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PALO ALTO NETWORKS INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and PALO ALTO NETWORKS INC.’s Form 8-K, filed December 14, 2023 (Item 5.07 on EDGAR). Page generated October 14, 2026.

9Reported items
1,118Asset managers
8,538Fund votes
December 12, 2023Meeting date

Results at a glance

Meeting of December 12, 2023: 7 items on PALO ALTO NETWORKS INC.’s Form 8-K, filed December 14, 2023: 4 elected · 2 approved · 1 without a stated outcome.

Material dissent

4. Amendment to 2021 Equity Incentive Plan 62% of votes cast Approved Under 80%
3. Advisory Vote on Executive Compensation. The Company's stockholders cast their votes with respect to an advisory vote on executive… 38% of votes cast Outcome not stated Say-on-pay under 70%

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 PALO ALTO NETWORKS INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by PALO ALTO NETWORKS INC.

These tallies are PALO ALTO NETWORKS INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed December 14, 2023 (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.

PALO ALTO NETWORKS INC. — official shareholder meeting results, meeting held December 12, 2023
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Support (of votes cast)	Reported outcome	Voting standard
Elect Director: Nikesh Arora	208,952,593	14,369,395	1,204,327	--	43,578,992	94%	Elected	—
Elect Director: Aparna Bawa	190,132,097	34,145,146	249,072	--	43,578,992	85%	Elected	—
Elect Director: Carl Eschenbach	220,598,656	3,684,595	243,064	--	43,578,992	98%	Elected	—
Elect Director: Lorraine Twohill	194,755,646	29,522,967	247,702	--	43,578,992	87%	Elected	—
2. Ratification of the Appointment of Independent Registered Public Accounting Firm	264,930,384	2,831,622	343,301	--	--	99%	Approved	—
3. Advisory Vote on Executive Compensation. The Company's stockholders cast their votes with respect to an advisory vote on executive compensation	85,104,562	136,176,326	3,245,427	--	43,578,992	38%	Not verified	—
4. Amendment to 2021 Equity Incentive Plan	136,598,940	85,419,447	2,507,928	--	43,578,992	62%	Approved	—

Source: PALO ALTO NETWORKS INC., Form 8-K, filed with the SEC on December 14, 2023 — read the filing on EDGAR.

How asset managers voted at the PALO ALTO NETWORKS INC. 2023-2024 meeting

Each item below shows how the 1,118 asset managers that disclosed a PALO ALTO NETWORKS 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. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of PALO ALTO NETWORKS INC.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.

1. Elect Director: Aparna Bawa

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 8 wordings of this item as funds reported it.

85% Majority: yes · of votes cast

FOR 85%AGAINST

FOR: 190,132,097AGAINST: 34,145,146

Details: description as filed, official tally, votes by 209 asset managers

Description as filed by funds: Election of Class III Directors: Aparna Bawa

PALO ALTO NETWORKS INC.’s own tally for this item (“Elect Director: Aparna Bawa”): 190,132,097 for, 34,145,146 against, per its Form 8-K filed December 14, 2023 (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 Company's stockholders elected the following nominees as Class III directors to serve until the Company's 2026 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified:”
Support: 85% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 209 asset managers below reported 71,400,450 for, 11,116,114 against, 19,215 abstained.

FOR

FOR: 71,400,450AGAINST: 11,116,114ABSTAIN: 19,215

Largest asset managers voting on “Election of Class III Directors: Aparna Bawa” at PALO ALTO NETWORKS INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	25,789,610	209,097	For
Fidelity	9,371,785	270,783	For
BlackRock	0	4,966,404	Against
TIAA	4,908,278	0	For
Columbia Threadneedle	2,692,258	0	For
AMCAP FUND	2,587,039	0	For
Capital Group	2,527,578	0	For
State Street	2,449,548	0	For
JPMorgan	1,975,259	0	For
First Trust	1,875,216	0	For
Charles Schwab	0	1,651,984	Against
JANUS INVESTMENT FUND	1,121,174	0	For
Franklin Custodian Funds	0	1,100,000	Against
Invesco	1,075,166	0	For
Legg Mason	1,036,635	0	For
Jackson National	330,072	637,264	Mixed
Putnam	732,655	0	For
NEW ECONOMY FUND	643,131	0	For
MUTUAL FUND SERIES TRUST	532,621	0	For
OLD WESTBURY FUNDS INC	517,070	0	For
Victory Capital	507,656	0	For
INVESTMENT CO OF AMERICA	499,641	0	For
American Century	445,080	0	For
Equitable	332,895	110,704	Mixed
Allspring	431,350	0	For

Showing the 25 largest of 209 asset managers. See all 209 in the interactive database.

2. Elect Director: Carl Eschenbach

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 8 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 220,598,656AGAINST: 3,684,595

Details: description as filed, official tally, votes by 209 asset managers

Description as filed by funds: Election of Class III Directors: Carl Eschenbach

PALO ALTO NETWORKS INC.’s own tally for this item (“Elect Director: Carl Eschenbach”): 220,598,656 for, 3,684,595 against, per its Form 8-K filed December 14, 2023 (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 Company's stockholders elected the following nominees as Class III directors to serve until the Company's 2026 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified:”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 209 asset managers below reported 82,125,606 for, 390,958 against, 19,215 abstained.

FOR

FOR: 82,125,606AGAINST: 390,958ABSTAIN: 19,215

Largest asset managers voting on “Election of Class III Directors: Carl Eschenbach” at PALO ALTO NETWORKS INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	25,998,707	0	For
Fidelity	9,571,368	71,200	For
BlackRock	4,966,404	0	For
TIAA	4,908,278	0	For
Columbia Threadneedle	2,692,258	0	For
AMCAP FUND	2,587,039	0	For
Capital Group	2,527,578	0	For
State Street	2,449,548	0	For
JPMorgan	1,975,259	0	For
First Trust	1,875,216	0	For
Charles Schwab	1,651,984	0	For
JANUS INVESTMENT FUND	1,121,174	0	For
Franklin Custodian Funds	1,100,000	0	For
Invesco	1,075,166	0	For
Legg Mason	1,036,635	0	For
Jackson National	966,936	400	For
Putnam	732,655	0	For
NEW ECONOMY FUND	643,131	0	For
MUTUAL FUND SERIES TRUST	532,621	0	For
OLD WESTBURY FUNDS INC	517,070	0	For
Victory Capital	507,656	0	For
INVESTMENT CO OF AMERICA	499,641	0	For
American Century	445,080	0	For
Equitable	443,599	0	For
Allspring	431,350	0	For

Showing the 25 largest of 209 asset managers. See all 209 in the interactive database.

3. Elect Director: Lorraine Twohill

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 9 wordings of this item as funds reported it.

87% Majority: yes · of votes cast

FOR 87%

FOR: 194,755,646AGAINST: 29,522,967

Details: description as filed, official tally, votes by 209 asset managers

Description as filed by funds: Election of Class III Directors: Lorraine Twohill

PALO ALTO NETWORKS INC.’s own tally for this item (“Elect Director: Lorraine Twohill”): 194,755,646 for, 29,522,967 against, per its Form 8-K filed December 14, 2023 (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 Company's stockholders elected the following nominees as Class III directors to serve until the Company's 2026 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified:”
Support: 87% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 209 asset managers below reported 75,404,395 for, 7,112,169 against, 19,215 abstained.

FOR

FOR: 75,404,395AGAINST: 7,112,169ABSTAIN: 19,215

Largest asset managers voting on “Election of Class III Directors: Lorraine Twohill” at PALO ALTO NETWORKS INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	25,789,610	209,097	For
Fidelity	9,571,368	71,200	For
BlackRock	4,966,404	0	For
TIAA	4,908,278	0	For
Columbia Threadneedle	2,692,258	0	For
AMCAP FUND	2,587,039	0	For
Capital Group	2,392,146	135,432	Mixed
State Street	2,449,548	0	For
JPMorgan	1,975,259	0	For
First Trust	1,875,216	0	For
Charles Schwab	0	1,651,984	Against
JANUS INVESTMENT FUND	1,121,174	0	For
Franklin Custodian Funds	0	1,100,000	Against
Invesco	0	1,075,166	Against
Legg Mason	1,036,635	0	For
Jackson National	570,245	397,091	Mixed
Putnam	732,655	0	For
NEW ECONOMY FUND	643,131	0	For
MUTUAL FUND SERIES TRUST	532,621	0	For
OLD WESTBURY FUNDS INC	517,070	0	For
Victory Capital	507,656	0	For
INVESTMENT CO OF AMERICA	499,641	0	For
American Century	445,080	0	For
Equitable	268,812	174,787	Mixed
Allspring	431,350	0	For

Showing the 25 largest of 209 asset managers. See all 209 in the interactive database.

4. Elect Director: Nikesh Arora

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 8 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%

FOR: 208,952,593AGAINST: 14,369,395

Details: description as filed, official tally, votes by 209 asset managers

Description as filed by funds: Election of Class III Directors: Nikesh Arora

PALO ALTO NETWORKS INC.’s own tally for this item (“Elect Director: Nikesh Arora”): 208,952,593 for, 14,369,395 against, per its Form 8-K filed December 14, 2023 (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 Company's stockholders elected the following nominees as Class III directors to serve until the Company's 2026 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified:”
Support: 94% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 209 asset managers below reported 82,431,711 for, 84,839 against, 19,228 abstained.

FOR

FOR: 82,431,711AGAINST: 84,839ABSTAIN: 19,228

Largest asset managers voting on “Election of Class III Directors: Nikesh Arora” at PALO ALTO NETWORKS INC., 2023-2024
Asset manager	For	Vote
Vanguard	25,998,707	For
Fidelity	9,642,568	For
BlackRock	4,966,404	For
TIAA	4,908,278	For
Columbia Threadneedle	2,692,258	For
AMCAP FUND	2,587,039	For
Capital Group	2,527,578	For
State Street	2,449,548	For
JPMorgan	1,975,259	For
First Trust	1,875,216	For
Charles Schwab	1,651,984	For
JANUS INVESTMENT FUND	1,121,174	For
Franklin Custodian Funds	1,100,000	For
Invesco	1,075,166	For
Legg Mason	1,036,635	For
Jackson National	967,336	For
Putnam	732,655	For
NEW ECONOMY FUND	643,131	For
MUTUAL FUND SERIES TRUST	532,621	For
OLD WESTBURY FUNDS INC	517,070	For
Victory Capital	507,656	For
INVESTMENT CO OF AMERICA	499,641	For
American Century	445,080	For
Equitable	443,599	For
Allspring	431,350	For

Showing the 25 largest of 209 asset managers. See all 209 in the interactive database.

5. 4. Amendment to 2021 Equity Incentive Plan

Official resultCAPITAL STRUCTUREReported outcome: Approved

Combines 12 wordings of this item as funds reported it.

62% Approved · of votes cast

FOR 62%AGAINST

FOR: 136,598,940AGAINST: 85,419,447

Details: description as filed, official tally, votes by 222 asset managers

Description as filed by funds: To approve an amendment to the 2021 Palo Alto Networks, Inc. Equity Incentive Plan.

PALO ALTO NETWORKS INC.’s own tally for this item (“4. Amendment to 2021 Equity Incentive Plan”): 136,598,940 for, 85,419,447 against — passed, per its Form 8-K filed December 14, 2023 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The Company's stockholders approved an amendment to the 2021 Plan to increase the number of plan shares reserved for future issuance.”
Support: 62% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of PALO ALTO NETWORKS INC.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Amend Omnibus Stock Plan” (12 managers, Fund and manager reports combined; may count the same shares twice; no share total shown).

The 222 asset managers below reported 68,759,995 for, 13,924,426 against, 16,725 abstained, 5,615 unknown.

FORAGAINST

FOR: 68,759,995AGAINST: 13,924,426ABSTAIN: 16,725UNKNOWN: 5,615

Largest asset managers voting on “To approve an amendment to the 2021 Palo Alto Networks, Inc. Equity Incentive Plan.” at PALO ALTO NETWORKS INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	25,879,392	119,315	For
Fidelity	5,620,001	4,022,567	Mixed
BlackRock	4,966,404	0	For
TIAA	4,908,278	0	For
Columbia Threadneedle	2,692,258	0	For
AMCAP FUND	2,587,039	0	For
Capital Group	2,527,578	0	For
State Street	2,449,548	0	For
JPMorgan	1,975,259	0	For
First Trust	0	1,875,216	Against
Charles Schwab	1,651,984	0	For
JANUS INVESTMENT FUND	1,121,174	0	For
Franklin Custodian Funds	1,100,000	0	For
Invesco	1,075,166	0	For
Legg Mason	1,033,553	3,082	For
Jackson National	963,616	3,720	For
Putnam	0	732,655	Against
NEW ECONOMY FUND	643,131	0	For
MUTUAL FUND SERIES TRUST	0	532,621	Against
OLD WESTBURY FUNDS INC	0	517,070	Against
Victory Capital	12,655	495,001	Against
INVESTMENT CO OF AMERICA	499,641	0	For
American Century	0	445,080	Against
Equitable	443,171	428	For
Allspring	431,350	0	For

Showing the 25 largest of 222 asset managers. See all 222 in the interactive database.

6. To approve, on an advisory basis, the compensation of our named executive officers.

No official match Fund totals may overlapSECTION 14A SAY-ON-PAY VOTES

Combines 13 wordings of this item as funds reported it.

45% Fund and manager reports combined; may count the same shares twice · no official result

FORAGAINST

Details: votes by 1,044 asset managers

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). The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Fund voting reports: 194 asset managers voting on “To approve, on an advisory basis, the compensation of our named executive officers.” at PALO ALTO NETWORKS INC., 2023-2024
Asset manager	For	Against	Abstain	Vote
Vanguard	25,284,645	328,412	385,650	For
Fidelity	9,288,000	354,568	0	For
BlackRock	0	4,966,404	0	Against
TIAA	0	4,908,278	0	Against
Columbia Threadneedle	2,692,258	0	0	For
AMCAP FUND	2,587,039	0	0	For
State Street	0	2,449,548	0	Against
Capital Group	2,011,656	380,490	0	Mixed
JPMorgan	0	1,975,259	0	Against
First Trust	0	1,875,216	0	Against
Charles Schwab	0	1,651,984	0	Against
JANUS INVESTMENT FUND	1,121,174	0	0	For
Franklin Custodian Funds	0	1,100,000	0	Against
Invesco	1,075,166	0	0	For
Legg Mason	1,033,553	3,082	0	For
Jackson National	174,279	793,057	0	Mixed
Putnam	732,655	0	0	For
NEW ECONOMY FUND	643,131	0	0	For
OLD WESTBURY FUNDS INC	0	517,070	0	Against
Victory Capital	12,655	495,001	0	Against
MUTUAL FUND SERIES TRUST	0	506,401	0	Against
INVESTMENT CO OF AMERICA	499,641	0	0	For
American Century	0	445,080	0	Against
Equitable	102,125	341,474	0	Mixed
Allspring	431,350	0	0	For

Fund voting reports, all 194 managers: 50,194,221 for, 31,173,160 against, 597,400 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 879 asset managers voting on “To approve, on an advisory basis, the compensation of our named executive officers.” at PALO ALTO NETWORKS INC., 2023-2024
Asset manager	For	Against	Vote
BlackRock	287,834	7,331,275	Against
State Street	2,151,443	4,502,636	Mixed
GEODE CAPITAL MANAGEMENT, LLC	5,888,291	0	For
Capital Research Global Investors	5,843,756	0	For
Nuveen	0	5,132,764	Against
Fidelity	4,612,211	213,958	For
UBS	0	3,086,382	Against
Maryland State Retirement & Pension System	0	3,000,000	Against
Clearbridge Investments, LLC	2,869,945	15,113	For
BANK OF AMERICA NA	0	2,351,419	Against
CANADA PENSION PLAN INVESTMENT BOARD	0	2,203,773	Against
Invesco	1,960,825	0	For
Legal & General Investment Management Ltd	0	1,848,649	Against
Goldman Sachs	835	1,779,601	Against
Charles Schwab	0	1,670,213	Against
PICTET ASSET MANAGEMENT SA	0	1,595,309	Against
Janus Henderson	1,236,773	338,962	Mixed
FRANKLIN ADVISERS INC	0	1,473,135	Against
Northern Trust	1,336,568	115,323	Mixed
Vanguard	1,301,092	0	For
Voya	906,074	311,708	Mixed
Citadel	1,204,517	0	For
Wellington	1,175,869	0	For
MELLON INVESTMENTS Corp	0	1,160,699	Against
AllianceBernstein	0	1,131,103	Against

Institutional-manager reports, all 879 managers: 42,751,494 for, 82,675,900 against, 5,573 withheld, 506,921 abstained, 83,621 not voted, 146 unknown. Showing the 25 largest; see all in the interactive database.

7. 3. Advisory Vote on Executive Compensation. The Company's stockholders cast their votes with respect to an advisory…

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

38% Majority: no · of votes cast

FOR 38%AGAINST

FOR: 85,104,562AGAINST: 136,176,326

Details: description as filed, official tally, votes by 38 asset managers

Description as filed by funds: Advisory Vote to Ratify Named Executive Officers' Compensation

PALO ALTO NETWORKS INC.’s own tally for this item (“3. Advisory Vote on Executive Compensation. The Company's stockholders cast their votes with respect to an advisory vote on executive compensation”): 85,104,562 for, 136,176,326 against, per its Form 8-K filed December 14, 2023 (Item 5.07). FOR was not 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: 38% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports: 9 asset managers voting on “Advisory Vote to Ratify Named Executive Officers' Compensation” at PALO ALTO NETWORKS INC., 2023-2024
Asset manager	For	Against	Vote
Empower	0	33,853	Against
TIMOTHY PLAN	0	21,473	Against
Brighthouse	0	5,140	Against
SARATOGA ADVANTAGE TRUST	0	2,208	Against
Symmetry Panoramic Trust	0	1,086	Against
Tidal Trust III	0	1,021	Against
Lincoln Financial	0	917	Against
Northern Lights Fund Trust IV	0	915	Against
Milliman Variable Insurance Trust	190	0	For

Fund voting reports, all 9 managers: 190 for, 66,613 against.

Institutional-manager reports: 29 asset managers voting on “Advisory Vote to Ratify Named Executive Officers' Compensation” at PALO ALTO NETWORKS INC., 2023-2024
Asset manager	For	Against	Vote
JPMorgan	0	2,751,495	Against
APG Asset Management US Inc.	0	550,974	Against
NORDEA INVESTMENT MANAGEMENT AB	0	377,760	Against
TD ASSET MANAGEMENT INC	0	353,782	Against
ADAGE CAPITAL PARTNERS GP, L.L.C.	0	339,031	Against
STOREBRAND ASSET MANAGEMENT AS	0	249,571	Against
Desjardins Global Asset Management Inc.	0	132,999	Against
Metzler Asset Management GmbH	106,900	0	For
Thematics Asset Management	0	80,596	Against
iA Global Asset Management Inc.	0	55,084	Against
FJARDE AP-FONDEN /FOURTH SWEDISH NATIONAL PENSION FUND	52,397	0	For
Union Investment Privatfonds GmbH	0	34,556	Against
TOBAM	0	25,234	Against
Empirical Financial Services, LLC d.b.a. Empirical Wealth Ma	0	18,377	Against
EFG Asset Management (North America) Corp.	0	11,492	Against
Insight Holdings Group, LLC	11,200	0	For
Triasima Portfolio Management inc.	0	9,054	Against
Vinva Investment Management Ltd	0	8,949	Against
OSSIAM	0	7,440	Against
Union Investment Institutional GmbH	0	5,622	Against
Echo Street Capital Management LLC	942	0	For
Hanson & Doremus Investment Management	447	0	For
Edgemoor Investment Advisors, Inc.	330	0	For
Convergence Investment Partners, LLC	315	0	For
Tredje AP-fonden	0	202	Against

Institutional-manager reports, all 29 managers: 172,647 for, 5,012,307 against. Showing the 25 largest; see all in the interactive database.

8. 3. Advisory Vote on Executive Compensation. The Company's stockholders cast their votes with respect to an advisory…

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.

38% Majority: no · of votes cast

FOR 38%AGAINST

FOR: 85,104,562AGAINST: 136,176,326

Details: description as filed, official tally, votes by 28 asset managers

Description as filed by funds: 14A Executive Compensation

Fund voting reports: 2 asset managers voting on “14A Executive Compensation” at PALO ALTO NETWORKS INC., 2023-2024
Asset manager	For	Against	Abstain	Withheld	Vote
Ultimus Managers Trust	2,950	0	0	0	For
Simplify Exchange Traded Funds	5	0	0	0	For

Fund voting reports, all 2 managers: 2,955 for.

Institutional-manager reports: 22 asset managers voting on “14A Executive Compensation” at PALO ALTO NETWORKS INC., 2023-2024
Asset manager	For	Against	Abstain	Vote
RIPOSTE CAPITAL LLC	80,000	0	0	For
SIERRA SUMMIT ADVISORS LLC	0	0	0	Not Voted
Ramsay, Stattman, Vela & Price, Inc.	14,585	0	0	For
ZIMMERMANN INVESTMENT MANAGEMENT & PLANNING LLC	7,019	0	0	For
LATHROP INVESTMENT MANAGEMENT CORP	0	0	0	--
Williamson Legacy Group, LLC	5,198	0	0	For
Stony Point Capital LLC	3,185	0	0	For
NTV ASSET MANAGEMENT LLC	3,075	0	0	For
Aristides Capital LLC	2,934	0	0	For
DEEPWATER ASSET MANAGEMENT, LLC	2,484	0	0	For
Penobscot Investment Management Company, Inc.	2,115	0	0	For
Granite Investment Partners, LLC	0	1,908	0	Against
Parisi Gray Wealth Management	1,486	0	0	For
Empower	0	1,374	0	Against
O'Brien Wealth Partners LLC	0	527	0	Against
Baker Avenue Asset Management, LP	0	480	0	Against
GRIMES & COMPANY, INC.	388	0	0	For
NICHOLS & PRATT ADVISERS LLP /MA	0	315	0	Against
Wallington Asset Management, LLC	0	120	0	Against
BALLAST ADVISORS LLC	39	0	0	For
Investment Partners Asset Management, Inc.	0	0	37	Abstain
TOWNSEND ASSET MANAGEMENT CORP /NC/ /ADV	7	0	0	For

Institutional-manager reports, all 22 managers: 122,515 for, 4,724 against, 37 abstained, 24,540 not voted, 5,615 unknown.

9. 2. Ratification of the Appointment of Independent Registered Public Accounting Firm

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 8 wordings of this item as funds reported it.

99% Approved · of votes cast

FOR 99%

FOR: 264,930,384AGAINST: 2,831,622

Details: description as filed, official tally, votes by 207 asset managers

Description as filed by funds: To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for our fiscal year ending July 31, 2024.

PALO ALTO NETWORKS INC.’s own tally for this item (“2. Ratification of the Appointment of Independent Registered Public Accounting Firm”): 264,930,384 for, 2,831,622 against — passed, per its Form 8-K filed December 14, 2023 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The Company's stockholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the Company's fiscal year ending July 31, 2024.”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 207 asset managers below reported 82,385,724 for, 77,573 against, 15,665 abstained.

FOR

FOR: 82,385,724AGAINST: 77,573ABSTAIN: 15,665

Largest asset managers voting on “To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for our fi” at PALO ALTO NETWORKS INC., 2023-2024
Asset manager	For	Vote
Vanguard	25,998,707	For
Fidelity	9,642,568	For
BlackRock	4,966,404	For
TIAA	4,908,278	For
Columbia Threadneedle	2,692,258	For
AMCAP FUND	2,587,039	For
Capital Group	2,527,578	For
State Street	2,449,548	For
JPMorgan	1,975,259	For
First Trust	1,875,216	For
Charles Schwab	1,651,984	For
JANUS INVESTMENT FUND	1,121,174	For
Franklin Custodian Funds	1,100,000	For
Invesco	1,075,166	For
Legg Mason	1,036,635	For
Jackson National	967,336	For
Putnam	732,655	For
NEW ECONOMY FUND	643,131	For
MUTUAL FUND SERIES TRUST	532,621	For
OLD WESTBURY FUNDS INC	517,070	For
Victory Capital	507,656	For
INVESTMENT CO OF AMERICA	499,641	For
American Century	445,080	For
Equitable	443,599	For
Allspring	431,350	For

Showing the 25 largest of 207 asset managers. See all 207 in the interactive database.

Not shown here: this season’s fund filings also report 2 items from the meeting of December 10, 2024, 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.

Largest PALO ALTO NETWORKS INC. shareholders voting in 2023-2024

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 313,700,000 shares outstanding at the time of that meeting.

Fund voting reports: top PALO ALTO NETWORKS INC. shareholders by shares voted on “Election of Class III Directors: Aparna Bawa”, 2023-2024
#	Asset manager	% of shares outstanding
1	Vanguard	8.29%
2	Fidelity	3.07%
3	BlackRock	1.58%
4	TIAA	1.56%
5	Columbia Threadneedle	0.86%
6	AMCAP FUND	0.82%
7	State Street	0.78%
8	Capital Group	0.76%
9	JPMorgan	0.63%
10	First Trust	0.60%

Institutional-manager reports: top PALO ALTO NETWORKS INC. shareholders by shares voted on “To approve, on an advisory basis, the compensation of our named executive officers.”, 2023-2024
#	Asset manager	% of shares outstanding
1	BlackRock	2.43%
2	State Street	2.12%
3	GEODE CAPITAL MANAGEMENT, LLC	1.88%
4	Capital Research Global Investors	1.86%
5	Nuveen	1.64%
6	Fidelity	1.54%
7	UBS	0.98%
8	Maryland State Retirement & Pension System	0.96%
9	Clearbridge Investments, LLC	0.92%
10	BANK OF AMERICA NA	0.75%

Reported PALO ALTO NETWORKS 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.

PALO ALTO NETWORKS INC. holdings and ownership disclosed for the 2023-2024 proxy season
Holder	% outstanding	Disclosure
Vanguard Group	20.81%	13F
BlackRock	17.67%	13F
Morgan Stanley	9.81%	13F
JPMorgan Chase	5.02%	13F
State Street	4.14%	13F
FMR (Fidelity)	2.42%	13F
Goldman Sachs	2.27%	13F
Geode Capital	2.24%	13F
Citadel Advisors	2.23%	13F
Norges Bank	1.72%	13F

Percentages above are of 313,700,000 shares outstanding, as reported by PALO ALTO NETWORKS INC. on its Form 10-Q dated October 31, 2023 (see the filing on EDGAR). This is the count contemporaneous with the 2023-2024 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 PALO ALTO NETWORKS INC.’s 10-Q dated October 31, 2023. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.

At PALO ALTO NETWORKS INC.'s shareholder meeting held December 12, 2023, in the 2023-2024 proxy season, 1,118 asset managers reported how they voted in their SEC Form N-PX filings, covering 8,538 separate fund positions. Their filings are grouped here into 9 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. PALO ALTO NETWORKS INC.'s own Form 8-K tally for this meeting is published below, but no row in it could be matched to the most widely held item, so this page states no certified outcome for that item. On that item — To approve, on an advisory basis, the compensation of our named executive officers. — the reporting funds and managers cast 45% of the shares they voted in favour (FOR divided by FOR plus AGAINST plus WITHHELD; abstained and unvoted shares are excluded because neither took a side). Fund and manager reports are combined in it and may count the same shares twice: it adds fund reports to institutional-manager reports, which can cover the same shares. It is not the company's certified result.

PALO ALTO NETWORKS INC. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.

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