Home › Companies › PagerDuty, Inc. › 2025-2026

PagerDuty, Inc. 2025-2026 Proxy Voting Records

Compiled from SEC Form N-PX filings and PagerDuty, Inc.’s Form 8-K, filed June 22, 2026 (Item 5.07 on EDGAR). Page generated October 18, 2026.

  • 6Ballot items
  • 239Asset managers
  • 1,350Fund votes
  • June 18, 2026Meeting date

Results at a glance

Meeting of June 18, 2026: 6 items on PagerDuty, Inc.’s Form 8-K, filed June 22, 2026: 4 elected · 2 approved.

Material dissent

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 PagerDuty, Inc. in the interactive database Compare manager voting policies

Official 2025-2026 meeting results reported by PagerDuty, Inc.

These tallies are PagerDuty, Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed June 22, 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.

PagerDuty, Inc. — official shareholder meeting results, meeting held June 18, 2026
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Donald J. Carty 41,973,771---- 11,699,47312,440,335 78%Elected—
Elect Director: Sarah Franklin 38,252,555---- 15,420,68912,440,335 71%Elected—
Elect Director: William Losch 37,425,282---- 16,247,96212,440,335 70%Elected—
Elect Director: Jennifer Tejada 38,201,630---- 15,471,61412,440,335 71%Elected—
2. Ratification of Appointment of Independent Registered Public Accounting Firm 65,873,998177,81861,763 ---- 99.7%Approved—
3. Advisory Vote to Approve Executive Compensation 45,924,4687,133,053615,723 --12,440,335 87%Approved—

Source: PagerDuty, Inc., Form 8-K, filed with the SEC on June 22, 2026 — read the filing on EDGAR.

How asset managers voted at the PagerDuty, Inc. 2025-2026 meeting

Each item below shows how the 239 asset managers that disclosed a PagerDuty, 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.

1. Elect Director: Donald J. Carty

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

78% Majority: yes · of votes cast

FOR 78%WITHHELD
FOR: 41,973,771WITHHELD: 11,699,473
Details: description as filed, official tally, votes by 62 asset managers

Description as filed by funds: To elect four Class I directors for terms expiring at our 2029 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified: Donald Carty

PagerDuty, Inc.’s own tally for this item (“Elect Director: Donald J. Carty”): 41,973,771 for, 11,699,473 withheld, per its Form 8-K filed June 22, 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 summary of the final voting results is set forth below: Proposal 1 — Election of Directors The stockholders elected each of the four persons named below as Class I directors to serve until the 2029 annual meeting of stockholders or until their successors are elected and qualified.”
Support: 78% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 62 asset managers below reported 22,117,575 for, 2,123,577 withheld, 183,247 abstained.

FOR
FOR: 22,117,575ABSTAIN: 183,247WITHHOLD: 2,123,577
Largest asset managers voting on “To elect four Class I directors for terms expiring at our 2029 Annual Meeting of Stockholders and until their ” at PagerDuty, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard11,033,5530 87200,400For
BlackRock3,647,8180 00For
Fidelity3,167,5330 0184,492Mixed
Charles Schwab769,4920 00For
WisdomTree00 0618,711Withhold
Pacer Funds Trust568,7280 00For
Royce513,3170 00For
State Street502,8450 0649For
Principal Exchange-Traded Funds00 0395,803Withhold
Bridge Builder Trust137,5290 146,0730Mixed
Dimensional00 0278,629Withhold
EA Series Trust273,2630 00For
ADVISORS' INNER CIRCLE FUND228,4000 00For
Putnam190,7100 00For
Equitable128,9110 060,009Mixed
TIAA175,7210 00For
Victory Capital00 0118,503Withhold
QUANTITATIVE MASTER SERIES LLC115,8800 00For
Lincoln Financial56,5000 057,804Mixed
Federated Hermes84,5570 00For
Goldman Sachs75,2590 00For
Northern Trust48,3580 00For
Franklin Templeton00 047,224Withhold
SEI46,6150 00For
AIG/SunAmerica00 044,998Withhold

Showing the 25 largest of 62 asset managers. See all 62 in the interactive database.

2. Elect Director: Jennifer Tejada

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

71% Majority: yes · of votes cast

FOR 71%WITHHELD
FOR: 38,201,630WITHHELD: 15,471,614
Details: description as filed, official tally, votes by 62 asset managers

Description as filed by funds: To elect four Class I directors for terms expiring at our 2029 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified: Jennifer Tejada

PagerDuty, Inc.’s own tally for this item (“Elect Director: Jennifer Tejada”): 38,201,630 for, 15,471,614 withheld, per its Form 8-K filed June 22, 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 summary of the final voting results is set forth below: Proposal 1 — Election of Directors The stockholders elected each of the four persons named below as Class I directors to serve until the 2029 annual meeting of stockholders or until their successors are elected and qualified.”
Support: 71% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 62 asset managers below reported 22,217,058 for, 2,167,924 withheld, 39,417 abstained.

FOR
FOR: 22,217,058ABSTAIN: 39,417WITHHOLD: 2,167,924
Largest asset managers voting on “To elect four Class I directors for terms expiring at our 2029 Annual Meeting of Stockholders and until their ” at PagerDuty, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard11,012,2210 116221,703For
BlackRock3,647,8180 00For
Fidelity3,167,5330 0184,492Mixed
Charles Schwab769,4920 00For
WisdomTree00 0618,711Withhold
Pacer Funds Trust568,7280 00For
Royce513,3170 00For
State Street502,0520 01,442For
Principal Exchange-Traded Funds00 0395,803Withhold
Bridge Builder Trust283,6020 00For
Dimensional00 0278,629Withhold
EA Series Trust273,2630 00For
ADVISORS' INNER CIRCLE FUND228,4000 00For
Putnam190,7100 00For
Equitable128,9110 060,009Mixed
TIAA175,7210 00For
Victory Capital00 0118,503Withhold
QUANTITATIVE MASTER SERIES LLC115,8800 00For
Lincoln Financial56,5000 057,804Mixed
Federated Hermes84,5570 00For
Goldman Sachs75,2590 00For
Northern Trust48,3580 00For
Franklin Templeton00 047,224Withhold
SEI46,6150 00For
AIG/SunAmerica00 044,998Withhold

Showing the 25 largest of 62 asset managers. See all 62 in the interactive database.

3. Elect Director: Sarah Franklin

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

71% Majority: yes · of votes cast

FOR 71%WITHHELD
FOR: 38,252,555WITHHELD: 15,420,689
Details: description as filed, official tally, votes by 62 asset managers

Description as filed by funds: To elect four Class I directors for terms expiring at our 2029 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified: Sarah Franklin

PagerDuty, Inc.’s own tally for this item (“Elect Director: Sarah Franklin”): 38,252,555 for, 15,420,689 withheld, per its Form 8-K filed June 22, 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 summary of the final voting results is set forth below: Proposal 1 — Election of Directors The stockholders elected each of the four persons named below as Class I directors to serve until the 2029 annual meeting of stockholders or until their successors are elected and qualified.”
Support: 71% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 62 asset managers below reported 22,117,546 for, 2,123,577 withheld, 183,276 abstained.

FOR
FOR: 22,117,546ABSTAIN: 183,276WITHHOLD: 2,123,577
Largest asset managers voting on “To elect four Class I directors for terms expiring at our 2029 Annual Meeting of Stockholders and until their ” at PagerDuty, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard11,033,5240 116200,400For
BlackRock3,647,8180 00For
Fidelity3,167,5330 0184,492Mixed
Charles Schwab769,4920 00For
WisdomTree00 0618,711Withhold
Pacer Funds Trust568,7280 00For
Royce513,3170 00For
State Street502,8450 0649For
Principal Exchange-Traded Funds00 0395,803Withhold
Bridge Builder Trust137,5290 146,0730Mixed
Dimensional00 0278,629Withhold
EA Series Trust273,2630 00For
ADVISORS' INNER CIRCLE FUND228,4000 00For
Putnam190,7100 00For
Equitable128,9110 060,009Mixed
TIAA175,7210 00For
Victory Capital00 0118,503Withhold
QUANTITATIVE MASTER SERIES LLC115,8800 00For
Lincoln Financial56,5000 057,804Mixed
Federated Hermes84,5570 00For
Goldman Sachs75,2590 00For
Northern Trust48,3580 00For
Franklin Templeton00 047,224Withhold
SEI46,6150 00For
AIG/SunAmerica00 044,998Withhold

Showing the 25 largest of 62 asset managers. See all 62 in the interactive database.

4. Elect Director: William Losch

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

70% Majority: yes · of votes cast

FOR 70%WITHHELD
FOR: 37,425,282WITHHELD: 16,247,962
Details: description as filed, official tally, votes by 62 asset managers

Description as filed by funds: To elect four Class I directors for terms expiring at our 2029 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified: William Losch

PagerDuty, Inc.’s own tally for this item (“Elect Director: William Losch”): 37,425,282 for, 16,247,962 withheld, per its Form 8-K filed June 22, 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 summary of the final voting results is set forth below: Proposal 1 — Election of Directors The stockholders elected each of the four persons named below as Class I directors to serve until the 2029 annual meeting of stockholders or until their successors are elected and qualified.”
Support: 70% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 62 asset managers below reported 22,053,769 for, 2,187,353 withheld, 183,277 abstained.

FOR
FOR: 22,053,769ABSTAIN: 183,277WITHHOLD: 2,187,353
Largest asset managers voting on “To elect four Class I directors for terms expiring at our 2029 Annual Meeting of Stockholders and until their ” at PagerDuty, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard11,019,3630 117214,559For
BlackRock3,647,8180 00For
Fidelity3,167,5330 0184,492Mixed
Charles Schwab769,4920 00For
WisdomTree00 0618,711Withhold
Pacer Funds Trust568,7280 00For
Royce513,3170 00For
State Street502,0520 01,442For
Principal Exchange-Traded Funds00 0395,803Withhold
Bridge Builder Trust137,5290 146,0730Mixed
Dimensional00 0278,629Withhold
EA Series Trust273,2630 00For
ADVISORS' INNER CIRCLE FUND228,4000 00For
Putnam190,7100 00For
Equitable128,9110 060,009Mixed
TIAA175,7210 00For
Victory Capital00 0118,503Withhold
QUANTITATIVE MASTER SERIES LLC115,8800 00For
Lincoln Financial56,5000 057,804Mixed
Federated Hermes84,5570 00For
Goldman Sachs75,2590 00For
Northern Trust00 048,358Withhold
Franklin Templeton00 047,224Withhold
SEI46,6150 00For
AIG/SunAmerica00 044,998Withhold

Showing the 25 largest of 62 asset managers. See all 62 in the interactive database.

5. 3. Advisory Vote to Approve Executive Compensation

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

Combines 5 wordings of this item as funds reported it.

87% Approved · of votes cast

FOR 87%
FOR: 45,924,468AGAINST: 7,133,053
Details: description as filed, official tally, votes by 239 asset managers

Description as filed by funds: To conduct an advisory, non-binding vote to approve the compensation of our named executive officers.

PagerDuty, Inc.’s own tally for this item (“3. Advisory Vote to Approve Executive Compensation”): 45,924,468 for, 7,133,053 against — passed, per its Form 8-K filed June 22, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 3 — Advisory Vote to Approve Executive Compensation The stockholders approved, on an advisory, non-binding basis, the compensation of the Company's named executive officers.”
Support: 87% 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: 64 asset managers voting on “To conduct an advisory, non-binding vote to approve the compensation of our named executive officers.” at PagerDuty, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard11,212,68621,350 50For
BlackRock3,647,8180 00For
Fidelity3,352,0250 00For
Charles Schwab769,4920 00For
WisdomTree618,7110 00For
Pacer Funds Trust568,7280 00For
Royce513,3170 00For
State Street502,701793 00For
Principal Exchange-Traded Funds395,8030 00For
Bridge Builder Trust137,529146,073 00Mixed
Dimensional0278,629 00Against
EA Series Trust273,2630 00For
ADVISORS' INNER CIRCLE FUND228,4000 00For
Putnam190,7100 00For
Equitable188,9200 00For
TIAA175,7210 00For
Victory Capital118,5030 00For
QUANTITATIVE MASTER SERIES LLC115,8800 00For
Lincoln Financial114,3040 00For
Federated Hermes84,5570 00For
Goldman Sachs75,2590 00For
Zacks Trust59,6560 00For
Northern Trust048,358 00Against
Franklin Templeton47,2240 00For
SEI46,6150 00For

Fund voting reports, all 64 managers: 23,896,787 for, 590,701 against, 5 abstained, 20 not voted. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 194 asset managers voting on “To conduct an advisory, non-binding vote to approve the compensation of our named executive officers.” at PagerDuty, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BlackRock4,438,4251,711 00For
GEODE CAPITAL MANAGEMENT, LLC2,354,7720 00For
State Street2,204,1551,158 00For
Lynrock Lake LP1,567,3660 00For
DE Shaw1,496,5000 00For
AQR1,242,8310 00For
JACOBS LEVY EQUITY MANAGEMENT, INC1,224,3470 00For
Fidelity1,168,9590 00For
Vanguard1,078,5170 00For
AMERIPRISE FINANCIAL INC847,7860 00For
Charles Schwab773,0850 00For
Northern Trust35,195697,594 00Against
Goldman Sachs662,2270 00For
Point72657,4470 00For
LSV ASSET MANAGEMENT641,1040 00For
Victory Capital608,0650 00For
PARAMETRIC PORTFOLIO ASSOCIATES LLC0546,014 00Against
Two Sigma440,5180 00For
PRINCIPAL GLOBAL INVESTORS401,8490 00For
Putnam365,6170 00For
PRESCOTT GROUP CAPITAL MANAGEMENT, L.L.C.00 350,0000Abstain
SEGALL BRYANT & HAMILL, LLC305,3890 00For
MELLON INVESTMENTS Corp292,2910 00For
CALIFORNIA STATE TEACHERS RETIREMENT SYSTEM285,4250 00For
T. Rowe Price247,7980 00For

Institutional-manager reports, all 194 managers: 26,203,231 for, 1,871,504 against, 351,227 abstained. Showing the 25 largest; see all in the interactive database.

6. 2. Ratification of Appointment of Independent Registered Public Accounting Firm

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 3 wordings of this item as funds reported it.

99.7% Approved · of votes cast

FOR 99.7%
FOR: 65,873,998AGAINST: 177,818
Details: description as filed, official tally, votes by 64 asset managers

Description as filed by funds: To ratify the selection of PricewaterhouseCoopers LLP by the Audit Committee of the Board of Directors as the independent registered public accounting firm of the Company for its fiscal year ending January 31, 2027.

PagerDuty, Inc.’s own tally for this item (“2. Ratification of Appointment of Independent Registered Public Accounting Firm”): 65,873,998 for, 177,818 against — passed, per its Form 8-K filed June 22, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 2 — Ratification of Appointment of Independent Registered Public Accounting Firm The stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending January 31, 2027.”
Support: 99.7% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 64 asset managers below reported 24,487,491 for, 1 against.

FOR
FOR: 24,487,491AGAINST: 1
Largest asset managers voting on “To ratify the selection of PricewaterhouseCoopers LLP by the Audit Committee of the Board of Directors as the ” at PagerDuty, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard11,234,0391 00For
BlackRock3,647,8180 00For
Fidelity3,352,0250 00For
Charles Schwab769,4920 00For
WisdomTree618,7110 00For
Pacer Funds Trust568,7280 00For
Royce513,3170 00For
State Street503,4940 00For
Principal Exchange-Traded Funds395,8030 00For
Bridge Builder Trust283,6020 00For
Dimensional278,6290 00For
EA Series Trust273,2630 00For
ADVISORS' INNER CIRCLE FUND228,4000 00For
Putnam190,7100 00For
Equitable188,9200 00For
TIAA175,7210 00For
Victory Capital118,5030 00For
QUANTITATIVE MASTER SERIES LLC115,8800 00For
Lincoln Financial114,3040 00For
Federated Hermes84,5570 00For
Goldman Sachs75,2590 00For
Zacks Trust59,6560 00For
Northern Trust48,3580 00For
Franklin Templeton47,2240 00For
SEI46,6150 00For

Showing the 25 largest of 64 asset managers. See all 64 in the interactive database.

Largest PagerDuty, Inc. 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 77,122,565 shares outstanding at the time of that meeting.

Fund voting reports: top PagerDuty, Inc. shareholders by shares voted on “To conduct an advisory, non-binding vote to approve the compensation of our named executive…”, 2025-2026
#Asset manager % of shares outstanding
1Vanguard 14.57%
2BlackRock 4.73%
3Fidelity 4.35%
4Charles Schwab 1.00%
5WisdomTree 0.80%
6Pacer Funds Trust 0.74%
7Royce 0.67%
8State Street 0.65%
9Principal Exchange-Traded Funds 0.51%
10Bridge Builder Trust 0.37%
Institutional-manager reports: top PagerDuty, Inc. shareholders by shares voted on “To conduct an advisory, non-binding vote to approve the compensation of our named executive…”, 2025-2026
#Asset manager % of shares outstanding
1BlackRock 5.76%
2GEODE CAPITAL MANAGEMENT, LLC 3.05%
3State Street 2.86%
4Lynrock Lake LP 2.03%
5DE Shaw 1.94%
6AQR 1.61%
7JACOBS LEVY EQUITY MANAGEMENT, INC 1.59%
8Fidelity 1.52%
9Vanguard 1.40%
10AMERIPRISE FINANCIAL INC 1.10%

Reported PagerDuty, Inc. 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.

PagerDuty, Inc. holdings and ownership disclosed for the 2025-2026 proxy season
Holder % outstanding Disclosure
Vanguard Group 16.94% 13F
BlackRock 13.27% 13F
Vanguard Portfolio Management 7.80% 13G
D.E. Shaw 5.17% 13F
Jennifer Tejada 4.45% DEF14A
State Street 3.19% 13F
Goldman Sachs 2.74% 13F
Morgan Stanley 2.15% 13F
Two Sigma 1.79% 13F
FMR (Fidelity) 1.31% 13F

Percentages above are of 77,122,565 shares outstanding, as reported by PagerDuty, Inc. on its Form 10-Q dated May 26, 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 PagerDuty, Inc.’s 10-Q dated May 26, 2026. This page is a static snapshot rebuilt weekly on October 18, 2026; a live search always shows the current data.

At PagerDuty, Inc.'s shareholder meeting held June 18, 2026, in the 2025-2026 proxy season, 239 asset managers reported how they voted on 6 ballot items in their SEC Form N-PX filings, covering 1,350 separate fund positions. On the most widely held item on that ballot — To conduct an advisory, non-binding vote to approve the compensation of our named executive… — PagerDuty, Inc.'s filing reports the proposal as approved, with 87% 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: PagerDuty, Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on June 22, 2026.

PagerDuty, Inc. proxy season coverage: 2023-2024 · 2024-2025 · 2025-2026 (this page).

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