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Compiled from SEC Form N-PX filings and National Bank Holdings Corporation’s Form 8-K, filed May 12, 2026 (Item 5.07 on EDGAR). Page generated October 14, 2026.
Meeting of May 7, 2026: 13 items on National Bank Holdings Corporation’s Form 8-K, filed May 12, 2026: 10 elected · 3 approved.
None.
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 National Bank Holdings Corporation in the interactive database Compare manager voting policies
These tallies are National Bank Holdings Corporation’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 12, 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.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| Elect Director: Ralph W. Clermont | 35,609,470 | -- | -- | 1,526,532 | 1,248,128 | 96% | Elected | — |
| Elect Director: Robert E. Dean | 35,580,585 | -- | -- | 1,555,417 | 1,248,128 | 96% | Elected | — |
| Elect Director: Robin A. Doyle | 36,996,280 | -- | -- | 139,722 | 1,248,128 | 99.6% | Elected | — |
| Elect Director: Alka Gupta | 36,986,988 | -- | -- | 149,014 | 1,248,128 | 99.5% | Elected | — |
| Elect Director: Fred J. Joseph | 36,115,266 | -- | -- | 1,020,736 | 1,248,128 | 97% | Elected | — |
| Elect Director: G. Timothy Laney | 36,420,382 | -- | -- | 715,620 | 1,248,128 | 98% | Elected | — |
| Elect Director: Kirk A. McLaughlin | 37,040,256 | -- | -- | 95,746 | 1,248,128 | 99.7% | Elected | — |
| Elect Director: Patrick G. Sobers | 36,553,935 | -- | -- | 582,067 | 1,248,128 | 98% | Elected | — |
| Elect Director: Micho F. Spring | 35,847,460 | -- | -- | 1,288,542 | 1,248,128 | 97% | Elected | — |
| Elect Director: Art Zeile | 36,810,338 | -- | -- | 325,664 | 1,248,128 | 99.1% | Elected | — |
| 2. The appointment of KPMG LLP as the Company's independent registered public accounting firm for the year ending December 31, 2026, based upon the following votes | 38,186,525 | 197,009 | 596 | -- | -- | 99.4% | Approved | — |
| 3. On an advisory non-binding basis, the compensation paid to the Company's named executive officers, based upon the following votes | 34,868,918 | 1,583,310 | 683,774 | -- | 1,248,128 | 96% | Approved | — |
| 4. The Amended and Restated National Bank Holdings Corporation 2023 Omnibus Incentive Plan | 34,693,675 | 1,757,113 | 685,214 | -- | 1,248,128 | 95% | Approved | — |
Source: National Bank Holdings Corporation, Form 8-K, filed with the SEC on May 12, 2026 — read the filing on EDGAR.
Each item below shows how the 251 asset managers that disclosed a National Bank Holdings Corporation 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 7 wordings of this item as funds reported it.
99.5% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Alka Gupta
National Bank Holdings Corporation’s own tally for this item (“Elect Director: Alka Gupta”): 36,986,988 for, 149,014 withheld, per its Form 8-K filed May 12, 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: “The final voting results are as follows: Proposal 1: Each of the ten director nominees were elected to the Board, to serve until the next annual meeting of shareholders or until their respective successors are duly elected and qualified, based upon the following votes:”
Support: 99.5% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 81 asset managers below reported 17,953,945 for, 32,470 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,424,008 | 0 | 0 | 0 | For |
| BlackRock | 4,044,636 | 0 | 0 | 0 | For |
| Charles Schwab | 1,481,843 | 0 | 0 | 0 | For |
| Fidelity | 934,082 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 753,151 | 0 | 0 | 0 | For |
| Dimensional | 684,109 | 0 | 0 | 0 | For |
| T. Rowe Price | 641,078 | 0 | 0 | 0 | For |
| TIAA | 616,924 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 548,061 | 0 | 0 | 0 | For |
| Ultimus Managers Trust | 350,913 | 0 | 0 | 0 | For |
| American Century | 335,028 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 231,220 | 0 | 0 | 0 | For |
| EA Series Trust | 198,266 | 0 | 0 | 0 | For |
| Victory Capital | 183,795 | 0 | 0 | 0 | For |
| Russell Investments | 175,355 | 0 | 0 | 0 | For |
| Segall Bryant & Hamill Trust | 161,049 | 0 | 0 | 0 | For |
| Lincoln Financial | 159,758 | 0 | 0 | 0 | For |
| Equitable | 154,299 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 143,586 | 0 | 0 | 0 | For |
| First Trust | 130,806 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 109,311 | 0 | 0 | 0 | For |
| WisdomTree | 102,596 | 0 | 0 | 0 | For |
| JPMorgan | 96,044 | 0 | 0 | 0 | For |
| Jackson National | 79,829 | 0 | 0 | 0 | For |
| SEI | 76,762 | 0 | 0 | 0 | For |
Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.
Combines 7 wordings of this item as funds reported it.
99.1% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Art Zeile
National Bank Holdings Corporation’s own tally for this item (“Elect Director: Art Zeile”): 36,810,338 for, 325,664 withheld, per its Form 8-K filed May 12, 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: “The final voting results are as follows: Proposal 1: Each of the ten director nominees were elected to the Board, to serve until the next annual meeting of shareholders or until their respective successors are duly elected and qualified, based upon the following votes:”
Support: 99.1% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 81 asset managers below reported 17,937,449 for, 16,493 withheld, 3 abstained, 32,470 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,424,005 | 0 | 3 | 0 | For |
| BlackRock | 4,044,636 | 0 | 0 | 0 | For |
| Charles Schwab | 1,481,843 | 0 | 0 | 0 | For |
| Fidelity | 934,082 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 753,151 | 0 | 0 | 0 | For |
| Dimensional | 684,109 | 0 | 0 | 0 | For |
| T. Rowe Price | 641,078 | 0 | 0 | 0 | For |
| TIAA | 616,924 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 548,061 | 0 | 0 | 0 | For |
| Ultimus Managers Trust | 350,913 | 0 | 0 | 0 | For |
| American Century | 335,028 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 231,220 | 0 | 0 | 0 | For |
| EA Series Trust | 198,266 | 0 | 0 | 0 | For |
| Victory Capital | 183,795 | 0 | 0 | 0 | For |
| Russell Investments | 175,355 | 0 | 0 | 0 | For |
| Segall Bryant & Hamill Trust | 161,049 | 0 | 0 | 0 | For |
| Lincoln Financial | 159,758 | 0 | 0 | 0 | For |
| Equitable | 154,299 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 143,586 | 0 | 0 | 0 | For |
| First Trust | 130,806 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 109,311 | 0 | 0 | 0 | For |
| WisdomTree | 102,596 | 0 | 0 | 0 | For |
| JPMorgan | 79,735 | 0 | 0 | 16,309 | Mixed |
| Jackson National | 79,829 | 0 | 0 | 0 | For |
| SEI | 76,762 | 0 | 0 | 0 | For |
Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.
Combines 7 wordings of this item as funds reported it.
97% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Fred J. Joseph
National Bank Holdings Corporation’s own tally for this item (“Elect Director: Fred J. Joseph”): 36,115,266 for, 1,020,736 withheld, per its Form 8-K filed May 12, 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: “The final voting results are as follows: Proposal 1: Each of the ten director nominees were elected to the Board, to serve until the next annual meeting of shareholders or until their respective successors are duly elected and qualified, based upon the following votes:”
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 81 asset managers below reported 17,934,276 for, 19,661 withheld, 8 abstained, 32,470 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,424,000 | 0 | 8 | 0 | For |
| BlackRock | 4,044,636 | 0 | 0 | 0 | For |
| Charles Schwab | 1,481,843 | 0 | 0 | 0 | For |
| Fidelity | 934,082 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 753,151 | 0 | 0 | 0 | For |
| Dimensional | 684,109 | 0 | 0 | 0 | For |
| T. Rowe Price | 641,078 | 0 | 0 | 0 | For |
| TIAA | 616,924 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 548,061 | 0 | 0 | 0 | For |
| Ultimus Managers Trust | 350,913 | 0 | 0 | 0 | For |
| American Century | 335,028 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 231,220 | 0 | 0 | 0 | For |
| EA Series Trust | 198,266 | 0 | 0 | 0 | For |
| Victory Capital | 183,795 | 0 | 0 | 0 | For |
| Russell Investments | 175,355 | 0 | 0 | 0 | For |
| Segall Bryant & Hamill Trust | 161,049 | 0 | 0 | 0 | For |
| Lincoln Financial | 159,758 | 0 | 0 | 0 | For |
| Equitable | 154,299 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 143,586 | 0 | 0 | 0 | For |
| First Trust | 130,806 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 109,311 | 0 | 0 | 0 | For |
| WisdomTree | 102,596 | 0 | 0 | 0 | For |
| JPMorgan | 79,735 | 0 | 0 | 16,309 | Mixed |
| Jackson National | 79,829 | 0 | 0 | 0 | For |
| SEI | 76,762 | 0 | 0 | 0 | For |
Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.
Combines 7 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: G. Timothy Laney
National Bank Holdings Corporation’s own tally for this item (“Elect Director: G. Timothy Laney”): 36,420,382 for, 715,620 withheld, per its Form 8-K filed May 12, 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: “The final voting results are as follows: Proposal 1: Each of the ten director nominees were elected to the Board, to serve until the next annual meeting of shareholders or until their respective successors are duly elected and qualified, based upon the following votes:”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 81 asset managers below reported 17,950,771 for, 3,168 withheld, 6 abstained, 32,470 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,424,002 | 0 | 6 | 0 | For |
| BlackRock | 4,044,636 | 0 | 0 | 0 | For |
| Charles Schwab | 1,481,843 | 0 | 0 | 0 | For |
| Fidelity | 934,082 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 753,151 | 0 | 0 | 0 | For |
| Dimensional | 684,109 | 0 | 0 | 0 | For |
| T. Rowe Price | 641,078 | 0 | 0 | 0 | For |
| TIAA | 616,924 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 548,061 | 0 | 0 | 0 | For |
| Ultimus Managers Trust | 350,913 | 0 | 0 | 0 | For |
| American Century | 335,028 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 231,220 | 0 | 0 | 0 | For |
| EA Series Trust | 198,266 | 0 | 0 | 0 | For |
| Victory Capital | 183,795 | 0 | 0 | 0 | For |
| Russell Investments | 175,355 | 0 | 0 | 0 | For |
| Segall Bryant & Hamill Trust | 161,049 | 0 | 0 | 0 | For |
| Lincoln Financial | 159,758 | 0 | 0 | 0 | For |
| Equitable | 154,299 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 143,586 | 0 | 0 | 0 | For |
| First Trust | 130,806 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 109,311 | 0 | 0 | 0 | For |
| WisdomTree | 102,596 | 0 | 0 | 0 | For |
| JPMorgan | 96,044 | 0 | 0 | 0 | For |
| Jackson National | 79,829 | 0 | 0 | 0 | For |
| SEI | 76,762 | 0 | 0 | 0 | For |
Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.
Combines 8 wordings of this item as funds reported it.
99.7% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Kirk A. McLaughlin
National Bank Holdings Corporation’s own tally for this item (“Elect Director: Kirk A. McLaughlin”): 37,040,256 for, 95,746 withheld, per its Form 8-K filed May 12, 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: “The final voting results are as follows: Proposal 1: Each of the ten director nominees were elected to the Board, to serve until the next annual meeting of shareholders or until their respective successors are duly elected and qualified, based upon the following votes:”
Support: 99.7% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 81 asset managers below reported 17,953,945 for, 32,470 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,424,008 | 0 | 0 | 0 | For |
| BlackRock | 4,044,636 | 0 | 0 | 0 | For |
| Charles Schwab | 1,481,843 | 0 | 0 | 0 | For |
| Fidelity | 934,082 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 753,151 | 0 | 0 | 0 | For |
| Dimensional | 684,109 | 0 | 0 | 0 | For |
| T. Rowe Price | 641,078 | 0 | 0 | 0 | For |
| TIAA | 616,924 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 548,061 | 0 | 0 | 0 | For |
| Ultimus Managers Trust | 350,913 | 0 | 0 | 0 | For |
| American Century | 335,028 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 231,220 | 0 | 0 | 0 | For |
| EA Series Trust | 198,266 | 0 | 0 | 0 | For |
| Victory Capital | 183,795 | 0 | 0 | 0 | For |
| Russell Investments | 175,355 | 0 | 0 | 0 | For |
| Segall Bryant & Hamill Trust | 161,049 | 0 | 0 | 0 | For |
| Lincoln Financial | 159,758 | 0 | 0 | 0 | For |
| Equitable | 154,299 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 143,586 | 0 | 0 | 0 | For |
| First Trust | 130,806 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 109,311 | 0 | 0 | 0 | For |
| WisdomTree | 102,596 | 0 | 0 | 0 | For |
| JPMorgan | 96,044 | 0 | 0 | 0 | For |
| Jackson National | 79,829 | 0 | 0 | 0 | For |
| SEI | 76,762 | 0 | 0 | 0 | For |
Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.
Combines 7 wordings of this item as funds reported it.
97% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Micho F. Spring
National Bank Holdings Corporation’s own tally for this item (“Elect Director: Micho F. Spring”): 35,847,460 for, 1,288,542 withheld, per its Form 8-K filed May 12, 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: “The final voting results are as follows: Proposal 1: Each of the ten director nominees were elected to the Board, to serve until the next annual meeting of shareholders or until their respective successors are duly elected and qualified, based upon the following votes:”
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 81 asset managers below reported 17,934,274 for, 19,661 withheld, 10 abstained, 32,470 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,423,998 | 0 | 10 | 0 | For |
| BlackRock | 4,044,636 | 0 | 0 | 0 | For |
| Charles Schwab | 1,481,843 | 0 | 0 | 0 | For |
| Fidelity | 934,082 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 753,151 | 0 | 0 | 0 | For |
| Dimensional | 684,109 | 0 | 0 | 0 | For |
| T. Rowe Price | 641,078 | 0 | 0 | 0 | For |
| TIAA | 616,924 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 548,061 | 0 | 0 | 0 | For |
| Ultimus Managers Trust | 350,913 | 0 | 0 | 0 | For |
| American Century | 335,028 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 231,220 | 0 | 0 | 0 | For |
| EA Series Trust | 198,266 | 0 | 0 | 0 | For |
| Victory Capital | 183,795 | 0 | 0 | 0 | For |
| Russell Investments | 175,355 | 0 | 0 | 0 | For |
| Segall Bryant & Hamill Trust | 161,049 | 0 | 0 | 0 | For |
| Lincoln Financial | 159,758 | 0 | 0 | 0 | For |
| Equitable | 154,299 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 143,586 | 0 | 0 | 0 | For |
| First Trust | 130,806 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 109,311 | 0 | 0 | 0 | For |
| WisdomTree | 102,596 | 0 | 0 | 0 | For |
| JPMorgan | 79,735 | 0 | 0 | 16,309 | Mixed |
| Jackson National | 79,829 | 0 | 0 | 0 | For |
| SEI | 76,762 | 0 | 0 | 0 | For |
Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.
Combines 7 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Patrick G. Sobers
National Bank Holdings Corporation’s own tally for this item (“Elect Director: Patrick G. Sobers”): 36,553,935 for, 582,067 withheld, per its Form 8-K filed May 12, 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: “The final voting results are as follows: Proposal 1: Each of the ten director nominees were elected to the Board, to serve until the next annual meeting of shareholders or until their respective successors are duly elected and qualified, based upon the following votes:”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 81 asset managers below reported 17,953,941 for, 4 abstained, 32,470 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,424,004 | 0 | 4 | 0 | For |
| BlackRock | 4,044,636 | 0 | 0 | 0 | For |
| Charles Schwab | 1,481,843 | 0 | 0 | 0 | For |
| Fidelity | 934,082 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 753,151 | 0 | 0 | 0 | For |
| Dimensional | 684,109 | 0 | 0 | 0 | For |
| T. Rowe Price | 641,078 | 0 | 0 | 0 | For |
| TIAA | 616,924 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 548,061 | 0 | 0 | 0 | For |
| Ultimus Managers Trust | 350,913 | 0 | 0 | 0 | For |
| American Century | 335,028 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 231,220 | 0 | 0 | 0 | For |
| EA Series Trust | 198,266 | 0 | 0 | 0 | For |
| Victory Capital | 183,795 | 0 | 0 | 0 | For |
| Russell Investments | 175,355 | 0 | 0 | 0 | For |
| Segall Bryant & Hamill Trust | 161,049 | 0 | 0 | 0 | For |
| Lincoln Financial | 159,758 | 0 | 0 | 0 | For |
| Equitable | 154,299 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 143,586 | 0 | 0 | 0 | For |
| First Trust | 130,806 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 109,311 | 0 | 0 | 0 | For |
| WisdomTree | 102,596 | 0 | 0 | 0 | For |
| JPMorgan | 96,044 | 0 | 0 | 0 | For |
| Jackson National | 79,829 | 0 | 0 | 0 | For |
| SEI | 76,762 | 0 | 0 | 0 | For |
Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.
Combines 7 wordings of this item as funds reported it.
96% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Ralph W. Clermont
National Bank Holdings Corporation’s own tally for this item (“Elect Director: Ralph W. Clermont”): 35,609,470 for, 1,526,532 withheld, per its Form 8-K filed May 12, 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: “The final voting results are as follows: Proposal 1: Each of the ten director nominees were elected to the Board, to serve until the next annual meeting of shareholders or until their respective successors are duly elected and qualified, based upon the following votes:”
Support: 96% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 81 asset managers below reported 17,727,862 for, 27,807 withheld, 198,276 abstained, 32,470 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,416,697 | 0 | 10 | 7,301 | For |
| BlackRock | 4,044,636 | 0 | 0 | 0 | For |
| Charles Schwab | 1,481,843 | 0 | 0 | 0 | For |
| Fidelity | 934,082 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 753,151 | 0 | 0 | 0 | For |
| Dimensional | 684,109 | 0 | 0 | 0 | For |
| T. Rowe Price | 641,078 | 0 | 0 | 0 | For |
| TIAA | 616,924 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 548,061 | 0 | 0 | 0 | For |
| Ultimus Managers Trust | 350,913 | 0 | 0 | 0 | For |
| American Century | 335,028 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 231,220 | 0 | 0 | 0 | For |
| EA Series Trust | 0 | 0 | 198,266 | 0 | Abstain |
| Victory Capital | 183,795 | 0 | 0 | 0 | For |
| Russell Investments | 175,355 | 0 | 0 | 0 | For |
| Segall Bryant & Hamill Trust | 161,049 | 0 | 0 | 0 | For |
| Lincoln Financial | 159,758 | 0 | 0 | 0 | For |
| Equitable | 154,299 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 143,586 | 0 | 0 | 0 | For |
| First Trust | 130,806 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 109,311 | 0 | 0 | 0 | For |
| WisdomTree | 102,596 | 0 | 0 | 0 | For |
| JPMorgan | 79,735 | 0 | 0 | 16,309 | Mixed |
| Jackson National | 79,829 | 0 | 0 | 0 | For |
| SEI | 75,917 | 0 | 0 | 845 | For |
Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.
Combines 7 wordings of this item as funds reported it.
96% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Robert E. Dean
National Bank Holdings Corporation’s own tally for this item (“Elect Director: Robert E. Dean”): 35,580,585 for, 1,555,417 withheld, per its Form 8-K filed May 12, 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: “The final voting results are as follows: Proposal 1: Each of the ten director nominees were elected to the Board, to serve until the next annual meeting of shareholders or until their respective successors are duly elected and qualified, based upon the following votes:”
Support: 96% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 81 asset managers below reported 17,728,707 for, 26,962 withheld, 198,276 abstained, 32,470 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,416,697 | 0 | 10 | 7,301 | For |
| BlackRock | 4,044,636 | 0 | 0 | 0 | For |
| Charles Schwab | 1,481,843 | 0 | 0 | 0 | For |
| Fidelity | 934,082 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 753,151 | 0 | 0 | 0 | For |
| Dimensional | 684,109 | 0 | 0 | 0 | For |
| T. Rowe Price | 641,078 | 0 | 0 | 0 | For |
| TIAA | 616,924 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 548,061 | 0 | 0 | 0 | For |
| Ultimus Managers Trust | 350,913 | 0 | 0 | 0 | For |
| American Century | 335,028 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 231,220 | 0 | 0 | 0 | For |
| EA Series Trust | 0 | 0 | 198,266 | 0 | Abstain |
| Victory Capital | 183,795 | 0 | 0 | 0 | For |
| Russell Investments | 175,355 | 0 | 0 | 0 | For |
| Segall Bryant & Hamill Trust | 161,049 | 0 | 0 | 0 | For |
| Lincoln Financial | 159,758 | 0 | 0 | 0 | For |
| Equitable | 154,299 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 143,586 | 0 | 0 | 0 | For |
| First Trust | 130,806 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 109,311 | 0 | 0 | 0 | For |
| WisdomTree | 102,596 | 0 | 0 | 0 | For |
| JPMorgan | 79,735 | 0 | 0 | 16,309 | Mixed |
| Jackson National | 79,829 | 0 | 0 | 0 | For |
| SEI | 76,762 | 0 | 0 | 0 | For |
Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.
Combines 7 wordings of this item as funds reported it.
99.6% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Robin A. Doyle
National Bank Holdings Corporation’s own tally for this item (“Elect Director: Robin A. Doyle”): 36,996,280 for, 139,722 withheld, per its Form 8-K filed May 12, 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: “The final voting results are as follows: Proposal 1: Each of the ten director nominees were elected to the Board, to serve until the next annual meeting of shareholders or until their respective successors are duly elected and qualified, based upon the following votes:”
Support: 99.6% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 81 asset managers below reported 17,953,945 for, 32,470 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,424,008 | 0 | 0 | 0 | For |
| BlackRock | 4,044,636 | 0 | 0 | 0 | For |
| Charles Schwab | 1,481,843 | 0 | 0 | 0 | For |
| Fidelity | 934,082 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 753,151 | 0 | 0 | 0 | For |
| Dimensional | 684,109 | 0 | 0 | 0 | For |
| T. Rowe Price | 641,078 | 0 | 0 | 0 | For |
| TIAA | 616,924 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 548,061 | 0 | 0 | 0 | For |
| Ultimus Managers Trust | 350,913 | 0 | 0 | 0 | For |
| American Century | 335,028 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 231,220 | 0 | 0 | 0 | For |
| EA Series Trust | 198,266 | 0 | 0 | 0 | For |
| Victory Capital | 183,795 | 0 | 0 | 0 | For |
| Russell Investments | 175,355 | 0 | 0 | 0 | For |
| Segall Bryant & Hamill Trust | 161,049 | 0 | 0 | 0 | For |
| Lincoln Financial | 159,758 | 0 | 0 | 0 | For |
| Equitable | 154,299 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 143,586 | 0 | 0 | 0 | For |
| First Trust | 130,806 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 109,311 | 0 | 0 | 0 | For |
| WisdomTree | 102,596 | 0 | 0 | 0 | For |
| JPMorgan | 96,044 | 0 | 0 | 0 | For |
| Jackson National | 79,829 | 0 | 0 | 0 | For |
| SEI | 76,762 | 0 | 0 | 0 | For |
Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.
Combines 2 wordings of this item as funds reported it.
95% Approved · of votes cast
Description as filed by funds: TO APPROVE THE PROPOSED AMENDED AND RESTATED NATIONAL BANK HOLDINGS CORPORATION 2023 OMNIBUS INCENTIVE PLAN.
National Bank Holdings Corporation’s own tally for this item (“4. The Amended and Restated National Bank Holdings Corporation 2023 Omnibus Incentive Plan”): 34,693,675 for, 1,757,113 against — passed, per its Form 8-K filed May 12, 2026 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 4: The shareholders approved the Amended and Restated National Bank Holdings Corporation 2023 Omnibus Incentive Plan.”
Support: 95% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 83 asset managers below reported 16,975,683 for, 979,583 against, 32,470 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,423,998 | 10 | 0 | 0 | For |
| BlackRock | 4,044,636 | 0 | 0 | 0 | For |
| Charles Schwab | 1,481,843 | 0 | 0 | 0 | For |
| Fidelity | 934,082 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 753,151 | 0 | 0 | 0 | For |
| Dimensional | 684,109 | 0 | 0 | 0 | For |
| T. Rowe Price | 641,078 | 0 | 0 | 0 | For |
| TIAA | 0 | 616,924 | 0 | 0 | Against |
| AMERICAN BEACON FUNDS | 548,061 | 0 | 0 | 0 | For |
| Ultimus Managers Trust | 350,913 | 0 | 0 | 0 | For |
| American Century | 0 | 335,028 | 0 | 0 | Against |
| Columbia Threadneedle | 231,220 | 0 | 0 | 0 | For |
| EA Series Trust | 198,266 | 0 | 0 | 0 | For |
| Victory Capital | 183,795 | 0 | 0 | 0 | For |
| Russell Investments | 175,355 | 0 | 0 | 0 | For |
| Segall Bryant & Hamill Trust | 161,049 | 0 | 0 | 0 | For |
| Lincoln Financial | 159,758 | 0 | 0 | 0 | For |
| Equitable | 154,299 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 143,586 | 0 | 0 | 0 | For |
| First Trust | 130,806 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 109,311 | 0 | 0 | 0 | For |
| WisdomTree | 102,596 | 0 | 0 | 0 | For |
| JPMorgan | 96,044 | 0 | 0 | 0 | For |
| Jackson National | 79,829 | 0 | 0 | 0 | For |
| SEI | 76,762 | 0 | 0 | 0 | For |
Showing the 25 largest of 83 asset managers. See all 83 in the interactive database.
Combines 3 wordings of this item as funds reported it.
96% Approved · of votes cast
Description as filed by funds: To adopt a resolution approving, on an advisory, non- binding basis, the compensation paid to the Company's named executive officers, as disclosed pursuant to Item 402 of Regulation S-K in the Proxy Statement.
National Bank Holdings Corporation’s own tally for this item (“3. On an advisory non-binding basis, the compensation paid to the Company's named executive officers, based upon the following votes”): 34,868,918 for, 1,583,310 against — passed, per its Form 8-K filed May 12, 2026 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 3: The shareholders approved, on an advisory non-binding basis, the compensation paid to the Company's named executive officers, based upon the following votes:”
Support: 96% 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).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,423,995 | 12 | 0 | 0 | For |
| BlackRock | 4,044,636 | 0 | 0 | 0 | For |
| Charles Schwab | 1,481,843 | 0 | 0 | 0 | For |
| Fidelity | 934,082 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 753,151 | 0 | 0 | 0 | For |
| Dimensional | 684,109 | 0 | 0 | 0 | For |
| T. Rowe Price | 641,078 | 0 | 0 | 0 | For |
| TIAA | 0 | 616,924 | 0 | 0 | Against |
| AMERICAN BEACON FUNDS | 548,061 | 0 | 0 | 0 | For |
| Ultimus Managers Trust | 350,913 | 0 | 0 | 0 | For |
| American Century | 335,028 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 231,220 | 0 | 0 | 0 | For |
| EA Series Trust | 198,266 | 0 | 0 | 0 | For |
| Victory Capital | 183,795 | 0 | 0 | 0 | For |
| Russell Investments | 175,355 | 0 | 0 | 0 | For |
| Segall Bryant & Hamill Trust | 161,049 | 0 | 0 | 0 | For |
| Lincoln Financial | 159,758 | 0 | 0 | 0 | For |
| Equitable | 154,299 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 143,586 | 0 | 0 | 0 | For |
| First Trust | 130,806 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 109,311 | 0 | 0 | 0 | For |
| WisdomTree | 102,596 | 0 | 0 | 0 | For |
| JPMorgan | 96,044 | 0 | 0 | 0 | For |
| Jackson National | 79,829 | 0 | 0 | 0 | For |
| SEI | 76,762 | 0 | 0 | 0 | For |
Fund voting reports, all 82 managers: 17,305,799 for, 666,729 against, 32,470 not voted. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| WILLIAM BLAIR INVESTMENT MANAGEMENT, LLC | 1,923,783 | 0 | 0 | 0 | For |
| Charles Schwab | 1,536,921 | 0 | 0 | 0 | For |
| Wellington | 1,295,165 | 0 | 0 | 0 | For |
| T. Rowe Price | 1,267,959 | 0 | 0 | 0 | For |
| BlackRock | 1,006,148 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 1,001,826 | 0 | 0 | 0 | For |
| DEPRINCE RACE & ZOLLO INC | 784,360 | 0 | 0 | 0 | For |
| WESTWOOD HOLDINGS GROUP INC | 756,548 | 0 | 0 | 0 | For |
| SEGALL BRYANT & HAMILL, LLC | 702,344 | 0 | 0 | 0 | For |
| Nuveen | 0 | 635,998 | 0 | 0 | Against |
| KENNEDY CAPITAL MANAGEMENT LLC | 627,635 | 0 | 0 | 0 | For |
| Aristotle Capital Boston, LLC | 436,562 | 0 | 0 | 0 | For |
| Leeward Investments, LLC - MA | 425,735 | 0 | 0 | 0 | For |
| Northern Trust | 380,619 | 0 | 0 | 0 | For |
| Russell Investments | 373,390 | 0 | 0 | 0 | For |
| Vanguard | 348,830 | 0 | 0 | 0 | For |
| American Century | 347,100 | 0 | 0 | 0 | For |
| AQR | 333,108 | 0 | 0 | 0 | For |
| MALTESE CAPITAL MANAGEMENT LLC | 306,277 | 0 | 0 | 0 | For |
| Renaissance | 295,580 | 0 | 0 | 0 | For |
| BESSEMER INVESTMENT MANAGEMENT LLC | 287,172 | 0 | 0 | 0 | For |
| Victory Capital | 248,778 | 0 | 0 | 0 | For |
| ENDEAVOUR CAPITAL ADVISORS INC | 231,489 | 0 | 0 | 0 | For |
| PRINCIPAL GLOBAL INVESTORS | 218,780 | 0 | 0 | 0 | For |
| MELLON INVESTMENTS Corp | 197,438 | 0 | 0 | 0 | For |
Institutional-manager reports, all 187 managers: 17,897,136 for, 1,037,960 against, 48 abstained, 8,035 not voted. Showing the 25 largest; see all in the interactive database.
Combines 2 wordings of this item as funds reported it.
99.4% Approved · of votes cast
Description as filed by funds: TO RATIFY THE APPOINTMENT OF KPMG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2026.
National Bank Holdings Corporation’s own tally for this item (“2. The appointment of KPMG LLP as the Company's independent registered public accounting firm for the year ending December 31, 2026, based upon the following votes”): 38,186,525 for, 197,009 against — passed, per its Form 8-K filed May 12, 2026 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 2: The shareholders ratified the appointment of KPMG LLP as the Company's independent registered public accounting firm for the year ending December 31, 2026, based upon the following votes:”
Support: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 82 asset managers below reported 17,955,196 for, 32,470 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,424,008 | 0 | 0 | 0 | For |
| BlackRock | 4,044,636 | 0 | 0 | 0 | For |
| Charles Schwab | 1,481,843 | 0 | 0 | 0 | For |
| Fidelity | 934,082 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 753,151 | 0 | 0 | 0 | For |
| Dimensional | 684,109 | 0 | 0 | 0 | For |
| T. Rowe Price | 641,078 | 0 | 0 | 0 | For |
| TIAA | 616,924 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 548,061 | 0 | 0 | 0 | For |
| Ultimus Managers Trust | 350,913 | 0 | 0 | 0 | For |
| American Century | 335,028 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 231,220 | 0 | 0 | 0 | For |
| EA Series Trust | 198,266 | 0 | 0 | 0 | For |
| Victory Capital | 183,795 | 0 | 0 | 0 | For |
| Russell Investments | 175,355 | 0 | 0 | 0 | For |
| Segall Bryant & Hamill Trust | 161,049 | 0 | 0 | 0 | For |
| Lincoln Financial | 159,758 | 0 | 0 | 0 | For |
| Equitable | 154,299 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 143,586 | 0 | 0 | 0 | For |
| First Trust | 130,806 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 109,311 | 0 | 0 | 0 | For |
| WisdomTree | 102,596 | 0 | 0 | 0 | For |
| JPMorgan | 96,044 | 0 | 0 | 0 | For |
| Jackson National | 79,829 | 0 | 0 | 0 | For |
| SEI | 76,762 | 0 | 0 | 0 | For |
Showing the 25 largest of 82 asset managers. See all 82 in the interactive database.
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 44,692,472 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Vanguard | 9.90% |
| 2 | BlackRock | 9.05% |
| 3 | Charles Schwab | 3.32% |
| 4 | Fidelity | 2.09% |
| 5 | WILLIAM BLAIR FUNDS | 1.69% |
| 6 | Dimensional | 1.53% |
| 7 | T. Rowe Price | 1.43% |
| 8 | TIAA | 1.38% |
| 9 | AMERICAN BEACON FUNDS | 1.23% |
| 10 | Ultimus Managers Trust | 0.79% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | WILLIAM BLAIR INVESTMENT MANAGEMENT, LLC | 4.30% |
| 2 | Charles Schwab | 3.44% |
| 3 | Wellington | 2.90% |
| 4 | T. Rowe Price | 2.84% |
| 5 | BlackRock | 2.25% |
| 6 | GEODE CAPITAL MANAGEMENT, LLC | 2.24% |
| 7 | DEPRINCE RACE & ZOLLO INC | 1.76% |
| 8 | WESTWOOD HOLDINGS GROUP INC | 1.69% |
| 9 | SEGALL BRYANT & HAMILL, LLC | 1.57% |
| 10 | Nuveen | 1.42% |
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 |
|---|---|---|
| BlackRock | 12.33% | 13F |
| Vanguard Group | 9.17% | 13F |
| Vanguard Portfolio Management | 5.85% | 13G |
| WILLIAM BLAIR INVESTMENT MANAGEMENT, LLC | 5.72% | 13G |
| Wellington Management | 5.02% | 13F |
| State Street | 4.87% | 13F |
| Dimensional Fund Advisors | 4.70% | 13F |
| Charles Schwab | 3.46% | 13F |
| G. Timothy Laney | 2.10% | DEF14A |
| Renaissance Technologies | 1.78% | 13F |
Percentages above are of 44,692,472 shares outstanding, as reported by National Bank Holdings Corporation on its Form 10-Q dated March 31, 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.
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 National Bank Holdings Corporation’s 10-Q dated March 31, 2026. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.
At National Bank Holdings Corporation's shareholder meeting held May 7, 2026, in the 2025-2026 proxy season, 251 asset managers reported how they voted on 13 ballot items in their SEC Form N-PX filings, covering 3,869 separate fund positions. On the most widely held item on that ballot — To adopt a resolution approving, on an advisory, non- binding basis, the compensation paid to… — National Bank Holdings Corporation's filing reports the proposal as approved, with 96% 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: National Bank Holdings Corporation's Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 12, 2026.
National Bank Holdings Corporation proxy season coverage: 2023-2024 · 2024-2025 · 2025-2026 (this page).
Download data (CSV): ballot items · votes by manager · column guide.