PALO ALTO NETWORKS INC. 2024-2025 Proxy Voting Records

Description as filed by funds: Election of Class I Directors: Right Honorable Sir John Key

PALO ALTO NETWORKS INC.’s own tally for this item (“Elect Director: Right Honorable Sir John Key”): 197,090,836 for, 32,809,191 against, per its Form 8-K filed December 12, 2024 (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 following individuals were elected at the Annual Meeting to serve as Class I directors of the Company until the Company's 2027 Annual Meeting of Shareholders or until their respective successors are duly elected and qualified:”
Support: 86% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 203 asset managers below reported 71,819,435 for, 7,673,444 against, 18,631 abstained, 273 unknown.

Showing the 25 largest of 203 asset managers. See all 203 in the interactive database.

Description as filed by funds: Election of Class I Directors: Mary Pat McCarthy

PALO ALTO NETWORKS INC.’s own tally for this item (“Elect Director: Mary Pat McCarthy”): 223,277,765 for, 6,814,117 against, per its Form 8-K filed December 12, 2024 (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 following individuals were elected at the Annual Meeting to serve as Class I directors of the Company until the Company's 2027 Annual Meeting of Shareholders or until their respective successors are duly elected and qualified:”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 203 asset managers below reported 78,432,329 for, 1,002,379 against, 19,479 abstained, 57,322 1 year, 273 unknown.

Showing the 25 largest of 203 asset managers. See all 203 in the interactive database.

Description as filed by funds: Election of Class I Directors: Nir Zuk

PALO ALTO NETWORKS INC.’s own tally for this item (“Elect Director: Nir Zuk”): 213,668,916 for, 16,463,261 against, per its Form 8-K filed December 12, 2024 (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 following individuals were elected at the Annual Meeting to serve as Class I directors of the Company until the Company's 2027 Annual Meeting of Shareholders or until their respective successors are duly elected and qualified:”
Support: 93% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 203 asset managers below reported 75,828,247 for, 3,663,784 against, 19,478 abstained, 273 unknown.

Showing the 25 largest of 203 asset managers. See all 203 in the interactive database.

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

PALO ALTO NETWORKS INC.’s own tally for this item (“5. An amendment to the 2021 Plan to increase the number of shares reserved for future issuance under the 2021 Plan”): 209,507,517 for, 18,860,563 against — passed, per its Form 8-K filed December 12, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “An amendment to the 2021 Plan to increase the number of shares reserved for future issuance under the 2021 Plan was approved.”
Support: 92% 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” (11 managers, Fund and manager reports combined; may count the same shares twice; no share total shown); “Amendment to the 2021 Equity Incentive Plan” (11 managers, Fund and manager reports combined; may count the same shares twice; no share total shown); “Amend Incentive Stock Option Plan” (8 managers, Fund and manager reports combined; may count the same shares twice; no share total shown).

The 205 asset managers below reported 76,639,297 for, 2,598,018 against, 19,519 abstained, 273 unknown.

Showing the 25 largest of 205 asset managers. See all 205 in the interactive database.

Description as filed by funds: To approve, on an advisory basis, the compensation of our named executive officers.

PALO ALTO NETWORKS INC.’s own tally for this item (“4. An advisory resolution to approve named executive officer compensation”): 116,025,828 for, 112,096,969 against — passed, per its Form 8-K filed December 12, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “An advisory resolution to approve named executive officer compensation was approved.”
Support: 50.9% 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: “Section 14a Executive Compensation” (26 managers, Fund and manager reports combined; may count the same shares twice; no share total shown); “COMPENSATION” (2 managers, 3,721 for); “SECTION 14A SAY-ON-PAY VOTES” (2 managers, 81 unknown); “Say on Pay” (2 managers, 16,452 for, 2,127 against, 2,127 1 year).

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, all 192 managers: 64,700,686 for, 14,500,399 against, 92,737 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 1,038 managers: 58,831,904 for, 64,334,384 against, 269,187 abstained, 68,276 not voted, 318,832 1 year, 569 unknown. Showing the 25 largest; see all in the interactive database.

Description as filed by funds: TO APPROVE, ON AN ADVISORY BASIS, THE FREQUENCY OF HOLDING FUTURE ADVISORY VOTES ON NAMED EXECUTIVE OFFICER COMPENSATION.

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, all 188 managers: 27,804 for, 12 against, 846 withheld, 18,676 abstained, 78,658,484 1 year, 518,041 3 year, 6,025 2 year, 2,750 unknown. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 954 managers: 112,021 for, 319,895 against, 25,632 abstained, 64,778 not voted, 112,542,389 1 year, 819,819 3 year, 175,938 2 year, 49,649 unknown. Showing the 25 largest; see all in the interactive database.

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, 2025.

PALO ALTO NETWORKS INC.’s own tally for this item (“2. The appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the Company's fiscal year ending July 31, 2025”): 271,718,354 for, 4,925,217 against — passed, per its Form 8-K filed December 12, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The Company's shareholders 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, 2025.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 208 asset managers below reported 79,076,045 for, 418,809 against, 19,478 abstained, 273 unknown.

Showing the 25 largest of 208 asset managers. See all 208 in the interactive database.

Description as filed by funds: To consider and vote upon a shareholder proposal, if properly presented at the Annual Meeting, regarding a report on climate risks to retirement plan beneficiaries.

PALO ALTO NETWORKS INC.’s own tally for this item (“6. A shareholder proposal regarding a report on climate risks to retirement plan beneficiaries”): 27,672,696 for, 199,261,811 against — failed, per its Form 8-K filed December 12, 2024 (Item 5.07).

Reported outcome: Not approved, in the filing’s own words: “A shareholder proposal regarding a report on climate risks to retirement plan beneficiaries was not approved.”
Support: 12% 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: “Shareholder Proposal Regarding Report on Portfolio Risk in Employee Retirement Options” (5 managers, Fund and manager reports combined; may count the same shares twice; no share total shown).

The 203 asset managers below reported 1,513,266 for, 77,599,761 against, 295,439 abstained, 2,750 not voted.

Showing the 25 largest of 203 asset managers. See all 203 in the interactive database.