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Compiled from SEC Form N-PX filings and O'Reilly Automotive, Inc.’s Form 8-K, filed May 18, 2026 (Item 5.07 on EDGAR). Page generated October 13, 2026.
Meeting of May 14, 2026: 12 items on O'Reilly Automotive, Inc.’s Form 8-K, filed May 18, 2026: 9 elected · 2 approved · 1 not 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 · This season’s results screens
Explore O'Reilly Automotive, Inc. in the interactive database Compare manager voting policies
These tallies are O'Reilly Automotive, Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 18, 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: Greg Henslee | 648,415,986 | 20,791,455 | 603,428 | -- | 71,176,543 | 97% | Elected | — |
| Elect Director: David O'Reilly | 657,799,298 | 11,417,507 | 594,064 | -- | 71,176,543 | 98% | Elected | — |
| Elect Director: Thomas T. Hendrickson | 618,655,349 | 50,170,330 | 985,190 | -- | 71,176,543 | 92% | Elected | — |
| Elect Director: Kimberly A. deBeers | 658,322,099 | 10,404,178 | 1,084,592 | -- | 71,176,543 | 98% | Elected | — |
| Elect Director: Gregory D. Johnson | 651,505,957 | 17,708,963 | 595,949 | -- | 71,176,543 | 97% | Elected | — |
| Elect Director: John R. Murphy | 590,614,390 | 78,226,419 | 970,060 | -- | 71,176,543 | 88% | Elected | — |
| Elect Director: Dana M. Perlman | 607,479,377 | 61,621,994 | 709,498 | -- | 71,176,543 | 91% | Elected | — |
| Elect Director: Maria A. Sastre | 664,084,203 | 5,012,735 | 713,931 | -- | 71,176,543 | 99.2% | Elected | — |
| Elect Director: Fred Whitfield | 654,774,001 | 13,707,200 | 1,329,668 | -- | 71,176,543 | 98% | Elected | — |
| The shareholders voted to approve, by a non-binding, advisory vote, the 2025 compensation of the Company's Named Executive Officers (NEOs). | 613,777,069 | 53,995,103 | 2,038,697 | -- | 71,176,543 | 92% | Approved | — |
| (c) The shareholders voted to ratify the appointment of Ernst & Young LLP, as the Company's independent auditors for the fiscal year ending December 31, 2026. | 695,116,311 | 45,241,655 | 629,446 | -- | -- | 94% | Approved | — |
| The shareholders voted against the shareholder proposal entitled "Avoid Brand Damage due to Corporate Political Spending. | 292,670,896 | 369,391,768 | 7,748,205 | -- | 71,176,543 | 44% | Not approved | — |
Source: O'Reilly Automotive, Inc., Form 8-K, filed with the SEC on May 18, 2026 — read the filing on EDGAR.
Each item below shows how the 1,174 asset managers that disclosed a O'Reilly Automotive, Inc. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report.
Combines 5 wordings of this item as funds reported it.
91% Majority: yes · of votes cast
Description as filed by funds: Election of Director Nominees: Dana M. Perlman
O'Reilly Automotive, Inc.’s own tally for this item (“Elect Director: Dana M. Perlman”): 607,479,377 for, 61,621,994 against, per its Form 8-K filed May 18, 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: “A brief description of each proposal, along with the outcome and tabulation of voting results, is set forth below: (a) The individuals listed in the table below were elected as directors, to hold office until the annual meeting of the Company's shareholders in 2027 and until his or her successor ha…”
Support: 91% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 197 asset managers below reported 251,381,773 for, 12,078,813 against, 85,105 abstained, 638 not voted, 2,550 unknown.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 77,404,912 | 320 | 3 | 0 | For |
| Fidelity | 32,288,490 | 0 | 0 | 0 | For |
| Invesco | 25,375,478 | 0 | 0 | 0 | For |
| BlackRock | 23,232,963 | 0 | 0 | 0 | For |
| Principal | 14,883,388 | 0 | 0 | 0 | For |
| TIAA | 13,810,484 | 0 | 0 | 0 | For |
| State Street | 23,000 | 8,375,907 | 0 | 0 | Against |
| Charles Schwab | 6,170,907 | 0 | 0 | 0 | For |
| MFS | 5,304,476 | 0 | 0 | 0 | For |
| JPMorgan | 3,413,517 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,512,570 | 0 | 0 | 0 | For |
| HARBOR FUNDS | 2,440,677 | 0 | 0 | 0 | For |
| Victory Capital | 2,384,090 | 0 | 0 | 0 | For |
| Prudential/PGIM | 2,304,657 | 0 | 0 | 0 | For |
| Capital Group | 2,225,938 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 2,164,278 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 2,020,496 | 0 | 0 | 0 | For |
| Jackson National | 1,034,102 | 969,767 | 0 | 0 | Mixed |
| New York Life | 1,950,196 | 0 | 0 | 0 | For |
| American Century | 1,539,930 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 1,305,725 | 0 | 0 | 0 | For |
| ProShares | 1,269,836 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 0 | 1,182,766 | 0 | 0 | Against |
| Equitable | 927,119 | 17,802 | 0 | 0 | For |
| Gabelli | 856,750 | 0 | 0 | 0 | For |
Showing the 25 largest of 197 asset managers. See all 197 in the interactive database.
Combines 5 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: Election of Director Nominees: David O'Reilly
O'Reilly Automotive, Inc.’s own tally for this item (“Elect Director: David O'Reilly”): 657,799,298 for, 11,417,507 against, per its Form 8-K filed May 18, 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: “A brief description of each proposal, along with the outcome and tabulation of voting results, is set forth below: (a) The individuals listed in the table below were elected as directors, to hold office until the annual meeting of the Company's shareholders in 2027 and until his or her successor ha…”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 197 asset managers below reported 263,332,392 for, 128,191 against, 85,104 abstained, 638 not voted, 2,550 unknown.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 77,405,173 | 57 | 2 | 0 | For |
| Fidelity | 32,288,490 | 0 | 0 | 0 | For |
| Invesco | 25,375,478 | 0 | 0 | 0 | For |
| BlackRock | 23,232,963 | 0 | 0 | 0 | For |
| Principal | 14,883,388 | 0 | 0 | 0 | For |
| TIAA | 13,810,484 | 0 | 0 | 0 | For |
| State Street | 8,398,802 | 105 | 0 | 0 | For |
| Charles Schwab | 6,170,907 | 0 | 0 | 0 | For |
| MFS | 5,304,476 | 0 | 0 | 0 | For |
| JPMorgan | 3,413,517 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,512,570 | 0 | 0 | 0 | For |
| HARBOR FUNDS | 2,440,677 | 0 | 0 | 0 | For |
| Victory Capital | 2,384,090 | 0 | 0 | 0 | For |
| Prudential/PGIM | 2,304,657 | 0 | 0 | 0 | For |
| Capital Group | 2,225,938 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 2,164,278 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 2,020,496 | 0 | 0 | 0 | For |
| Jackson National | 2,003,869 | 0 | 0 | 0 | For |
| New York Life | 1,950,196 | 0 | 0 | 0 | For |
| American Century | 1,539,930 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 1,305,725 | 0 | 0 | 0 | For |
| ProShares | 1,269,836 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 1,182,766 | 0 | 0 | 0 | For |
| Equitable | 927,119 | 17,802 | 0 | 0 | For |
| Gabelli | 856,750 | 0 | 0 | 0 | For |
Showing the 25 largest of 197 asset managers. See all 197 in the interactive database.
Combines 5 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: Election of Director Nominees: Fred Whitfield
O'Reilly Automotive, Inc.’s own tally for this item (“Elect Director: Fred Whitfield”): 654,774,001 for, 13,707,200 against, per its Form 8-K filed May 18, 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: “A brief description of each proposal, along with the outcome and tabulation of voting results, is set forth below: (a) The individuals listed in the table below were elected as directors, to hold office until the annual meeting of the Company's shareholders in 2027 and until his or her successor ha…”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 197 asset managers below reported 263,138,321 for, 322,260 against, 85,109 abstained, 638 not voted, 2,550 unknown.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 77,405,171 | 56 | 7 | 0 | For |
| Fidelity | 32,288,490 | 0 | 0 | 0 | For |
| Invesco | 25,375,478 | 0 | 0 | 0 | For |
| BlackRock | 23,232,963 | 0 | 0 | 0 | For |
| Principal | 14,883,388 | 0 | 0 | 0 | For |
| TIAA | 13,810,484 | 0 | 0 | 0 | For |
| State Street | 8,398,907 | 0 | 0 | 0 | For |
| Charles Schwab | 6,170,907 | 0 | 0 | 0 | For |
| MFS | 5,304,476 | 0 | 0 | 0 | For |
| JPMorgan | 3,413,517 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,512,570 | 0 | 0 | 0 | For |
| HARBOR FUNDS | 2,440,677 | 0 | 0 | 0 | For |
| Victory Capital | 2,384,090 | 0 | 0 | 0 | For |
| Prudential/PGIM | 2,304,657 | 0 | 0 | 0 | For |
| Capital Group | 2,225,938 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 2,164,278 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 2,020,496 | 0 | 0 | 0 | For |
| Jackson National | 2,003,869 | 0 | 0 | 0 | For |
| New York Life | 1,950,196 | 0 | 0 | 0 | For |
| American Century | 1,539,930 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 1,305,725 | 0 | 0 | 0 | For |
| ProShares | 1,269,836 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 1,182,766 | 0 | 0 | 0 | For |
| Equitable | 927,119 | 17,802 | 0 | 0 | For |
| Gabelli | 856,750 | 0 | 0 | 0 | For |
Showing the 25 largest of 197 asset managers. See all 197 in the interactive database.
Combines 6 wordings of this item as funds reported it.
97% Majority: yes · of votes cast
Description as filed by funds: Election of Director Nominees: Greg Henslee
O'Reilly Automotive, Inc.’s own tally for this item (“Elect Director: Greg Henslee”): 648,415,986 for, 20,791,455 against, per its Form 8-K filed May 18, 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: “A brief description of each proposal, along with the outcome and tabulation of voting results, is set forth below: (a) The individuals listed in the table below were elected as directors, to hold office until the annual meeting of the Company's shareholders in 2027 and until his or her successor ha…”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 197 asset managers below reported 262,996,243 for, 464,342 against, 85,104 abstained, 638 not voted, 2,550 unknown.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 77,346,459 | 58,771 | 2 | 0 | For |
| Fidelity | 32,288,490 | 0 | 0 | 0 | For |
| Invesco | 25,375,478 | 0 | 0 | 0 | For |
| BlackRock | 23,228,098 | 4,865 | 0 | 0 | For |
| Principal | 14,883,388 | 0 | 0 | 0 | For |
| TIAA | 13,810,484 | 0 | 0 | 0 | For |
| State Street | 8,398,802 | 105 | 0 | 0 | For |
| Charles Schwab | 6,170,907 | 0 | 0 | 0 | For |
| MFS | 5,304,476 | 0 | 0 | 0 | For |
| JPMorgan | 3,413,517 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,512,570 | 0 | 0 | 0 | For |
| HARBOR FUNDS | 2,440,677 | 0 | 0 | 0 | For |
| Victory Capital | 2,384,090 | 0 | 0 | 0 | For |
| Prudential/PGIM | 2,304,657 | 0 | 0 | 0 | For |
| Capital Group | 2,225,938 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 2,164,278 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 2,020,496 | 0 | 0 | 0 | For |
| Jackson National | 2,003,869 | 0 | 0 | 0 | For |
| New York Life | 1,950,196 | 0 | 0 | 0 | For |
| American Century | 1,539,930 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 1,305,725 | 0 | 0 | 0 | For |
| ProShares | 1,269,836 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 1,182,766 | 0 | 0 | 0 | For |
| Equitable | 927,119 | 17,802 | 0 | 0 | For |
| Gabelli | 856,750 | 0 | 0 | 0 | For |
Showing the 25 largest of 197 asset managers. See all 197 in the interactive database.
Combines 5 wordings of this item as funds reported it.
97% Majority: yes · of votes cast
Description as filed by funds: Election of Director Nominees: Gregory D. Johnson
O'Reilly Automotive, Inc.’s own tally for this item (“Elect Director: Gregory D. Johnson”): 651,505,957 for, 17,708,963 against, per its Form 8-K filed May 18, 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: “A brief description of each proposal, along with the outcome and tabulation of voting results, is set forth below: (a) The individuals listed in the table below were elected as directors, to hold office until the annual meeting of the Company's shareholders in 2027 and until his or her successor ha…”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 197 asset managers below reported 263,363,939 for, 96,646 against, 85,104 abstained, 638 not voted, 2,550 unknown.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 77,405,141 | 91 | 2 | 0 | For |
| Fidelity | 32,288,490 | 0 | 0 | 0 | For |
| Invesco | 25,375,478 | 0 | 0 | 0 | For |
| BlackRock | 23,232,963 | 0 | 0 | 0 | For |
| Principal | 14,883,388 | 0 | 0 | 0 | For |
| TIAA | 13,810,484 | 0 | 0 | 0 | For |
| State Street | 8,398,802 | 105 | 0 | 0 | For |
| Charles Schwab | 6,170,907 | 0 | 0 | 0 | For |
| MFS | 5,304,476 | 0 | 0 | 0 | For |
| JPMorgan | 3,413,517 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,512,570 | 0 | 0 | 0 | For |
| HARBOR FUNDS | 2,440,677 | 0 | 0 | 0 | For |
| Victory Capital | 2,384,090 | 0 | 0 | 0 | For |
| Prudential/PGIM | 2,304,657 | 0 | 0 | 0 | For |
| Capital Group | 2,225,938 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 2,164,278 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 2,020,496 | 0 | 0 | 0 | For |
| Jackson National | 2,003,869 | 0 | 0 | 0 | For |
| New York Life | 1,950,196 | 0 | 0 | 0 | For |
| American Century | 1,539,930 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 1,305,725 | 0 | 0 | 0 | For |
| ProShares | 1,269,836 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 1,182,766 | 0 | 0 | 0 | For |
| Equitable | 927,119 | 17,802 | 0 | 0 | For |
| Gabelli | 856,750 | 0 | 0 | 0 | For |
Showing the 25 largest of 197 asset managers. See all 197 in the interactive database.
Combines 5 wordings of this item as funds reported it.
88% Majority: yes · of votes cast
Description as filed by funds: Election of Director Nominees: John R. Murphy
O'Reilly Automotive, Inc.’s own tally for this item (“Elect Director: John R. Murphy”): 590,614,390 for, 78,226,419 against, per its Form 8-K filed May 18, 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: “A brief description of each proposal, along with the outcome and tabulation of voting results, is set forth below: (a) The individuals listed in the table below were elected as directors, to hold office until the annual meeting of the Company's shareholders in 2027 and until his or her successor ha…”
Support: 88% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 197 asset managers below reported 253,289,891 for, 10,170,693 against, 85,107 abstained, 638 not voted, 2,550 unknown.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 77,404,863 | 367 | 5 | 0 | For |
| Fidelity | 32,288,490 | 0 | 0 | 0 | For |
| Invesco | 25,375,478 | 0 | 0 | 0 | For |
| BlackRock | 23,232,963 | 0 | 0 | 0 | For |
| Principal | 14,883,388 | 0 | 0 | 0 | For |
| TIAA | 13,810,484 | 0 | 0 | 0 | For |
| State Street | 22,895 | 8,376,012 | 0 | 0 | Against |
| Charles Schwab | 6,170,907 | 0 | 0 | 0 | For |
| MFS | 5,304,476 | 0 | 0 | 0 | For |
| JPMorgan | 3,413,517 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,512,570 | 0 | 0 | 0 | For |
| HARBOR FUNDS | 2,440,677 | 0 | 0 | 0 | For |
| Victory Capital | 2,384,090 | 0 | 0 | 0 | For |
| Prudential/PGIM | 2,304,657 | 0 | 0 | 0 | For |
| Capital Group | 2,225,938 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 2,164,278 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 2,020,496 | 0 | 0 | 0 | For |
| Jackson National | 2,003,869 | 0 | 0 | 0 | For |
| New York Life | 1,950,196 | 0 | 0 | 0 | For |
| American Century | 1,539,930 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 1,305,725 | 0 | 0 | 0 | For |
| ProShares | 1,269,836 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 0 | 1,182,766 | 0 | 0 | Against |
| Equitable | 927,119 | 17,802 | 0 | 0 | For |
| Gabelli | 856,750 | 0 | 0 | 0 | For |
Showing the 25 largest of 197 asset managers. See all 197 in the interactive database.
Combines 6 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: Election of Director Nominees: Kimberly A. deBeers
O'Reilly Automotive, Inc.’s own tally for this item (“Elect Director: Kimberly A. deBeers”): 658,322,099 for, 10,404,178 against, per its Form 8-K filed May 18, 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: “A brief description of each proposal, along with the outcome and tabulation of voting results, is set forth below: (a) The individuals listed in the table below were elected as directors, to hold office until the annual meeting of the Company's shareholders in 2027 and until his or her successor ha…”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 197 asset managers below reported 263,400,249 for, 60,334 against, 85,108 abstained, 638 not voted, 2,550 unknown.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 77,405,175 | 54 | 6 | 0 | For |
| Fidelity | 32,288,490 | 0 | 0 | 0 | For |
| Invesco | 25,375,478 | 0 | 0 | 0 | For |
| BlackRock | 23,232,963 | 0 | 0 | 0 | For |
| Principal | 14,883,388 | 0 | 0 | 0 | For |
| TIAA | 13,810,484 | 0 | 0 | 0 | For |
| State Street | 8,398,907 | 0 | 0 | 0 | For |
| Charles Schwab | 6,170,907 | 0 | 0 | 0 | For |
| MFS | 5,304,476 | 0 | 0 | 0 | For |
| JPMorgan | 3,413,517 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,512,570 | 0 | 0 | 0 | For |
| HARBOR FUNDS | 2,440,677 | 0 | 0 | 0 | For |
| Victory Capital | 2,384,090 | 0 | 0 | 0 | For |
| Prudential/PGIM | 2,304,657 | 0 | 0 | 0 | For |
| Capital Group | 2,225,938 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 2,164,278 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 2,020,496 | 0 | 0 | 0 | For |
| Jackson National | 2,003,869 | 0 | 0 | 0 | For |
| New York Life | 1,950,196 | 0 | 0 | 0 | For |
| American Century | 1,539,930 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 1,305,725 | 0 | 0 | 0 | For |
| ProShares | 1,269,836 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 1,182,766 | 0 | 0 | 0 | For |
| Equitable | 927,119 | 17,802 | 0 | 0 | For |
| Gabelli | 856,750 | 0 | 0 | 0 | For |
Showing the 25 largest of 197 asset managers. See all 197 in the interactive database.
Combines 5 wordings of this item as funds reported it.
99.2% Majority: yes · of votes cast
Description as filed by funds: Election of Director Nominees: Maria A. Sastre
O'Reilly Automotive, Inc.’s own tally for this item (“Elect Director: Maria A. Sastre”): 664,084,203 for, 5,012,735 against, per its Form 8-K filed May 18, 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: “A brief description of each proposal, along with the outcome and tabulation of voting results, is set forth below: (a) The individuals listed in the table below were elected as directors, to hold office until the annual meeting of the Company's shareholders in 2027 and until his or her successor ha…”
Support: 99.2% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 197 asset managers below reported 263,377,250 for, 83,336 against, 85,105 abstained, 638 not voted, 2,550 unknown.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 77,405,208 | 24 | 3 | 0 | For |
| Fidelity | 32,288,490 | 0 | 0 | 0 | For |
| Invesco | 25,375,478 | 0 | 0 | 0 | For |
| BlackRock | 23,232,963 | 0 | 0 | 0 | For |
| Principal | 14,883,388 | 0 | 0 | 0 | For |
| TIAA | 13,810,484 | 0 | 0 | 0 | For |
| State Street | 8,398,907 | 0 | 0 | 0 | For |
| Charles Schwab | 6,170,907 | 0 | 0 | 0 | For |
| MFS | 5,304,476 | 0 | 0 | 0 | For |
| JPMorgan | 3,413,517 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,512,570 | 0 | 0 | 0 | For |
| HARBOR FUNDS | 2,440,677 | 0 | 0 | 0 | For |
| Victory Capital | 2,384,090 | 0 | 0 | 0 | For |
| Prudential/PGIM | 2,304,657 | 0 | 0 | 0 | For |
| Capital Group | 2,225,938 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 2,164,278 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 2,020,496 | 0 | 0 | 0 | For |
| Jackson National | 2,003,869 | 0 | 0 | 0 | For |
| New York Life | 1,950,196 | 0 | 0 | 0 | For |
| American Century | 1,539,930 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 1,305,725 | 0 | 0 | 0 | For |
| ProShares | 1,269,836 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 1,182,766 | 0 | 0 | 0 | For |
| Equitable | 944,921 | 0 | 0 | 0 | For |
| Gabelli | 856,750 | 0 | 0 | 0 | For |
Showing the 25 largest of 197 asset managers. See all 197 in the interactive database.
Combines 5 wordings of this item as funds reported it.
92% Majority: yes · of votes cast
Description as filed by funds: Election of Director Nominees: Thomas T. Hendrickson
O'Reilly Automotive, Inc.’s own tally for this item (“Elect Director: Thomas T. Hendrickson”): 618,655,349 for, 50,170,330 against, per its Form 8-K filed May 18, 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: “A brief description of each proposal, along with the outcome and tabulation of voting results, is set forth below: (a) The individuals listed in the table below were elected as directors, to hold office until the annual meeting of the Company's shareholders in 2027 and until his or her successor ha…”
Support: 92% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 197 asset managers below reported 261,754,191 for, 1,706,392 against, 85,107 abstained, 638 not voted, 2,550 unknown.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 77,404,979 | 251 | 5 | 0 | For |
| Fidelity | 32,288,490 | 0 | 0 | 0 | For |
| Invesco | 25,375,478 | 0 | 0 | 0 | For |
| BlackRock | 23,232,963 | 0 | 0 | 0 | For |
| Principal | 14,883,388 | 0 | 0 | 0 | For |
| TIAA | 13,810,484 | 0 | 0 | 0 | For |
| State Street | 8,398,802 | 105 | 0 | 0 | For |
| Charles Schwab | 6,170,907 | 0 | 0 | 0 | For |
| MFS | 5,304,476 | 0 | 0 | 0 | For |
| JPMorgan | 3,413,517 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,512,570 | 0 | 0 | 0 | For |
| HARBOR FUNDS | 2,440,677 | 0 | 0 | 0 | For |
| Victory Capital | 2,384,090 | 0 | 0 | 0 | For |
| Prudential/PGIM | 2,304,657 | 0 | 0 | 0 | For |
| Capital Group | 2,225,938 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 2,164,278 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 2,020,496 | 0 | 0 | 0 | For |
| Jackson National | 2,003,869 | 0 | 0 | 0 | For |
| New York Life | 1,950,196 | 0 | 0 | 0 | For |
| American Century | 1,539,930 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 1,305,725 | 0 | 0 | 0 | For |
| ProShares | 1,269,836 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 0 | 1,182,766 | 0 | 0 | Against |
| Equitable | 927,119 | 17,802 | 0 | 0 | For |
| Gabelli | 856,750 | 0 | 0 | 0 | For |
Showing the 25 largest of 197 asset managers. See all 197 in the interactive database.
Combines 21 wordings of this item as funds reported it.
92% Approved · of votes cast
Description as filed by funds: Advisory vote to approve executive compensation.
O'Reilly Automotive, Inc.’s own tally for this item (“The shareholders voted to approve, by a non-binding, advisory vote, the 2025 compensation of the Company's Named Executive Officers (NEOs).”): 613,777,069 for, 53,995,103 against — passed, per its Form 8-K filed May 18, 2026 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “(b) The shareholders voted to approve, by a non-binding, advisory vote, the 2025 compensation of the Company's Named Executive Officers (NEOs).”
Support: 92% 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 | 77,405,004 | 220 | 10 | 0 | For |
| Fidelity | 32,288,490 | 0 | 0 | 0 | For |
| Invesco | 25,375,478 | 0 | 0 | 0 | For |
| BlackRock | 23,217,666 | 15,297 | 0 | 0 | For |
| Principal | 14,883,388 | 0 | 0 | 0 | For |
| TIAA | 13,810,484 | 0 | 0 | 0 | For |
| State Street | 8,397,756 | 1,151 | 0 | 0 | For |
| Charles Schwab | 6,170,907 | 0 | 0 | 0 | For |
| MFS | 5,304,476 | 0 | 0 | 0 | For |
| JPMorgan | 3,413,517 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,512,570 | 0 | 0 | 0 | For |
| HARBOR FUNDS | 2,440,677 | 0 | 0 | 0 | For |
| Victory Capital | 2,384,090 | 0 | 0 | 0 | For |
| Prudential/PGIM | 2,304,657 | 0 | 0 | 0 | For |
| Capital Group | 2,225,938 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 2,164,278 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 2,020,496 | 0 | 0 | 0 | For |
| Jackson National | 2,003,869 | 0 | 0 | 0 | For |
| New York Life | 1,941,986 | 8,210 | 0 | 0 | For |
| American Century | 1,539,930 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 1,305,725 | 0 | 0 | 0 | For |
| ProShares | 1,269,836 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 1,182,766 | 0 | 0 | 0 | For |
| Equitable | 927,119 | 17,802 | 0 | 0 | For |
| Gabelli | 856,750 | 0 | 0 | 0 | For |
Fund voting reports, all 190 managers: 261,955,623 for, 1,205,791 against, 85,112 abstained, 638 not voted, 172 mixed. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 31,285,082 | 687,488 | 0 | 0 | For |
| Invesco | 31,916,247 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 24,285,073 | 0 | 0 | 0 | For |
| PRINCIPAL GLOBAL INVESTORS | 19,663,029 | 0 | 0 | 0 | For |
| State Street | 14,400,241 | 303,804 | 54,969 | 0 | For |
| Nuveen | 14,413,148 | 585 | 0 | 0 | For |
| Fidelity | 12,626,764 | 39,306 | 0 | 0 | For |
| UBS | 0 | 11,404,204 | 0 | 0 | Against |
| Winslow Capital Management, LLC | 10,284,417 | 0 | 0 | 0 | For |
| Wellington | 9,743,809 | 0 | 0 | 0 | For |
| Amundi | 0 | 9,010,904 | 0 | 0 | Against |
| Vanguard | 8,701,269 | 0 | 0 | 0 | For |
| JENNISON ASSOCIATES LLC | 8,477,528 | 14,572 | 0 | 0 | For |
| T. Rowe Price | 8,411,011 | 0 | 0 | 0 | For |
| MASSACHUSETTS FINANCIAL SERVICES CO /MA/ | 8,226,230 | 0 | 0 | 0 | For |
| Northern Trust | 7,761,177 | 200,617 | 0 | 0 | For |
| Baird | 7,167,765 | 0 | 0 | 0 | For |
| Walter Scott & Partners Ltd | 6,419,571 | 0 | 0 | 0 | For |
| Charles Schwab | 6,328,776 | 0 | 0 | 0 | For |
| Goldman Sachs | 6,124,257 | 1,026 | 0 | 0 | For |
| PARAMETRIC PORTFOLIO ASSOCIATES LLC | 5,217,511 | 0 | 0 | 0 | For |
| ARROWSTREET CAPITAL, LIMITED PARTNERSHIP | 4,473,079 | 278,970 | 0 | 0 | Mixed |
| Janus Henderson | 4,530,454 | 27,698 | 0 | 0 | For |
| MELLON INVESTMENTS Corp | 4,293,447 | 0 | 0 | 0 | For |
| BANK OF AMERICA NA | 3,620,114 | 0 | 0 | 0 | For |
Institutional-manager reports, all 1,022 managers: 409,009,590 for, 40,350,692 against, 689,208 withheld, 329,916 abstained, 300,829 not voted, 3,675 unknown. Showing the 25 largest; see all in the interactive database.
Combines 7 wordings of this item as funds reported it.
94% Approved · of votes cast
Description as filed by funds: Ratification of appointment of Ernst & Young LLP as independent auditors for the fiscal year ending December 31, 2026.
O'Reilly Automotive, Inc.’s own tally for this item (“(c) The shareholders voted to ratify the appointment of Ernst & Young LLP, as the Company's independent auditors for the fiscal year ending December 31, 2026.”): 695,116,311 for, 45,241,655 against — passed, per its Form 8-K filed May 18, 2026 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “(c) The shareholders voted to ratify the appointment of Ernst & Young LLP, as the Company's independent auditors for the fiscal year ending December 31, 2026.”
Support: 94% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 200 asset managers below reported 262,845,311 for, 626,897 against, 85,104 abstained, 638 not voted, 2,550 unknown.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 77,346,328 | 58,904 | 2 | 0 | For |
| Fidelity | 32,288,490 | 0 | 0 | 0 | For |
| Invesco | 25,375,478 | 0 | 0 | 0 | For |
| BlackRock | 23,228,098 | 4,865 | 0 | 0 | For |
| Principal | 14,883,388 | 0 | 0 | 0 | For |
| TIAA | 13,810,484 | 0 | 0 | 0 | For |
| State Street | 8,398,802 | 105 | 0 | 0 | For |
| Charles Schwab | 6,170,907 | 0 | 0 | 0 | For |
| MFS | 5,304,476 | 0 | 0 | 0 | For |
| JPMorgan | 3,413,517 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,512,570 | 0 | 0 | 0 | For |
| HARBOR FUNDS | 2,440,677 | 0 | 0 | 0 | For |
| Victory Capital | 2,384,090 | 0 | 0 | 0 | For |
| Prudential/PGIM | 2,304,657 | 0 | 0 | 0 | For |
| Capital Group | 2,225,938 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 2,164,278 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 2,020,496 | 0 | 0 | 0 | For |
| Jackson National | 2,003,869 | 0 | 0 | 0 | For |
| New York Life | 1,950,196 | 0 | 0 | 0 | For |
| American Century | 1,539,930 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 1,305,725 | 0 | 0 | 0 | For |
| ProShares | 1,269,836 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 1,182,766 | 0 | 0 | 0 | For |
| Equitable | 927,119 | 17,802 | 0 | 0 | For |
| Gabelli | 856,750 | 0 | 0 | 0 | For |
Showing the 25 largest of 200 asset managers. See all 200 in the interactive database.
Combines 10 wordings of this item as funds reported it.
44% Not approved · of votes cast
Description as filed by funds: Shareholder proposal entitled "Avoid Brand Damage due to Corporate Political Spending."
O'Reilly Automotive, Inc.’s own tally for this item (“The shareholders voted against the shareholder proposal entitled "Avoid Brand Damage due to Corporate Political Spending.”): 292,670,896 for, 369,391,768 against — failed, per its Form 8-K filed May 18, 2026 (Item 5.07).
Reported outcome: Not approved, in the filing’s own words: “(d) The shareholders voted against the shareholder proposal entitled "Avoid Brand Damage due to Corporate Political Spending." The voting results are as follows:”
Support: 44% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Also reported under other wordings, matched to the same row of O'Reilly Automotive, Inc.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “S/H Proposal - Corporate Governance” (3 managers, Fund and manager reports combined; may count the same shares twice; no share total shown).
The 194 asset managers below reported 60,763,545 for, 200,667,067 against, 1,555,410 abstained, 638 not voted, 33 unknown.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 66,667 | 77,338,524 | 43 | 0 | Against |
| Fidelity | 10,463,942 | 21,824,548 | 0 | 0 | Mixed |
| Invesco | 1,379 | 25,374,099 | 0 | 0 | Against |
| BlackRock | 282,209 | 22,950,754 | 0 | 0 | Against |
| Principal | 440,691 | 14,442,697 | 0 | 0 | Against |
| TIAA | 13,810,484 | 0 | 0 | 0 | For |
| State Street | 8,379,375 | 19,532 | 0 | 0 | For |
| Charles Schwab | 1,441 | 6,169,466 | 0 | 0 | Against |
| MFS | 5,304,476 | 0 | 0 | 0 | For |
| JPMorgan | 0 | 3,413,517 | 0 | 0 | Against |
| T. Rowe Price | 0 | 2,512,570 | 0 | 0 | Against |
| HARBOR FUNDS | 0 | 2,440,677 | 0 | 0 | Against |
| Victory Capital | 2,384,090 | 0 | 0 | 0 | For |
| Prudential/PGIM | 291,429 | 2,013,228 | 0 | 0 | Mixed |
| Capital Group | 0 | 2,225,938 | 0 | 0 | Against |
| PROFESSIONALLY MANAGED PORTFOLIOS | 0 | 2,164,278 | 0 | 0 | Against |
| JANUS INVESTMENT FUND | 6,657 | 2,013,839 | 0 | 0 | Against |
| Jackson National | 59,561 | 1,944,308 | 0 | 0 | Against |
| New York Life | 1,780,761 | 169,435 | 0 | 0 | Mixed |
| American Century | 0 | 1,539,930 | 0 | 0 | Against |
| MASTER INVESTMENT PORTFOLIO | 18,834 | 1,286,891 | 0 | 0 | Against |
| ProShares | 1,269,836 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 1,182,766 | 0 | 0 | 0 | For |
| Equitable | 586,147 | 208,774 | 150,000 | 0 | Mixed |
| Gabelli | 0 | 0 | 856,750 | 0 | Abstain |
Showing the 25 largest of 194 asset managers. See all 194 in the interactive database.
Not shown here: this season’s fund filings also report 1 item from the meeting of May 15, 2025, which belongs to the 2024-2025 season. A meeting outside this season’s July 1 to June 30 window is not counted in this page’s items or in its totals of asset managers and fund votes.
Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 832,292,716 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Vanguard | 9.30% |
| 2 | Fidelity | 3.88% |
| 3 | Invesco | 3.05% |
| 4 | BlackRock | 2.79% |
| 5 | Principal | 1.79% |
| 6 | TIAA | 1.66% |
| 7 | State Street | 1.01% |
| 8 | Charles Schwab | 0.74% |
| 9 | MFS | 0.64% |
| 10 | JPMorgan | 0.41% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | BlackRock | 3.84% |
| 2 | Invesco | 3.83% |
| 3 | GEODE CAPITAL MANAGEMENT, LLC | 2.92% |
| 4 | PRINCIPAL GLOBAL INVESTORS | 2.36% |
| 5 | State Street | 1.77% |
| 6 | Nuveen | 1.73% |
| 7 | Fidelity | 1.52% |
| 8 | UBS | 1.37% |
| 9 | Winslow Capital Management, LLC | 1.24% |
| 10 | Wellington | 1.17% |
As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.
| Holder | % outstanding | Disclosure |
|---|---|---|
| Vanguard Group | 9.58% | 13F |
| BlackRock | 7.83% | 13F |
| State Street | 4.41% | 13F |
| FMR (Fidelity) | 2.21% | 13F |
| Morgan Stanley | 1.91% | 13F |
| BNY Mellon | 1.56% | 13F |
| Northern Trust | 1.08% | 13F |
| Goldman Sachs | 1.04% | 13F |
| Invesco | 1.04% | 13F |
Percentages above are of 832,292,716 shares outstanding, as reported by O'Reilly Automotive, Inc. 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 O'Reilly Automotive, Inc.’s 10-Q dated March 31, 2026. This page is a static snapshot rebuilt weekly on October 13, 2026; a live search always shows the current data.
At O'Reilly Automotive, Inc.'s shareholder meeting held May 14, 2026, in the 2025-2026 proxy season, 1,174 asset managers reported how they voted on 12 ballot items in their SEC Form N-PX filings, covering 14,057 separate fund positions. On the most widely held item on that ballot — Advisory vote to approve executive compensation. — O'Reilly Automotive, Inc.'s filing reports the proposal as approved, with 92% 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: O'Reilly Automotive, Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 18, 2026.
O'Reilly Automotive, Inc. proxy season coverage: 2023-2024 · 2024-2025 · 2025-2026 (this page).
Download data (CSV): ballot items · votes by manager · column guide.