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MASTERCARD INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and MASTERCARD INC.’s Form 8-K, filed June 21, 2024 (Item 5.07 on EDGAR). Page generated October 18, 2026.

19Reported items
1,669Asset managers
32,398Fund votes
June 18, 2024Meeting date

Results at a glance

Meeting of June 18, 2024: 19 items on MASTERCARD INC.’s Form 8-K, filed June 21, 2024: 1 approved · 5 not approved · 13 without a stated outcome.

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 MASTERCARD INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by MASTERCARD INC.

These tallies are MASTERCARD INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed June 21, 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.

MASTERCARD INC. — official shareholder meeting results, meeting held June 18, 2024
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Support (of votes cast)	Reported outcome	Voting standard
Elect Director: Merit E. Janow	758,928,091	21,351,067	780,263	--	46,933,575	97%	Not verified	—
Elect Director: Candido Bracher	779,166,549	1,195,728	697,144	--	46,933,575	99.8%	Not verified	—
Elect Director: Richard K. Davis	758,901,694	21,468,261	689,466	--	46,933,575	97%	Not verified	—
Elect Director: Julius Genachowski	761,203,396	19,145,262	710,763	--	46,933,575	98%	Not verified	—
Elect Director: Choon Phong Goh	732,545,070	47,807,991	706,360	--	46,933,575	94%	Not verified	—
Elect Director: Oki Matsumoto	777,047,292	3,278,646	733,483	--	46,933,575	99.5%	Not verified	—
Elect Director: Michael Miebach	778,646,488	1,073,328	1,339,605	--	46,933,575	99.8%	Not verified	—
Elect Director: Youngme Moon	777,536,010	2,816,646	706,765	--	46,933,575	99.6%	Not verified	—
Elect Director: Rima Qureshi	765,627,632	12,860,678	2,571,111	--	46,933,575	98%	Not verified	—
Elect Director: Gabrielle Sulzberger	764,655,516	15,714,311	689,594	--	46,933,575	98%	Not verified	—
Elect Director: Harit Talwar	777,381,804	2,969,462	708,155	--	46,933,575	99.6%	Not verified	—
Elect Director: Lance Uggla	776,528,151	3,796,166	735,104	--	46,933,575	99.5%	Not verified	—
2. The holders of Class A common stock approved Mastercard's executive compensation on an advisory basis	742,872,818	36,415,274	1,771,329	--	46,933,575	95%	Approved	—
3. The holders of Class A common stock ratified the appointment of PricewaterhouseCoopers LLP as Mastercard's independent registered public accounting firm for 2024	779,679,292	47,410,751	902,953	--	--	94%	Not verified	—
Proposal 4: The holders of Class A common stock did not approve the stockholder proposal requesting transparency in lobbying:	198,391,245	578,811,269	3,856,907	--	46,933,575	26%	Not approved	—
Proposal 5: The holders of Class A common stock did not approve the stockholder proposal requesting a director election resignation bylaw:	108,865,836	670,126,119	2,067,466	--	46,933,575	14%	Not approved	—
Proposal 6: The holders of Class A common stock did not approve the stockholder proposal requesting a congruency report on privacy and human rights:	8,282,682	767,845,544	4,931,195	--	46,933,575	1%	Not approved	—
Proposal 7: The holders of Class A common stock did not approve the stockholder proposal requesting a human rights congruency report:	6,224,207	768,631,445	6,203,769	--	46,933,575	0.9%	Not approved	—
Proposal 8: The holders of Class A common stock did not approve the stockholder proposal requesting a report on gender-based compensation and benefit gaps:	9,197,867	767,445,969	4,415,585	--	46,933,575	1%	Not approved	—

Source: MASTERCARD INC., Form 8-K, filed with the SEC on June 21, 2024 — read the filing on EDGAR.

How asset managers voted at the MASTERCARD INC. 2023-2024 meeting

Each item below shows how the 1,669 asset managers that disclosed a MASTERCARD 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. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of MASTERCARD INC.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.

1. Elect Director: Candido Bracher

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 9 wordings of this item as funds reported it.

99.8% Majority: yes · of votes cast

FOR 99.8%

FOR: 779,166,549AGAINST: 1,195,728

Details: description as filed, official tally, votes by 278 asset managers

Description as filed by funds: ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Candido Bracher

MASTERCARD INC.’s own tally for this item (“Elect Director: Candido Bracher”): 779,166,549 for, 1,195,728 against, per its Form 8-K filed June 21, 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: 99.8% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 278 asset managers below reported 293,371,310 for, 24,910 against, 123,992 abstained, 2,771 not voted, 2,625 unknown.

FOR

FOR: 293,371,310AGAINST: 24,910ABSTAIN: 123,992NOT VOTED: 2,771UNKNOWN: 2,625

Largest asset managers voting on “ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Candido Bracher” at MASTERCARD INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	79,315,381	0	For
Fidelity	32,343,456	0	For
Capital Group	26,591,632	0	For
BlackRock	24,234,469	4,421	For
JPMorgan	13,129,737	0	For
T. Rowe Price	10,806,518	0	For
State Street	8,034,710	297	For
TIAA	7,351,065	0	For
Putnam	6,747,942	0	For
INVESTMENT CO OF AMERICA	5,677,208	0	For
JANUS INVESTMENT FUND	5,089,196	0	For
Charles Schwab	4,747,706	0	For
MFS	3,793,666	0	For
AMCAP FUND	3,778,294	0	For
PROFESSIONALLY MANAGED PORTFOLIOS	3,751,000	0	For
Dimensional	3,080,396	0	For
Invesco	2,918,812	0	For
American Century	2,860,894	0	For
Franklin Custodian Funds	2,664,326	0	For
Prudential/PGIM	2,438,753	0	For
Parnassus	2,431,154	0	For
Jackson National	1,923,443	0	For
Principal	1,918,566	0	For
Columbia Threadneedle	1,750,028	0	For
HARBOR FUNDS	1,695,866	0	For

Showing the 25 largest of 278 asset managers. See all 278 in the interactive database.

2. Elect Director: Gabrielle Sulzberger

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 11 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 764,655,516AGAINST: 15,714,311

Details: description as filed, official tally, votes by 278 asset managers

Description as filed by funds: ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Gabrielle Sulzberger

MASTERCARD INC.’s own tally for this item (“Elect Director: Gabrielle Sulzberger”): 764,655,516 for, 15,714,311 against, per its Form 8-K filed June 21, 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: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 278 asset managers below reported 293,090,671 for, 305,550 against, 123,991 abstained, 2,771 not voted, 2,625 unknown.

FOR

FOR: 293,090,671AGAINST: 305,550ABSTAIN: 123,991NOT VOTED: 2,771UNKNOWN: 2,625

Largest asset managers voting on “ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Gabrielle Sulzberger” at MASTERCARD INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	79,315,381	0	For
Fidelity	32,343,456	0	For
Capital Group	26,591,632	0	For
BlackRock	24,226,078	12,812	For
JPMorgan	13,129,737	0	For
T. Rowe Price	10,806,518	0	For
State Street	8,034,291	716	For
TIAA	7,351,065	0	For
Putnam	6,747,942	0	For
INVESTMENT CO OF AMERICA	5,677,208	0	For
JANUS INVESTMENT FUND	5,089,196	0	For
Charles Schwab	4,747,706	0	For
MFS	3,793,666	0	For
AMCAP FUND	3,778,294	0	For
PROFESSIONALLY MANAGED PORTFOLIOS	3,751,000	0	For
Dimensional	3,080,396	0	For
Invesco	2,918,812	0	For
American Century	2,860,894	0	For
Franklin Custodian Funds	2,664,326	0	For
Prudential/PGIM	2,438,753	0	For
Parnassus	2,431,154	0	For
Jackson National	1,923,443	0	For
Principal	1,918,566	0	For
Columbia Threadneedle	1,750,028	0	For
HARBOR FUNDS	1,695,866	0	For

Showing the 25 largest of 278 asset managers. See all 278 in the interactive database.

3. Elect Director: Harit Talwar

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 9 wordings of this item as funds reported it.

99.6% Majority: yes · of votes cast

FOR 99.6%

FOR: 777,381,804AGAINST: 2,969,462

Details: description as filed, official tally, votes by 278 asset managers

Description as filed by funds: ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Harit Talwar

MASTERCARD INC.’s own tally for this item (“Elect Director: Harit Talwar”): 777,381,804 for, 2,969,462 against, per its Form 8-K filed June 21, 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: 99.6% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 278 asset managers below reported 293,255,953 for, 140,265 against, 123,993 abstained, 2,771 not voted, 2,625 unknown.

FOR

FOR: 293,255,953AGAINST: 140,265ABSTAIN: 123,993NOT VOTED: 2,771UNKNOWN: 2,625

Largest asset managers voting on “ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Harit Talwar” at MASTERCARD INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	79,315,381	0	For
Fidelity	32,343,456	0	For
Capital Group	26,591,632	0	For
BlackRock	24,234,469	4,421	For
JPMorgan	13,129,737	0	For
T. Rowe Price	10,806,518	0	For
State Street	8,034,710	297	For
TIAA	7,351,065	0	For
Putnam	6,747,942	0	For
INVESTMENT CO OF AMERICA	5,677,208	0	For
JANUS INVESTMENT FUND	5,089,196	0	For
Charles Schwab	4,747,706	0	For
MFS	3,793,666	0	For
AMCAP FUND	3,778,294	0	For
PROFESSIONALLY MANAGED PORTFOLIOS	3,751,000	0	For
Dimensional	3,080,396	0	For
Invesco	2,918,812	0	For
American Century	2,860,894	0	For
Franklin Custodian Funds	2,664,326	0	For
Prudential/PGIM	2,438,753	0	For
Parnassus	2,431,154	0	For
Jackson National	1,923,443	0	For
Principal	1,918,566	0	For
Columbia Threadneedle	1,750,028	0	For
HARBOR FUNDS	1,695,866	0	For

Showing the 25 largest of 278 asset managers. See all 278 in the interactive database.

4. Elect Director: Julius Genachowski

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 9 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 761,203,396AGAINST: 19,145,262

Details: description as filed, official tally, votes by 278 asset managers

Description as filed by funds: ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Julius Genachowski

MASTERCARD INC.’s own tally for this item (“Elect Director: Julius Genachowski”): 761,203,396 for, 19,145,262 against, per its Form 8-K filed June 21, 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.

The 278 asset managers below reported 293,126,695 for, 269,437 against, 123,993 abstained, 2,771 not voted, 2,712 unknown.

FOR

FOR: 293,126,695AGAINST: 269,437ABSTAIN: 123,993NOT VOTED: 2,771UNKNOWN: 2,712

Largest asset managers voting on “ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Julius Genachowski” at MASTERCARD INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	79,315,381	0	For
Fidelity	32,343,456	0	For
Capital Group	26,591,632	0	For
BlackRock	24,234,469	4,421	For
JPMorgan	13,129,737	0	For
T. Rowe Price	10,806,518	0	For
State Street	8,034,710	297	For
TIAA	7,351,065	0	For
Putnam	6,747,942	0	For
INVESTMENT CO OF AMERICA	5,677,208	0	For
JANUS INVESTMENT FUND	5,089,196	0	For
Charles Schwab	4,747,706	0	For
MFS	3,793,666	0	For
AMCAP FUND	3,778,294	0	For
PROFESSIONALLY MANAGED PORTFOLIOS	3,751,000	0	For
Dimensional	3,080,396	0	For
Invesco	2,918,812	0	For
American Century	2,860,894	0	For
Franklin Custodian Funds	2,664,326	0	For
Prudential/PGIM	2,438,753	0	For
Parnassus	2,431,154	0	For
Jackson National	1,923,443	0	For
Principal	1,918,566	0	For
Columbia Threadneedle	1,750,028	0	For
HARBOR FUNDS	1,695,866	0	For

Showing the 25 largest of 278 asset managers. See all 278 in the interactive database.

5. Elect Director: Lance Uggla

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 9 wordings of this item as funds reported it.

99.5% Majority: yes · of votes cast

FOR 99.5%

FOR: 776,528,151AGAINST: 3,796,166

Details: description as filed, official tally, votes by 278 asset managers

Description as filed by funds: ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Lance Uggla

MASTERCARD INC.’s own tally for this item (“Elect Director: Lance Uggla”): 776,528,151 for, 3,796,166 against, per its Form 8-K filed June 21, 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: 99.5% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 278 asset managers below reported 293,253,002 for, 140,341 against, 126,868 abstained, 2,771 not voted, 2,625 unknown.

FOR

FOR: 293,253,002AGAINST: 140,341ABSTAIN: 126,868NOT VOTED: 2,771UNKNOWN: 2,625

Largest asset managers voting on “ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Lance Uggla” at MASTERCARD INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	79,315,381	0	For
Fidelity	32,343,456	0	For
Capital Group	26,591,632	0	For
BlackRock	24,234,469	4,421	For
JPMorgan	13,129,737	0	For
T. Rowe Price	10,806,518	0	For
State Street	8,034,710	297	For
TIAA	7,351,065	0	For
Putnam	6,747,942	0	For
INVESTMENT CO OF AMERICA	5,677,208	0	For
JANUS INVESTMENT FUND	5,089,196	0	For
Charles Schwab	4,747,706	0	For
MFS	3,793,666	0	For
AMCAP FUND	3,778,294	0	For
PROFESSIONALLY MANAGED PORTFOLIOS	3,751,000	0	For
Dimensional	3,080,396	0	For
Invesco	2,918,812	0	For
American Century	2,860,894	0	For
Franklin Custodian Funds	2,664,326	0	For
Prudential/PGIM	2,438,753	0	For
Parnassus	2,431,154	0	For
Jackson National	1,923,443	0	For
Principal	1,918,566	0	For
Columbia Threadneedle	1,750,028	0	For
HARBOR FUNDS	1,695,866	0	For

Showing the 25 largest of 278 asset managers. See all 278 in the interactive database.

6. Elect Director: Merit E. Janow

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 10 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%

FOR: 758,928,091AGAINST: 21,351,067

Details: description as filed, official tally, votes by 278 asset managers

Description as filed by funds: ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Merit E. Janow

MASTERCARD INC.’s own tally for this item (“Elect Director: Merit E. Janow”): 758,928,091 for, 21,351,067 against, per its Form 8-K filed June 21, 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: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 278 asset managers below reported 292,147,155 for, 1,259,065 against, 113,992 abstained, 2,771 not voted, 2,625 unknown.

FOR

FOR: 292,147,155AGAINST: 1,259,065ABSTAIN: 113,992NOT VOTED: 2,771UNKNOWN: 2,625

Largest asset managers voting on “ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Merit E. Janow” at MASTERCARD INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	79,295,365	20,016	For
Fidelity	32,343,456	0	For
Capital Group	26,591,632	0	For
BlackRock	24,226,078	12,812	For
JPMorgan	13,129,737	0	For
T. Rowe Price	10,806,518	0	For
State Street	8,034,291	716	For
TIAA	7,351,065	0	For
Putnam	6,747,942	0	For
INVESTMENT CO OF AMERICA	5,677,208	0	For
JANUS INVESTMENT FUND	5,089,196	0	For
Charles Schwab	4,747,706	0	For
MFS	3,793,666	0	For
AMCAP FUND	3,778,294	0	For
PROFESSIONALLY MANAGED PORTFOLIOS	3,751,000	0	For
Dimensional	3,080,396	0	For
Invesco	2,918,812	0	For
American Century	2,860,894	0	For
Franklin Custodian Funds	2,664,326	0	For
Prudential/PGIM	2,438,753	0	For
Parnassus	2,431,154	0	For
Jackson National	1,923,443	0	For
Principal	1,918,566	0	For
Columbia Threadneedle	1,750,028	0	For
HARBOR FUNDS	1,695,866	0	For

Showing the 25 largest of 278 asset managers. See all 278 in the interactive database.

7. Elect Director: Michael Miebach

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 9 wordings of this item as funds reported it.

99.8% Majority: yes · of votes cast

FOR 99.8%

FOR: 778,646,488AGAINST: 1,073,328

Details: description as filed, official tally, votes by 278 asset managers

Description as filed by funds: ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Michael Miebach

MASTERCARD INC.’s own tally for this item (“Elect Director: Michael Miebach”): 778,646,488 for, 1,073,328 against, per its Form 8-K filed June 21, 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.

The 278 asset managers below reported 293,381,248 for, 24,913 against, 114,050 abstained, 2,771 not voted, 2,625 unknown.

FOR

FOR: 293,381,248AGAINST: 24,913ABSTAIN: 114,050NOT VOTED: 2,771UNKNOWN: 2,625

Largest asset managers voting on “ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Michael Miebach” at MASTERCARD INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	79,315,381	0	For
Fidelity	32,343,456	0	For
Capital Group	26,591,632	0	For
BlackRock	24,234,469	4,421	For
JPMorgan	13,129,737	0	For
T. Rowe Price	10,806,518	0	For
State Street	8,034,710	297	For
TIAA	7,351,065	0	For
Putnam	6,747,942	0	For
INVESTMENT CO OF AMERICA	5,677,208	0	For
JANUS INVESTMENT FUND	5,089,196	0	For
Charles Schwab	4,747,706	0	For
MFS	3,793,666	0	For
AMCAP FUND	3,778,294	0	For
PROFESSIONALLY MANAGED PORTFOLIOS	3,751,000	0	For
Dimensional	3,080,396	0	For
Invesco	2,918,812	0	For
American Century	2,860,894	0	For
Franklin Custodian Funds	2,664,326	0	For
Prudential/PGIM	2,438,753	0	For
Parnassus	2,431,154	0	For
Jackson National	1,923,443	0	For
Principal	1,918,566	0	For
Columbia Threadneedle	1,750,028	0	For
HARBOR FUNDS	1,695,866	0	For

Showing the 25 largest of 278 asset managers. See all 278 in the interactive database.

8. Elect Director: Oki Matsumoto

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 9 wordings of this item as funds reported it.

99.5% Majority: yes · of votes cast

FOR 99.5%

FOR: 777,047,292AGAINST: 3,278,646

Details: description as filed, official tally, votes by 278 asset managers

Description as filed by funds: ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Oki Matsumoto

MASTERCARD INC.’s own tally for this item (“Elect Director: Oki Matsumoto”): 777,047,292 for, 3,278,646 against, per its Form 8-K filed June 21, 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.

The 278 asset managers below reported 293,237,281 for, 156,062 against, 126,868 abstained, 2,771 not voted, 2,625 unknown.

FOR

FOR: 293,237,281AGAINST: 156,062ABSTAIN: 126,868NOT VOTED: 2,771UNKNOWN: 2,625

Largest asset managers voting on “ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Oki Matsumoto” at MASTERCARD INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	79,315,381	0	For
Fidelity	32,343,456	0	For
Capital Group	26,591,632	0	For
BlackRock	24,234,469	4,421	For
JPMorgan	13,129,737	0	For
T. Rowe Price	10,806,518	0	For
State Street	8,034,710	297	For
TIAA	7,351,065	0	For
Putnam	6,747,942	0	For
INVESTMENT CO OF AMERICA	5,677,208	0	For
JANUS INVESTMENT FUND	5,089,196	0	For
Charles Schwab	4,747,706	0	For
MFS	3,793,666	0	For
AMCAP FUND	3,778,294	0	For
PROFESSIONALLY MANAGED PORTFOLIOS	3,751,000	0	For
Dimensional	3,080,396	0	For
Invesco	2,918,812	0	For
American Century	2,860,894	0	For
Franklin Custodian Funds	2,664,326	0	For
Prudential/PGIM	2,438,753	0	For
Parnassus	2,431,154	0	For
Jackson National	1,923,443	0	For
Principal	1,918,566	0	For
Columbia Threadneedle	1,750,028	0	For
HARBOR FUNDS	1,695,866	0	For

Showing the 25 largest of 278 asset managers. See all 278 in the interactive database.

9. Elect Director: Richard K. Davis

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 10 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%

FOR: 758,901,694AGAINST: 21,468,261

Details: description as filed, official tally, votes by 278 asset managers

Description as filed by funds: ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Richard K. Davis

MASTERCARD INC.’s own tally for this item (“Elect Director: Richard K. Davis”): 758,901,694 for, 21,468,261 against, per its Form 8-K filed June 21, 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.

The 278 asset managers below reported 293,021,989 for, 384,231 against, 113,991 abstained, 2,771 not voted, 2,625 unknown.

FOR

FOR: 293,021,989AGAINST: 384,231ABSTAIN: 113,991NOT VOTED: 2,771UNKNOWN: 2,625

Largest asset managers voting on “ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Richard K. Davis” at MASTERCARD INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	79,315,381	0	For
Fidelity	32,343,456	0	For
Capital Group	26,591,632	0	For
BlackRock	24,226,078	12,812	For
JPMorgan	13,129,737	0	For
T. Rowe Price	10,806,518	0	For
State Street	8,034,291	716	For
TIAA	7,351,065	0	For
Putnam	6,747,942	0	For
INVESTMENT CO OF AMERICA	5,677,208	0	For
JANUS INVESTMENT FUND	5,089,196	0	For
Charles Schwab	4,747,706	0	For
MFS	3,793,666	0	For
AMCAP FUND	3,778,294	0	For
PROFESSIONALLY MANAGED PORTFOLIOS	3,751,000	0	For
Dimensional	3,080,396	0	For
Invesco	2,918,812	0	For
American Century	2,860,894	0	For
Franklin Custodian Funds	2,664,326	0	For
Prudential/PGIM	2,438,753	0	For
Parnassus	2,431,154	0	For
Jackson National	1,923,443	0	For
Principal	1,918,566	0	For
Columbia Threadneedle	1,750,028	0	For
HARBOR FUNDS	1,695,866	0	For

Showing the 25 largest of 278 asset managers. See all 278 in the interactive database.

10. Elect Director: Rima Qureshi

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 9 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 765,627,632AGAINST: 12,860,678

Details: description as filed, official tally, votes by 278 asset managers

Description as filed by funds: ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Rima Qureshi

MASTERCARD INC.’s own tally for this item (“Elect Director: Rima Qureshi”): 765,627,632 for, 12,860,678 against, per its Form 8-K filed June 21, 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.

The 278 asset managers below reported 293,217,831 for, 188,390 against, 113,991 abstained, 2,771 not voted, 2,625 unknown.

FOR

FOR: 293,217,831AGAINST: 188,390ABSTAIN: 113,991NOT VOTED: 2,771UNKNOWN: 2,625

Largest asset managers voting on “ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Rima Qureshi” at MASTERCARD INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	79,315,381	0	For
Fidelity	32,343,456	0	For
Capital Group	26,591,632	0	For
BlackRock	24,234,469	4,421	For
JPMorgan	13,129,737	0	For
T. Rowe Price	10,806,518	0	For
State Street	8,034,504	503	For
TIAA	7,351,065	0	For
Putnam	6,747,942	0	For
INVESTMENT CO OF AMERICA	5,677,208	0	For
JANUS INVESTMENT FUND	5,089,196	0	For
Charles Schwab	4,747,706	0	For
MFS	3,793,666	0	For
AMCAP FUND	3,778,294	0	For
PROFESSIONALLY MANAGED PORTFOLIOS	3,751,000	0	For
Dimensional	3,080,396	0	For
Invesco	2,918,812	0	For
American Century	2,860,894	0	For
Franklin Custodian Funds	2,664,326	0	For
Prudential/PGIM	2,438,753	0	For
Parnassus	2,431,154	0	For
Jackson National	1,923,443	0	For
Principal	1,918,566	0	For
Columbia Threadneedle	1,750,028	0	For
HARBOR FUNDS	1,695,866	0	For

Showing the 25 largest of 278 asset managers. See all 278 in the interactive database.

11. Elect Director: Youngme Moon

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 9 wordings of this item as funds reported it.

99.6% Majority: yes · of votes cast

FOR 99.6%

FOR: 777,536,010AGAINST: 2,816,646

Details: description as filed, official tally, votes by 278 asset managers

Description as filed by funds: ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Youngme Moon

MASTERCARD INC.’s own tally for this item (“Elect Director: Youngme Moon”): 777,536,010 for, 2,816,646 against, per its Form 8-K filed June 21, 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.

The 278 asset managers below reported 293,220,868 for, 175,351 against, 123,993 abstained, 2,771 not voted, 2,625 unknown.

FOR

FOR: 293,220,868AGAINST: 175,351ABSTAIN: 123,993NOT VOTED: 2,771UNKNOWN: 2,625

Largest asset managers voting on “ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Youngme Moon” at MASTERCARD INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	79,315,381	0	For
Fidelity	32,343,456	0	For
Capital Group	26,591,632	0	For
BlackRock	24,234,469	4,421	For
JPMorgan	13,129,737	0	For
T. Rowe Price	10,806,518	0	For
State Street	8,034,710	297	For
TIAA	7,351,065	0	For
Putnam	6,747,942	0	For
INVESTMENT CO OF AMERICA	5,677,208	0	For
JANUS INVESTMENT FUND	5,089,196	0	For
Charles Schwab	4,747,706	0	For
MFS	3,793,666	0	For
AMCAP FUND	3,778,294	0	For
PROFESSIONALLY MANAGED PORTFOLIOS	3,751,000	0	For
Dimensional	3,080,396	0	For
Invesco	2,918,812	0	For
American Century	2,860,894	0	For
Franklin Custodian Funds	2,664,326	0	For
Prudential/PGIM	2,438,753	0	For
Parnassus	2,431,154	0	For
Jackson National	1,923,443	0	For
Principal	1,918,566	0	For
Columbia Threadneedle	1,750,028	0	For
HARBOR FUNDS	1,695,866	0	For

Showing the 25 largest of 278 asset managers. See all 278 in the interactive database.

12. Elect Director: Choon Phong Goh

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 9 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%

FOR: 732,545,070AGAINST: 47,807,991

Details: description as filed, official tally, votes by 277 asset managers

Description as filed by funds: ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Choon Phong Goh

MASTERCARD INC.’s own tally for this item (“Elect Director: Choon Phong Goh”): 732,545,070 for, 47,807,991 against, per its Form 8-K filed June 21, 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: 94% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 277 asset managers below reported 281,149,253 for, 12,246,095 against, 123,993 abstained, 2,771 not voted, 2,625 unknown.

FOR

FOR: 281,149,253AGAINST: 12,246,095ABSTAIN: 123,993NOT VOTED: 2,771UNKNOWN: 2,625

Largest asset managers voting on “ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Choon Phong Goh” at MASTERCARD INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	79,315,381	0	For
Fidelity	32,343,456	0	For
Capital Group	26,591,632	0	For
BlackRock	24,226,078	12,812	For
JPMorgan	13,129,737	0	For
T. Rowe Price	10,714,838	91,680	For
State Street	8,034,086	921	For
TIAA	7,351,065	0	For
Putnam	0	6,747,942	Against
INVESTMENT CO OF AMERICA	5,677,208	0	For
JANUS INVESTMENT FUND	5,089,196	0	For
Charles Schwab	4,747,706	0	For
MFS	3,793,666	0	For
AMCAP FUND	3,778,294	0	For
PROFESSIONALLY MANAGED PORTFOLIOS	3,751,000	0	For
Dimensional	3,080,396	0	For
Invesco	2,918,812	0	For
American Century	2,860,894	0	For
Franklin Custodian Funds	2,664,326	0	For
Prudential/PGIM	1,940,485	498,268	Mixed
Parnassus	0	2,431,154	Against
Jackson National	1,918,053	5,390	For
Principal	1,918,566	0	For
Columbia Threadneedle	1,750,028	0	For
HARBOR FUNDS	1,695,866	0	For

Showing the 25 largest of 277 asset managers. See all 277 in the interactive database.

13. Consideration of a stockholder proposal requesting a human rights congruency report

No official matchDIRECTOR ELECTIONSDIRECTOR ELECTIONSDIRECTOR ELECTIONSDIRECTOR ELECTIONS

Combines 6 wordings of this item as funds reported it.

0.1% of fund votes cast · no official result

AGAINST

Details: votes by 267 asset managers

The 267 asset managers below reported 181,000 for, 265,474,644 against, 1,179,280 abstained, 2,771 not voted, 2,625 unknown. 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.

FOR: 181,000AGAINST: 265,474,644ABSTAIN: 1,179,280NOT VOTED: 2,771UNKNOWN: 2,625

Largest asset managers voting on “Consideration of a stockholder proposal requesting a human rights congruency report” at MASTERCARD INC., 2023-2024
Asset manager	Against	Vote
Vanguard	79,315,381	Against
Fidelity	32,343,456	Against
Capital Group	26,591,632	Against
JPMorgan	13,129,737	Against
T. Rowe Price	10,806,518	Against
State Street	8,035,007	Against
TIAA	7,351,065	Against
Putnam	6,747,942	Against
INVESTMENT CO OF AMERICA	5,677,208	Against
JANUS INVESTMENT FUND	5,089,196	Against
Charles Schwab	4,747,706	Against
MFS	3,793,666	Against
AMCAP FUND	3,778,294	Against
PROFESSIONALLY MANAGED PORTFOLIOS	3,751,000	Against
Dimensional	3,080,396	Against
Invesco	2,918,812	Against
American Century	2,860,894	Against
Franklin Custodian Funds	2,664,326	Against
Prudential/PGIM	2,438,753	Against
Parnassus	2,431,154	Against
Jackson National	1,923,443	Against
Principal	1,918,566	Against
Columbia Threadneedle	1,750,028	Against
HARBOR FUNDS	1,695,866	Against
CITY NATIONAL ROCHDALE FUNDS	1,064,513	Against

Showing the 25 largest of 267 asset managers. See all 267 in the interactive database.

14. 2. The holders of Class A common stock approved Mastercard's executive compensation on an advisory basis

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

Combines 38 wordings of this item as funds reported it.

95% Approved · of votes cast

FOR 95%

FOR: 742,872,818AGAINST: 36,415,274

Details: description as filed, official tally, votes by 1,554 asset managers

Description as filed by funds: Advisory approval of Mastercard's executive compensation

MASTERCARD INC.’s own tally for this item (“2. The holders of Class A common stock approved Mastercard's executive compensation on an advisory basis”): 742,872,818 for, 36,415,274 against — passed, per its Form 8-K filed June 21, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 2: The holders of Class A common stock approved Mastercard's executive compensation on an advisory basis:”
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 MASTERCARD 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” (73 managers, 32,233,895 for, 4,782,004 against, 720,631 abstained); “Section 14a Executive Compensation” (29 managers, Fund and manager reports combined; may count the same shares twice; no share total shown); “Say on Pay” (6 managers, 1,917,363 for); “Advisory Vote to Approve Named Executive Officer Compensation” (4 managers, 25,413 for).

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: 258 asset managers voting on “Advisory approval of Mastercard's executive compensation” at MASTERCARD INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	79,315,381	0	For
Fidelity	32,343,456	0	For
Capital Group	26,588,613	0	For
BlackRock	24,238,890	0	For
JPMorgan	13,129,737	0	For
T. Rowe Price	10,762,818	43,700	For
State Street	8,035,007	0	For
TIAA	7,351,065	0	For
Putnam	6,747,942	0	For
INVESTMENT CO OF AMERICA	5,677,208	0	For
JANUS INVESTMENT FUND	5,089,196	0	For
Charles Schwab	4,747,706	0	For
MFS	3,793,666	0	For
AMCAP FUND	3,778,294	0	For
PROFESSIONALLY MANAGED PORTFOLIOS	3,751,000	0	For
Dimensional	3,080,396	0	For
Invesco	2,918,812	0	For
American Century	2,860,894	0	For
Franklin Custodian Funds	2,664,326	0	For
Prudential/PGIM	2,438,753	0	For
Parnassus	2,431,154	0	For
Jackson National	1,923,443	0	For
Principal	1,918,566	0	For
Columbia Threadneedle	1,750,028	0	For
HARBOR FUNDS	1,695,866	0	For

Fund voting reports, all 258 managers: 292,282,795 for, 340,170 against, 114,053 abstained, 2,771 not voted. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 1,335 asset managers voting on “Advisory approval of Mastercard's executive compensation” at MASTERCARD INC., 2023-2024
Asset manager	For	Against	Vote
BlackRock	30,681,714	3,788	For
Capital Group	24,946,776	1,074	For
T. Rowe Price	22,788,549	91,925	For
State Street	21,157,763	0	For
Fidelity	19,427,955	0	For
GEODE CAPITAL MANAGEMENT, LLC	17,492,369	0	For
Capital Research Global Investors	13,244,775	0	For
Wellington	9,856,158	0	For
Nuveen	8,540,802	0	For
Northern Trust	8,227,666	41,202	For
New York Life	8,000,000	0	For
Janus Henderson	7,207,647	0	For
MASSACHUSETTS FINANCIAL SERVICES CO /MA/	6,815,275	0	For
JENNISON ASSOCIATES LLC	6,453,388	0	For
Charles Schwab	5,008,193	0	For
UBS	4,692,997	0	For
AKRE CAPITAL MANAGEMENT LLC	4,511,667	0	For
Legal & General Investment Management Ltd	0	4,504,009	Against
FRANKLIN ADVISERS INC	4,501,351	0	For
MELLON INVESTMENTS Corp	4,232,972	0	For
Invesco	3,992,394	0	For
CANADA PENSION PLAN INVESTMENT BOARD	3,887,189	0	For
Vanguard	3,684,789	0	For
POLEN CAPITAL MANAGEMENT LLC	3,629,613	0	For
American Century	3,569,071	0	For

Institutional-manager reports, all 1,335 managers: 412,039,279 for, 19,147,283 against, 359 withheld, 409,603 abstained, 86,413 not voted, 81,354 unknown. Showing the 25 largest; see all in the interactive database.

15. 3. The holders of Class A common stock ratified the appointment of PricewaterhouseCoopers LLP as Mastercard's…

Outcome not verifiedAUDIT-RELATEDReported outcome: Not verified

Combines 13 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%

FOR: 779,679,292AGAINST: 47,410,751

Details: description as filed, official tally, votes by 282 asset managers

Description as filed by funds: Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for Mastercard for 2024

MASTERCARD INC.’s own tally for this item (“3. The holders of Class A common stock ratified the appointment of PricewaterhouseCoopers LLP as Mastercard's independent registered public accounting firm for 2024”): 779,679,292 for, 47,410,751 against, per its Form 8-K filed June 21, 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.

The 282 asset managers below reported 292,535,884 for, 898,683 against, 110,556 abstained, 2,771 not voted, 2,712 unknown.

FOR

FOR: 292,535,884AGAINST: 898,683ABSTAIN: 110,556NOT VOTED: 2,771UNKNOWN: 2,712

Largest asset managers voting on “Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting ” at MASTERCARD INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	79,117,883	197,498	For
Fidelity	32,343,456	0	For
Capital Group	26,591,632	0	For
BlackRock	24,238,890	0	For
JPMorgan	13,129,737	0	For
T. Rowe Price	10,806,518	0	For
State Street	8,034,802	205	For
TIAA	7,351,065	0	For
Putnam	6,747,942	0	For
INVESTMENT CO OF AMERICA	5,677,208	0	For
JANUS INVESTMENT FUND	5,089,196	0	For
Charles Schwab	4,747,706	0	For
MFS	3,793,666	0	For
AMCAP FUND	3,778,294	0	For
PROFESSIONALLY MANAGED PORTFOLIOS	3,751,000	0	For
Dimensional	3,080,396	0	For
Invesco	2,918,812	0	For
American Century	2,860,894	0	For
Franklin Custodian Funds	2,664,326	0	For
Prudential/PGIM	2,438,753	0	For
Parnassus	2,431,154	0	For
Jackson National	1,923,443	0	For
Principal	1,918,566	0	For
Columbia Threadneedle	1,750,028	0	For
HARBOR FUNDS	1,695,866	0	For

Showing the 25 largest of 282 asset managers. See all 282 in the interactive database.

16. Proposal 8: The holders of Class A common stock did not approve the stockholder proposal requesting a report on…

Official resultSECTION 14A SAY-ON-PAY VOTESReported outcome: Not approved

Combines 11 wordings of this item as funds reported it.

1% Not approved · of votes cast

AGAINST

FOR: 9,197,867AGAINST: 767,445,969

Details: description as filed, official tally, votes by 293 asset managers

Description as filed by funds: Consideration of a stockholder proposal requesting a report on gender-based compensation and benefit gaps

MASTERCARD INC.’s own tally for this item (“Proposal 8: The holders of Class A common stock did not approve the stockholder proposal requesting a report on gender-based compensation and benefit gaps:”): 9,197,867 for, 767,445,969 against — failed, per its Form 8-K filed June 21, 2024 (Item 5.07).

Reported outcome: Not approved, in the filing’s own words: “The holders of Class A common stock did not approve the stockholder proposal requesting a report on gender-based compensation and benefit gaps:”
Support: 1% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of MASTERCARD INC.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Shareholder Proposal Regarding Report on Median Compensation and Benefits Related to Reproductive and Gender Dysphoria Care” (2 managers, 973 against).

The 293 asset managers below reported 428,082 for, 291,955,653 against, 1,305,359 abstained, 2,775 not voted, 6,198 unknown.

AGAINST

FOR: 428,082AGAINST: 291,955,653ABSTAIN: 1,305,359UNKNOWN: 6,198NOT VOTED: 2,775

Largest asset managers voting on “Consideration of a stockholder proposal requesting a report on gender-based compensation and benefit gaps” at MASTERCARD INC., 2023-2024
Asset manager	Against	Vote
Vanguard	79,315,381	Against
Fidelity	32,343,456	Against
Capital Group	26,591,632	Against
BlackRock	24,238,890	Against
JPMorgan	13,129,737	Against
T. Rowe Price	10,806,518	Against
State Street	8,035,007	Against
TIAA	7,351,065	Against
Putnam	6,747,942	Against
INVESTMENT CO OF AMERICA	5,677,208	Against
JANUS INVESTMENT FUND	5,089,196	Against
Charles Schwab	4,747,706	Against
MFS	3,793,666	Against
AMCAP FUND	3,778,294	Against
PROFESSIONALLY MANAGED PORTFOLIOS	3,751,000	Against
Dimensional	3,080,396	Against
Invesco	2,918,812	Against
American Century	2,860,894	Against
Franklin Custodian Funds	2,664,326	Against
Prudential/PGIM	2,438,753	Against
Parnassus	2,431,154	Against
Jackson National	1,923,443	Against
Principal	1,918,566	Against
Columbia Threadneedle	1,750,028	Against
HARBOR FUNDS	1,695,866	Against

Showing the 25 largest of 293 asset managers. See all 293 in the interactive database.

17. Proposal 5: The holders of Class A common stock did not approve the stockholder proposal requesting a director election…

Official resultCORPORATE GOVERNANCEReported outcome: Not approved

Combines 10 wordings of this item as funds reported it.

14% Not approved · of votes cast

14%AGAINST

FOR: 108,865,836AGAINST: 670,126,119

Details: description as filed, official tally, votes by 279 asset managers

Description as filed by funds: Consideration of a stockholder proposal requesting a director election resignation bylaw

MASTERCARD INC.’s own tally for this item (“Proposal 5: The holders of Class A common stock did not approve the stockholder proposal requesting a director election resignation bylaw:”): 108,865,836 for, 670,126,119 against — failed, per its Form 8-K filed June 21, 2024 (Item 5.07).

Reported outcome: Not approved, in the filing’s own words: “The holders of Class A common stock did not approve the stockholder proposal requesting a director election resignation bylaw:”
Support: 14% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 279 asset managers below reported 38,347,592 for, 255,062,184 against, 106,049 abstained, 2,771 not voted, 6,198 unknown.

AGAINST

FOR: 38,347,592AGAINST: 255,062,184ABSTAIN: 106,049UNKNOWN: 6,198NOT VOTED: 2,771

Largest asset managers voting on “Consideration of a stockholder proposal requesting a director election resignation bylaw” at MASTERCARD INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	1,215,423	78,099,958	Against
Fidelity	15,219,279	17,124,177	Mixed
Capital Group	0	26,591,632	Against
BlackRock	23,480	24,215,410	Against
JPMorgan	0	13,129,737	Against
T. Rowe Price	0	10,806,518	Against
State Street	205	8,034,802	Against
TIAA	0	7,351,065	Against
Putnam	0	6,747,942	Against
INVESTMENT CO OF AMERICA	0	5,677,208	Against
JANUS INVESTMENT FUND	0	5,089,196	Against
Charles Schwab	4,747,706	0	For
MFS	0	3,793,666	Against
AMCAP FUND	0	3,778,294	Against
PROFESSIONALLY MANAGED PORTFOLIOS	0	3,751,000	Against
Dimensional	3,080,396	0	For
Invesco	0	2,918,812	Against
American Century	0	2,860,894	Against
Franklin Custodian Funds	2,664,326	0	For
Prudential/PGIM	1,890,403	548,350	Mixed
Parnassus	2,431,154	0	For
Jackson National	22,276	1,901,167	Against
Principal	39	1,918,527	Against
Columbia Threadneedle	0	1,750,028	Against
HARBOR FUNDS	1,695,866	0	For

Showing the 25 largest of 279 asset managers. See all 279 in the interactive database.

18. Proposal 6: The holders of Class A common stock did not approve the stockholder proposal requesting a congruency report…

Official resultHUMAN RIGHTS OR HUMAN CAPITAL/WORKFORCEReported outcome: Not approved

Combines 10 wordings of this item as funds reported it.

1% Not approved · of votes cast

AGAINST

FOR: 8,282,682AGAINST: 767,845,544

Details: description as filed, official tally, votes by 278 asset managers

Description as filed by funds: Consideration of a stockholder proposal requesting a congruency report on privacy and human rights

MASTERCARD INC.’s own tally for this item (“Proposal 6: The holders of Class A common stock did not approve the stockholder proposal requesting a congruency report on privacy and human rights:”): 8,282,682 for, 767,845,544 against — failed, per its Form 8-K filed June 21, 2024 (Item 5.07).

Reported outcome: Not approved, in the filing’s own words: “The holders of Class A common stock did not approve the stockholder proposal requesting a congruency report on privacy and human rights:”
Support: 1% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 278 asset managers below reported 502,313 for, 291,850,630 against, 1,162,635 abstained, 2,771 not voted, 6,285 unknown.

AGAINST

FOR: 502,313AGAINST: 291,850,630ABSTAIN: 1,162,635UNKNOWN: 6,285NOT VOTED: 2,771

Largest asset managers voting on “Consideration of a stockholder proposal requesting a congruency report on privacy and human rights” at MASTERCARD INC., 2023-2024
Asset manager	Against	Vote
Vanguard	79,315,381	Against
Fidelity	32,343,456	Against
Capital Group	26,591,632	Against
BlackRock	24,238,890	Against
JPMorgan	13,129,737	Against
T. Rowe Price	10,806,518	Against
State Street	8,035,007	Against
TIAA	7,351,065	Against
Putnam	6,747,942	Against
INVESTMENT CO OF AMERICA	5,677,208	Against
JANUS INVESTMENT FUND	5,089,196	Against
Charles Schwab	4,747,706	Against
MFS	3,793,666	Against
AMCAP FUND	3,778,294	Against
PROFESSIONALLY MANAGED PORTFOLIOS	3,751,000	Against
Dimensional	3,080,396	Against
Invesco	2,918,812	Against
American Century	2,860,894	Against
Franklin Custodian Funds	2,664,326	Against
Prudential/PGIM	2,438,753	Against
Parnassus	2,431,154	Against
Jackson National	1,923,443	Against
Principal	1,918,566	Against
Columbia Threadneedle	1,750,028	Against
HARBOR FUNDS	1,695,866	Against

Showing the 25 largest of 278 asset managers. See all 278 in the interactive database.

19. Proposal 4: The holders of Class A common stock did not approve the stockholder proposal requesting transparency in…

Official resultOTHER SOCIAL ISSUESReported outcome: Not approved

Combines 9 wordings of this item as funds reported it.

26% Not approved · of votes cast

FOR 26%AGAINST

FOR: 198,391,245AGAINST: 578,811,269

Details: description as filed, official tally, votes by 271 asset managers

Description as filed by funds: Consideration of a stockholder proposal requesting transparency in lobbying

MASTERCARD INC.’s own tally for this item (“Proposal 4: The holders of Class A common stock did not approve the stockholder proposal requesting transparency in lobbying:”): 198,391,245 for, 578,811,269 against — failed, per its Form 8-K filed June 21, 2024 (Item 5.07).

Reported outcome: Not approved, in the filing’s own words: “The holders of Class A common stock did not approve the stockholder proposal requesting transparency in lobbying:”
Support: 26% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 271 asset managers below reported 15,474,273 for, 250,391,772 against, 1,159,469 abstained, 2,771 not voted, 6,198 unknown.

AGAINST

FOR: 15,474,273AGAINST: 250,391,772ABSTAIN: 1,159,469UNKNOWN: 6,198NOT VOTED: 2,771

Largest asset managers voting on “Consideration of a stockholder proposal requesting transparency in lobbying” at MASTERCARD INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	61,000	79,254,381	Against
Fidelity	234,537	32,108,919	Against
Capital Group	0	26,591,632	Against
JPMorgan	32,831	13,096,906	Against
T. Rowe Price	47,980	10,758,538	Against
State Street	2,342	8,032,665	Against
TIAA	0	7,351,065	Against
Putnam	0	6,747,942	Against
INVESTMENT CO OF AMERICA	0	5,677,208	Against
JANUS INVESTMENT FUND	2,395,483	2,693,713	Mixed
Charles Schwab	0	4,747,706	Against
MFS	0	3,793,666	Against
AMCAP FUND	0	3,778,294	Against
PROFESSIONALLY MANAGED PORTFOLIOS	0	3,751,000	Against
Dimensional	0	3,080,396	Against
Invesco	0	2,918,812	Against
American Century	0	2,860,894	Against
Franklin Custodian Funds	0	2,664,326	Against
Prudential/PGIM	0	2,438,753	Against
Parnassus	2,431,154	0	For
Jackson National	12,993	1,910,450	Against
Principal	1,225,800	692,766	Mixed
Columbia Threadneedle	0	1,750,028	Against
HARBOR FUNDS	0	1,695,866	Against
CITY NATIONAL ROCHDALE FUNDS	0	1,064,513	Against

Showing the 25 largest of 271 asset managers. See all 271 in the interactive database.

Not shown here: this season’s fund filings also report 2 items from the meeting of June 27, 2023, which belongs to the 2022-2023 season; 1 item from the meeting of June 24, 2025, which belongs to the 2024-2025 season. A meeting outside this season’s July 1 to June 30 window is not counted in this page’s items or in its totals of asset managers and fund votes.

Largest MASTERCARD 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 933,000,000 shares outstanding at the time of that meeting.

Fund voting reports: top MASTERCARD INC. shareholders by shares voted on “Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered…”, 2023-2024
#	Asset manager	% of shares outstanding
1	Vanguard	8.50%
2	Fidelity	3.47%
3	Capital Group	2.85%
4	BlackRock	2.60%
5	JPMorgan	1.41%
6	T. Rowe Price	1.16%
7	State Street	0.86%
8	TIAA	0.79%
9	Putnam	0.72%
10	INVESTMENT CO OF AMERICA	0.61%

Institutional-manager reports: top MASTERCARD INC. shareholders by shares voted on “Advisory approval of Mastercard's executive compensation”, 2023-2024
#	Asset manager	% of shares outstanding
1	BlackRock	3.29%
2	Capital Group	2.67%
3	T. Rowe Price	2.45%
4	State Street	2.27%
5	Fidelity	2.08%
6	GEODE CAPITAL MANAGEMENT, LLC	1.87%
7	Capital Research Global Investors	1.42%
8	Wellington	1.06%
9	Nuveen	0.92%
10	Northern Trust	0.89%

Reported MASTERCARD 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.

MASTERCARD INC. holdings and ownership disclosed for the 2023-2024 proxy season
Holder	% outstanding	Disclosure
Mastercard Foundation	10.45%	DEF14A
Vanguard Blvd.	8.07%	DEF14A
BlackRock	7.52%	13F
Hudson Yards	7.27%	DEF14A
State Street	3.76%	13F
JPMorgan Chase	3.37%	13F
FMR (Fidelity)	2.88%	13F
Capital International	2.24%	13F
T. Rowe Price	2.20%	13F
Geode Capital	1.87%	13F

Percentages above are of 933,000,000 shares outstanding, as reported by MASTERCARD 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 MASTERCARD INC.’s 10-Q dated March 31, 2024. This page is a static snapshot rebuilt weekly on October 18, 2026; a live search always shows the current data.

At MASTERCARD INC.'s shareholder meeting held June 18, 2024, in the 2023-2024 proxy season, 1,669 asset managers reported how they voted in their SEC Form N-PX filings, covering 32,398 separate fund positions. Their filings are grouped here into 19 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. On the most widely held item on that ballot — Advisory approval of Mastercard's executive compensation — MASTERCARD 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: MASTERCARD INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on June 21, 2024.

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

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