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MASTERCARD INC. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and MASTERCARD INC.’s Form 8-K, filed June 26, 2025 (Item 5.07 on EDGAR). Page generated October 13, 2026.

  • 19Ballot items
  • 1,740Asset managers
  • 33,986Fund votes
  • June 24, 2025Meeting date

Results at a glance

Meeting of June 24, 2025: 19 items on MASTERCARD INC.’s Form 8-K, filed June 26, 2025: 3 approved · 2 not approved · 14 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 · This season’s results screens

Proxy season: 2023-2024 2024-2025 2025-2026

Explore MASTERCARD INC. in the interactive database Compare manager voting policies

Official 2024-2025 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 26, 2025 (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 24, 2025
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Merit E. Janow 740,667,61321,901,526603,044 --46,733,115 97%Not verified—
Elect Director: Candido Bracher 761,662,758909,924599,501 --46,733,115 99.8%Not verified—
Elect Director: Richard K. Davis 748,504,61114,062,466605,106 --46,733,115 98%Not verified—
Elect Director: Julius Genachowski 727,075,38235,495,883600,918 --46,733,115 95%Not verified—
Elect Director: Choon Phong Goh 722,638,88436,326,8534,206,446 --46,733,115 95%Not verified—
Elect Director: Oki Matsumoto 737,916,16924,659,480596,534 --46,733,115 97%Not verified—
Elect Director: Michael Miebach 761,428,415714,7361,029,032 --46,733,115 99.9%Not verified—
Elect Director: Youngme Moon 760,548,3632,028,410595,410 --46,733,115 99.7%Not verified—
Elect Director: Rima Qureshi 740,756,97521,818,484596,724 --46,733,115 97%Not verified—
Elect Director: Gabrielle Sulzberger 758,310,2053,871,916990,062 --46,733,115 99.4%Not verified—
Elect Director: Harit Talwar 760,278,2572,291,103602,823 --46,733,115 99.6%Not verified—
Elect Director: Lance Uggla 756,598,6725,949,476624,035 --46,733,115 99.2%Not verified—
2 2. The holders of Class A common stock approved, on an advisory basis, Mastercard's executive compensation: 728,151,17233,001,0132,019,998 --46,733,115 96%Not verified—
3. The holders of Class A common stock ratified the appointment of PricewaterhouseCoopers LLP as Mastercard's independent registered public accounting firm for 2025 755,902,64653,204,297798,355 ---- 93%Not verified—
4. The holders of Class A common stock approved an amendment to Mastercard's Amended and Restated Certificate of Incorporation to limit liability of officers as permitted by Delaware law 662,061,357100,251,673859,153 --46,733,115 87%Approved—
5. The holders of Class A common stock approved an amendment to Mastercard's Amended and Restated Certificate of Incorporation to remove the Industry Director concept 761,676,460516,556979,167 --46,733,115 99.9%Approved—
6. The holders of Class A common stock approved an amendment to Mastercard's Amended and Restated Certificate of Incorporation to implement other miscellaneous changes 760,329,403603,9382,238,842 --46,733,115 99.9%Approved—
Proposal 7: The holders of Class A common stock did not approve the stockholder proposal requesting a racial equity audit report: 86,422,286666,765,7239,984,174 --46,733,115 11%Not approved—
Proposal 8: The holders of Class A common stock did not approve the stockholder proposal requesting a report on affirmative action risks: 3,041,529756,555,7553,574,899 --46,733,115 0.5%Not approved—

Source: MASTERCARD INC., Form 8-K, filed with the SEC on June 26, 2025 — read the filing on EDGAR.

How asset managers voted at the MASTERCARD INC. 2024-2025 meeting

Each item below shows how the 1,740 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.

1. Elect Director: Merit E. Janow

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 7 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 740,667,613AGAINST: 21,901,526
Details: description as filed, official tally, votes by 293 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”): 740,667,613 for, 21,901,526 against, per its Form 8-K filed June 26, 2025 (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 293 asset managers below reported 278,398,921 for, 970,814 against, 54,616 abstained, 2,504 not voted, 14 unknown.

FOR
FOR: 278,398,921AGAINST: 970,814ABSTAIN: 54,616NOT VOTED: 2,504UNKNOWN: 14
Largest asset managers voting on “ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Merit E. Janow” at MASTERCARD INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard82,741,00227,880 10For
Fidelity35,503,7900 00For
BlackRock26,106,8540 00For
Capital Group23,303,1450 00For
JPMorgan10,070,9280 00For
T. Rowe Price9,457,6280 00For
State Street8,718,751142 00For
TIAA6,798,7620 00For
Charles Schwab5,345,6640 00For
JANUS INVESTMENT FUND4,544,0900 00For
MFS4,336,0510 00For
Invesco3,508,4640 00For
American Century3,484,9770 00For
AMCAP FUND3,323,9030 00For
INVESTMENT CO OF AMERICA3,159,8880 00For
Franklin Custodian Funds2,626,4330 00For
PROFESSIONALLY MANAGED PORTFOLIOS2,593,1840 00For
Prudential/PGIM1,970,9370 00For
Parnassus1,805,0630 00For
Putnam1,607,9730 00For
Principal1,575,3620 00For
HARBOR FUNDS1,479,6910 00For
Columbia Threadneedle1,408,3250 00For
Jackson National1,362,3490 00For
MASTER INVESTMENT PORTFOLIO1,327,2540 00For

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

2. Elect Director: Candido Bracher

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 8 wordings of this item as funds reported it.

99.8% Majority: yes · of votes cast

FOR 99.8%
FOR: 761,662,758AGAINST: 909,924
Details: description as filed, official tally, votes by 293 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”): 761,662,758 for, 909,924 against, per its Form 8-K filed June 26, 2025 (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 293 asset managers below reported 279,354,057 for, 18,904 against, 54,615 abstained, 2,504 not voted, 14 unknown.

FOR
FOR: 279,354,057AGAINST: 18,904ABSTAIN: 54,615NOT VOTED: 2,504UNKNOWN: 14
Largest asset managers voting on “ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Candido Bracher” at MASTERCARD INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard82,768,8801 10For
Fidelity35,503,7900 00For
BlackRock26,106,8540 00For
Capital Group23,303,1450 00For
JPMorgan10,070,9280 00For
T. Rowe Price9,457,6280 00For
State Street8,718,8930 00For
TIAA6,798,7620 00For
Charles Schwab5,345,6640 00For
JANUS INVESTMENT FUND4,544,0900 00For
MFS4,336,0510 00For
Invesco3,508,4640 00For
American Century3,484,9770 00For
AMCAP FUND3,323,9030 00For
INVESTMENT CO OF AMERICA3,159,8880 00For
Franklin Custodian Funds2,626,4330 00For
PROFESSIONALLY MANAGED PORTFOLIOS2,593,1840 00For
Prudential/PGIM1,970,9370 00For
Parnassus1,805,0630 00For
Putnam1,607,9730 00For
Principal1,575,3620 00For
HARBOR FUNDS1,479,6910 00For
Columbia Threadneedle1,408,3250 00For
Jackson National1,362,3490 00For
MASTER INVESTMENT PORTFOLIO1,327,2540 00For

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

3. Elect Director: Richard K. Davis

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 8 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 748,504,611AGAINST: 14,062,466
Details: description as filed, official tally, votes by 293 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”): 748,504,611 for, 14,062,466 against, per its Form 8-K filed June 26, 2025 (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 293 asset managers below reported 279,219,166 for, 153,795 against, 54,616 abstained, 2,504 not voted, 14 unknown.

FOR
FOR: 279,219,166AGAINST: 153,795ABSTAIN: 54,616NOT VOTED: 2,504UNKNOWN: 14
Largest asset managers voting on “ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Richard K. Davis” at MASTERCARD INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard82,768,86714 10For
Fidelity35,503,7900 00For
BlackRock26,106,8540 00For
Capital Group23,303,1450 00For
JPMorgan10,070,9280 00For
T. Rowe Price9,457,6280 00For
State Street8,718,8930 00For
TIAA6,798,7620 00For
Charles Schwab5,345,6640 00For
JANUS INVESTMENT FUND4,544,0900 00For
MFS4,336,0510 00For
Invesco3,508,4640 00For
American Century3,484,9770 00For
AMCAP FUND3,323,9030 00For
INVESTMENT CO OF AMERICA3,159,8880 00For
Franklin Custodian Funds2,626,4330 00For
PROFESSIONALLY MANAGED PORTFOLIOS2,593,1840 00For
Prudential/PGIM1,970,9370 00For
Parnassus1,805,0630 00For
Putnam1,607,9730 00For
Principal1,575,3620 00For
HARBOR FUNDS1,479,6910 00For
Columbia Threadneedle1,408,3250 00For
Jackson National1,362,3490 00For
MASTER INVESTMENT PORTFOLIO1,327,2540 00For

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

4. Elect Director: Julius Genachowski

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 8 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%
FOR: 727,075,382AGAINST: 35,495,883
Details: description as filed, official tally, votes by 293 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”): 727,075,382 for, 35,495,883 against, per its Form 8-K filed June 26, 2025 (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.

The 293 asset managers below reported 278,219,488 for, 1,153,473 against, 54,615 abstained, 2,504 not voted, 14 unknown.

FOR
FOR: 278,219,488AGAINST: 1,153,473ABSTAIN: 54,615NOT VOTED: 2,504UNKNOWN: 14
Largest asset managers voting on “ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Julius Genachowski” at MASTERCARD INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard82,768,85032 10For
Fidelity35,503,7900 00For
BlackRock26,106,8540 00For
Capital Group23,303,1450 00For
JPMorgan10,070,9280 00For
T. Rowe Price9,457,6280 00For
State Street8,718,751142 00For
TIAA6,798,7620 00For
Charles Schwab5,345,6640 00For
JANUS INVESTMENT FUND4,544,0900 00For
MFS4,336,0510 00For
Invesco3,508,4640 00For
American Century3,484,9770 00For
AMCAP FUND3,323,9030 00For
INVESTMENT CO OF AMERICA3,159,8880 00For
Franklin Custodian Funds2,626,4330 00For
PROFESSIONALLY MANAGED PORTFOLIOS2,593,1840 00For
Prudential/PGIM1,970,9370 00For
Parnassus1,805,0630 00For
Putnam1,607,9730 00For
Principal1,575,3620 00For
HARBOR FUNDS1,479,6910 00For
Columbia Threadneedle1,408,3250 00For
Jackson National1,362,3490 00For
MASTER INVESTMENT PORTFOLIO1,327,2540 00For

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

5. Elect Director: Choon Phong Goh

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 8 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%
FOR: 722,638,884AGAINST: 36,326,853
Details: description as filed, official tally, votes by 293 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”): 722,638,884 for, 36,326,853 against, per its Form 8-K filed June 26, 2025 (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.

The 293 asset managers below reported 275,506,176 for, 3,866,468 against, 54,933 abstained, 2,504 not voted, 14 unknown.

FOR
FOR: 275,506,176AGAINST: 3,866,468ABSTAIN: 54,933NOT VOTED: 2,504UNKNOWN: 14
Largest asset managers voting on “ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Choon Phong Goh” at MASTERCARD INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard82,768,84433 50For
Fidelity35,503,7900 00For
BlackRock26,106,8540 00For
Capital Group23,303,1450 00For
JPMorgan10,070,9280 00For
T. Rowe Price9,457,6280 00For
State Street8,718,751142 00For
TIAA6,798,7620 00For
Charles Schwab5,345,6640 00For
JANUS INVESTMENT FUND4,544,0900 00For
MFS4,336,0510 00For
Invesco3,508,4640 00For
American Century3,484,9770 00For
AMCAP FUND3,323,9030 00For
INVESTMENT CO OF AMERICA3,159,8880 00For
Franklin Custodian Funds2,626,4330 00For
PROFESSIONALLY MANAGED PORTFOLIOS2,593,1840 00For
Prudential/PGIM1,450,033520,904 00Mixed
Parnassus01,805,063 00Against
Putnam1,607,9730 00For
Principal1,575,3620 00For
HARBOR FUNDS1,479,6910 00For
Columbia Threadneedle1,408,3250 00For
Jackson National1,362,3490 00For
MASTER INVESTMENT PORTFOLIO1,327,2540 00For

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

6. Elect Director: Oki Matsumoto

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 9 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 737,916,169AGAINST: 24,659,480
Details: description as filed, official tally, votes by 293 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”): 737,916,169 for, 24,659,480 against, per its Form 8-K filed June 26, 2025 (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 293 asset managers below reported 275,680,645 for, 3,692,316 against, 54,615 abstained, 2,504 not voted, 14 unknown.

FOR
FOR: 275,680,645AGAINST: 3,692,316ABSTAIN: 54,615NOT VOTED: 2,504UNKNOWN: 14
Largest asset managers voting on “ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Oki Matsumoto” at MASTERCARD INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard82,768,86318 10For
Fidelity35,503,7900 00For
BlackRock26,106,8540 00For
Capital Group23,303,1450 00For
JPMorgan10,070,9280 00For
T. Rowe Price9,457,6280 00For
State Street8,718,8930 00For
TIAA6,798,7620 00For
Charles Schwab5,345,6640 00For
JANUS INVESTMENT FUND4,544,0900 00For
MFS4,336,0510 00For
Invesco3,508,4640 00For
American Century3,484,9770 00For
AMCAP FUND3,323,9030 00For
INVESTMENT CO OF AMERICA3,159,8880 00For
Franklin Custodian Funds2,626,4330 00For
PROFESSIONALLY MANAGED PORTFOLIOS2,593,1840 00For
Prudential/PGIM1,450,033520,904 00Mixed
Parnassus01,805,063 00Against
Putnam1,607,9730 00For
Principal1,575,3620 00For
HARBOR FUNDS1,479,6910 00For
Columbia Threadneedle1,408,3250 00For
Jackson National1,362,3490 00For
MASTER INVESTMENT PORTFOLIO1,327,2540 00For

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

7. Elect Director: Michael Miebach

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 8 wordings of this item as funds reported it.

99.9% Majority: yes · of votes cast

FOR 99.9%
FOR: 761,428,415AGAINST: 714,736
Details: description as filed, official tally, votes by 293 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”): 761,428,415 for, 714,736 against, per its Form 8-K filed June 26, 2025 (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: 99.9% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 293 asset managers below reported 279,354,035 for, 18,888 against, 54,653 abstained, 2,504 not voted, 14 unknown.

FOR
FOR: 279,354,035AGAINST: 18,888ABSTAIN: 54,653NOT VOTED: 2,504UNKNOWN: 14
Largest asset managers voting on “ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Michael Miebach” at MASTERCARD INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard82,768,8801 10For
Fidelity35,503,7900 00For
BlackRock26,106,8540 00For
Capital Group23,303,1450 00For
JPMorgan10,070,9280 00For
T. Rowe Price9,457,6280 00For
State Street8,718,8930 00For
TIAA6,798,7620 00For
Charles Schwab5,345,6640 00For
JANUS INVESTMENT FUND4,544,0900 00For
MFS4,336,0510 00For
Invesco3,508,4640 00For
American Century3,484,9770 00For
AMCAP FUND3,323,9030 00For
INVESTMENT CO OF AMERICA3,159,8880 00For
Franklin Custodian Funds2,626,4330 00For
PROFESSIONALLY MANAGED PORTFOLIOS2,593,1840 00For
Prudential/PGIM1,970,9370 00For
Parnassus1,805,0630 00For
Putnam1,607,9730 00For
Principal1,575,3620 00For
HARBOR FUNDS1,479,6910 00For
Columbia Threadneedle1,408,3250 00For
Jackson National1,362,3490 00For
MASTER INVESTMENT PORTFOLIO1,327,2540 00For

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

8. Elect Director: Youngme Moon

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 7 wordings of this item as funds reported it.

99.7% Majority: yes · of votes cast

FOR 99.7%
FOR: 760,548,363AGAINST: 2,028,410
Details: description as filed, official tally, votes by 293 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”): 760,548,363 for, 2,028,410 against, per its Form 8-K filed June 26, 2025 (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: 99.7% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 293 asset managers below reported 279,249,408 for, 120,328 against, 54,615 abstained, 2,504 not voted, 14 unknown.

FOR
FOR: 279,249,408AGAINST: 120,328ABSTAIN: 54,615NOT VOTED: 2,504UNKNOWN: 14
Largest asset managers voting on “ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Youngme Moon” at MASTERCARD INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard82,768,8802 10For
Fidelity35,503,7900 00For
BlackRock26,106,8540 00For
Capital Group23,303,1450 00For
JPMorgan10,070,9280 00For
T. Rowe Price9,457,6280 00For
State Street8,718,8930 00For
TIAA6,798,7620 00For
Charles Schwab5,345,6640 00For
JANUS INVESTMENT FUND4,544,0900 00For
MFS4,336,0510 00For
Invesco3,508,4640 00For
American Century3,484,9770 00For
AMCAP FUND3,323,9030 00For
INVESTMENT CO OF AMERICA3,159,8880 00For
Franklin Custodian Funds2,626,4330 00For
PROFESSIONALLY MANAGED PORTFOLIOS2,593,1840 00For
Prudential/PGIM1,970,9370 00For
Parnassus1,805,0630 00For
Putnam1,607,9730 00For
Principal1,575,3620 00For
HARBOR FUNDS1,479,6910 00For
Columbia Threadneedle1,408,3250 00For
Jackson National1,362,3490 00For
MASTER INVESTMENT PORTFOLIO1,327,2540 00For

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

9. Elect Director: Rima Qureshi

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 7 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 740,756,975AGAINST: 21,818,484
Details: description as filed, official tally, votes by 293 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”): 740,756,975 for, 21,818,484 against, per its Form 8-K filed June 26, 2025 (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 293 asset managers below reported 279,154,885 for, 214,850 against, 54,615 abstained, 2,504 not voted, 14 unknown.

FOR
FOR: 279,154,885AGAINST: 214,850ABSTAIN: 54,615NOT VOTED: 2,504UNKNOWN: 14
Largest asset managers voting on “ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Rima Qureshi” at MASTERCARD INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard82,768,85823 10For
Fidelity35,503,7900 00For
BlackRock26,106,8540 00For
Capital Group23,303,1450 00For
JPMorgan10,070,9280 00For
T. Rowe Price9,457,6280 00For
State Street8,718,751142 00For
TIAA6,798,7620 00For
Charles Schwab5,345,6640 00For
JANUS INVESTMENT FUND4,544,0900 00For
MFS4,336,0510 00For
Invesco3,508,4640 00For
American Century3,484,9770 00For
AMCAP FUND3,323,9030 00For
INVESTMENT CO OF AMERICA3,159,8880 00For
Franklin Custodian Funds2,626,4330 00For
PROFESSIONALLY MANAGED PORTFOLIOS2,593,1840 00For
Prudential/PGIM1,970,9370 00For
Parnassus1,805,0630 00For
Putnam1,607,9730 00For
Principal1,575,3620 00For
HARBOR FUNDS1,479,6910 00For
Columbia Threadneedle1,408,3250 00For
Jackson National1,362,3490 00For
MASTER INVESTMENT PORTFOLIO1,327,2540 00For

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

10. Elect Director: Gabrielle Sulzberger

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 9 wordings of this item as funds reported it.

99.4% Majority: yes · of votes cast

FOR 99.4%
FOR: 758,310,205AGAINST: 3,871,916
Details: description as filed, official tally, votes by 293 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”): 758,310,205 for, 3,871,916 against, per its Form 8-K filed June 26, 2025 (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: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 293 asset managers below reported 279,224,989 for, 147,938 against, 54,650 abstained, 2,504 not voted, 14 unknown.

FOR
FOR: 279,224,989AGAINST: 147,938ABSTAIN: 54,650NOT VOTED: 2,504UNKNOWN: 14
Largest asset managers voting on “ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Gabrielle Sulzberger” at MASTERCARD INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard82,768,8774 10For
Fidelity35,503,7900 00For
BlackRock26,106,8540 00For
Capital Group23,303,1450 00For
JPMorgan10,070,9280 00For
T. Rowe Price9,457,6280 00For
State Street8,718,8930 00For
TIAA6,798,7620 00For
Charles Schwab5,345,6640 00For
JANUS INVESTMENT FUND4,544,0900 00For
MFS4,336,0510 00For
Invesco3,508,4640 00For
American Century3,484,9770 00For
AMCAP FUND3,323,9030 00For
INVESTMENT CO OF AMERICA3,159,8880 00For
Franklin Custodian Funds2,626,4330 00For
PROFESSIONALLY MANAGED PORTFOLIOS2,593,1840 00For
Prudential/PGIM1,970,9370 00For
Parnassus1,805,0630 00For
Putnam1,607,9730 00For
Principal1,575,3620 00For
HARBOR FUNDS1,479,6910 00For
Columbia Threadneedle1,408,3250 00For
Jackson National1,362,3490 00For
MASTER INVESTMENT PORTFOLIO1,327,2540 00For

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

11. Elect Director: Harit Talwar

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 7 wordings of this item as funds reported it.

99.6% Majority: yes · of votes cast

FOR 99.6%
FOR: 760,278,257AGAINST: 2,291,103
Details: description as filed, official tally, votes by 293 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”): 760,278,257 for, 2,291,103 against, per its Form 8-K filed June 26, 2025 (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 293 asset managers below reported 279,249,382 for, 120,353 against, 54,616 abstained, 2,504 not voted, 14 unknown.

FOR
FOR: 279,249,382AGAINST: 120,353ABSTAIN: 54,616NOT VOTED: 2,504UNKNOWN: 14
Largest asset managers voting on “ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Harit Talwar” at MASTERCARD INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard82,768,8792 10For
Fidelity35,503,7900 00For
BlackRock26,106,8540 00For
Capital Group23,303,1450 00For
JPMorgan10,070,9280 00For
T. Rowe Price9,457,6280 00For
State Street8,718,8930 00For
TIAA6,798,7620 00For
Charles Schwab5,345,6640 00For
JANUS INVESTMENT FUND4,544,0900 00For
MFS4,336,0510 00For
Invesco3,508,4640 00For
American Century3,484,9770 00For
AMCAP FUND3,323,9030 00For
INVESTMENT CO OF AMERICA3,159,8880 00For
Franklin Custodian Funds2,626,4330 00For
PROFESSIONALLY MANAGED PORTFOLIOS2,593,1840 00For
Prudential/PGIM1,970,9370 00For
Parnassus1,805,0630 00For
Putnam1,607,9730 00For
Principal1,575,3620 00For
HARBOR FUNDS1,479,6910 00For
Columbia Threadneedle1,408,3250 00For
Jackson National1,362,3490 00For
MASTER INVESTMENT PORTFOLIO1,327,2540 00For

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

12. Elect Director: Lance Uggla

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 7 wordings of this item as funds reported it.

99.2% Majority: yes · of votes cast

FOR 99.2%
FOR: 756,598,672AGAINST: 5,949,476
Details: description as filed, official tally, votes by 293 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”): 756,598,672 for, 5,949,476 against, per its Form 8-K filed June 26, 2025 (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: 99.2% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 293 asset managers below reported 279,219,575 for, 150,157 against, 54,618 abstained, 2,504 not voted, 14 unknown.

FOR
FOR: 279,219,575AGAINST: 150,157ABSTAIN: 54,618NOT VOTED: 2,504UNKNOWN: 14
Largest asset managers voting on “ELECTION OF DIRECTORS TO SERVE ON THE BOARD OF DIRECTORS: Lance Uggla” at MASTERCARD INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard82,768,8766 10For
Fidelity35,503,7900 00For
BlackRock26,106,8540 00For
Capital Group23,303,1450 00For
JPMorgan10,070,9280 00For
T. Rowe Price9,457,6280 00For
State Street8,718,8930 00For
TIAA6,798,7620 00For
Charles Schwab5,345,6640 00For
JANUS INVESTMENT FUND4,544,0900 00For
MFS4,336,0510 00For
Invesco3,508,4640 00For
American Century3,484,9770 00For
AMCAP FUND3,323,9030 00For
INVESTMENT CO OF AMERICA3,159,8880 00For
Franklin Custodian Funds2,626,4330 00For
PROFESSIONALLY MANAGED PORTFOLIOS2,593,1840 00For
Prudential/PGIM1,970,9370 00For
Parnassus1,805,0630 00For
Putnam1,607,9730 00For
Principal1,575,3620 00For
HARBOR FUNDS1,479,6910 00For
Columbia Threadneedle1,408,3250 00For
Jackson National1,362,3490 00For
MASTER INVESTMENT PORTFOLIO1,327,2540 00For

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

13. 5. The holders of Class A common stock approved an amendment to Mastercard's Amended and Restated Certificate of…

Official resultCORPORATE GOVERNANCEReported outcome: Approved

Combines 10 wordings of this item as funds reported it.

99.9% Approved · of votes cast

FOR 99.9%
FOR: 761,676,460AGAINST: 516,556
Details: description as filed, official tally, votes by 295 asset managers

Description as filed by funds: Approval of an amendment to Mastercard's Amended and Restated Certificate of Incorporation to remove the Industry Director concept

MASTERCARD INC.’s own tally for this item (“5. The holders of Class A common stock approved an amendment to Mastercard's Amended and Restated Certificate of Incorporation to remove the Industry Director concept”): 761,676,460 for, 516,556 against — passed, per its Form 8-K filed June 26, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 5: The holders of Class A common stock approved an amendment to Mastercard's Amended and Restated Certificate of Incorporation to remove the Industry Director concept:”
Support: 99.9% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 295 asset managers below reported 279,340,092 for, 44 against, 91,117 abstained, 2,504 not voted, 14 unknown.

FOR
FOR: 279,340,092AGAINST: 44ABSTAIN: 91,117NOT VOTED: 2,504UNKNOWN: 14
Largest asset managers voting on “Approval of an amendment to Mastercard's Amended and Restated Certificate of Incorporation to remove the Indus” at MASTERCARD INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard82,768,8801 10For
Fidelity35,503,7900 00For
BlackRock26,106,8540 00For
Capital Group23,303,1450 00For
JPMorgan10,070,9280 00For
T. Rowe Price9,457,6280 00For
State Street8,718,8930 00For
TIAA6,798,7620 00For
Charles Schwab5,345,6640 00For
JANUS INVESTMENT FUND4,544,0900 00For
MFS4,336,0510 00For
Invesco3,508,4640 00For
American Century3,484,9770 00For
AMCAP FUND3,323,9030 00For
INVESTMENT CO OF AMERICA3,159,8880 00For
Franklin Custodian Funds2,626,4330 00For
PROFESSIONALLY MANAGED PORTFOLIOS2,593,1840 00For
Prudential/PGIM1,970,9370 00For
Parnassus1,805,0630 00For
Putnam1,607,9730 00For
Principal1,575,3620 00For
HARBOR FUNDS1,479,6910 00For
Columbia Threadneedle1,408,3250 00For
Jackson National1,362,3490 00For
MASTER INVESTMENT PORTFOLIO1,327,2540 00For

Showing the 25 largest of 295 asset managers. See all 295 in the interactive database.

14. 4. The holders of Class A common stock approved an amendment to Mastercard's Amended and Restated Certificate of…

Official resultCORPORATE GOVERNANCEReported outcome: Approved

Combines 12 wordings of this item as funds reported it.

87% Approved · of votes cast

FOR 87%
FOR: 662,061,357AGAINST: 100,251,673
Details: description as filed, official tally, votes by 294 asset managers

Description as filed by funds: Approval of an amendment to Mastercard's Amended and Restated Certificate of Incorporation to limit liability of officers as permitted by Delaware law

MASTERCARD INC.’s own tally for this item (“4. The holders of Class A common stock approved an amendment to Mastercard's Amended and Restated Certificate of Incorporation to limit liability of officers as permitted by Delaware law”): 662,061,357 for, 100,251,673 against — passed, per its Form 8-K filed June 26, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 4: The holders of Class A common stock approved an amendment to Mastercard's Amended and Restated Certificate of Incorporation to limit liability of officers as permitted by Delaware law:”
Support: 87% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 294 asset managers below reported 255,094,208 for, 24,281,846 against, 54,638 abstained, 2,504 not voted.

FOR
FOR: 255,094,208AGAINST: 24,281,846ABSTAIN: 54,638NOT VOTED: 2,504
Largest asset managers voting on “Approval of an amendment to Mastercard's Amended and Restated Certificate of Incorporation to limit liability ” at MASTERCARD INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard81,933,319835,562 10For
Fidelity34,895,492608,298 00For
BlackRock26,082,86623,988 00For
Capital Group23,303,1450 00For
JPMorgan010,070,928 00Against
T. Rowe Price9,457,6280 00For
State Street8,718,057836 00For
TIAA6,798,7620 00For
Charles Schwab5,344,768897 00For
JANUS INVESTMENT FUND4,544,0900 00For
MFS4,336,0510 00For
Invesco3,508,4640 00For
American Century3,484,9770 00For
AMCAP FUND3,323,9030 00For
INVESTMENT CO OF AMERICA3,159,8880 00For
Franklin Custodian Funds02,626,433 00Against
PROFESSIONALLY MANAGED PORTFOLIOS2,593,1840 00For
Prudential/PGIM719,9361,251,001 00Mixed
Parnassus01,805,063 00Against
Putnam1,607,9730 00For
Principal1,575,30062 00For
HARBOR FUNDS01,479,691 00Against
Columbia Threadneedle1,408,3250 00For
Jackson National1,326,62135,728 00For
MASTER INVESTMENT PORTFOLIO1,327,2540 00For

Showing the 25 largest of 294 asset managers. See all 294 in the interactive database.

15. 6. The holders of Class A common stock approved an amendment to Mastercard's Amended and Restated Certificate of…

Official resultCORPORATE GOVERNANCEReported outcome: Approved

Combines 14 wordings of this item as funds reported it.

99.9% Approved · of votes cast

FOR 99.9%
FOR: 760,329,403AGAINST: 603,938
Details: description as filed, official tally, votes by 290 asset managers

Description as filed by funds: Approval of an amendment to Mastercard's Amended and Restated Certificate of Incorporation to implement other miscellaneous changes

MASTERCARD INC.’s own tally for this item (“6. The holders of Class A common stock approved an amendment to Mastercard's Amended and Restated Certificate of Incorporation to implement other miscellaneous changes”): 760,329,403 for, 603,938 against — passed, per its Form 8-K filed June 26, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 6: The holders of Class A common stock approved an amendment to Mastercard's Amended and Restated Certificate of Incorporation to implement other miscellaneous changes:”
Support: 99.9% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 290 asset managers below reported 278,618,387 for, 52 against, 54,759 abstained, 2,504 not voted, 14 unknown.

FOR
FOR: 278,618,387AGAINST: 52ABSTAIN: 54,759NOT VOTED: 2,504UNKNOWN: 14
Largest asset managers voting on “Approval of an amendment to Mastercard's Amended and Restated Certificate of Incorporation to implement other ” at MASTERCARD INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard82,768,8791 30For
Fidelity35,503,7900 00For
BlackRock26,106,8540 00For
Capital Group23,303,1450 00For
JPMorgan10,070,9280 00For
T. Rowe Price9,457,6280 00For
State Street8,718,8930 00For
TIAA6,798,7620 00For
Charles Schwab5,345,6640 00For
JANUS INVESTMENT FUND4,544,0900 00For
MFS4,336,0510 00For
Invesco3,508,4640 00For
American Century3,484,9770 00For
AMCAP FUND3,323,9030 00For
INVESTMENT CO OF AMERICA3,159,8880 00For
Franklin Custodian Funds2,626,4330 00For
PROFESSIONALLY MANAGED PORTFOLIOS2,593,1840 00For
Prudential/PGIM1,970,9370 00For
Parnassus1,805,0630 00For
Putnam1,607,9730 00For
Principal1,575,3620 00For
HARBOR FUNDS1,479,6910 00For
Columbia Threadneedle1,408,3250 00For
Jackson National1,362,3490 00For
MASTER INVESTMENT PORTFOLIO1,327,2540 00For

Showing the 25 largest of 290 asset managers. See all 290 in the interactive database.

16. 2 2. The holders of Class A common stock approved, on an advisory basis, Mastercard's executive compensation:

Outcome not verifiedFund totals may overlapSECTION 14A SAY-ON-PAY VOTESReported outcome: Not verified

Combines 28 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 728,151,172AGAINST: 33,001,013
Details: description as filed, official tally, votes by 1,612 asset managers

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

MASTERCARD INC.’s own tally for this item (“2 2. The holders of Class A common stock approved, on an advisory basis, Mastercard's executive compensation:”): 728,151,172 for, 33,001,013 against, per its Form 8-K filed June 26, 2025 (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: 96% 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” (87 managers, 36,856,041 for, 5,290,433 against, 243 withheld); “Section 14a Executive Compensation” (35 managers, Fund and manager reports combined; may count the same shares twice; no share total shown); “Say on Pay” (7 managers, 1,876,435 for); “Advisory vote to approve named executive officer compensation.” (2 managers, 1,471 for, 150 against); “COMPENSATION” (2 managers, 1,642 for); “To approve, by an advisory vote, the compensation of the Company's named executives” (2 managers, 75 for); “Vote to approve matters related to the compensation of company executives.” (2 managers, 32,047 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: 273 asset managers voting on “Advisory approval of Mastercard's executive compensation” at MASTERCARD INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard82,768,84535 20For
Fidelity35,503,7900 00For
BlackRock26,106,8540 00For
Capital Group23,303,1450 00For
JPMorgan10,070,9280 00For
T. Rowe Price9,421,42836,200 00For
State Street8,718,8930 00For
TIAA6,798,7620 00For
Charles Schwab5,345,6640 00For
JANUS INVESTMENT FUND4,544,0900 00For
MFS4,336,0510 00For
Invesco3,508,4640 00For
American Century3,484,9770 00For
AMCAP FUND3,323,9030 00For
INVESTMENT CO OF AMERICA3,159,8880 00For
Franklin Custodian Funds2,626,4330 00For
PROFESSIONALLY MANAGED PORTFOLIOS2,593,1840 00For
Prudential/PGIM1,970,9370 00For
Parnassus1,805,0630 00For
Putnam1,607,9730 00For
Principal1,575,3620 00For
HARBOR FUNDS1,479,6910 00For
Columbia Threadneedle1,408,3250 00For
Jackson National1,362,3490 00For
MASTER INVESTMENT PORTFOLIO1,327,2540 00For

Fund voting reports, all 273 managers: 277,120,101 for, 930,467 against, 65,816 abstained, 2,504 not voted. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 1,378 asset managers voting on “Advisory approval of Mastercard's executive compensation” at MASTERCARD INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock28,658,0176,693 00For
Capital Group22,536,5490 00For
State Street22,305,8276,711 00For
Fidelity21,872,9550 00For
T. Rowe Price21,557,32984,175 00For
GEODE CAPITAL MANAGEMENT, LLC19,264,5680 00For
Wellington12,193,8050 00For
Capital Research Global Investors9,625,3610 00For
Legal & General Investment Management Ltd110,8728,308,804 00Against
Northern Trust7,685,5190 00For
Nuveen7,512,2170 00For
MASSACHUSETTS FINANCIAL SERVICES CO /MA/7,221,1460 00For
Janus Henderson6,539,0270 00For
Charles Schwab5,641,5670 00For
UBS5,301,562345,421 00Mixed
JENNISON ASSOCIATES LLC5,644,9880 00For
Vanguard5,267,9350 00For
Invesco4,914,1690 00For
American Century4,560,5560 00For
FRANKLIN ADVISERS INC4,137,4270 00For
CANADA PENSION PLAN INVESTMENT BOARD4,037,7360 00For
PARAMETRIC PORTFOLIO ASSOCIATES LLC3,971,6830 00For
Fisher Asset Management, LLC3,692,7580 00For
National Pension Service3,645,6040 00For
MELLON INVESTMENTS Corp3,568,1510 00For

Institutional-manager reports, all 1,378 managers: 389,334,817 for, 25,225,963 against, 60,862 withheld, 1,147,886 abstained, 108,297 not voted, 213 unknown. Showing the 25 largest; see all in the interactive database.

17. 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 12 wordings of this item as funds reported it.

93% Majority: yes · of votes cast

FOR 93%
FOR: 755,902,646AGAINST: 53,204,297
Details: description as filed, official tally, votes by 301 asset managers

Description as filed by funds: Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for Mastercard for 2025

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 2025”): 755,902,646 for, 53,204,297 against, per its Form 8-K filed June 26, 2025 (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: 93% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 301 asset managers below reported 277,907,347 for, 1,478,439 against, 59,243 abstained, 2,504 not voted, 14 unknown.

FOR
FOR: 277,907,347AGAINST: 1,478,439ABSTAIN: 59,243NOT VOTED: 2,504UNKNOWN: 14
Largest asset managers voting on “Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting ” at MASTERCARD INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard82,310,688458,194 10For
Fidelity35,503,7900 00For
BlackRock26,106,8540 00For
Capital Group23,303,1450 00For
JPMorgan10,070,9280 00For
T. Rowe Price9,457,6280 00For
State Street8,718,751142 00For
TIAA6,798,7620 00For
Charles Schwab5,345,6640 00For
JANUS INVESTMENT FUND4,544,0900 00For
MFS4,336,0510 00For
Invesco3,508,4640 00For
American Century3,484,9770 00For
AMCAP FUND3,323,9030 00For
INVESTMENT CO OF AMERICA3,159,8880 00For
Franklin Custodian Funds2,626,4330 00For
PROFESSIONALLY MANAGED PORTFOLIOS2,593,1840 00For
Prudential/PGIM1,970,9370 00For
Parnassus1,805,0630 00For
Putnam1,607,9730 00For
Principal1,575,3620 00For
HARBOR FUNDS1,479,6910 00For
Columbia Threadneedle1,408,3250 00For
Jackson National1,362,3490 00For
MASTER INVESTMENT PORTFOLIO1,327,2540 00For

Showing the 25 largest of 301 asset managers. See all 301 in the interactive database.

18. Proposal 7: The holders of Class A common stock did not approve the stockholder proposal requesting a racial equity…

Official resultDIVERSITY, EQUITY, AND INCLUSIONReported outcome: Not approved

Combines 10 wordings of this item as funds reported it.

11% Not approved · of votes cast

11%AGAINST
FOR: 86,422,286AGAINST: 666,765,723
Details: description as filed, official tally, votes by 296 asset managers

Description as filed by funds: Consideration of a stockholder proposal requesting a racial equity audit report

MASTERCARD INC.’s own tally for this item (“Proposal 7: The holders of Class A common stock did not approve the stockholder proposal requesting a racial equity audit report:”): 86,422,286 for, 666,765,723 against — failed, per its Form 8-K filed June 26, 2025 (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 racial equity audit report:”
Support: 11% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 296 asset managers below reported 4,231,408 for, 272,832,368 against, 2,374,188 abstained, 2,504 not voted.

AGAINST
FOR: 4,231,408AGAINST: 272,832,368ABSTAIN: 2,374,188NOT VOTED: 2,504
Largest asset managers voting on “Consideration of a stockholder proposal requesting a racial equity audit report” at MASTERCARD INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard27,93882,740,932 120Against
Fidelity035,503,790 00Against
BlackRock16,40226,090,452 00Against
Capital Group023,303,145 00Against
JPMorgan010,070,928 00Against
T. Rowe Price09,457,628 00Against
State Street2,0708,716,823 00Against
TIAA06,798,762 00Against
Charles Schwab05,345,664 00Against
JANUS INVESTMENT FUND04,544,090 00Against
MFS04,336,051 00Against
Invesco03,508,464 00Against
American Century03,484,977 00Against
AMCAP FUND03,323,903 00Against
INVESTMENT CO OF AMERICA03,159,888 00Against
Franklin Custodian Funds02,626,433 00Against
PROFESSIONALLY MANAGED PORTFOLIOS02,593,184 00Against
Prudential/PGIM01,970,937 00Against
Parnassus1,805,0630 00For
Putnam01,607,973 00Against
Principal01,575,362 00Against
HARBOR FUNDS01,479,691 00Against
Columbia Threadneedle00 1,408,3250Abstain
Jackson National01,362,349 00Against
MASTER INVESTMENT PORTFOLIO01,327,254 00Against

Showing the 25 largest of 296 asset managers. See all 296 in the interactive database.

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

Official resultDIVERSITY, EQUITY, AND INCLUSIONReported outcome: Not approved

Combines 11 wordings of this item as funds reported it.

0.5% Not approved · of votes cast

AGAINST
FOR: 3,041,529AGAINST: 756,555,755
Details: description as filed, official tally, votes by 295 asset managers

Description as filed by funds: Consideration of a stockholder proposal requesting a report on affirmative action risks

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 affirmative action risks:”): 3,041,529 for, 756,555,755 against — failed, per its Form 8-K filed June 26, 2025 (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 affirmative action risks:”
Support: 0.5% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 295 asset managers below reported 320,230 for, 278,142,492 against, 965,295 abstained, 2,504 not voted, 14 unknown.

AGAINST
FOR: 320,230AGAINST: 278,142,492ABSTAIN: 965,295NOT VOTED: 2,504UNKNOWN: 14
Largest asset managers voting on “Consideration of a stockholder proposal requesting a report on affirmative action risks” at MASTERCARD INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard382,768,875 40Against
Fidelity035,503,790 00Against
BlackRock026,106,854 00Against
Capital Group023,303,145 00Against
JPMorgan010,070,928 00Against
T. Rowe Price09,457,628 00Against
State Street08,718,893 00Against
TIAA06,798,762 00Against
Charles Schwab05,345,664 00Against
JANUS INVESTMENT FUND04,544,090 00Against
MFS04,336,051 00Against
Invesco03,508,464 00Against
American Century03,484,977 00Against
AMCAP FUND03,323,903 00Against
INVESTMENT CO OF AMERICA03,159,888 00Against
Franklin Custodian Funds02,626,433 00Against
PROFESSIONALLY MANAGED PORTFOLIOS02,593,184 00Against
Prudential/PGIM01,970,937 00Against
Parnassus01,805,063 00Against
Putnam01,607,973 00Against
Principal01,575,362 00Against
HARBOR FUNDS01,479,691 00Against
Columbia Threadneedle01,408,325 00Against
Jackson National01,362,349 00Against
MASTER INVESTMENT PORTFOLIO01,327,254 00Against

Showing the 25 largest of 295 asset managers. See all 295 in the interactive database.

Not shown here: this season’s fund filings also report 1 item from the meeting of June 18, 2024, which belongs to the 2023-2024 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 2024-2025

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 912,000,000 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…”, 2024-2025
#Asset manager % of shares outstanding
1Vanguard 9.08%
2Fidelity 3.89%
3BlackRock 2.86%
4Capital Group 2.56%
5JPMorgan 1.10%
6T. Rowe Price 1.04%
7State Street 0.96%
8TIAA 0.75%
9Charles Schwab 0.59%
10JANUS INVESTMENT FUND 0.50%
Institutional-manager reports: top MASTERCARD INC. shareholders by shares voted on “Advisory approval of Mastercard's executive compensation”, 2024-2025
#Asset manager % of shares outstanding
1BlackRock 3.14%
2Capital Group 2.47%
3State Street 2.45%
4Fidelity 2.40%
5T. Rowe Price 2.37%
6GEODE CAPITAL MANAGEMENT, LLC 2.11%
7Wellington 1.34%
8Capital Research Global Investors 1.06%
9Legal & General Investment Management Ltd 0.92%
10Northern Trust 0.84%

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 2024-2025 proxy season
Holder % outstanding Disclosure
Vanguard Blvd. 8.25% DEF14A
BlackRock 7.62% 13F
Hudson Yards 7.44% DEF14A
Mastercard Foundation Asset Management Corp 7.15% 13G
State Street 3.95% 13F
JPMorgan Chase 3.40% 13F
FMR (Fidelity) 2.50% 13F
T. Rowe Price 2.20% 13F
Geode Capital 2.11% 13F
Morgan Stanley 1.77% 13F

Percentages above are of 912,000,000 shares outstanding, as reported by MASTERCARD INC. on its Form 10-Q dated March 31, 2025 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 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, 2025. This page is a static snapshot rebuilt weekly on October 13, 2026; a live search always shows the current data.

At MASTERCARD INC.'s shareholder meeting held June 24, 2025, in the 2024-2025 proxy season, 1,740 asset managers reported how they voted on 19 ballot items in their SEC Form N-PX filings, covering 33,986 separate fund positions. On the most widely held item on that ballot — Advisory approval of Mastercard's executive compensation — FOR was 96% 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), which is more than half. Whether the item was approved is for the filing to say; that statement has not been read for this item. Source: MASTERCARD INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on June 26, 2025.

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

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