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National Bank Holdings Corporation 2025-2026 Proxy Voting Records

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.

  • 13Ballot items
  • 251Asset managers
  • 3,869Fund votes
  • May 7, 2026Meeting date

Results at a glance

Meeting of May 7, 2026: 13 items on National Bank Holdings Corporation’s Form 8-K, filed May 12, 2026: 10 elected · 3 approved.

Material dissent

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

Proxy season: 2023-2024 2024-2025 2025-2026

Explore National Bank Holdings Corporation in the interactive database Compare manager voting policies

Official 2025-2026 meeting results reported by National Bank Holdings Corporation

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.

National Bank Holdings Corporation — official shareholder meeting results, meeting held May 7, 2026
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Ralph W. Clermont 35,609,470---- 1,526,5321,248,128 96%Elected—
Elect Director: Robert E. Dean 35,580,585---- 1,555,4171,248,128 96%Elected—
Elect Director: Robin A. Doyle 36,996,280---- 139,7221,248,128 99.6%Elected—
Elect Director: Alka Gupta 36,986,988---- 149,0141,248,128 99.5%Elected—
Elect Director: Fred J. Joseph 36,115,266---- 1,020,7361,248,128 97%Elected—
Elect Director: G. Timothy Laney 36,420,382---- 715,6201,248,128 98%Elected—
Elect Director: Kirk A. McLaughlin 37,040,256---- 95,7461,248,128 99.7%Elected—
Elect Director: Patrick G. Sobers 36,553,935---- 582,0671,248,128 98%Elected—
Elect Director: Micho F. Spring 35,847,460---- 1,288,5421,248,128 97%Elected—
Elect Director: Art Zeile 36,810,338---- 325,6641,248,128 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 38,186,525197,009596 ---- 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 34,868,9181,583,310683,774 --1,248,128 96%Approved—
4. The Amended and Restated National Bank Holdings Corporation 2023 Omnibus Incentive Plan 34,693,6751,757,113685,214 --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.

How asset managers voted at the National Bank Holdings Corporation 2025-2026 meeting

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.

1. Elect Director: Alka Gupta

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

99.5% Majority: yes · of votes cast

FOR 99.5%
FOR: 36,986,988WITHHELD: 149,014
Details: description as filed, official tally, votes by 81 asset managers

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.

FOR
FOR: 17,953,945NOT VOTED: 32,470
Largest asset managers voting on “Election of Directors: Alka Gupta” at National Bank Holdings Corporation, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard4,424,0080 00For
BlackRock4,044,6360 00For
Charles Schwab1,481,8430 00For
Fidelity934,0820 00For
WILLIAM BLAIR FUNDS753,1510 00For
Dimensional684,1090 00For
T. Rowe Price641,0780 00For
TIAA616,9240 00For
AMERICAN BEACON FUNDS548,0610 00For
Ultimus Managers Trust350,9130 00For
American Century335,0280 00For
Columbia Threadneedle231,2200 00For
EA Series Trust198,2660 00For
Victory Capital183,7950 00For
Russell Investments175,3550 00For
Segall Bryant & Hamill Trust161,0490 00For
Lincoln Financial159,7580 00For
Equitable154,2990 00For
OLD WESTBURY FUNDS INC143,5860 00For
First Trust130,8060 00For
AIG/SunAmerica109,3110 00For
WisdomTree102,5960 00For
JPMorgan96,0440 00For
Jackson National79,8290 00For
SEI76,7620 00For

Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.

2. Elect Director: Art Zeile

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

99.1% Majority: yes · of votes cast

FOR 99.1%
FOR: 36,810,338WITHHELD: 325,664
Details: description as filed, official tally, votes by 81 asset managers

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.

FOR
FOR: 17,937,449ABSTAIN: 3WITHHOLD: 16,493NOT VOTED: 32,470
Largest asset managers voting on “Election of Directors: Art Zeile” at National Bank Holdings Corporation, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard4,424,0050 30For
BlackRock4,044,6360 00For
Charles Schwab1,481,8430 00For
Fidelity934,0820 00For
WILLIAM BLAIR FUNDS753,1510 00For
Dimensional684,1090 00For
T. Rowe Price641,0780 00For
TIAA616,9240 00For
AMERICAN BEACON FUNDS548,0610 00For
Ultimus Managers Trust350,9130 00For
American Century335,0280 00For
Columbia Threadneedle231,2200 00For
EA Series Trust198,2660 00For
Victory Capital183,7950 00For
Russell Investments175,3550 00For
Segall Bryant & Hamill Trust161,0490 00For
Lincoln Financial159,7580 00For
Equitable154,2990 00For
OLD WESTBURY FUNDS INC143,5860 00For
First Trust130,8060 00For
AIG/SunAmerica109,3110 00For
WisdomTree102,5960 00For
JPMorgan79,7350 016,309Mixed
Jackson National79,8290 00For
SEI76,7620 00For

Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.

3. Elect Director: Fred J. Joseph

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 36,115,266WITHHELD: 1,020,736
Details: description as filed, official tally, votes by 81 asset managers

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.

FOR
FOR: 17,934,276ABSTAIN: 8WITHHOLD: 19,661NOT VOTED: 32,470
Largest asset managers voting on “Election of Directors: Fred J. Joseph” at National Bank Holdings Corporation, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard4,424,0000 80For
BlackRock4,044,6360 00For
Charles Schwab1,481,8430 00For
Fidelity934,0820 00For
WILLIAM BLAIR FUNDS753,1510 00For
Dimensional684,1090 00For
T. Rowe Price641,0780 00For
TIAA616,9240 00For
AMERICAN BEACON FUNDS548,0610 00For
Ultimus Managers Trust350,9130 00For
American Century335,0280 00For
Columbia Threadneedle231,2200 00For
EA Series Trust198,2660 00For
Victory Capital183,7950 00For
Russell Investments175,3550 00For
Segall Bryant & Hamill Trust161,0490 00For
Lincoln Financial159,7580 00For
Equitable154,2990 00For
OLD WESTBURY FUNDS INC143,5860 00For
First Trust130,8060 00For
AIG/SunAmerica109,3110 00For
WisdomTree102,5960 00For
JPMorgan79,7350 016,309Mixed
Jackson National79,8290 00For
SEI76,7620 00For

Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.

4. Elect Director: G. Timothy Laney

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 36,420,382WITHHELD: 715,620
Details: description as filed, official tally, votes by 81 asset managers

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.

FOR
FOR: 17,950,771ABSTAIN: 6WITHHOLD: 3,168NOT VOTED: 32,470
Largest asset managers voting on “Election of Directors: G. Timothy Laney” at National Bank Holdings Corporation, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard4,424,0020 60For
BlackRock4,044,6360 00For
Charles Schwab1,481,8430 00For
Fidelity934,0820 00For
WILLIAM BLAIR FUNDS753,1510 00For
Dimensional684,1090 00For
T. Rowe Price641,0780 00For
TIAA616,9240 00For
AMERICAN BEACON FUNDS548,0610 00For
Ultimus Managers Trust350,9130 00For
American Century335,0280 00For
Columbia Threadneedle231,2200 00For
EA Series Trust198,2660 00For
Victory Capital183,7950 00For
Russell Investments175,3550 00For
Segall Bryant & Hamill Trust161,0490 00For
Lincoln Financial159,7580 00For
Equitable154,2990 00For
OLD WESTBURY FUNDS INC143,5860 00For
First Trust130,8060 00For
AIG/SunAmerica109,3110 00For
WisdomTree102,5960 00For
JPMorgan96,0440 00For
Jackson National79,8290 00For
SEI76,7620 00For

Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.

5. Elect Director: Kirk A. McLaughlin

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 8 wordings of this item as funds reported it.

99.7% Majority: yes · of votes cast

FOR 99.7%
FOR: 37,040,256WITHHELD: 95,746
Details: description as filed, official tally, votes by 81 asset managers

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.

FOR
FOR: 17,953,945NOT VOTED: 32,470
Largest asset managers voting on “Election of Directors: Kirk A. McLaughlin” at National Bank Holdings Corporation, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard4,424,0080 00For
BlackRock4,044,6360 00For
Charles Schwab1,481,8430 00For
Fidelity934,0820 00For
WILLIAM BLAIR FUNDS753,1510 00For
Dimensional684,1090 00For
T. Rowe Price641,0780 00For
TIAA616,9240 00For
AMERICAN BEACON FUNDS548,0610 00For
Ultimus Managers Trust350,9130 00For
American Century335,0280 00For
Columbia Threadneedle231,2200 00For
EA Series Trust198,2660 00For
Victory Capital183,7950 00For
Russell Investments175,3550 00For
Segall Bryant & Hamill Trust161,0490 00For
Lincoln Financial159,7580 00For
Equitable154,2990 00For
OLD WESTBURY FUNDS INC143,5860 00For
First Trust130,8060 00For
AIG/SunAmerica109,3110 00For
WisdomTree102,5960 00For
JPMorgan96,0440 00For
Jackson National79,8290 00For
SEI76,7620 00For

Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.

6. Elect Director: Micho F. Spring

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 35,847,460WITHHELD: 1,288,542
Details: description as filed, official tally, votes by 81 asset managers

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.

FOR
FOR: 17,934,274ABSTAIN: 10WITHHOLD: 19,661NOT VOTED: 32,470
Largest asset managers voting on “Election of Directors: Micho F. Spring” at National Bank Holdings Corporation, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard4,423,9980 100For
BlackRock4,044,6360 00For
Charles Schwab1,481,8430 00For
Fidelity934,0820 00For
WILLIAM BLAIR FUNDS753,1510 00For
Dimensional684,1090 00For
T. Rowe Price641,0780 00For
TIAA616,9240 00For
AMERICAN BEACON FUNDS548,0610 00For
Ultimus Managers Trust350,9130 00For
American Century335,0280 00For
Columbia Threadneedle231,2200 00For
EA Series Trust198,2660 00For
Victory Capital183,7950 00For
Russell Investments175,3550 00For
Segall Bryant & Hamill Trust161,0490 00For
Lincoln Financial159,7580 00For
Equitable154,2990 00For
OLD WESTBURY FUNDS INC143,5860 00For
First Trust130,8060 00For
AIG/SunAmerica109,3110 00For
WisdomTree102,5960 00For
JPMorgan79,7350 016,309Mixed
Jackson National79,8290 00For
SEI76,7620 00For

Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.

7. Elect Director: Patrick G. Sobers

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 36,553,935WITHHELD: 582,067
Details: description as filed, official tally, votes by 81 asset managers

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.

FOR
FOR: 17,953,941ABSTAIN: 4NOT VOTED: 32,470
Largest asset managers voting on “Election of Directors: Patrick G. Sobers” at National Bank Holdings Corporation, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard4,424,0040 40For
BlackRock4,044,6360 00For
Charles Schwab1,481,8430 00For
Fidelity934,0820 00For
WILLIAM BLAIR FUNDS753,1510 00For
Dimensional684,1090 00For
T. Rowe Price641,0780 00For
TIAA616,9240 00For
AMERICAN BEACON FUNDS548,0610 00For
Ultimus Managers Trust350,9130 00For
American Century335,0280 00For
Columbia Threadneedle231,2200 00For
EA Series Trust198,2660 00For
Victory Capital183,7950 00For
Russell Investments175,3550 00For
Segall Bryant & Hamill Trust161,0490 00For
Lincoln Financial159,7580 00For
Equitable154,2990 00For
OLD WESTBURY FUNDS INC143,5860 00For
First Trust130,8060 00For
AIG/SunAmerica109,3110 00For
WisdomTree102,5960 00For
JPMorgan96,0440 00For
Jackson National79,8290 00For
SEI76,7620 00For

Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.

8. Elect Director: Ralph W. Clermont

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 35,609,470WITHHELD: 1,526,532
Details: description as filed, official tally, votes by 81 asset managers

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.

FOR
FOR: 17,727,862ABSTAIN: 198,276WITHHOLD: 27,807NOT VOTED: 32,470
Largest asset managers voting on “Election of Directors: Ralph W. Clermont” at National Bank Holdings Corporation, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard4,416,6970 107,301For
BlackRock4,044,6360 00For
Charles Schwab1,481,8430 00For
Fidelity934,0820 00For
WILLIAM BLAIR FUNDS753,1510 00For
Dimensional684,1090 00For
T. Rowe Price641,0780 00For
TIAA616,9240 00For
AMERICAN BEACON FUNDS548,0610 00For
Ultimus Managers Trust350,9130 00For
American Century335,0280 00For
Columbia Threadneedle231,2200 00For
EA Series Trust00 198,2660Abstain
Victory Capital183,7950 00For
Russell Investments175,3550 00For
Segall Bryant & Hamill Trust161,0490 00For
Lincoln Financial159,7580 00For
Equitable154,2990 00For
OLD WESTBURY FUNDS INC143,5860 00For
First Trust130,8060 00For
AIG/SunAmerica109,3110 00For
WisdomTree102,5960 00For
JPMorgan79,7350 016,309Mixed
Jackson National79,8290 00For
SEI75,9170 0845For

Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.

9. Elect Director: Robert E. Dean

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 35,580,585WITHHELD: 1,555,417
Details: description as filed, official tally, votes by 81 asset managers

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.

FOR
FOR: 17,728,707ABSTAIN: 198,276WITHHOLD: 26,962NOT VOTED: 32,470
Largest asset managers voting on “Election of Directors: Robert E. Dean” at National Bank Holdings Corporation, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard4,416,6970 107,301For
BlackRock4,044,6360 00For
Charles Schwab1,481,8430 00For
Fidelity934,0820 00For
WILLIAM BLAIR FUNDS753,1510 00For
Dimensional684,1090 00For
T. Rowe Price641,0780 00For
TIAA616,9240 00For
AMERICAN BEACON FUNDS548,0610 00For
Ultimus Managers Trust350,9130 00For
American Century335,0280 00For
Columbia Threadneedle231,2200 00For
EA Series Trust00 198,2660Abstain
Victory Capital183,7950 00For
Russell Investments175,3550 00For
Segall Bryant & Hamill Trust161,0490 00For
Lincoln Financial159,7580 00For
Equitable154,2990 00For
OLD WESTBURY FUNDS INC143,5860 00For
First Trust130,8060 00For
AIG/SunAmerica109,3110 00For
WisdomTree102,5960 00For
JPMorgan79,7350 016,309Mixed
Jackson National79,8290 00For
SEI76,7620 00For

Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.

10. Elect Director: Robin A. Doyle

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

99.6% Majority: yes · of votes cast

FOR 99.6%
FOR: 36,996,280WITHHELD: 139,722
Details: description as filed, official tally, votes by 81 asset managers

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.

FOR
FOR: 17,953,945NOT VOTED: 32,470
Largest asset managers voting on “Election of Directors: Robin A. Doyle” at National Bank Holdings Corporation, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard4,424,0080 00For
BlackRock4,044,6360 00For
Charles Schwab1,481,8430 00For
Fidelity934,0820 00For
WILLIAM BLAIR FUNDS753,1510 00For
Dimensional684,1090 00For
T. Rowe Price641,0780 00For
TIAA616,9240 00For
AMERICAN BEACON FUNDS548,0610 00For
Ultimus Managers Trust350,9130 00For
American Century335,0280 00For
Columbia Threadneedle231,2200 00For
EA Series Trust198,2660 00For
Victory Capital183,7950 00For
Russell Investments175,3550 00For
Segall Bryant & Hamill Trust161,0490 00For
Lincoln Financial159,7580 00For
Equitable154,2990 00For
OLD WESTBURY FUNDS INC143,5860 00For
First Trust130,8060 00For
AIG/SunAmerica109,3110 00For
WisdomTree102,5960 00For
JPMorgan96,0440 00For
Jackson National79,8290 00For
SEI76,7620 00For

Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.

11. 4. The Amended and Restated National Bank Holdings Corporation 2023 Omnibus Incentive Plan

Official resultCOMPENSATIONReported outcome: Approved

Combines 2 wordings of this item as funds reported it.

95% Approved · of votes cast

FOR 95%
FOR: 34,693,675AGAINST: 1,757,113
Details: description as filed, official tally, votes by 83 asset managers

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.

FOR
FOR: 16,975,683AGAINST: 979,583NOT VOTED: 32,470
Largest asset managers voting on “TO APPROVE THE PROPOSED AMENDED AND RESTATED NATIONAL BANK HOLDINGS CORPORATION 2023 OMNIBUS INCENTIVE PLAN.” at National Bank Holdings Corporation, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard4,423,99810 00For
BlackRock4,044,6360 00For
Charles Schwab1,481,8430 00For
Fidelity934,0820 00For
WILLIAM BLAIR FUNDS753,1510 00For
Dimensional684,1090 00For
T. Rowe Price641,0780 00For
TIAA0616,924 00Against
AMERICAN BEACON FUNDS548,0610 00For
Ultimus Managers Trust350,9130 00For
American Century0335,028 00Against
Columbia Threadneedle231,2200 00For
EA Series Trust198,2660 00For
Victory Capital183,7950 00For
Russell Investments175,3550 00For
Segall Bryant & Hamill Trust161,0490 00For
Lincoln Financial159,7580 00For
Equitable154,2990 00For
OLD WESTBURY FUNDS INC143,5860 00For
First Trust130,8060 00For
AIG/SunAmerica109,3110 00For
WisdomTree102,5960 00For
JPMorgan96,0440 00For
Jackson National79,8290 00For
SEI76,7620 00For

Showing the 25 largest of 83 asset managers. See all 83 in the interactive database.

12. 3. On an advisory non-binding basis, the compensation paid to the Company's named executive officers, based upon the…

Official resultFund totals may overlapSECTION 14A SAY-ON-PAY VOTESReported outcome: Approved

Combines 3 wordings of this item as funds reported it.

96% Approved · of votes cast

FOR 96%
FOR: 34,868,918AGAINST: 1,583,310
Details: description as filed, official tally, votes by 251 asset managers

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).

Fund voting reports: 82 asset managers voting on “To adopt a resolution approving, on an advisory, non- binding basis, the compensation paid to the Company's na” at National Bank Holdings Corporation, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard4,423,99512 00For
BlackRock4,044,6360 00For
Charles Schwab1,481,8430 00For
Fidelity934,0820 00For
WILLIAM BLAIR FUNDS753,1510 00For
Dimensional684,1090 00For
T. Rowe Price641,0780 00For
TIAA0616,924 00Against
AMERICAN BEACON FUNDS548,0610 00For
Ultimus Managers Trust350,9130 00For
American Century335,0280 00For
Columbia Threadneedle231,2200 00For
EA Series Trust198,2660 00For
Victory Capital183,7950 00For
Russell Investments175,3550 00For
Segall Bryant & Hamill Trust161,0490 00For
Lincoln Financial159,7580 00For
Equitable154,2990 00For
OLD WESTBURY FUNDS INC143,5860 00For
First Trust130,8060 00For
AIG/SunAmerica109,3110 00For
WisdomTree102,5960 00For
JPMorgan96,0440 00For
Jackson National79,8290 00For
SEI76,7620 00For

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.

Institutional-manager reports: 187 asset managers voting on “To adopt a resolution approving, on an advisory, non- binding basis, the compensation paid to the Company's na” at National Bank Holdings Corporation, 2025-2026
Asset managerForAgainst AbstainWithheldVote
WILLIAM BLAIR INVESTMENT MANAGEMENT, LLC1,923,7830 00For
Charles Schwab1,536,9210 00For
Wellington1,295,1650 00For
T. Rowe Price1,267,9590 00For
BlackRock1,006,1480 00For
GEODE CAPITAL MANAGEMENT, LLC1,001,8260 00For
DEPRINCE RACE & ZOLLO INC784,3600 00For
WESTWOOD HOLDINGS GROUP INC756,5480 00For
SEGALL BRYANT & HAMILL, LLC702,3440 00For
Nuveen0635,998 00Against
KENNEDY CAPITAL MANAGEMENT LLC627,6350 00For
Aristotle Capital Boston, LLC436,5620 00For
Leeward Investments, LLC - MA425,7350 00For
Northern Trust380,6190 00For
Russell Investments373,3900 00For
Vanguard348,8300 00For
American Century347,1000 00For
AQR333,1080 00For
MALTESE CAPITAL MANAGEMENT LLC306,2770 00For
Renaissance295,5800 00For
BESSEMER INVESTMENT MANAGEMENT LLC287,1720 00For
Victory Capital248,7780 00For
ENDEAVOUR CAPITAL ADVISORS INC231,4890 00For
PRINCIPAL GLOBAL INVESTORS218,7800 00For
MELLON INVESTMENTS Corp197,4380 00For

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.

13. 2. The appointment of KPMG LLP as the Company's independent registered public accounting firm for the year ending…

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 2 wordings of this item as funds reported it.

99.4% Approved · of votes cast

FOR 99.4%
FOR: 38,186,525AGAINST: 197,009
Details: description as filed, official tally, votes by 82 asset managers

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.

FOR
FOR: 17,955,196NOT VOTED: 32,470
Largest asset managers voting on “TO RATIFY THE APPOINTMENT OF KPMG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2026.” at National Bank Holdings Corporation, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard4,424,0080 00For
BlackRock4,044,6360 00For
Charles Schwab1,481,8430 00For
Fidelity934,0820 00For
WILLIAM BLAIR FUNDS753,1510 00For
Dimensional684,1090 00For
T. Rowe Price641,0780 00For
TIAA616,9240 00For
AMERICAN BEACON FUNDS548,0610 00For
Ultimus Managers Trust350,9130 00For
American Century335,0280 00For
Columbia Threadneedle231,2200 00For
EA Series Trust198,2660 00For
Victory Capital183,7950 00For
Russell Investments175,3550 00For
Segall Bryant & Hamill Trust161,0490 00For
Lincoln Financial159,7580 00For
Equitable154,2990 00For
OLD WESTBURY FUNDS INC143,5860 00For
First Trust130,8060 00For
AIG/SunAmerica109,3110 00For
WisdomTree102,5960 00For
JPMorgan96,0440 00For
Jackson National79,8290 00For
SEI76,7620 00For

Showing the 25 largest of 82 asset managers. See all 82 in the interactive database.

Largest National Bank Holdings Corporation shareholders voting in 2025-2026

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.

Fund voting reports: top National Bank Holdings Corporation shareholders by shares voted on “To adopt a resolution approving, on an advisory, non- binding basis, the compensation paid to…”, 2025-2026
#Asset manager % of shares outstanding
1Vanguard 9.90%
2BlackRock 9.05%
3Charles Schwab 3.32%
4Fidelity 2.09%
5WILLIAM BLAIR FUNDS 1.69%
6Dimensional 1.53%
7T. Rowe Price 1.43%
8TIAA 1.38%
9AMERICAN BEACON FUNDS 1.23%
10Ultimus Managers Trust 0.79%
Institutional-manager reports: top National Bank Holdings Corporation shareholders by shares voted on “To adopt a resolution approving, on an advisory, non- binding basis, the compensation paid to…”, 2025-2026
#Asset manager % of shares outstanding
1WILLIAM BLAIR INVESTMENT MANAGEMENT, LLC 4.30%
2Charles Schwab 3.44%
3Wellington 2.90%
4T. Rowe Price 2.84%
5BlackRock 2.25%
6GEODE CAPITAL MANAGEMENT, LLC 2.24%
7DEPRINCE RACE & ZOLLO INC 1.76%
8WESTWOOD HOLDINGS GROUP INC 1.69%
9SEGALL BRYANT & HAMILL, LLC 1.57%
10Nuveen 1.42%

Reported National Bank Holdings Corporation 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.

National Bank Holdings Corporation holdings and ownership disclosed for the 2025-2026 proxy season
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.

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 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.