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Medifast, Inc. 2025-2026 Proxy Voting Records

Compiled from SEC Form N-PX filings and Medifast, Inc.’s Form 8-K, filed May 26, 2026 (Item 5.07 on EDGAR). Page generated October 14, 2026.

  • 10Ballot items
  • 146Asset managers
  • 1,490Fund votes
  • May 19, 2026Meeting date

Results at a glance

Meeting of May 19, 2026: 10 items on Medifast, Inc.’s Form 8-K, filed May 26, 2026: 7 elected · 3 approved.

Material dissent

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 Medifast, Inc. in the interactive database Compare manager voting policies

Official 2025-2026 meeting results reported by Medifast, Inc.

These tallies are Medifast, Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 26, 2026 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

Medifast, Inc. — official shareholder meeting results, meeting held May 19, 2026
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Daniel R. Chard 4,377,045261,81110,237 --1,840,102 94%Elected—
Elect Director: Elizabeth A. Geary 4,313,878323,55111,664 --1,840,102 93%Elected—
Elect Director: Parsa Kiai 4,378,697259,27911,117 --1,840,102 94%Elected—
Elect Director: Jeffrey Rose 4,398,976238,92911,188 --1,840,102 95%Elected—
Elect Director: Scott Schlackman 3,842,303795,60311,187 --1,840,102 83%Elected—
Elect Director: Andrea B. Thomas 4,260,999378,01210,082 --1,840,102 92%Elected—
Elect Director: Ming Xian 4,275,817356,33716,939 --1,840,102 92%Elected—
(ii) The stockholders voted on a proposal to ratify the appointment of RSM US LLP as the Company's Independent Registered Public Accounting Firm for the fiscal year ending December 31, 2026. 6,411,17553,44424,576 ---- 99.1%Approved—
(iii) The stockholders voted on a proposal to approve, on an advisory basis, the compensation of the Company's named executive officers as set forth in the proxy statement for the Annual Meeting. 3,996,046637,17315,874 --1,840,102 86%Approved—
(iv) The stockholders voted on a proposal to approve the Amended 2012 Plan. 3,195,0781,442,99711,018 --1,840,102 69%Approved—

Source: Medifast, Inc., Form 8-K, filed with the SEC on May 26, 2026 — read the filing on EDGAR.

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

Each item below shows how the 146 asset managers that disclosed a Medifast, 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: Daniel R. Chard

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%
FOR: 4,377,045AGAINST: 261,811
Details: description as filed, official tally, votes by 47 asset managers

Description as filed by funds: Elect seven nominees to the Board of Directors to serve for a one-year term expiring in 2027: Daniel R. Chard

Medifast, Inc.’s own tally for this item (“Elect Director: Daniel R. Chard”): 4,377,045 for, 261,811 against, per its Form 8-K filed May 26, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Accordingly, each of the individuals listed above was elected to the Company's Board of Directors, each to hold office until the Company's next annual meeting of stockholders and until his or her successor is duly elected and qualified, or until his or her earlier death, resignation or removal.”
Support: 94% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 47 asset managers below reported 2,035,836 for, 1,285 against.

FOR
FOR: 2,035,836AGAINST: 1,285
Largest asset managers voting on “Elect seven nominees to the Board of Directors to serve for a one-year term expiring in 2027: Daniel R. Chard” at Medifast, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Charles Schwab629,9530 00For
Vanguard482,4421,229 00For
BlackRock326,9430 00For
American Century112,4960 00For
EA Series Trust71,5220 00For
Federated Hermes65,8590 00For
BRIDGEWAY FUNDS INC44,1460 00For
Dimensional42,5750 00For
PIMCO40,8250 00For
Victory Capital33,2680 00For
TIAA23,3040 00For
Equitable21,0910 00For
Goldman Sachs19,9480 00For
Fidelity19,0680 00For
QUANTITATIVE MASTER SERIES LLC17,7870 00For
JPMorgan14,0540 00For
Invesco10,3110 00For
Venerable Variable Insurance Trust8,9860 00For
Lincoln Financial7,4290 00For
Northern Trust6,0660 00For
Global X5,0700 00For
Pacific Life4,8210 00For
Bridge Builder Trust4,7100 00For
AIG/SunAmerica3,2600 00For
GPS Funds I2,9450 00For

Showing the 25 largest of 47 asset managers. See all 47 in the interactive database.

2. Elect Director: Elizabeth A. Geary

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

93% Majority: yes · of votes cast

FOR 93%
FOR: 4,313,878AGAINST: 323,551
Details: description as filed, official tally, votes by 47 asset managers

Description as filed by funds: Elect seven nominees to the Board of Directors to serve for a one-year term expiring in 2027: Elizabeth A. Geary

Medifast, Inc.’s own tally for this item (“Elect Director: Elizabeth A. Geary”): 4,313,878 for, 323,551 against, per its Form 8-K filed May 26, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Accordingly, each of the individuals listed above was elected to the Company's Board of Directors, each to hold office until the Company's next annual meeting of stockholders and until his or her successor is duly elected and qualified, or until his or her earlier death, resignation or removal.”
Support: 93% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 47 asset managers below reported 1,970,193 for, 66,926 against.

FOR
FOR: 1,970,193AGAINST: 66,926
Largest asset managers voting on “Elect seven nominees to the Board of Directors to serve for a one-year term expiring in 2027: Elizabeth A. Gea” at Medifast, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Charles Schwab629,9530 00For
Vanguard483,6690 00For
BlackRock326,9430 00For
American Century112,4960 00For
EA Series Trust71,5220 00For
Federated Hermes065,859 00Against
BRIDGEWAY FUNDS INC44,1460 00For
Dimensional42,5750 00For
PIMCO40,8250 00For
Victory Capital33,2680 00For
TIAA23,3040 00For
Equitable21,0910 00For
Goldman Sachs19,9480 00For
Fidelity19,0680 00For
QUANTITATIVE MASTER SERIES LLC17,7870 00For
JPMorgan14,0540 00For
Invesco10,3110 00For
Venerable Variable Insurance Trust8,9860 00For
Lincoln Financial7,4290 00For
Northern Trust6,0660 00For
Global X5,0700 00For
Pacific Life4,8210 00For
Bridge Builder Trust4,7100 00For
AIG/SunAmerica3,2600 00For
GPS Funds I2,9450 00For

Showing the 25 largest of 47 asset managers. See all 47 in the interactive database.

3. Elect Director: Parsa Kiai

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%
FOR: 4,378,697AGAINST: 259,279
Details: description as filed, official tally, votes by 47 asset managers

Description as filed by funds: Elect seven nominees to the Board of Directors to serve for a one-year term expiring in 2027: Parsa Kiai

Medifast, Inc.’s own tally for this item (“Elect Director: Parsa Kiai”): 4,378,697 for, 259,279 against, per its Form 8-K filed May 26, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Accordingly, each of the individuals listed above was elected to the Company's Board of Directors, each to hold office until the Company's next annual meeting of stockholders and until his or her successor is duly elected and qualified, or until his or her earlier death, resignation or removal.”
Support: 94% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 47 asset managers below reported 2,037,120 for.

FOR
FOR: 2,037,120
Largest asset managers voting on “Elect seven nominees to the Board of Directors to serve for a one-year term expiring in 2027: Parsa Kiai” at Medifast, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Charles Schwab629,9530 00For
Vanguard483,6700 00For
BlackRock326,9430 00For
American Century112,4960 00For
EA Series Trust71,5220 00For
Federated Hermes65,8590 00For
BRIDGEWAY FUNDS INC44,1460 00For
Dimensional42,5750 00For
PIMCO40,8250 00For
Victory Capital33,2680 00For
TIAA23,3040 00For
Equitable21,0910 00For
Goldman Sachs19,9480 00For
Fidelity19,0680 00For
QUANTITATIVE MASTER SERIES LLC17,7870 00For
JPMorgan14,0540 00For
Invesco10,3110 00For
Venerable Variable Insurance Trust8,9860 00For
Lincoln Financial7,4290 00For
Northern Trust6,0660 00For
Global X5,0700 00For
Pacific Life4,8210 00For
Bridge Builder Trust4,7100 00For
AIG/SunAmerica3,2600 00For
GPS Funds I2,9450 00For

Showing the 25 largest of 47 asset managers. See all 47 in the interactive database.

4. Elect Director: Jeffrey Rose

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%
FOR: 4,398,976AGAINST: 238,929
Details: description as filed, official tally, votes by 47 asset managers

Description as filed by funds: Elect seven nominees to the Board of Directors to serve for a one-year term expiring in 2027: Jeffrey Rose

Medifast, Inc.’s own tally for this item (“Elect Director: Jeffrey Rose”): 4,398,976 for, 238,929 against, per its Form 8-K filed May 26, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Accordingly, each of the individuals listed above was elected to the Company's Board of Directors, each to hold office until the Company's next annual meeting of stockholders and until his or her successor is duly elected and qualified, or until his or her earlier death, resignation or removal.”
Support: 95% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 47 asset managers below reported 2,037,120 for.

FOR
FOR: 2,037,120
Largest asset managers voting on “Elect seven nominees to the Board of Directors to serve for a one-year term expiring in 2027: Jeffrey Rose” at Medifast, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Charles Schwab629,9530 00For
Vanguard483,6700 00For
BlackRock326,9430 00For
American Century112,4960 00For
EA Series Trust71,5220 00For
Federated Hermes65,8590 00For
BRIDGEWAY FUNDS INC44,1460 00For
Dimensional42,5750 00For
PIMCO40,8250 00For
Victory Capital33,2680 00For
TIAA23,3040 00For
Equitable21,0910 00For
Goldman Sachs19,9480 00For
Fidelity19,0680 00For
QUANTITATIVE MASTER SERIES LLC17,7870 00For
JPMorgan14,0540 00For
Invesco10,3110 00For
Venerable Variable Insurance Trust8,9860 00For
Lincoln Financial7,4290 00For
Northern Trust6,0660 00For
Global X5,0700 00For
Pacific Life4,8210 00For
Bridge Builder Trust4,7100 00For
AIG/SunAmerica3,2600 00For
GPS Funds I2,9450 00For

Showing the 25 largest of 47 asset managers. See all 47 in the interactive database.

5. Elect Director: Scott Schlackman

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

83% Majority: yes · of votes cast

FOR 83%AGAINST
FOR: 3,842,303AGAINST: 795,603
Details: description as filed, official tally, votes by 47 asset managers

Description as filed by funds: Elect seven nominees to the Board of Directors to serve for a one-year term expiring in 2027: Scott Schlackman

Medifast, Inc.’s own tally for this item (“Elect Director: Scott Schlackman”): 3,842,303 for, 795,603 against, per its Form 8-K filed May 26, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Accordingly, each of the individuals listed above was elected to the Company's Board of Directors, each to hold office until the Company's next annual meeting of stockholders and until his or her successor is duly elected and qualified, or until his or her earlier death, resignation or removal.”
Support: 83% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 47 asset managers below reported 1,604,324 for, 432,797 against.

FORAGAINST
FOR: 1,604,324AGAINST: 432,797
Largest asset managers voting on “Elect seven nominees to the Board of Directors to serve for a one-year term expiring in 2027: Scott Schlackman” at Medifast, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Charles Schwab629,9530 00For
Vanguard481,8661,805 00For
BlackRock0326,943 00Against
American Century112,4960 00For
EA Series Trust22,67248,850 00Mixed
Federated Hermes65,8590 00For
BRIDGEWAY FUNDS INC44,1460 00For
Dimensional42,5750 00For
PIMCO40,8250 00For
Victory Capital33,2680 00For
TIAA023,304 00Against
Equitable17,5003,591 00Mixed
Goldman Sachs19,9480 00For
Fidelity19,0680 00For
QUANTITATIVE MASTER SERIES LLC017,787 00Against
JPMorgan14,0540 00For
Invesco10,3110 00For
Venerable Variable Insurance Trust8,9860 00For
Lincoln Financial7,4290 00For
Northern Trust6,0660 00For
Global X5,0700 00For
Pacific Life04,821 00Against
Bridge Builder Trust04,710 00Against
AIG/SunAmerica3,2600 00For
GPS Funds I2,9450 00For

Showing the 25 largest of 47 asset managers. See all 47 in the interactive database.

6. Elect Director: Andrea B. Thomas

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

92% Majority: yes · of votes cast

FOR 92%
FOR: 4,260,999AGAINST: 378,012
Details: description as filed, official tally, votes by 47 asset managers

Description as filed by funds: Elect seven nominees to the Board of Directors to serve for a one-year term expiring in 2027: Andrea B. Thomas

Medifast, Inc.’s own tally for this item (“Elect Director: Andrea B. Thomas”): 4,260,999 for, 378,012 against, per its Form 8-K filed May 26, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Accordingly, each of the individuals listed above was elected to the Company's Board of Directors, each to hold office until the Company's next annual meeting of stockholders and until his or her successor is duly elected and qualified, or until his or her earlier death, resignation or removal.”
Support: 92% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 47 asset managers below reported 1,935,293 for, 101,828 against.

FOR
FOR: 1,935,293AGAINST: 101,828
Largest asset managers voting on “Elect seven nominees to the Board of Directors to serve for a one-year term expiring in 2027: Andrea B. Thomas” at Medifast, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Charles Schwab629,9530 00For
Vanguard482,4401,231 00For
BlackRock326,9430 00For
American Century112,4960 00For
EA Series Trust71,5220 00For
Federated Hermes065,859 00Against
BRIDGEWAY FUNDS INC44,1460 00For
Dimensional42,5750 00For
PIMCO40,8250 00For
Victory Capital33,2680 00For
TIAA023,304 00Against
Equitable21,0910 00For
Goldman Sachs19,9480 00For
Fidelity19,0680 00For
QUANTITATIVE MASTER SERIES LLC17,7870 00For
JPMorgan14,0540 00For
Invesco010,311 00Against
Venerable Variable Insurance Trust8,9860 00For
Lincoln Financial7,4290 00For
Northern Trust6,0660 00For
Global X5,0700 00For
Pacific Life4,8210 00For
Bridge Builder Trust4,7100 00For
AIG/SunAmerica3,2600 00For
GPS Funds I2,9450 00For

Showing the 25 largest of 47 asset managers. See all 47 in the interactive database.

7. Elect Director: Ming Xian

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

92% Majority: yes · of votes cast

FOR 92%
FOR: 4,275,817AGAINST: 356,337
Details: description as filed, official tally, votes by 47 asset managers

Description as filed by funds: Elect seven nominees to the Board of Directors to serve for a one-year term expiring in 2027: Ming Xian

Medifast, Inc.’s own tally for this item (“Elect Director: Ming Xian”): 4,275,817 for, 356,337 against, per its Form 8-K filed May 26, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Accordingly, each of the individuals listed above was elected to the Company's Board of Directors, each to hold office until the Company's next annual meeting of stockholders and until his or her successor is duly elected and qualified, or until his or her earlier death, resignation or removal.”
Support: 92% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 47 asset managers below reported 1,968,908 for, 68,213 against.

FOR
FOR: 1,968,908AGAINST: 68,213
Largest asset managers voting on “Elect seven nominees to the Board of Directors to serve for a one-year term expiring in 2027: Ming Xian” at Medifast, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Charles Schwab629,9530 00For
Vanguard482,4401,231 00For
BlackRock326,9430 00For
American Century112,4960 00For
EA Series Trust71,5220 00For
Federated Hermes065,859 00Against
BRIDGEWAY FUNDS INC44,1460 00For
Dimensional42,5750 00For
PIMCO40,8250 00For
Victory Capital33,2680 00For
TIAA23,3040 00For
Equitable21,0910 00For
Goldman Sachs19,9480 00For
Fidelity19,0680 00For
QUANTITATIVE MASTER SERIES LLC17,7870 00For
JPMorgan14,0540 00For
Invesco10,3110 00For
Venerable Variable Insurance Trust8,9860 00For
Lincoln Financial7,4290 00For
Northern Trust6,0660 00For
Global X5,0700 00For
Pacific Life4,8210 00For
Bridge Builder Trust4,7100 00For
AIG/SunAmerica3,2600 00For
GPS Funds I2,9450 00For

Showing the 25 largest of 47 asset managers. See all 47 in the interactive database.

8. (iv) The stockholders voted on a proposal to approve the Amended 2012 Plan.

Official resultCOMPENSATIONReported outcome: Approved

69% Approved · of votes cast

FOR 69%AGAINST
FOR: 3,195,078AGAINST: 1,442,997
Details: description as filed, official tally, votes by 47 asset managers

Description as filed by funds: Approve the Amended and Restated 2012 Share Incentive Plan.

Medifast, Inc.’s own tally for this item (“(iv) The stockholders voted on a proposal to approve the Amended 2012 Plan.”): 3,195,078 for, 1,442,997 against — passed, per its Form 8-K filed May 26, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The proposal was approved by a vote of the stockholders as follows:”
Support: 69% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 47 asset managers below reported 1,187,273 for, 849,848 against.

FORAGAINST
FOR: 1,187,273AGAINST: 849,848
Largest asset managers voting on “Approve the Amended and Restated 2012 Share Incentive Plan.” at Medifast, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Charles Schwab0629,953 00Against
Vanguard481,8591,812 00For
BlackRock326,9430 00For
American Century0112,496 00Against
EA Series Trust22,67248,850 00Mixed
Federated Hermes65,8590 00For
BRIDGEWAY FUNDS INC44,1460 00For
Dimensional42,5750 00For
PIMCO40,8250 00For
Victory Capital33,2680 00For
TIAA023,304 00Against
Equitable3,59117,500 00Mixed
Goldman Sachs19,9480 00For
Fidelity19,0680 00For
QUANTITATIVE MASTER SERIES LLC17,7870 00For
JPMorgan14,0540 00For
Invesco10,3110 00For
Venerable Variable Insurance Trust8,093893 00Mixed
Lincoln Financial7,4290 00For
Northern Trust06,066 00Against
Global X05,070 00Against
Pacific Life4,8210 00For
Bridge Builder Trust4,7100 00For
AIG/SunAmerica3,2600 00For
GPS Funds I2,9450 00For

Showing the 25 largest of 47 asset managers. See all 47 in the interactive database.

9. (iii) The stockholders voted on a proposal to approve, on an advisory basis, the compensation of the Company's named…

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

Combines 4 wordings of this item as funds reported it.

86% Approved · of votes cast

FOR 86%
FOR: 3,996,046AGAINST: 637,173
Details: description as filed, official tally, votes by 146 asset managers

Description as filed by funds: Approve, on an advisory basis, the compensation of the Company's named executive officers.

Medifast, Inc.’s own tally for this item (“(iii) The stockholders voted on a proposal to approve, on an advisory basis, the compensation of the Company's named executive officers as set forth in the proxy statement for the Annual Meeting.”): 3,996,046 for, 637,173 against — passed, per its Form 8-K filed May 26, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The proposal was approved by a vote of the stockholders as follows:”
Support: 86% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

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

Fund voting reports: 45 asset managers voting on “Approve, on an advisory basis, the compensation of the Company's named executive officers.” at Medifast, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Charles Schwab629,9530 00For
Vanguard483,091579 00For
BlackRock326,9430 00For
American Century0112,496 00Against
EA Series Trust22,67248,850 00Mixed
Federated Hermes65,8590 00For
BRIDGEWAY FUNDS INC044,146 00Against
Dimensional042,575 00Against
PIMCO40,8250 00For
Victory Capital33,2680 00For
TIAA023,304 00Against
Equitable3,59117,500 00Mixed
Goldman Sachs19,9480 00For
Fidelity19,0680 00For
QUANTITATIVE MASTER SERIES LLC17,7870 00For
JPMorgan14,0540 00For
Invesco10,3110 00For
Venerable Variable Insurance Trust8,9860 00For
Lincoln Financial5,9871,442 00Mixed
Northern Trust6,0660 00For
Global X5,0700 00For
Pacific Life4,8210 00For
Bridge Builder Trust4,7100 00For
AIG/SunAmerica3,2600 00For
GPS Funds I2,9450 00For

Fund voting reports, all 45 managers: 1,739,668 for, 297,427 against. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 112 asset managers voting on “Approve, on an advisory basis, the compensation of the Company's named executive officers.” at Medifast, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Charles Schwab629,9860 00For
Steamboat Capital Partners, LLC595,0230 00For
Renaissance412,2560 00For
Man Group plc189,3370 00For
BlackRock124,4397,891 00Mixed
Peapod Lane Capital LLC0123,771 00Against
American Century0113,610 00Against
DE Shaw109,2320 00For
PARAMETRIC PORTFOLIO ASSOCIATES LLC90,4870 00For
State Street81,93737 00For
Two Sigma77,8290 00For
Goldman Sachs73,1210 00For
T. Rowe Price72,1350 00For
Federated Hermes67,3750 00For
Vanguard67,1660 00For
Northern Trust57,8000 00For
BRIDGEWAY CAPITAL MANAGEMENT, LLC046,046 00Against
Victory Capital33,2680 00For
AllianceBernstein027,320 00Against
Nuveen026,563 00Against
AQR24,9170 00For
Maryland State Retirement & Pension System21,6550 00For
GEODE CAPITAL MANAGEMENT, LLC19,4150 00For
PACIFIC INVESTMENT MANAGEMENT CO LLC12,0340 00For
Dimensional011,608 00Against

Institutional-manager reports, all 112 managers: 2,854,628 for, 360,599 against, 185 abstained. Showing the 25 largest; see all in the interactive database.

10. (ii) The stockholders voted on a proposal to ratify the appointment of RSM US LLP as the Company's Independent…

Official resultAUDIT-RELATEDReported outcome: Approved

99.1% Approved · of votes cast

FOR 99.1%
FOR: 6,411,175AGAINST: 53,444
Details: description as filed, official tally, votes by 47 asset managers

Description as filed by funds: Ratify the appointment of RSM US LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2026.

Medifast, Inc.’s own tally for this item (“(ii) The stockholders voted on a proposal to ratify the appointment of RSM US LLP as the Company's Independent Registered Public Accounting Firm for the fiscal year ending December 31, 2026.”): 6,411,175 for, 53,444 against — passed, per its Form 8-K filed May 26, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The proposal was approved by a vote of stockholders as follows:”
Support: 99.1% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 47 asset managers below reported 2,037,120 for.

FOR
FOR: 2,037,120
Largest asset managers voting on “Ratify the appointment of RSM US LLP as the independent registered public accounting firm of the Company for t” at Medifast, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Charles Schwab629,9530 00For
Vanguard483,6700 00For
BlackRock326,9430 00For
American Century112,4960 00For
EA Series Trust71,5220 00For
Federated Hermes65,8590 00For
BRIDGEWAY FUNDS INC44,1460 00For
Dimensional42,5750 00For
PIMCO40,8250 00For
Victory Capital33,2680 00For
TIAA23,3040 00For
Equitable21,0910 00For
Goldman Sachs19,9480 00For
Fidelity19,0680 00For
QUANTITATIVE MASTER SERIES LLC17,7870 00For
JPMorgan14,0540 00For
Invesco10,3110 00For
Venerable Variable Insurance Trust8,9860 00For
Lincoln Financial7,4290 00For
Northern Trust6,0660 00For
Global X5,0700 00For
Pacific Life4,8210 00For
Bridge Builder Trust4,7100 00For
AIG/SunAmerica3,2600 00For
GPS Funds I2,9450 00For

Showing the 25 largest of 47 asset managers. See all 47 in the interactive database.

Largest Medifast, Inc. shareholders voting in 2025-2026

Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 11,119,115 shares outstanding at the time of that meeting.

Fund voting reports: top Medifast, Inc. shareholders by shares voted on “Approve, on an advisory basis, the compensation of the Company's named executive officers.”, 2025-2026
#Asset manager % of shares outstanding
1Charles Schwab 5.67%
2Vanguard 4.35%
3BlackRock 2.94%
4American Century 1.01%
5EA Series Trust 0.64%
6Federated Hermes 0.59%
7BRIDGEWAY FUNDS INC 0.40%
8Dimensional 0.38%
9PIMCO 0.37%
10Victory Capital 0.30%
Institutional-manager reports: top Medifast, Inc. shareholders by shares voted on “Approve, on an advisory basis, the compensation of the Company's named executive officers.”, 2025-2026
#Asset manager % of shares outstanding
1Charles Schwab 5.67%
2Steamboat Capital Partners, LLC 5.35%
3Renaissance 3.71%
4Man Group plc 1.70%
5BlackRock 1.19%
6Peapod Lane Capital LLC 1.11%
7American Century 1.02%
8DE Shaw 0.98%
9PARAMETRIC PORTFOLIO ASSOCIATES LLC 0.81%
10State Street 0.74%

Reported Medifast, 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.

Medifast, Inc. holdings and ownership disclosed for the 2025-2026 proxy season
Holder % outstanding Disclosure
BlackRock 8.49% 13F
Renaissance Technologies 6.96% 13F
Citadel Advisors 6.69% 13F
Vanguard Group 6.40% 13F
Charles Schwab 5.68% 13F
Susquehanna Portfolio Strategies, LLC 5.28% 13G
Dimensional Fund Advisors 3.25% 13F
Two Sigma 3.04% 13F
Morgan Stanley 3.01% 13F
Kenneth Griffin 2.61% 13G

Percentages above are of 11,119,115 shares outstanding, as reported by Medifast, Inc. on its Form 10-Q dated April 27, 2026 (see the filing on EDGAR). This is the count contemporaneous with the 2025-2026 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from Medifast, Inc.’s 10-Q dated April 27, 2026. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.

At Medifast, Inc.'s shareholder meeting held May 19, 2026, in the 2025-2026 proxy season, 146 asset managers reported how they voted on 10 ballot items in their SEC Form N-PX filings, covering 1,490 separate fund positions. On the most widely held item on that ballot — Approve, on an advisory basis, the compensation of the Company's named executive officers. — Medifast, Inc.'s filing reports the proposal as approved, with 86% 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: Medifast, Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 26, 2026.

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

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