MODEL N INC. 2023-2024 Proxy Voting Records

Description as filed by funds: Election of Class II Directors: Alan Henricks

MODEL N INC.’s own tally for this item (“Elect Director: Alan Henricks”): 31,321,087 for, 646,763 withheld, per its Form 8-K filed February 16, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 71 asset managers below reported 18,409,921 for, 7,855 withheld.

Showing the 25 largest of 71 asset managers. See all 71 in the interactive database.

Description as filed by funds: Election of Class II Directors: Baljit Dail

MODEL N INC.’s own tally for this item (“Elect Director: Baljit Dail”): 31,131,800 for, 836,050 withheld, per its Form 8-K filed February 16, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 71 asset managers below reported 18,347,722 for, 70,053 withheld, 1 abstained.

Showing the 25 largest of 71 asset managers. See all 71 in the interactive database.

Description as filed by funds: Election of Class II Directors: Melissa Fisher

MODEL N INC.’s own tally for this item (“Elect Director: Melissa Fisher”): 31,351,741 for, 616,109 withheld, per its Form 8-K filed February 16, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 71 asset managers below reported 18,409,921 for, 7,855 withheld.

Showing the 25 largest of 71 asset managers. See all 71 in the interactive database.

Description as filed by funds: To adopt the Agreement and Plan of Merger (the "Merger Agreement"), dated April 7, 2024, by and among Model N, Inc. ("Model N"), Mountain Parent, LLC, a Delaware limited liability company ("Parent"), and Mountain Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which, Merger Sub will merge with and into Model N (the "Merger"), whereupon the separate corporate existence of Merger Sub shall cease, with Model N surviving the Merger as a wholly owned subsidiary of Parent.

The 66 asset managers below reported 11,287,684 for, 2,707,989 against, 40,884 abstained. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Showing the 25 largest of 66 asset managers. See all 66 in the interactive database.

Description as filed by funds: TO ADJOURN THE SPECIAL MEETING OF STOCKHOLDERS TO A LATER DATE OR DATES AS PROVIDED IN THE MERGER AGREEMENT, IF NECESSARY OR APPROPRIATE, INCLUDING TO SOLICIT ADDITIONAL VOTES IF THERE ARE INSUFFICIENT VOTES TO ADOPT THE MERGER AGREEMENT AT THE TIME OF THE SPECIAL MEETING OF STOCKHOLDERS.

The 66 asset managers below reported 10,352,305 for, 3,633,060 against, 48,723 abstained. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Showing the 25 largest of 66 asset managers. See all 66 in the interactive database.

Description as filed by funds: To approve a non-binding advisory vote on the compensation of our named executive officers as disclosed in the proxy statement.

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

Fund voting reports, all 72 managers: 20,766,384 for, 151,305 against, 7,846 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 152 managers: 18,089,726 for, 208,169 against, 4,254 abstained, 86 not voted. Showing the 25 largest; see all in the interactive database.

Description as filed by funds: To approve, on a non-binding advisory basis, the compensation that may be paid or become payable to Model N's named executive that is based on or otherwise relates to the Merger.

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

Fund voting reports, all 66 managers: 11,288,502 for, 2,718,303 against, 15,822 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 146 managers: 26,580,909 for, 1,075,808 against, 8,018 abstained. Showing the 25 largest; see all in the interactive database.

The 2 asset managers below reported 30,583 for. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Description as filed by funds: To approve, on a non-binding advisory basis, the compensation that may be paid or become paybale to Model N's named executive that is based on or otherwise relates to the Merger

The 2 asset managers below reported 246 for. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Description as filed by funds: Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending September 30, 2024.

The 72 asset managers below reported 18,423,473 for, 116 against, 7,846 abstained. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Showing the 25 largest of 72 asset managers. See all 72 in the interactive database.