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Compiled from SEC Form N-PX filings and Paramount Group, Inc.’s Form 8-K, filed December 16, 2025 (Item 5.07 on EDGAR). Page generated October 25, 2026.
Meeting of December 16, 2025: 3 items on Paramount Group, Inc.’s Form 8-K, filed December 16, 2025: 2 approved · 1 not approved.
None beyond the items above.
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
Explore Paramount Group, Inc. in the interactive database Compare manager voting policies
These tallies are Paramount Group, Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed December 16, 2025 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| 1. Proposal to approve the Company Merger and the other transactions contemplated by the Merger Agreement (the " Merger Proposal ") | 168,772,459 | 7,475,636 | 19,238 | -- | -- | 96% | Approved | — |
| 2. Proposal to approve, on a non-binding, advisory basis, the compensation that may be paid or become payable to the Company's named executive officers in connection with the Mergers | 57,842,864 | 118,422,040 | 2,429 | -- | -- | 33% | Not approved | — |
| 3. Proposal to approve any adjournment of the Special Meeting for the purpose of soliciting additional proxies if there were not sufficient votes at the Special Meeting to approve the Merger Proposal | 166,065,353 | 10,200,006 | 1,974 | -- | -- | 94% | Approved | — |
Source: Paramount Group, Inc., Form 8-K, filed with the SEC on December 16, 2025 — read the filing on EDGAR.
Each item below shows how the 215 asset managers that disclosed a Paramount Group, 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 Paramount Group, 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.
Combines 3 wordings of this item as funds reported it.
96% Approved · of votes cast
Description as filed by funds: To approve the merger of Paramount Group, Inc. (the "Company") with and into Panorama REIT Merger Sub, Inc. ("REIT Merger Sub"), a wholly owned subsidiary of Rithm Capital Corp. ("Parent"), pursuant to the Agreement and Plan of Merger, dated as of September 17, 2025 (as amended on October 8, 2025, and as may be amended from time to time, the "Merger Agreement"), by and among the Company, Paramount Group Operating Partnership LP, Parent, REIT Merger Sub and Panorama Operating Merger Sub LP, and the other transactions contemplated by the Merger Agreement, as more fully described in the Proxy Statement (the "Merger Proposal").
Paramount Group, Inc.’s own tally for this item (“1. Proposal to approve the Company Merger and the other transactions contemplated by the Merger Agreement (the " Merger Proposal ")”): 168,772,459 for, 7,475,636 against — passed, per its Form 8-K filed December 16, 2025 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 1 – The proposal to approve the Company Merger and the other transactions contemplated by the Merger Agreement (the " Merger Proposal ") was approved as follows:”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 54 asset managers below reported 50,428,429 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 23,678,502 | 0 | 0 | 0 | For |
| BlackRock | 8,491,431 | 0 | 0 | 0 | For |
| NEXPOINT FUNDS I | 5,172,250 | 0 | 0 | 0 | For |
| Fidelity | 4,482,338 | 0 | 0 | 0 | For |
| Investment Managers Series Trust II | 1,550,309 | 0 | 0 | 0 | For |
| New York Life | 1,082,478 | 0 | 0 | 0 | For |
| TIAA | 1,043,944 | 0 | 0 | 0 | For |
| ARBITRAGE FUNDS | 607,391 | 0 | 0 | 0 | For |
| State Street | 514,099 | 0 | 0 | 0 | For |
| JPMorgan | 440,295 | 0 | 0 | 0 | For |
| Equitable | 426,964 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 318,455 | 0 | 0 | 0 | For |
| Northern Trust | 304,326 | 0 | 0 | 0 | For |
| ALTSHARES TRUST | 287,118 | 0 | 0 | 0 | For |
| Lincoln Financial | 261,846 | 0 | 0 | 0 | For |
| Empower | 210,992 | 0 | 0 | 0 | For |
| Dimensional | 205,459 | 0 | 0 | 0 | For |
| First Trust | 147,223 | 0 | 0 | 0 | For |
| Goldman Sachs | 104,781 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 94,036 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 83,411 | 0 | 0 | 0 | For |
| Pacific Life | 83,372 | 0 | 0 | 0 | For |
| Northern Lights Fund Trust IV | 70,564 | 0 | 0 | 0 | For |
| Brighthouse | 66,584 | 0 | 0 | 0 | For |
| Jackson National | 65,067 | 0 | 0 | 0 | For |
Showing the 25 largest of 54 asset managers. See all 54 in the interactive database.
Combines 2 wordings of this item as funds reported it.
96% Approved · of votes cast
Description as filed by funds: To approve the merger of Paramount Group, Inc. (the Company) with and into Panorama REIT Merger Sub, Inc. (REIT Merger Sub), a wholly owned subsidiary of Rithm Capital Corp. (Parent), pursuant to the Agreement and Plan of Merger, dated as of September 17, 2025 (as amended on October 8, 2025, and as may be amended from time to time, the Merger Agreement), by and among the Company, Paramount Group Operating Partnership LP, Parent, REIT Merger Sub and Panorama Operating Merger...(due to space limits, see proxy material for full proposal)
Paramount Group, Inc.’s own tally for this item (“1. Proposal to approve the Company Merger and the other transactions contemplated by the Merger Agreement (the " Merger Proposal ")”): 168,772,459 for, 7,475,636 against — passed, per its Form 8-K filed December 16, 2025 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 1 – The proposal to approve the Company Merger and the other transactions contemplated by the Merger Agreement (the " Merger Proposal ") was approved as follows:”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 10 asset managers below reported 4,842,050 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Charles Schwab | 4,131,121 | 0 | 0 | 0 | For |
| Russell Investments | 522,187 | 0 | 0 | 0 | For |
| Global X | 87,037 | 0 | 0 | 0 | For |
| SEI | 65,742 | 0 | 0 | 0 | For |
| Venerable Variable Insurance Trust | 15,480 | 0 | 0 | 0 | For |
| VanEck ETF Trust | 8,505 | 0 | 0 | 0 | For |
| NEW COVENANT FUNDS | 5,922 | 0 | 0 | 0 | For |
| Nationwide | 4,178 | 0 | 0 | 0 | For |
| Vanguard | 1,777 | 0 | 0 | 0 | For |
| UNITED CAPITAL FINANCIAL ADVISORS, LLC | 101 | 0 | 0 | 0 | For |
94% Approved · of votes cast
Description as filed by funds: To approve any adjournment of the Special Meeting for the purpose of soliciting additional proxies if there are not sufficient votes at the Special Meeting to approve the Merger Proposal.
Paramount Group, Inc.’s own tally for this item (“3. Proposal to approve any adjournment of the Special Meeting for the purpose of soliciting additional proxies if there were not sufficient votes at the Special Meeting to approve the Merger Proposal”): 166,065,353 for, 10,200,006 against — passed, per its Form 8-K filed December 16, 2025 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 3 – The proposal to approve any adjournment of the Special Meeting for the purpose of soliciting additional proxies if there were not sufficient votes at the Special Meeting to approve the Merger Proposal was approved as follows:”
Support: 94% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 59 asset managers below reported 53,910,444 for, 709,523 against.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 23,680,279 | 0 | 0 | 0 | For |
| BlackRock | 8,491,431 | 0 | 0 | 0 | For |
| NEXPOINT FUNDS I | 5,172,250 | 0 | 0 | 0 | For |
| Fidelity | 4,482,338 | 0 | 0 | 0 | For |
| Charles Schwab | 4,131,121 | 0 | 0 | 0 | For |
| Investment Managers Series Trust II | 1,550,309 | 0 | 0 | 0 | For |
| New York Life | 1,082,478 | 0 | 0 | 0 | For |
| TIAA | 1,043,944 | 0 | 0 | 0 | For |
| ARBITRAGE FUNDS | 607,391 | 0 | 0 | 0 | For |
| Russell Investments | 522,187 | 0 | 0 | 0 | For |
| State Street | 0 | 514,099 | 0 | 0 | Against |
| Equitable | 426,964 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 318,455 | 0 | 0 | 0 | For |
| Northern Trust | 304,326 | 0 | 0 | 0 | For |
| ALTSHARES TRUST | 287,118 | 0 | 0 | 0 | For |
| Lincoln Financial | 128,346 | 133,500 | 0 | 0 | Mixed |
| Dimensional | 205,459 | 0 | 0 | 0 | For |
| First Trust | 147,223 | 0 | 0 | 0 | For |
| Goldman Sachs | 104,781 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 94,036 | 0 | 0 | 0 | For |
| Global X | 87,037 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 83,411 | 0 | 0 | 0 | For |
| Pacific Life | 83,372 | 0 | 0 | 0 | For |
| Northern Lights Fund Trust IV | 70,564 | 0 | 0 | 0 | For |
| Brighthouse | 66,584 | 0 | 0 | 0 | For |
Showing the 25 largest of 59 asset managers. See all 59 in the interactive database.
100% of fund votes cast · no official result
The 2 asset managers below reported 651,287 for. 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.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| JPMorgan | 440,295 | 0 | 0 | 0 | For |
| Empower | 210,992 | 0 | 0 | 0 | For |
Combines 4 wordings of this item as funds reported it.
33% Not approved · of votes cast
Description as filed by funds: To approve, on a non-binding, advisory basis, the compensation that may be paid or become payable to the Company's named executive officers in connection with the mergers.
Paramount Group, Inc.’s own tally for this item (“2. Proposal to approve, on a non-binding, advisory basis, the compensation that may be paid or become payable to the Company's named executive officers in connection with the Mergers”): 57,842,864 for, 118,422,040 against — failed, per its Form 8-K filed December 16, 2025 (Item 5.07).
Reported outcome: Not approved, in the filing’s own words: “Proposal 2 – The proposal to approve, on a non-binding, advisory basis, the compensation that may be paid or become payable to the Company's named executive officers in connection with the Mergers was not approved as follows:”
Support: 33% 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 | 78 | 23,680,201 | 0 | 0 | Against |
| BlackRock | 0 | 8,491,431 | 0 | 0 | Against |
| NEXPOINT FUNDS I | 0 | 5,172,250 | 0 | 0 | Against |
| Fidelity | 0 | 4,482,338 | 0 | 0 | Against |
| Charles Schwab | 0 | 4,131,121 | 0 | 0 | Against |
| Investment Managers Series Trust II | 1,550,309 | 0 | 0 | 0 | For |
| New York Life | 0 | 1,082,478 | 0 | 0 | Against |
| TIAA | 0 | 1,043,944 | 0 | 0 | Against |
| ARBITRAGE FUNDS | 607,391 | 0 | 0 | 0 | For |
| Russell Investments | 0 | 522,187 | 0 | 0 | Against |
| State Street | 0 | 514,099 | 0 | 0 | Against |
| Equitable | 0 | 426,964 | 0 | 0 | Against |
| QUANTITATIVE MASTER SERIES LLC | 0 | 318,455 | 0 | 0 | Against |
| Northern Trust | 0 | 304,326 | 0 | 0 | Against |
| ALTSHARES TRUST | 287,118 | 0 | 0 | 0 | For |
| Lincoln Financial | 0 | 261,846 | 0 | 0 | Against |
| Dimensional | 0 | 205,459 | 0 | 0 | Against |
| First Trust | 124,203 | 23,020 | 0 | 0 | Mixed |
| Goldman Sachs | 0 | 104,781 | 0 | 0 | Against |
| AIG/SunAmerica | 0 | 94,036 | 0 | 0 | Against |
| Global X | 0 | 87,037 | 0 | 0 | Against |
| Bridge Builder Trust | 0 | 83,411 | 0 | 0 | Against |
| Pacific Life | 0 | 83,372 | 0 | 0 | Against |
| Northern Lights Fund Trust IV | 0 | 70,564 | 0 | 0 | Against |
| Brighthouse | 0 | 66,584 | 0 | 0 | Against |
Fund voting reports, all 60 managers: 2,704,817 for, 51,916,253 against. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 284,674 | 10,348,076 | 0 | 0 | Against |
| Fidelity | 5,391 | 8,875,897 | 0 | 0 | Against |
| State Street | 0 | 6,485,049 | 0 | 0 | Against |
| GEODE CAPITAL MANAGEMENT, LLC | 0 | 4,931,946 | 0 | 0 | Against |
| Charles Schwab | 0 | 4,131,226 | 0 | 0 | Against |
| GLAZER CAPITAL, LLC | 0 | 3,727,410 | 0 | 0 | Against |
| ARROWSTREET CAPITAL, LIMITED PARTNERSHIP | 0 | 2,606,678 | 0 | 0 | Against |
| JUPITER ASSET MANAGEMENT LTD | 0 | 2,470,613 | 0 | 0 | Against |
| Legal & General Investment Management Ltd | 0 | 2,375,007 | 0 | 0 | Against |
| AQR | 0 | 2,209,648 | 0 | 0 | Against |
| Goldman Sachs | 1,743,603 | 436,403 | 0 | 0 | Mixed |
| Northern Trust | 0 | 2,010,051 | 0 | 0 | Against |
| OAK RIDGE INVESTMENTS LLC | 0 | 2,001,400 | 0 | 0 | Against |
| Pentwater Capital Management LP | 0 | 2,001,400 | 0 | 0 | Against |
| SOROS FUND MANAGEMENT LLC | 0 | 1,352,359 | 0 | 0 | Against |
| Gabelli | 1,337,110 | 0 | 0 | 0 | For |
| Woodline Partners LP | 1,260,400 | 0 | 0 | 0 | For |
| Nuveen | 0 | 1,074,902 | 0 | 0 | Against |
| WATER ISLAND CAPITAL LLC | 958,333 | 0 | 0 | 0 | For |
| Vanguard | 0 | 914,663 | 0 | 0 | Against |
| Polar Asset Management Partners Inc. | 914,422 | 0 | 0 | 0 | For |
| AllianceBernstein | 0 | 804,170 | 0 | 0 | Against |
| MELLON INVESTMENTS Corp | 0 | 776,678 | 0 | 0 | Against |
| PGGM Investments | 0 | 755,723 | 0 | 0 | Against |
| UBS | 0 | 635,712 | 0 | 0 | Against |
Institutional-manager reports, all 166 managers: 8,088,262 for, 67,374,472 against, 300 abstained, 231 not voted. Showing the 25 largest; see all in the interactive database.
0% Fund and manager reports combined; may count the same shares twice · no official result
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.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| JPMorgan | 0 | 440,295 | 0 | 0 | Against |
| Empower | 0 | 210,992 | 0 | 0 | Against |
Fund voting reports, all 2 managers: 651,287 against.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| APG Asset Management US Inc. | 0 | 796,276 | 0 | 0 | Against |
| JPMorgan | 0 | 206,947 | 0 | 0 | Against |
| Cardano Risk Management B.V. | 0 | 134,531 | 0 | 0 | Against |
Institutional-manager reports, all 3 managers: 1,137,754 against.
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 221,897,427 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Vanguard | 10.67% |
| 2 | BlackRock | 3.83% |
| 3 | NEXPOINT FUNDS I | 2.33% |
| 4 | Fidelity | 2.02% |
| 5 | Charles Schwab | 1.86% |
| 6 | Investment Managers Series Trust II | 0.70% |
| 7 | New York Life | 0.49% |
| 8 | TIAA | 0.47% |
| 9 | ARBITRAGE FUNDS | 0.27% |
| 10 | Russell Investments | 0.24% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | BlackRock | 4.79% |
| 2 | Fidelity | 4.00% |
| 3 | State Street | 2.92% |
| 4 | GEODE CAPITAL MANAGEMENT, LLC | 2.22% |
| 5 | Charles Schwab | 1.86% |
| 6 | GLAZER CAPITAL, LLC | 1.68% |
| 7 | ARROWSTREET CAPITAL, LIMITED PARTNERSHIP | 1.17% |
| 8 | JUPITER ASSET MANAGEMENT LTD | 1.11% |
| 9 | Legal & General Investment Management Ltd | 1.07% |
| 10 | AQR | 1.00% |
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 |
|---|---|---|
| The Otto Family Group | 15.12% | DEF14A |
| BlackRock | 13.82% | DEF14A |
| The Vanguard Group | 11.53% | DEF14A |
| Alexander Otto | 6.37% | DEF14A |
| Katharina Otto-Bernstein | 5.53% | DEF14A |
| Peter Brindley | 0.80% | DEF14A |
| Albert Behler | 0.67% | DEF14A |
| Thomas Armbrust | 0.14% | DEF14A |
| Karin Klein | 0.07% | DEF14A |
| Greg Wright | 0.05% | DEF14A |
Percentages above are of 221,897,427 shares outstanding, as reported by Paramount Group, Inc. on its Form 10-Q dated October 15, 2025 (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 Paramount Group, Inc.’s 10-Q dated October 15, 2025. This page is a static snapshot rebuilt weekly on October 25, 2026; a live search always shows the current data.
At Paramount Group, Inc.'s shareholder meeting held December 16, 2025, in the 2025-2026 proxy season, 215 asset managers reported how they voted in their SEC Form N-PX filings, covering 779 separate fund positions. Their filings are grouped here into 6 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. On the most widely held item on that ballot — To approve, on a non-binding, advisory basis, the compensation that may be paid or become… — Paramount Group, Inc.'s filing reports the proposal as not approved, with 33% 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: Paramount Group, Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on December 16, 2025.
Paramount Group, Inc. proxy season coverage: 2023-2024 · 2024-2025 · 2025-2026 (this page).
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