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Compiled from SEC Form N-PX filings and MODERNA INC.’s Form 8-K, filed May 5, 2025 (Item 5.07 on EDGAR). Page generated October 25, 2026.
Meeting of April 30, 2025: 5 items on MODERNA INC.’s Form 8-K, filed May 5, 2025: 3 elected · 2 approved.
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
Explore MODERNA INC. in the interactive database Compare manager voting policies
These tallies are MODERNA INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 5, 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.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| Elect Director: Noubar Afeyan | 218,591,950 | 32,090,888 | 165,376 | -- | 43,297,659 | 87% | Elected | — |
| Elect Director: Stéphane Bancel | 245,520,033 | 5,181,986 | 146,195 | -- | 43,297,659 | 98% | Elected | — |
| Elect Director: François Nader | 195,448,269 | 55,235,719 | 164,226 | -- | 43,297,659 | 78% | Elected | — |
| 2. Approval, on a non-binding advisory basis, of the compensation of the Company's named executive officers | 192,290,267 | 56,521,269 | 2,036,678 | -- | 43,297,659 | 77% | Approved | — |
| 3. Ratification of appointment of independent registered public accounting firm | 290,655,137 | 3,233,780 | 256,956 | -- | -- | 99% | Approved | — |
Source: MODERNA INC., Form 8-K, filed with the SEC on May 5, 2025 — read the filing on EDGAR.
Each item below shows how the 754 asset managers that disclosed a MODERNA 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.
Combines 9 wordings of this item as funds reported it.
87% Majority: yes · of votes cast
Description as filed by funds: To elect three Class I director nominees set forth in the proxy statement, each to serve for a three-year term expiring at the 2028 annual meeting of stockholders and until his or her other respective successor is duly elected and qualified or such director's earlier death, resignation or removal: Noubar B. Afeyan
MODERNA INC.’s own tally for this item (“Elect Director: Noubar Afeyan”): 218,591,950 for, 32,090,888 against, per its Form 8-K filed May 5, 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: 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 I director for a three-year term expiring at the Company's 2028 Annual Meeting of Stockholders and until his respective successor is duly elected and qualified, or such director's e…”
Support: 87% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 108 asset managers below reported 89,204,300 for, 6,485,781 against, 12,100 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 52,834,956 | 2,292 | 0 | 0 | For |
| Fidelity | 18,185,606 | 148,167 | 0 | 0 | For |
| State Street | 6,542,924 | 75 | 0 | 0 | For |
| BlackRock | 7,274 | 4,992,690 | 0 | 0 | Against |
| Invesco | 3,886,454 | 0 | 0 | 0 | For |
| Charles Schwab | 2,404,880 | 0 | 0 | 0 | For |
| First Trust | 919,629 | 0 | 0 | 0 | For |
| TIAA | 647,694 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 0 | 507,638 | 0 | 0 | Against |
| John Hancock | 277,405 | 5,269 | 0 | 0 | For |
| T. Rowe Price | 250,894 | 0 | 0 | 0 | For |
| Dimensional | 0 | 247,267 | 0 | 0 | Against |
| VanEck ETF Trust | 244,300 | 0 | 0 | 0 | For |
| Equitable | 3,770 | 239,460 | 0 | 0 | Against |
| Jackson National | 224,114 | 9,192 | 0 | 0 | For |
| Federated Hermes | 215,591 | 0 | 0 | 0 | For |
| DWS | 208,511 | 0 | 0 | 0 | For |
| Direxion Shares ETF Trust | 145,999 | 0 | 0 | 0 | For |
| ProShares | 131,261 | 0 | 0 | 0 | For |
| Six Circles Trust | 0 | 127,540 | 0 | 0 | Against |
| Goldman Sachs | 126,495 | 0 | 0 | 0 | For |
| Victory Capital | 105,469 | 0 | 0 | 0 | For |
| Pacific Life | 57,296 | 45,996 | 0 | 0 | Mixed |
| JPMorgan | 102,035 | 0 | 0 | 0 | For |
| Lincoln Financial | 85,559 | 15,300 | 0 | 0 | Mixed |
Showing the 25 largest of 108 asset managers. See all 108 in the interactive database.
Combines 10 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: To elect three Class I director nominees set forth in the proxy statement, each to serve for a three-year term expiring at the 2028 annual meeting of stockholders and until his or her other respective successor is duly elected and qualified or such director's earlier death, resignation or removal: Stephane Bancel
MODERNA INC.’s own tally for this item (“Elect Director: Stéphane Bancel”): 245,520,033 for, 5,181,986 against, per its Form 8-K filed May 5, 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: 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 I director for a three-year term expiring at the Company's 2028 Annual Meeting of Stockholders and until his respective successor is duly elected and qualified, or such director's e…”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 108 asset managers below reported 95,225,851 for, 464,230 against, 12,100 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 52,837,247 | 1 | 0 | 0 | For |
| Fidelity | 18,333,773 | 0 | 0 | 0 | For |
| State Street | 6,542,999 | 0 | 0 | 0 | For |
| BlackRock | 4,999,964 | 0 | 0 | 0 | For |
| Invesco | 3,886,454 | 0 | 0 | 0 | For |
| Charles Schwab | 2,404,880 | 0 | 0 | 0 | For |
| First Trust | 919,629 | 0 | 0 | 0 | For |
| TIAA | 647,694 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 507,638 | 0 | 0 | 0 | For |
| John Hancock | 277,405 | 5,269 | 0 | 0 | For |
| T. Rowe Price | 250,894 | 0 | 0 | 0 | For |
| Dimensional | 0 | 247,267 | 0 | 0 | Against |
| VanEck ETF Trust | 244,300 | 0 | 0 | 0 | For |
| Equitable | 77,109 | 166,121 | 0 | 0 | Mixed |
| Jackson National | 227,428 | 5,878 | 0 | 0 | For |
| Federated Hermes | 215,591 | 0 | 0 | 0 | For |
| DWS | 208,511 | 0 | 0 | 0 | For |
| Direxion Shares ETF Trust | 145,999 | 0 | 0 | 0 | For |
| ProShares | 131,261 | 0 | 0 | 0 | For |
| Six Circles Trust | 127,540 | 0 | 0 | 0 | For |
| Goldman Sachs | 126,495 | 0 | 0 | 0 | For |
| Victory Capital | 105,469 | 0 | 0 | 0 | For |
| Pacific Life | 103,292 | 0 | 0 | 0 | For |
| JPMorgan | 102,035 | 0 | 0 | 0 | For |
| Lincoln Financial | 88,149 | 12,710 | 0 | 0 | Mixed |
Showing the 25 largest of 108 asset managers. See all 108 in the interactive database.
Combines 10 wordings of this item as funds reported it.
78% Majority: yes · of votes cast
Description as filed by funds: To elect three Class I director nominees set forth in the proxy statement, each to serve for a three-year term expiring at the 2028 annual meeting of stockholders and until his or her other respective successor is duly elected and qualified or such director's earlier death, resignation or removal: Francois Nader, M.D.
MODERNA INC.’s own tally for this item (“Elect Director: François Nader”): 195,448,269 for, 55,235,719 against, per its Form 8-K filed May 5, 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: 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 I director for a three-year term expiring at the Company's 2028 Annual Meeting of Stockholders and until his respective successor is duly elected and qualified, or such director's e…”
Support: 78% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 108 asset managers below reported 81,102,106 for, 14,587,975 against, 12,100 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 52,659,344 | 177,904 | 0 | 0 | For |
| Fidelity | 18,211,671 | 122,102 | 0 | 0 | For |
| State Street | 3,972 | 6,539,027 | 0 | 0 | Against |
| BlackRock | 4,996,508 | 3,456 | 0 | 0 | For |
| Invesco | 0 | 3,886,454 | 0 | 0 | Against |
| Charles Schwab | 2,404,880 | 0 | 0 | 0 | For |
| First Trust | 0 | 919,629 | 0 | 0 | Against |
| TIAA | 647,694 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 507,638 | 0 | 0 | 0 | For |
| John Hancock | 142,763 | 139,911 | 0 | 0 | Mixed |
| T. Rowe Price | 250,894 | 0 | 0 | 0 | For |
| Dimensional | 0 | 247,267 | 0 | 0 | Against |
| VanEck ETF Trust | 244,300 | 0 | 0 | 0 | For |
| Equitable | 73,339 | 169,891 | 0 | 0 | Mixed |
| Jackson National | 3,314 | 229,992 | 0 | 0 | Against |
| Federated Hermes | 0 | 215,591 | 0 | 0 | Against |
| DWS | 0 | 208,511 | 0 | 0 | Against |
| Direxion Shares ETF Trust | 0 | 145,999 | 0 | 0 | Against |
| ProShares | 0 | 131,261 | 0 | 0 | Against |
| Six Circles Trust | 127,540 | 0 | 0 | 0 | For |
| Goldman Sachs | 0 | 126,495 | 0 | 0 | Against |
| Victory Capital | 0 | 105,469 | 0 | 0 | Against |
| Pacific Life | 103,292 | 0 | 0 | 0 | For |
| JPMorgan | 102,035 | 0 | 0 | 0 | For |
| Lincoln Financial | 2,590 | 98,269 | 0 | 0 | Against |
Showing the 25 largest of 108 asset managers. See all 108 in the interactive database.
Combines 29 wordings of this item as funds reported it.
77% Approved · of votes cast
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”): 192,290,267 for, 56,521,269 against — passed, per its Form 8-K filed May 5, 2025 (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: 77% 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” (3 managers, 15,009 for); “Say on pay” (2 managers, 152 for, 575 against).
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).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 49,269,986 | 3,567,262 | 0 | 0 | Mixed |
| Fidelity | 18,211,671 | 122,102 | 0 | 0 | For |
| State Street | 6,538,677 | 4,322 | 0 | 0 | For |
| BlackRock | 4,994,666 | 5,298 | 0 | 0 | For |
| Invesco | 0 | 3,886,454 | 0 | 0 | Against |
| Charles Schwab | 0 | 2,404,880 | 0 | 0 | Against |
| First Trust | 0 | 919,629 | 0 | 0 | Against |
| TIAA | 0 | 647,694 | 0 | 0 | Against |
| MASTER INVESTMENT PORTFOLIO | 507,638 | 0 | 0 | 0 | For |
| John Hancock | 0 | 282,674 | 0 | 0 | Against |
| T. Rowe Price | 0 | 250,894 | 0 | 0 | Against |
| Dimensional | 0 | 247,267 | 0 | 0 | Against |
| VanEck ETF Trust | 0 | 244,300 | 0 | 0 | Against |
| Equitable | 74,962 | 168,268 | 0 | 0 | Mixed |
| Jackson National | 227,428 | 5,878 | 0 | 0 | For |
| Federated Hermes | 0 | 215,591 | 0 | 0 | Against |
| DWS | 0 | 208,511 | 0 | 0 | Against |
| Direxion Shares ETF Trust | 0 | 145,999 | 0 | 0 | Against |
| ProShares | 0 | 131,261 | 0 | 0 | Against |
| Six Circles Trust | 127,540 | 0 | 0 | 0 | For |
| Goldman Sachs | 126,495 | 0 | 0 | 0 | For |
| Victory Capital | 0 | 105,469 | 0 | 0 | Against |
| Pacific Life | 103,292 | 0 | 0 | 0 | For |
| JPMorgan | 0 | 102,035 | 0 | 0 | Against |
| Lincoln Financial | 79,290 | 21,569 | 0 | 0 | Mixed |
Fund voting reports, all 108 managers: 80,642,584 for, 15,053,333 against, 12,116 abstained. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 20,465,141 | 0 | 0 | 0 | For |
| BAILLIE GIFFORD & CO LTD | 12,226,515 | 0 | 0 | 0 | For |
| BAILLIE GIFFORD OVERSEAS LTD | 11,723,770 | 11,565 | 0 | 0 | For |
| State Street | 10,904,090 | 237,273 | 0 | 0 | For |
| BlackRock | 7,704,142 | 122,852 | 0 | 0 | For |
| Theleme Partners LLP | 7,225,213 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 6,116,175 | 0 | 0 | 0 | For |
| Flagship Pioneering Inc. | 4,632,149 | 0 | 0 | 0 | For |
| Invesco | 0 | 4,266,712 | 0 | 0 | Against |
| Wellington | 0 | 3,426,461 | 0 | 0 | Against |
| Charles Schwab | 0 | 2,431,465 | 0 | 0 | Against |
| Vanguard | 1,981,946 | 21,571 | 0 | 0 | For |
| Northern Trust | 0 | 1,957,739 | 0 | 0 | Against |
| Bellevue Group AG | 0 | 1,600,877 | 0 | 0 | Against |
| UBS | 0 | 1,528,179 | 0 | 0 | Against |
| DE Shaw | 0 | 1,478,520 | 0 | 0 | Against |
| Amundi | 0 | 1,399,676 | 0 | 0 | Against |
| PARAMETRIC PORTFOLIO ASSOCIATES LLC | 0 | 1,203,628 | 0 | 0 | Against |
| Legal & General Investment Management Ltd | 0 | 969,013 | 0 | 0 | Against |
| T. Rowe Price | 0 | 949,495 | 0 | 0 | Against |
| APG Asset Management US Inc. | 0 | 910,818 | 0 | 0 | Against |
| LETKO, BROSSEAU & ASSOCIATES INC | 894,692 | 10,550 | 0 | 0 | For |
| Two Sigma | 0 | 866,130 | 0 | 0 | Against |
| TB Alternative Assets Ltd. | 766,670 | 0 | 0 | 0 | For |
| Sessa Capital IM, L.P. | 0 | 732,046 | 0 | 0 | Against |
Institutional-manager reports, all 658 managers: 88,171,374 for, 41,082,501 against, 13,590 abstained, 18,715 not voted, 1,500 unknown. Showing the 25 largest; see all in the interactive database.
Combines 7 wordings of this item as funds reported it.
99% Approved · of votes cast
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, 2025.
MODERNA INC.’s own tally for this item (“3. Ratification of appointment of independent registered public accounting firm”): 290,655,137 for, 3,233,780 against — passed, per its Form 8-K filed May 5, 2025 (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, 2025, with the votes cast as follows:”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 111 asset managers below reported 95,615,720 for, 7,661 against, 12,600 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 52,837,248 | 0 | 0 | 0 | For |
| Fidelity | 18,333,773 | 0 | 0 | 0 | For |
| State Street | 6,542,835 | 164 | 0 | 0 | For |
| BlackRock | 4,999,964 | 0 | 0 | 0 | For |
| Invesco | 3,886,454 | 0 | 0 | 0 | For |
| Charles Schwab | 2,404,880 | 0 | 0 | 0 | For |
| First Trust | 919,629 | 0 | 0 | 0 | For |
| TIAA | 647,694 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 507,638 | 0 | 0 | 0 | For |
| John Hancock | 282,674 | 0 | 0 | 0 | For |
| T. Rowe Price | 250,894 | 0 | 0 | 0 | For |
| Dimensional | 247,267 | 0 | 0 | 0 | For |
| VanEck ETF Trust | 244,300 | 0 | 0 | 0 | For |
| Equitable | 243,230 | 0 | 0 | 0 | For |
| Jackson National | 233,306 | 0 | 0 | 0 | For |
| Federated Hermes | 215,591 | 0 | 0 | 0 | For |
| DWS | 208,511 | 0 | 0 | 0 | For |
| Direxion Shares ETF Trust | 145,999 | 0 | 0 | 0 | For |
| ProShares | 131,261 | 0 | 0 | 0 | For |
| Six Circles Trust | 127,540 | 0 | 0 | 0 | For |
| Goldman Sachs | 126,495 | 0 | 0 | 0 | For |
| Victory Capital | 105,469 | 0 | 0 | 0 | For |
| Pacific Life | 103,292 | 0 | 0 | 0 | For |
| JPMorgan | 102,035 | 0 | 0 | 0 | For |
| Lincoln Financial | 100,859 | 0 | 0 | 0 | For |
Showing the 25 largest of 111 asset managers. See all 111 in the interactive database.
Not shown here: this season’s fund filings also report 1 item from the meeting of May 6, 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.
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 387,000,000 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Vanguard | 13.65% |
| 2 | Fidelity | 4.74% |
| 3 | State Street | 1.69% |
| 4 | BlackRock | 1.29% |
| 5 | Invesco | 1.00% |
| 6 | Charles Schwab | 0.62% |
| 7 | First Trust | 0.24% |
| 8 | TIAA | 0.17% |
| 9 | MASTER INVESTMENT PORTFOLIO | 0.13% |
| 10 | John Hancock | 0.07% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Fidelity | 5.29% |
| 2 | BAILLIE GIFFORD & CO LTD | 3.16% |
| 3 | BAILLIE GIFFORD OVERSEAS LTD | 3.03% |
| 4 | State Street | 2.88% |
| 5 | BlackRock | 2.02% |
| 6 | Theleme Partners LLP | 1.87% |
| 7 | GEODE CAPITAL MANAGEMENT, LLC | 1.58% |
| 8 | Flagship Pioneering Inc. | 1.20% |
| 9 | Invesco | 1.10% |
| 10 | Wellington | 0.89% |
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.
| Holder | % outstanding | Disclosure |
|---|---|---|
| Vanguard Group | 10.44% | 13F |
| BlackRock | 7.02% | 13F |
| FMR (Fidelity) | 5.46% | 13F |
| BAILLIE GIFFORD & CO | 5.32% | 13G |
| State Street | 4.59% | 13F |
| Citadel Advisors | 2.74% | 13F |
| D.E. Shaw | 2.39% | 13F |
| Morgan Stanley | 1.92% | 13F |
| Invesco | 1.52% | 13F |
| Two Sigma | 1.15% | 13F |
Percentages above are of 387,000,000 shares outstanding, as reported by MODERNA 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.
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 MODERNA INC.’s 10-Q dated March 31, 2025. This page is a static snapshot rebuilt weekly on October 25, 2026; a live search always shows the current data.
At MODERNA INC.'s shareholder meeting held April 30, 2025, in the 2024-2025 proxy season, 754 asset managers reported how they voted on 5 ballot items in their SEC Form N-PX filings, covering 3,554 separate fund positions. On the most widely held item on that ballot — To approve, on a non-binding, advisory basis, the compensation of our named executive officers. — MODERNA INC.'s filing reports the proposal as approved, with 77% 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: MODERNA INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 5, 2025.
MODERNA INC. proxy season coverage: 2023-2024 · 2024-2025 (this page) · 2025-2026.
Download data (CSV): ballot items · votes by manager · column guide.