MODERNA INC. 2023-2024 Proxy Voting Records

Description as filed by funds: To elect three Class III director nominees set forth in the proxy statement, each to serve for a three-year term expiring at the 2027 annual meeting of shareholders and until his or her other respective successor is duly elected and qualified or such director's earlier death, resignation or removal: Robert Langer

MODERNA INC.’s own tally for this item (“Elect Director: Robert Langer”): 220,067,098 for, 54,371,254 against, per its Form 8-K filed May 9, 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: Elected, in the filing’s own words: “By the vote reflected below, the Company's stockholders elected each of the following individuals to serve as a Class III director for a three-year term expiring at the Company's 2027 Annual Meeting of Stockholders and until his or her respective successor is duly elected and qualified, or such dir…”
Support: 80% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 131 asset managers below reported 80,537,675 for, 15,244,011 against, 19,177 abstained.

Showing the 25 largest of 131 asset managers. See all 131 in the interactive database.

Description as filed by funds: To elect three Class III director nominees set forth in the proxy statement, each to serve for a three-year term expiring at the 2027 annual meeting of shareholders and until his or her other respective successor is duly elected and qualified or such director's earlier death, resignation or removal: Elizabeth Nabel, M.D.

MODERNA INC.’s own tally for this item (“Elect Director: Elizabeth Nabel, M.D.”): 266,133,109 for, 8,295,214 against, per its Form 8-K filed May 9, 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: Elected, in the filing’s own words: “By the vote reflected below, the Company's stockholders elected each of the following individuals to serve as a Class III director for a three-year term expiring at the Company's 2027 Annual Meeting of Stockholders and until his or her respective successor is duly elected and qualified, or such dir…”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 131 asset managers below reported 94,645,746 for, 1,135,939 against, 19,177 abstained.

Showing the 25 largest of 131 asset managers. See all 131 in the interactive database.

Description as filed by funds: To elect three Class III director nominees set forth in the proxy statement, each to serve for a three-year term expiring at the 2027 annual meeting of shareholders and until his or her other respective successor is duly elected and qualified or such director's earlier death, resignation or removal: Elizabeth Tallett

MODERNA INC.’s own tally for this item (“Elect Director: Elizabeth Tallett”): 258,746,566 for, 15,688,110 against, per its Form 8-K filed May 9, 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: Elected, in the filing’s own words: “By the vote reflected below, the Company's stockholders elected each of the following individuals to serve as a Class III director for a three-year term expiring at the Company's 2027 Annual Meeting of Stockholders and until his or her respective successor is duly elected and qualified, or such dir…”
Support: 94% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 131 asset managers below reported 88,047,789 for, 7,729,723 against, 23,351 abstained.

Showing the 25 largest of 131 asset managers. See all 131 in the interactive database.

Description as filed by funds: To approve an amendment to the Amended and Restated Certificate of Incorporation to provide shareholders the right to call a special meeting.

MODERNA INC.’s own tally for this item (“4. Management proposal to approve an amendment to the Amended and Restated Certificate of Incorporation to provide stockholders the right to call a special meeting”): 273,872,750 for, 586,572 against — passed, per its Form 8-K filed May 9, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The Company's stockholders approved an amendment to the Charter to provide stockholders the right to call a special meeting, as described in Item 5.03.”
Support: 99.7% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 133 asset managers below reported 95,770,153 for, 11,526 against, 19,611 abstained.

Showing the 25 largest of 133 asset managers. See all 133 in the interactive database.

Description as filed by funds: To approve an amendment to the Amended and Restated Certificate of Incorporation to reflect new Delaware law provisions regarding officer exculpation.

MODERNA INC.’s own tally for this item (“5. Management proposal to approve an amendment to the Amended and Restated Certificate of Incorporation to reflect new Delaware law provisions regarding officer exculpation”): 265,052,863 for, 9,259,011 against — passed, per its Form 8-K filed May 9, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The Company's stockholders approved an amendment to the Charter to reflect new Delaware law provisions regarding officer exculpation, as described in Item 5.03.”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 131 asset managers below reported 94,958,439 for, 822,807 against, 19,616 abstained.

Showing the 25 largest of 131 asset managers. See all 131 in the interactive database.

Description as filed by funds: To approve, on a non-binding, advisory basis, the compensation of our named executive officers.

MODERNA INC.’s own tally for this item (“2. Approval, on a non-binding advisory basis, of the compensation of the Company's named executive officers”): 248,175,284 for, 25,923,518 against — passed, per its Form 8-K filed May 9, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The Company's stockholders approved, on an advisory basis, the compensation of the named executive officers.”
Support: 91% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of MODERNA INC.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Compensation” (2 managers, 419 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, all 125 managers: 89,568,966 for, 6,226,463 against, 19,190 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 714 managers: 122,926,066 for, 16,291,215 against, 7 withheld, 50,833 abstained, 6,196 not voted, 542 unknown. Showing the 25 largest; see all in the interactive database.

Description as filed by funds: To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the year ending December 31, 2024.

MODERNA INC.’s own tally for this item (“3. Ratification of appointment of independent registered public accounting firm”): 302,267,645 for, 1,386,579 against — passed, per its Form 8-K filed May 9, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The Company's stockholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the year ending December 31, 2024, with the votes cast as follows:”
Support: 99.5% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 128 asset managers below reported 95,704,085 for, 11,988 against, 16,928 abstained.

Showing the 25 largest of 128 asset managers. See all 128 in the interactive database.