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NATIONAL HEALTHCARE CORP. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and NATIONAL HEALTHCARE CORP.’s Form 8-K, filed May 13, 2025 (Item 5.07 on EDGAR). Page generated October 14, 2026.

4Ballot items
235Asset managers
1,272Fund votes
May 8, 2025Meeting date

Results at a glance

Meeting of May 8, 2025: 4 items on NATIONAL HEALTHCARE CORP.’s Form 8-K, filed May 13, 2025: 4 without a stated outcome.

Material dissent

Elect Director: Richard F. LaRoche 74% of votes cast Outcome not stated Director under 80%

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 HEALTHCARE CORP. in the interactive database Compare manager voting policies

Official 2024-2025 meeting results reported by NATIONAL HEALTHCARE CORP.

These tallies are NATIONAL HEALTHCARE CORP.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 13, 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.

NATIONAL HEALTHCARE CORP. — official shareholder meeting results, meeting held May 8, 2025
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Support (of votes cast)	Reported outcome	Voting standard
Elect Director: Stephen F. Flatt	12,891,818	94,786	9,870	--	--	99.2%	Not verified	—
Elect Director: Richard F. LaRoche	9,670,492	3,319,813	6,169	--	--	74%	Not verified	—
Elect Director: Sandra Y. Trail	11,718,150	1,265,760	12,564	--	--	90%	Not verified	—
2. To consider an advisory vote on the compensation of our Named Executive Officers	12,498,222	477,555	20,697	--	--	96%	Not verified	—

Source: NATIONAL HEALTHCARE CORP., Form 8-K, filed with the SEC on May 13, 2025 — read the filing on EDGAR.

How asset managers voted at the NATIONAL HEALTHCARE CORP. 2024-2025 meeting

Each item below shows how the 235 asset managers that disclosed a NATIONAL HEALTHCARE CORP. 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: Richard F. LaRoche

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

74% Majority: yes · of votes cast

FOR 74%AGAINST

FOR: 9,670,492AGAINST: 3,319,813

Details: description as filed, official tally, votes by 80 asset managers

Description as filed by funds: The re-election of directors to hold office for a three (3) year term and until their successors have been duly elected and qualified: Richard F. LaRoche

NATIONAL HEALTHCARE CORP.’s own tally for this item (“Elect Director: Richard F. LaRoche”): 9,670,492 for, 3,319,813 against, per its Form 8-K filed May 13, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 74% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 80 asset managers below reported 3,272,900 for, 2,070,753 against, 1,130 abstained.

FORAGAINST

FOR: 3,272,900AGAINST: 2,070,753ABSTAIN: 1,130

Largest asset managers voting on “The re-election of directors to hold office for a three (3) year term and until their successors have been dul” at NATIONAL HEALTHCARE CORP., 2024-2025
Asset manager	For	Against	Vote
Vanguard	1,502,835	475	For
BlackRock	0	1,403,092	Against
Dimensional	867,017	0	For
Fidelity	268,180	5,893	For
State Street	309	195,044	Against
Charles Schwab	186,797	0	For
ALPS ETF Trust	150,584	0	For
Invesco	0	111,835	Against
Northern Trust	0	54,915	Against
WisdomTree	0	42,629	Against
Equitable	0	32,408	Against
American Century	32,282	0	For
Allspring	29,750	0	For
TIAA	0	28,664	Against
Jackson National	4,380	22,326	Mixed
First Trust	25,906	0	For
Columbia Threadneedle	0	24,922	Against
QUANTITATIVE MASTER SERIES LLC	0	21,059	Against
Lincoln Financial	10,240	9,075	Mixed
Elevation Series Trust	17,778	0	For
Transamerica	0	16,800	Against
Advisors' Inner Circle Fund III	0	16,766	Against
TARGET PORTFOLIO TRUST	15,700	0	For
DWS	15,324	0	For
BNY Mellon	0	14,017	Against

Showing the 25 largest of 80 asset managers. See all 80 in the interactive database.

2. Elect Director: Sandra Y. Trail

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 3 wordings of this item as funds reported it.

90% Majority: yes · of votes cast

FOR 90%

FOR: 11,718,150AGAINST: 1,265,760

Details: description as filed, official tally, votes by 80 asset managers

Description as filed by funds: The re-election of directors to hold office for a three (3) year term and until their successors have been duly elected and qualified: Sandra Y. Trail

NATIONAL HEALTHCARE CORP.’s own tally for this item (“Elect Director: Sandra Y. Trail”): 11,718,150 for, 1,265,760 against, per its Form 8-K filed May 13, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 90% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 80 asset managers below reported 4,751,290 for, 592,363 against, 1,130 abstained.

FOR

FOR: 4,751,290AGAINST: 592,363ABSTAIN: 1,130

Largest asset managers voting on “The re-election of directors to hold office for a three (3) year term and until their successors have been dul” at NATIONAL HEALTHCARE CORP., 2024-2025
Asset manager	For	Against	Vote
Vanguard	1,502,835	475	For
BlackRock	1,399,330	3,762	For
Dimensional	867,017	0	For
Fidelity	274,073	0	For
State Street	309	195,044	Against
Charles Schwab	0	186,797	Against
ALPS ETF Trust	150,584	0	For
Invesco	111,835	0	For
Northern Trust	54,915	0	For
WisdomTree	0	42,629	Against
Equitable	19,962	12,446	Mixed
American Century	32,282	0	For
Allspring	29,750	0	For
TIAA	0	28,664	Against
Jackson National	4,380	22,326	Mixed
First Trust	25,906	0	For
Columbia Threadneedle	0	24,922	Against
QUANTITATIVE MASTER SERIES LLC	21,059	0	For
Lincoln Financial	10,240	9,075	Mixed
Elevation Series Trust	17,778	0	For
Transamerica	0	16,800	Against
Advisors' Inner Circle Fund III	16,766	0	For
TARGET PORTFOLIO TRUST	15,700	0	For
DWS	15,324	0	For
BNY Mellon	0	14,017	Against

Showing the 25 largest of 80 asset managers. See all 80 in the interactive database.

3. Elect Director: Stephen F. Flatt

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 3 wordings of this item as funds reported it.

99.2% Majority: yes · of votes cast

FOR 99.2%

FOR: 12,891,818AGAINST: 94,786

Details: description as filed, official tally, votes by 80 asset managers

Description as filed by funds: The re-election of directors to hold office for a three (3) year term and until their successors have been duly elected and qualified: Stephen F. Flatt

NATIONAL HEALTHCARE CORP.’s own tally for this item (“Elect Director: Stephen F. Flatt”): 12,891,818 for, 94,786 against, per its Form 8-K filed May 13, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.2% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 80 asset managers below reported 5,340,480 for, 3,173 against, 1,130 abstained.

FOR

FOR: 5,340,480AGAINST: 3,173ABSTAIN: 1,130

Largest asset managers voting on “The re-election of directors to hold office for a three (3) year term and until their successors have been dul” at NATIONAL HEALTHCARE CORP., 2024-2025
Asset manager	For	Against	Vote
Vanguard	1,503,310	0	For
BlackRock	1,403,092	0	For
Dimensional	867,017	0	For
Fidelity	274,073	0	For
State Street	195,345	8	For
Charles Schwab	186,797	0	For
ALPS ETF Trust	150,584	0	For
Invesco	111,835	0	For
Northern Trust	54,915	0	For
WisdomTree	42,629	0	For
Equitable	32,408	0	For
American Century	32,282	0	For
Allspring	29,750	0	For
TIAA	28,664	0	For
Jackson National	26,706	0	For
First Trust	25,906	0	For
Columbia Threadneedle	24,922	0	For
QUANTITATIVE MASTER SERIES LLC	21,059	0	For
Lincoln Financial	19,315	0	For
Elevation Series Trust	17,778	0	For
Transamerica	16,800	0	For
Advisors' Inner Circle Fund III	16,766	0	For
TARGET PORTFOLIO TRUST	15,700	0	For
DWS	15,324	0	For
BNY Mellon	14,017	0	For

Showing the 25 largest of 80 asset managers. See all 80 in the interactive database.

4. 2. To consider an advisory vote on the compensation of our Named Executive Officers

Outcome not verified Fund totals may overlapSECTION 14A SAY-ON-PAY VOTESReported outcome: Not verified

Combines 7 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%

FOR: 12,498,222AGAINST: 477,555

Details: description as filed, official tally, votes by 235 asset managers

Description as filed by funds: To consider an advisory vote on the compensation of our named executive officers.

NATIONAL HEALTHCARE CORP.’s own tally for this item (“2. To consider an advisory vote on the compensation of our Named Executive Officers”): 12,498,222 for, 477,555 against, per its Form 8-K filed May 13, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
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: 80 asset managers voting on “To consider an advisory vote on the compensation of our named executive officers.” at NATIONAL HEALTHCARE CORP., 2024-2025
Asset manager	For	Against	Vote
Vanguard	1,503,309	1	For
BlackRock	1,403,092	0	For
Dimensional	867,017	0	For
Fidelity	274,073	0	For
State Street	195,308	45	For
Charles Schwab	186,797	0	For
ALPS ETF Trust	150,584	0	For
Invesco	0	111,835	Against
Northern Trust	54,915	0	For
WisdomTree	42,629	0	For
Equitable	32,408	0	For
American Century	0	32,282	Against
Allspring	29,750	0	For
TIAA	28,664	0	For
Jackson National	26,706	0	For
First Trust	25,906	0	For
Columbia Threadneedle	0	24,922	Against
QUANTITATIVE MASTER SERIES LLC	21,059	0	For
Lincoln Financial	19,315	0	For
Elevation Series Trust	17,778	0	For
Transamerica	16,800	0	For
Advisors' Inner Circle Fund III	16,766	0	For
TARGET PORTFOLIO TRUST	15,700	0	For
DWS	15,324	0	For
BNY Mellon	14,017	0	For

Fund voting reports, all 80 managers: 5,166,092 for, 188,306 against, 1,130 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 177 asset managers voting on “To consider an advisory vote on the compensation of our named executive officers.” at NATIONAL HEALTHCARE CORP., 2024-2025
Asset manager	For	Against	Vote
BlackRock	465,183	14,479	For
State Street	456,323	5,546	For
GEODE CAPITAL MANAGEMENT, LLC	301,188	0	For
Renaissance	257,609	0	For
Charles Schwab	194,884	0	For
Invesco	0	168,912	Against
Northern Trust	105,433	977	For
Dimensional	89,064	0	For
MELLON INVESTMENTS Corp	73,051	0	For
PRINCIPAL GLOBAL INVESTORS	67,062	0	For
SYSTEMATIC FINANCIAL MANAGEMENT LP	54,604	3,950	Mixed
BROWN BROTHERS HARRIMAN & CO	43,500	0	For
Hood River Capital Management LLC	40,690	0	For
Allspring	36,121	0	For
JPMorgan	34,736	0	For
SEGALL BRYANT & HAMILL, LLC	33,988	0	For
American Century	0	32,386	Against
Vanguard	31,724	0	For
Nuveen	29,322	0	For
PARAMETRIC PORTFOLIO ASSOCIATES LLC	0	29,158	Against
Prudential/PGIM	27,852	0	For
Two Sigma	24,708	0	For
Rhumbline	22,773	653	For
Legal & General Investment Management America Inc	0	21,460	Against
Lazard	0	18,174	Against

Institutional-manager reports, all 177 managers: 2,726,831 for, 372,617 against, 283 abstained. Showing the 25 largest; see all in the interactive database.

Largest NATIONAL HEALTHCARE CORP. shareholders voting in 2024-2025

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 15,464,856 shares outstanding at the time of that meeting.

Fund voting reports: top NATIONAL HEALTHCARE CORP. shareholders by shares voted on “To consider an advisory vote on the compensation of our named executive officers.”, 2024-2025
#	Asset manager	% of shares outstanding
1	Vanguard	9.72%
2	BlackRock	9.07%
3	Dimensional	5.61%
4	Fidelity	1.77%
5	State Street	1.26%
6	Charles Schwab	1.21%
7	ALPS ETF Trust	0.97%
8	Invesco	0.72%
9	Northern Trust	0.36%
10	WisdomTree	0.28%

Institutional-manager reports: top NATIONAL HEALTHCARE CORP. shareholders by shares voted on “To consider an advisory vote on the compensation of our named executive officers.”, 2024-2025
#	Asset manager	% of shares outstanding
1	BlackRock	3.10%
2	State Street	2.99%
3	GEODE CAPITAL MANAGEMENT, LLC	1.95%
4	Renaissance	1.67%
5	Charles Schwab	1.26%
6	Invesco	1.09%
7	Northern Trust	0.69%
8	Dimensional	0.58%
9	MELLON INVESTMENTS Corp	0.47%
10	PRINCIPAL GLOBAL INVESTORS	0.43%

Reported NATIONAL HEALTHCARE CORP. 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 HEALTHCARE CORP. holdings and ownership disclosed for the 2024-2025 proxy season
Holder	% outstanding	Disclosure
BlackRock	12.66%	13F
Vanguard Group	9.18%	13F
Dimensional Fund Advisors	6.36%	13F
State Street	3.21%	13F
Renaissance Technologies	2.61%	13F
Geode Capital	1.97%	13F
Charles Schwab	1.22%	13F
Northern Trust	1.20%	13F
BNY Mellon	0.76%	13F
Morgan Stanley	0.58%	13F

Percentages above are of 15,464,856 shares outstanding, as reported by NATIONAL HEALTHCARE CORP. 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.

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 HEALTHCARE CORP.’s 10-Q dated March 31, 2025. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.

At NATIONAL HEALTHCARE CORP.'s shareholder meeting held May 8, 2025, in the 2024-2025 proxy season, 235 asset managers reported how they voted on 4 ballot items in their SEC Form N-PX filings, covering 1,272 separate fund positions. On the most widely held item on that ballot — To consider an advisory vote on the compensation of our named executive officers. — FOR was 96% 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), which is more than half. Whether the item was approved is for the filing to say; that statement has not been read for this item. Source: NATIONAL HEALTHCARE CORP.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 13, 2025.

NATIONAL HEALTHCARE CORP. proxy season coverage: 2023-2024 · 2024-2025 (this page) · 2025-2026.

Download data (CSV): ballot items · votes by manager · column guide.