. Declassification of the Board”): 8,580,124 for, 346,066 against — failed, per its Form 8-K filed May 14, 2024 (Item 5.07). This item required more than a simple majority of votes cast — see the filing.

Reported outcome: Not approved, in the filing’s own words: “Proposal 1: Declassification of the Board”
A stricter vote than a majority of the votes cast may have applied to this item; the filing does not state it.
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 43 asset managers below reported 1,346,719 for.

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

Description as filed by funds: To approve an amendment to the Amended and Restated Certificate of Incorporation to eliminate the supermajority voting requirement to amend the Company's bylaws;

The 43 asset managers below reported 1,346,719 for. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

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

Description as filed by funds: To approve an amendment to the Amended and Restated Certificate of Incorporation to eliminate the supermajority voting requirement to amend the Company's certificate of incorporation; and

KLX ENERGY SERVICES HOLDINGS INC.’s own tally for this item (“6. Elimination of the Supermajority Voting Requirement to Amend the Company's Certificate of Incorporation”): 8,715,558 for, 204,501 against — failed, per its Form 8-K filed May 14, 2024 (Item 5.07). This item required more than a simple majority of votes cast — see the filing.

Reported outcome: Not approved, in the filing’s own words: “The elimination of the supermajority voting requirement to amend the Company's certificate of incorporation was not approved, as the affirmative vote of 66 2/3% in voting power of the outstanding voting stock of the Company was required for approval.”
Not approved: the filing states that this item needed more than a majority of the votes cast.
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 43 asset managers below reported 1,346,719 for.

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

Description as filed by funds: To approve, on an advisory, non-binding basis, the compensation of the Company's named executive officers;

KLX ENERGY SERVICES HOLDINGS INC.’s own tally for this item (“3. Compensation of Named Executive Officers”): 6,206,500 for, 2,687,245 against — passed, per its Form 8-K filed May 14, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The resolution to approve the compensation of Named Executive Officers on a non-binding, advisory basis was approved as follows:”
Support: 70% 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 43 managers: 933,177 for, 413,542 against. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 74 managers: 2,287,579 for, 576,942 against, 8,825 1 year. Showing the 25 largest; see all in the interactive database.

Description as filed by funds: To approve, on an advisory, non-binding basis, the frequency of future advisory votes on the compensation of the Company's named executive officers;

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). The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Fund voting reports, all 43 managers: 598 for, 1,346,074 1 year, 47 3 year. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 74 managers: 18 for, 8,825 against, 2,858,432 1 year, 1,104 3 year. Showing the 25 largest; see all in the interactive database.

Description as filed by funds: TO RATIFY THE SELECTION OF DELOITTE & TOUCHE LLP TO SERVE AS THE COMPANY'S INDEPENDENT AUDITOR FOR THE FISCAL YEAR ENDING DECEMBER 31, 2024.

KLX ENERGY SERVICES HOLDINGS INC.’s own tally for this item (“7. Selection of Independent Registered Public Accounting Firm”): 12,647,310 for, 178,223 against — passed, per its Form 8-K filed May 14, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The selection of Deloitte & Touche LLP was ratified.”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 43 asset managers below reported 1,346,719 for.

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