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MITEK SYSTEMS INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and MITEK SYSTEMS INC.’s Form 8-K, filed October 3, 2023 (Item 5.07 on EDGAR). Page generated October 18, 2026.

12Reported items
174Asset managers
2,341Fund votes
October 2, 2023Meeting date

Results at a glance

Meeting of October 2, 2023: 11 items on MITEK SYSTEMS INC.’s Form 8-K, filed October 3, 2023: 11 without a stated outcome.

Material dissent

Elect Director: Kim S. Stevenson 72% of votes cast Outcome not stated Director under 80%
2. A proposal to approve the amendment and restatement of the Mitek Systems, Inc 71% of votes cast Outcome not stated Under 80%
5. A proposal to approve, on an advisory (non-binding) basis, the compensation of our named executive officers as presented in the Proxy… 63% of votes cast Outcome not stated Say-on-pay under 70%

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 MITEK SYSTEMS INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by MITEK SYSTEMS INC.

These tallies are MITEK SYSTEMS INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed October 3, 2023 (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.

MITEK SYSTEMS INC. — official shareholder meeting results, meeting held October 2, 2023
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Support (of votes cast)	Reported outcome	Voting standard
Elect Director: Scipio "Max" Carnecchia	22,470,554	--	--	2,568,912	10,417,189	90%	Not verified	—
Elect Director: Scott R. Carter	22,389,817	--	--	2,643,864	10,422,972	89%	Not verified	—
Elect Director: Rahul Gupta	21,030,100	--	--	4,009,366	10,417,189	84%	Not verified	—
Elect Director: James C. Hale	20,956,639	--	--	4,082,827	10,417,189	84%	Not verified	—
Elect Director: Susan J. Repo	20,650,209	--	--	4,389,257	10,417,189	82%	Not verified	—
Elect Director: Kim S. Stevenson	18,097,954	--	--	6,941,512	10,417,189	72%	Not verified	—
Elect Director: Donna C. Wells	22,450,800	--	--	2,588,666	10,417,189	90%	Not verified	—
2. A proposal to approve the amendment and restatement of the Mitek Systems, Inc	17,547,504	7,276,854	215,108	--	10,417,189	71%	Not verified	—
3. A proposal to approve the amendment to our Certificate of Incorporation to reflect new Delaware law provisions regarding officer exculpation	20,806,647	4,124,519	108,300	--	10,417,189	83%	Not verified	—
4. A proposal to ratify the appointment of BDO USA, P.A	34,730,232	519,833	206,590	--	--	99%	Not verified	—
5. A proposal to approve, on an advisory (non-binding) basis, the compensation of our named executive officers as presented in the Proxy Statement	15,601,636	9,328,073	109,757	--	10,417,189	63%	Not verified	—

Source: MITEK SYSTEMS INC., Form 8-K, filed with the SEC on October 3, 2023 — read the filing on EDGAR.

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

Each item below shows how the 174 asset managers that disclosed a MITEK SYSTEMS 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 MITEK SYSTEMS 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: Donna C. Wells

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 3 wordings of this item as funds reported it.

90% Majority: yes · of votes cast

FOR 90%

FOR: 22,450,800WITHHELD: 2,588,666

Details: description as filed, official tally, votes by 53 asset managers

Description as filed by funds: To elect the following eight directors to serve until the 2023 annual meeting of stockholders and until their respective successors have been elected and qualified: Donna C. Wells

MITEK SYSTEMS INC.’s own tally for this item (“Elect Director: Donna C. Wells”): 22,450,800 for, 2,588,666 withheld, per its Form 8-K filed October 3, 2023 (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: 90% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 53 asset managers below reported 8,354,225 for, 4,210 withheld.

FOR

FOR: 8,354,225WITHHOLD: 4,210

Largest asset managers voting on “To elect the following eight directors to serve until the 2023 annual meeting of stockholders and until their ” at MITEK SYSTEMS INC., 2023-2024
Asset manager	For	Vote
Vanguard	3,199,447	For
BlackRock	1,243,433	For
Fidelity	823,097	For
IMPAX FUNDS SERIES TRUST I	510,349	For
Dimensional	408,219	For
Columbia Threadneedle	397,436	For
Russell Investments	249,558	For
Allspring	203,336	For
WISCONSIN CAPITAL FUNDS INC	140,000	For
TETON WESTWOOD FUNDS	137,000	For
Charles Schwab	116,222	For
Equitable	114,903	For
TIAA	109,387	For
QUANTITATIVE MASTER SERIES LLC	72,413	For
Lincoln Financial	63,826	For
Advisors' Inner Circle Fund III	57,510	For
SEI	57,031	For
Federated Hermes	56,903	For
Global X	54,115	For
New York Life	42,643	For
American Century	24,463	For
AIG/SunAmerica	21,402	For
Northern Trust	21,223	For
State Street	21,146	For
Goldman Sachs	20,797	For

Showing the 25 largest of 53 asset managers. See all 53 in the interactive database.

2. Elect Director: James C. Hale

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 3 wordings of this item as funds reported it.

84% Majority: yes · of votes cast

FOR 84%WITHHELD

FOR: 20,956,639WITHHELD: 4,082,827

Details: description as filed, official tally, votes by 53 asset managers

MITEK SYSTEMS INC.’s own tally for this item (“Elect Director: James C. Hale”): 20,956,639 for, 4,082,827 withheld, per its Form 8-K filed October 3, 2023 (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: 84% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 53 asset managers below reported 7,255,211 for, 1,103,224 withheld.

FOR

FOR: 7,255,211WITHHOLD: 1,103,224

Largest asset managers voting on “To elect the following eight directors to serve until the 2023 annual meeting of stockholders and until their ” at MITEK SYSTEMS INC., 2023-2024
Asset manager	For	Withheld	Vote
Vanguard	3,199,447	0	For
BlackRock	1,243,433	0	For
Fidelity	823,097	0	For
IMPAX FUNDS SERIES TRUST I	0	510,349	Withhold
Dimensional	408,219	0	For
Columbia Threadneedle	397,436	0	For
Russell Investments	0	249,558	Withhold
Allspring	203,336	0	For
WISCONSIN CAPITAL FUNDS INC	140,000	0	For
TETON WESTWOOD FUNDS	137,000	0	For
Charles Schwab	0	116,222	Withhold
Equitable	114,903	0	For
TIAA	109,387	0	For
QUANTITATIVE MASTER SERIES LLC	72,413	0	For
Lincoln Financial	63,826	0	For
Advisors' Inner Circle Fund III	0	57,510	Withhold
SEI	0	57,031	Withhold
Federated Hermes	0	56,903	Withhold
Global X	0	54,115	Withhold
New York Life	42,643	0	For
American Century	24,463	0	For
AIG/SunAmerica	21,402	0	For
Northern Trust	21,223	0	For
State Street	21,146	0	For
Goldman Sachs	20,797	0	For

Showing the 25 largest of 53 asset managers. See all 53 in the interactive database.

3. Elect Director: Kim S. Stevenson

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 3 wordings of this item as funds reported it.

72% Majority: yes · of votes cast

FOR 72%WITHHELD

FOR: 18,097,954WITHHELD: 6,941,512

Details: description as filed, official tally, votes by 53 asset managers

MITEK SYSTEMS INC.’s own tally for this item (“Elect Director: Kim S. Stevenson”): 18,097,954 for, 6,941,512 withheld, per its Form 8-K filed October 3, 2023 (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: 72% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 53 asset managers below reported 7,255,211 for, 1,103,224 withheld.

FOR

FOR: 7,255,211WITHHOLD: 1,103,224

Largest asset managers voting on “To elect the following eight directors to serve until the 2023 annual meeting of stockholders and until their ” at MITEK SYSTEMS INC., 2023-2024
Asset manager	For	Withheld	Vote
Vanguard	3,199,447	0	For
BlackRock	1,243,433	0	For
Fidelity	823,097	0	For
IMPAX FUNDS SERIES TRUST I	0	510,349	Withhold
Dimensional	408,219	0	For
Columbia Threadneedle	397,436	0	For
Russell Investments	0	249,558	Withhold
Allspring	203,336	0	For
WISCONSIN CAPITAL FUNDS INC	140,000	0	For
TETON WESTWOOD FUNDS	137,000	0	For
Charles Schwab	0	116,222	Withhold
Equitable	114,903	0	For
TIAA	109,387	0	For
QUANTITATIVE MASTER SERIES LLC	72,413	0	For
Lincoln Financial	63,826	0	For
Advisors' Inner Circle Fund III	0	57,510	Withhold
SEI	0	57,031	Withhold
Federated Hermes	0	56,903	Withhold
Global X	0	54,115	Withhold
New York Life	42,643	0	For
American Century	24,463	0	For
AIG/SunAmerica	21,402	0	For
Northern Trust	21,223	0	For
State Street	21,146	0	For
Goldman Sachs	20,797	0	For

Showing the 25 largest of 53 asset managers. See all 53 in the interactive database.

4. Elect Director: Rahul Gupta

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 3 wordings of this item as funds reported it.

84% Majority: yes · of votes cast

FOR 84%WITHHELD

FOR: 21,030,100WITHHELD: 4,009,366

Details: description as filed, official tally, votes by 53 asset managers

MITEK SYSTEMS INC.’s own tally for this item (“Elect Director: Rahul Gupta”): 21,030,100 for, 4,009,366 withheld, per its Form 8-K filed October 3, 2023 (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 53 asset managers below reported 7,312,114 for, 1,046,321 withheld.

FOR

FOR: 7,312,114WITHHOLD: 1,046,321

Largest asset managers voting on “To elect the following eight directors to serve until the 2023 annual meeting of stockholders and until their ” at MITEK SYSTEMS INC., 2023-2024
Asset manager	For	Withheld	Vote
Vanguard	3,199,447	0	For
BlackRock	1,243,433	0	For
Fidelity	823,097	0	For
IMPAX FUNDS SERIES TRUST I	0	510,349	Withhold
Dimensional	408,219	0	For
Columbia Threadneedle	397,436	0	For
Russell Investments	0	249,558	Withhold
Allspring	203,336	0	For
WISCONSIN CAPITAL FUNDS INC	140,000	0	For
TETON WESTWOOD FUNDS	137,000	0	For
Charles Schwab	0	116,222	Withhold
Equitable	114,903	0	For
TIAA	109,387	0	For
QUANTITATIVE MASTER SERIES LLC	72,413	0	For
Lincoln Financial	63,826	0	For
Advisors' Inner Circle Fund III	0	57,510	Withhold
SEI	0	57,031	Withhold
Federated Hermes	56,903	0	For
Global X	0	54,115	Withhold
New York Life	42,643	0	For
American Century	24,463	0	For
AIG/SunAmerica	21,402	0	For
Northern Trust	21,223	0	For
State Street	21,146	0	For
Goldman Sachs	20,797	0	For

Showing the 25 largest of 53 asset managers. See all 53 in the interactive database.

5. Elect Director: Scott R. Carter

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 3 wordings of this item as funds reported it.

89% Majority: yes · of votes cast

FOR 89%

FOR: 22,389,817WITHHELD: 2,643,864

Details: description as filed, official tally, votes by 53 asset managers

MITEK SYSTEMS INC.’s own tally for this item (“Elect Director: Scott R. Carter”): 22,389,817 for, 2,643,864 withheld, per its Form 8-K filed October 3, 2023 (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: 89% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 53 asset managers below reported 8,300,925 for, 57,510 withheld.

FOR

FOR: 8,300,925WITHHOLD: 57,510

Largest asset managers voting on “To elect the following eight directors to serve until the 2023 annual meeting of stockholders and until their ” at MITEK SYSTEMS INC., 2023-2024
Asset manager	For	Withheld	Vote
Vanguard	3,199,447	0	For
BlackRock	1,243,433	0	For
Fidelity	823,097	0	For
IMPAX FUNDS SERIES TRUST I	510,349	0	For
Dimensional	408,219	0	For
Columbia Threadneedle	397,436	0	For
Russell Investments	249,558	0	For
Allspring	203,336	0	For
WISCONSIN CAPITAL FUNDS INC	140,000	0	For
TETON WESTWOOD FUNDS	137,000	0	For
Charles Schwab	116,222	0	For
Equitable	114,903	0	For
TIAA	109,387	0	For
QUANTITATIVE MASTER SERIES LLC	72,413	0	For
Lincoln Financial	63,826	0	For
Advisors' Inner Circle Fund III	0	57,510	Withhold
SEI	57,031	0	For
Federated Hermes	56,903	0	For
Global X	54,115	0	For
New York Life	42,643	0	For
American Century	24,463	0	For
AIG/SunAmerica	21,402	0	For
Northern Trust	21,223	0	For
State Street	21,146	0	For
Goldman Sachs	20,797	0	For

Showing the 25 largest of 53 asset managers. See all 53 in the interactive database.

6. Elect Director: Susan J. Repo

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 3 wordings of this item as funds reported it.

82% Majority: yes · of votes cast

FOR 82%WITHHELD

FOR: 20,650,209WITHHELD: 4,389,257

Details: description as filed, official tally, votes by 53 asset managers

MITEK SYSTEMS INC.’s own tally for this item (“Elect Director: Susan J. Repo”): 20,650,209 for, 4,389,257 withheld, per its Form 8-K filed October 3, 2023 (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: 82% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 53 asset managers below reported 7,276,821 for, 1,081,614 withheld.

FOR

FOR: 7,276,821WITHHOLD: 1,081,614

Largest asset managers voting on “To elect the following eight directors to serve until the 2023 annual meeting of stockholders and until their ” at MITEK SYSTEMS INC., 2023-2024
Asset manager	For	Withheld	Vote
Vanguard	3,199,447	0	For
BlackRock	1,243,433	0	For
Fidelity	823,097	0	For
IMPAX FUNDS SERIES TRUST I	0	510,349	Withhold
Dimensional	408,219	0	For
Columbia Threadneedle	397,436	0	For
Russell Investments	0	249,558	Withhold
Allspring	203,336	0	For
WISCONSIN CAPITAL FUNDS INC	140,000	0	For
TETON WESTWOOD FUNDS	137,000	0	For
Charles Schwab	0	116,222	Withhold
Equitable	79,003	35,900	Mixed
TIAA	109,387	0	For
QUANTITATIVE MASTER SERIES LLC	72,413	0	For
Lincoln Financial	63,826	0	For
Advisors' Inner Circle Fund III	57,510	0	For
SEI	0	57,031	Withhold
Federated Hermes	0	56,903	Withhold
Global X	0	54,115	Withhold
New York Life	42,643	0	For
American Century	24,463	0	For
AIG/SunAmerica	21,402	0	For
Northern Trust	21,223	0	For
State Street	21,146	0	For
Goldman Sachs	20,797	0	For

Showing the 25 largest of 53 asset managers. See all 53 in the interactive database.

7. Elect Director: Scipio "Max" Carnecchia

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

90% Majority: yes · of votes cast

FOR 90%

FOR: 22,470,554WITHHELD: 2,568,912

Details: description as filed, official tally, votes by 52 asset managers

MITEK SYSTEMS INC.’s own tally for this item (“Elect Director: Scipio "Max" Carnecchia”): 22,470,554 for, 2,568,912 withheld, per its Form 8-K filed October 3, 2023 (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 52 asset managers below reported 8,300,925 for.

FOR

FOR: 8,300,925

Largest asset managers voting on “To elect the following eight directors to serve until the 2023 annual meeting of stockholders and until their ” at MITEK SYSTEMS INC., 2023-2024
Asset manager	For	Vote
Vanguard	3,199,447	For
BlackRock	1,243,433	For
Fidelity	823,097	For
IMPAX FUNDS SERIES TRUST I	510,349	For
Dimensional	408,219	For
Columbia Threadneedle	397,436	For
Russell Investments	249,558	For
Allspring	203,336	For
WISCONSIN CAPITAL FUNDS INC	140,000	For
TETON WESTWOOD FUNDS	137,000	For
Charles Schwab	116,222	For
Equitable	114,903	For
TIAA	109,387	For
QUANTITATIVE MASTER SERIES LLC	72,413	For
Lincoln Financial	63,826	For
SEI	57,031	For
Federated Hermes	56,903	For
Global X	54,115	For
New York Life	42,643	For
American Century	24,463	For
AIG/SunAmerica	21,402	For
Northern Trust	21,223	For
State Street	21,146	For
Goldman Sachs	20,797	For
JPMorgan	19,670	For

Showing the 25 largest of 52 asset managers. See all 52 in the interactive database.

8. 3. A proposal to approve the amendment to our Certificate of Incorporation to reflect new Delaware law provisions…

Outcome not verifiedCORPORATE GOVERNANCEReported outcome: Not verified

Combines 3 wordings of this item as funds reported it.

83% Majority: yes · of votes cast

FOR 83%AGAINST

FOR: 20,806,647AGAINST: 4,124,519

Details: description as filed, official tally, votes by 53 asset managers

Description as filed by funds: To approve the amendment to our Certificate of Incorporation to reflect new Delaware law provisions regarding officer exculpation; and

MITEK SYSTEMS INC.’s own tally for this item (“3. A proposal to approve the amendment to our Certificate of Incorporation to reflect new Delaware law provisions regarding officer exculpation”): 20,806,647 for, 4,124,519 against, per its Form 8-K filed October 3, 2023 (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: 83% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 53 asset managers below reported 7,293,051 for, 1,065,384 against.

FOR

FOR: 7,293,051AGAINST: 1,065,384

Largest asset managers voting on “To approve the amendment to our Certificate of Incorporation to reflect new Delaware law provisions regarding ” at MITEK SYSTEMS INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	3,199,447	0	For
BlackRock	1,243,433	0	For
Fidelity	823,097	0	For
IMPAX FUNDS SERIES TRUST I	0	510,349	Against
Dimensional	408,219	0	For
Columbia Threadneedle	397,436	0	For
Russell Investments	0	249,558	Against
Allspring	203,336	0	For
WISCONSIN CAPITAL FUNDS INC	140,000	0	For
TETON WESTWOOD FUNDS	137,000	0	For
Charles Schwab	0	116,222	Against
Equitable	114,903	0	For
TIAA	109,387	0	For
QUANTITATIVE MASTER SERIES LLC	72,413	0	For
Lincoln Financial	63,826	0	For
Advisors' Inner Circle Fund III	57,510	0	For
SEI	0	57,031	Against
Federated Hermes	0	56,903	Against
Global X	0	54,115	Against
New York Life	42,643	0	For
American Century	24,463	0	For
AIG/SunAmerica	21,402	0	For
Northern Trust	21,223	0	For
State Street	21,146	0	For
Goldman Sachs	20,797	0	For

Showing the 25 largest of 53 asset managers. See all 53 in the interactive database.

9. 2. A proposal to approve the amendment and restatement of the Mitek Systems, Inc

Outcome not verifiedCOMPENSATIONReported outcome: Not verified

Combines 3 wordings of this item as funds reported it.

71% Majority: yes · of votes cast

FOR 71%AGAINST

FOR: 17,547,504AGAINST: 7,276,854

Details: description as filed, official tally, votes by 53 asset managers

Description as filed by funds: To approve the amendment and restatement of the Mitek Systems, Inc. 2020 Incentive Plan to increase the number of shares reserved for issuance thereunder by 5,108,000 shares;

MITEK SYSTEMS INC.’s own tally for this item (“2. A proposal to approve the amendment and restatement of the Mitek Systems, Inc”): 17,547,504 for, 7,276,854 against, per its Form 8-K filed October 3, 2023 (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: 71% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 53 asset managers below reported 7,367,873 for, 990,562 against.

FOR

FOR: 7,367,873AGAINST: 990,562

Largest asset managers voting on “To approve the amendment and restatement of the Mitek Systems, Inc. 2020 Incentive Plan to increase the number” at MITEK SYSTEMS INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	3,199,447	0	For
BlackRock	1,243,433	0	For
Fidelity	112,621	710,476	Mixed
IMPAX FUNDS SERIES TRUST I	510,349	0	For
Dimensional	408,219	0	For
Columbia Threadneedle	397,436	0	For
Russell Investments	249,558	0	For
Allspring	203,336	0	For
WISCONSIN CAPITAL FUNDS INC	140,000	0	For
TETON WESTWOOD FUNDS	0	137,000	Against
Charles Schwab	116,222	0	For
Equitable	114,903	0	For
TIAA	109,387	0	For
QUANTITATIVE MASTER SERIES LLC	72,413	0	For
Lincoln Financial	63,826	0	For
Advisors' Inner Circle Fund III	0	57,510	Against
SEI	57,031	0	For
Federated Hermes	0	56,903	Against
Global X	54,115	0	For
New York Life	42,643	0	For
American Century	0	24,463	Against
AIG/SunAmerica	21,402	0	For
Northern Trust	21,223	0	For
State Street	21,146	0	For
Goldman Sachs	20,797	0	For

Showing the 25 largest of 53 asset managers. See all 53 in the interactive database.

10. 5. A proposal to approve, on an advisory (non-binding) basis, the compensation of our named executive officers as…

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

Combines 11 wordings of this item as funds reported it.

63% Majority: yes · of votes cast

FOR 63%AGAINST

FOR: 15,601,636AGAINST: 9,328,073

Details: description as filed, official tally, votes by 169 asset managers

Description as filed by funds: To approve, on an advisory (non-binding) basis, the compensation of our named executive officers as presented in the Proxy Statement accompanying this notice;

MITEK SYSTEMS INC.’s own tally for this item (“5. A proposal to approve, on an advisory (non-binding) basis, the compensation of our named executive officers as presented in the Proxy Statement”): 15,601,636 for, 9,328,073 against, per its Form 8-K filed October 3, 2023 (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: 63% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports: 52 asset managers voting on “To approve, on an advisory (non-binding) basis, the compensation of our named executive officers as presented ” at MITEK SYSTEMS INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	3,199,447	0	For
BlackRock	1,243,433	0	For
Fidelity	823,097	0	For
IMPAX FUNDS SERIES TRUST I	0	510,349	Against
Dimensional	408,219	0	For
Columbia Threadneedle	397,436	0	For
Russell Investments	249,558	0	For
Allspring	203,336	0	For
WISCONSIN CAPITAL FUNDS INC	140,000	0	For
TETON WESTWOOD FUNDS	137,000	0	For
Charles Schwab	116,222	0	For
Equitable	114,903	0	For
TIAA	109,387	0	For
QUANTITATIVE MASTER SERIES LLC	72,413	0	For
Lincoln Financial	63,826	0	For
Advisors' Inner Circle Fund III	0	57,510	Against
SEI	57,031	0	For
Federated Hermes	56,903	0	For
Global X	54,115	0	For
New York Life	42,643	0	For
American Century	24,463	0	For
AIG/SunAmerica	21,402	0	For
Northern Trust	21,223	0	For
State Street	21,146	0	For
Goldman Sachs	20,797	0	For

Fund voting reports, all 52 managers: 7,786,366 for, 572,069 against. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 135 asset managers voting on “To approve, on an advisory (non-binding) basis, the compensation of our named executive officers as presented ” at MITEK SYSTEMS INC., 2023-2024
Asset manager	For	Against	Vote
Legal & General Investment Management Ltd	0	2,853,301	Against
BlackRock	1,230,994	0	For
GEODE CAPITAL MANAGEMENT, LLC	753,665	0	For
State Street	741,157	0	For
AMERIPRISE FINANCIAL INC	390,637	0	For
TOCQUEVILLE ASSET MANAGEMENT L.P.	333,600	0	For
Cannell & Spears LLC	300,337	0	For
STATE BOARD OF ADMINISTRATION OF FLORIDA RETIREMENT SYSTEM	0	290,347	Against
Allspring	276,843	0	For
Ranger Investment Management, L.P.	187,022	0	For
PNC BANK, NATIONAL ASSOCIATION	185,636	1,365	For
Renaissance	123,018	0	For
Dimensional	119,973	0	For
Vanguard	119,803	0	For
Charles Schwab	116,222	0	For
Nuveen	110,438	0	For
GLOBEFLEX CAPITAL L P	97,780	0	For
STIFEL NICOLAUS & CO INC \MO\	88,815	0	For
Russell Investments	74,947	0	For
WISCONSIN CAPITAL MANAGEMENT LLC	74,500	0	For
DE Shaw	73,549	0	For
MELLON INVESTMENTS Corp	71,345	0	For
Goldman Sachs	58,048	0	For
SEI	57,786	0	For
Federated Hermes	56,963	0	For

Institutional-manager reports, all 135 managers: 6,331,360 for, 3,238,147 against, 1 not voted, 21,421 1 year, 315 unknown. Showing the 25 largest; see all in the interactive database.

11. To approve, on an advisory (non-binding) basis, the frequency of future advisory stockholder votes on the compensation…

No official match Fund totals may overlapSECTION 14A SAY-ON-PAY VOTES

Combines 5 wordings of this item as funds reported it.

100% Fund and manager reports combined; may count the same shares twice · no official result

1 YEAR

Details: description as filed, votes by 158 asset managers

Description as filed by funds: To approve, on an advisory (non-binding) basis, the frequency of future advisory stockholder votes on the compensation of our named executive officers.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice). The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Fund voting reports: 52 asset managers voting on “To approve, on an advisory (non-binding) basis, the frequency of future advisory stockholder votes on the comp” at MITEK SYSTEMS INC., 2023-2024
Asset manager	For	Against	Abstain	Withheld	Vote
Vanguard	0	0	0	0	--
BlackRock	0	0	0	0	--
Fidelity	0	0	0	0	--
IMPAX FUNDS SERIES TRUST I	0	0	0	0	--
Dimensional	0	0	0	0	--
Columbia Threadneedle	0	0	0	0	--
Russell Investments	0	0	0	0	--
Allspring	0	0	0	0	--
WISCONSIN CAPITAL FUNDS INC	0	0	0	0	--
TETON WESTWOOD FUNDS	0	0	0	0	--
Charles Schwab	0	0	0	0	--
Equitable	0	0	0	0	--
TIAA	0	0	0	0	--
QUANTITATIVE MASTER SERIES LLC	0	0	0	0	--
Lincoln Financial	0	0	0	0	--
Advisors' Inner Circle Fund III	0	0	0	0	--
SEI	0	0	0	0	--
Federated Hermes	0	0	0	0	--
Global X	0	0	0	0	--
New York Life	0	0	0	0	--
American Century	0	0	0	0	--
AIG/SunAmerica	0	0	0	0	--
Northern Trust	0	0	0	0	--
State Street	0	0	0	0	--
Goldman Sachs	0	0	0	0	--

Fund voting reports, all 52 managers: 16,440 for, 7,905,025 1 year, 436,970 3 year. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 126 asset managers voting on “To approve, on an advisory (non-binding) basis, the frequency of future advisory stockholder votes on the comp” at MITEK SYSTEMS INC., 2023-2024
Asset manager	For	Vote
Legal & General Investment Management Ltd	0	--
BlackRock	0	--
GEODE CAPITAL MANAGEMENT, LLC	0	--
State Street	0	--
AMERIPRISE FINANCIAL INC	0	--
TOCQUEVILLE ASSET MANAGEMENT L.P.	0	--
STATE BOARD OF ADMINISTRATION OF FLORIDA RETIREMENT SYSTEM	0	--
Allspring	0	--
Ranger Investment Management, L.P.	0	--
PNC BANK, NATIONAL ASSOCIATION	0	--
Renaissance	0	--
Dimensional	0	--
Vanguard	0	--
Charles Schwab	0	--
Nuveen	0	--
GLOBEFLEX CAPITAL L P	0	--
STIFEL NICOLAUS & CO INC \MO\	0	--
Russell Investments	0	--
DE Shaw	0	--
MELLON INVESTMENTS Corp	0	--
Goldman Sachs	0	--
SEI	0	--
Federated Hermes	0	--
Northern Trust	0	--
Rhumbline	21,421	For

Institutional-manager reports, all 126 managers: 21,656 for, 1 not voted, 9,019,374 1 year, 131,660 3 year, 1,326 unknown. Showing the 25 largest; see all in the interactive database.

12. 4. A proposal to ratify the appointment of BDO USA, P.A

Outcome not verifiedAUDIT-RELATEDReported outcome: Not verified

Combines 3 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%

FOR: 34,730,232AGAINST: 519,833

Details: description as filed, official tally, votes by 53 asset managers

Description as filed by funds: To ratify the appointment of BDO USA, P.A. as our independent registered public accounting firm for the fiscal year ending September 30, 2023;

MITEK SYSTEMS INC.’s own tally for this item (“4. A proposal to ratify the appointment of BDO USA, P.A”): 34,730,232 for, 519,833 against, per its Form 8-K filed October 3, 2023 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 53 asset managers below reported 8,358,435 for.

FOR

FOR: 8,358,435

Largest asset managers voting on “To ratify the appointment of BDO USA, P.A. as our independent registered public accounting firm for the fiscal” at MITEK SYSTEMS INC., 2023-2024
Asset manager	For	Vote
Vanguard	3,199,447	For
BlackRock	1,243,433	For
Fidelity	823,097	For
IMPAX FUNDS SERIES TRUST I	510,349	For
Dimensional	408,219	For
Columbia Threadneedle	397,436	For
Russell Investments	249,558	For
Allspring	203,336	For
WISCONSIN CAPITAL FUNDS INC	140,000	For
TETON WESTWOOD FUNDS	137,000	For
Charles Schwab	116,222	For
Equitable	114,903	For
TIAA	109,387	For
QUANTITATIVE MASTER SERIES LLC	72,413	For
Lincoln Financial	63,826	For
Advisors' Inner Circle Fund III	57,510	For
SEI	57,031	For
Federated Hermes	56,903	For
Global X	54,115	For
New York Life	42,643	For
American Century	24,463	For
AIG/SunAmerica	21,402	For
Northern Trust	21,223	For
State Street	21,146	For
Goldman Sachs	20,797	For

Showing the 25 largest of 53 asset managers. See all 53 in the interactive database.

Largest MITEK SYSTEMS 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 45,591,199 shares outstanding at the time of that meeting.

Fund voting reports: top MITEK SYSTEMS INC. shareholders by shares voted on “To approve, on an advisory (non-binding) basis, the compensation of our named executive…”, 2023-2024
#	Asset manager	% of shares outstanding
1	Vanguard	7.02%
2	BlackRock	2.73%
3	Fidelity	1.81%
4	IMPAX FUNDS SERIES TRUST I	1.12%
5	Dimensional	0.90%
6	Columbia Threadneedle	0.87%
7	Russell Investments	0.55%
8	Allspring	0.45%
9	WISCONSIN CAPITAL FUNDS INC	0.31%
10	TETON WESTWOOD FUNDS	0.30%

Institutional-manager reports: top MITEK SYSTEMS INC. shareholders by shares voted on “To approve, on an advisory (non-binding) basis, the compensation of our named executive…”, 2023-2024
#	Asset manager	% of shares outstanding
1	Legal & General Investment Management Ltd	6.26%
2	BlackRock	2.70%
3	GEODE CAPITAL MANAGEMENT, LLC	1.65%
4	State Street	1.63%
5	AMERIPRISE FINANCIAL INC	0.86%
6	TOCQUEVILLE ASSET MANAGEMENT L.P.	0.73%
7	Cannell & Spears LLC	0.66%
8	STATE BOARD OF ADMINISTRATION OF FLORIDA RETIREMENT SYSTEM	0.64%
9	Allspring	0.61%
10	Ranger Investment Management, L.P.	0.41%

Reported MITEK SYSTEMS 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.

MITEK SYSTEMS INC. holdings and ownership disclosed for the 2023-2024 proxy season
Holder	% outstanding	Disclosure
Vanguard Group	8.15%	13F
Blue Grotto Capital, LLC	7.54%	DEF14A
BlackRock	7.18%	13F
Legal & General Investment Management Limited	6.68%	DEF14A
GO ETF Solutions LLP	6.55%	DEF14A
Dimensional Fund Advisors	3.35%	13F
State Street	2.68%	13F
Scipio Maximus Carnecchia	2.68%	DEF14A
Geode Capital	2.21%	13F
Renaissance Technologies	0.93%	13F

Percentages above are of 45,591,199 shares outstanding, as reported by MITEK SYSTEMS INC. on its Form 10-K dated September 30, 2023 (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 MITEK SYSTEMS INC.’s 10-K dated September 30, 2023. This page is a static snapshot rebuilt weekly on October 18, 2026; a live search always shows the current data.

At MITEK SYSTEMS INC.'s shareholder meeting held October 2, 2023, in the 2023-2024 proxy season, 174 asset managers reported how they voted in their SEC Form N-PX filings, covering 2,341 separate fund positions. Their filings are grouped here into 12 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 — To approve, on an advisory (non-binding) basis, the compensation of our named executive… — FOR was 63% 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: MITEK SYSTEMS INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on October 3, 2023.

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

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