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Compiled from SEC Form N-PX filings and Paylocity Holding Corporation’s Form 8-K, filed December 5, 2025 (Item 5.07 on EDGAR). Page generated October 25, 2026.
Meeting of December 4, 2025: 13 items on Paylocity Holding Corporation’s Form 8-K, filed December 5, 2025: 10 elected · 2 approved · 1 without a stated outcome.
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
Explore Paylocity Holding Corporation in the interactive database Compare manager voting policies
These tallies are Paylocity Holding Corporation’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed December 5, 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 |
|---|---|---|---|---|---|---|---|---|
| Elect Director: Steven R. Beauchamp | 43,267,165 | -- | -- | 1,045,147 | 3,746,743 | 98% | Elected | — |
| Elect Director: Linda M. Breard | 44,096,710 | -- | -- | 215,602 | 3,746,743 | 99.5% | Elected | — |
| Elect Director: Virginia G. Breen | 43,158,508 | -- | -- | 1,153,804 | 3,746,743 | 97% | Elected | — |
| Elect Director: Craig A. Conway | 42,828,302 | -- | -- | 1,484,010 | 3,746,743 | 97% | Elected | — |
| Elect Director: Robin L. Pederson | 43,795,403 | -- | -- | 516,909 | 3,746,743 | 99% | Elected | — |
| Elect Director: Andres D. Reiner | 42,817,315 | -- | -- | 1,494,997 | 3,746,743 | 97% | Elected | — |
| Elect Director: Kenneth B. Robinson | 40,230,648 | -- | -- | 4,081,664 | 3,746,743 | 91% | Elected | — |
| Elect Director: Steven I. Sarowitz | 43,863,891 | -- | -- | 448,421 | 3,746,743 | 99% | Elected | — |
| Elect Director: Ronald V. Waters III | 42,318,931 | -- | -- | 1,993,381 | 3,746,743 | 96% | Elected | — |
| Elect Director: Toby J. Williams | 43,935,407 | -- | -- | 376,905 | 3,746,743 | 99.1% | Elected | — |
| 2. Ratification of the appointment of KPMG LLP as independent registered public accounting firm for the fiscal year ending June 30, 2026 | 47,810,256 | 158,945 | 89,854 | -- | -- | 99.6% | Approved | — |
| 3. Advisory vote to approve the compensation of named executive officers | 41,242,588 | 2,979,270 | 90,454 | -- | 3,746,743 | 93% | Not verified | — |
| 4. Approval of the Amended and Restated 2023 Equity Incentive Plan | 42,518,831 | 1,703,482 | 89,999 | -- | 3,746,743 | 96% | Approved | — |
Source: Paylocity Holding Corporation, Form 8-K, filed with the SEC on December 5, 2025 — read the filing on EDGAR.
Each item below shows how the 463 asset managers that disclosed a Paylocity Holding Corporation 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 8 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Steven R. Beauchamp
Paylocity Holding Corporation’s own tally for this item (“Elect Director: Steven R. Beauchamp”): 43,267,165 for, 1,045,147 withheld, per its Form 8-K filed December 5, 2025 (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: “Based on the votes set forth above, all of the director nominees were duly elected.”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 118 asset managers below reported 16,641,266 for, 39,519 withheld, 34 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 3,860,889 | 0 | 0 | 445 | For |
| T. Rowe Price | 2,849,336 | 0 | 0 | 0 | For |
| BlackRock | 2,506,593 | 0 | 0 | 0 | For |
| Fidelity | 1,758,030 | 0 | 0 | 0 | For |
| WASATCH FUNDS TRUST | 643,965 | 0 | 0 | 0 | For |
| Invesco | 403,491 | 0 | 0 | 0 | For |
| Jackson National | 380,474 | 0 | 0 | 0 | For |
| JPMorgan | 359,164 | 0 | 0 | 0 | For |
| Waddell & Reed | 337,879 | 0 | 0 | 0 | For |
| Charles Schwab | 320,505 | 0 | 0 | 0 | For |
| State Street | 299,264 | 0 | 0 | 20 | For |
| Columbia Threadneedle | 262,022 | 0 | 0 | 0 | For |
| American Century | 212,458 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 206,264 | 0 | 0 | 0 | For |
| MassMutual | 186,525 | 0 | 0 | 0 | For |
| Dimensional | 167,654 | 0 | 0 | 0 | For |
| Empower | 154,114 | 0 | 0 | 0 | For |
| First Trust | 121,352 | 0 | 0 | 0 | For |
| Brighthouse | 101,433 | 0 | 0 | 8,010 | Mixed |
| NICHOLAS II, INC | 98,875 | 0 | 0 | 0 | For |
| AQR | 94,678 | 0 | 0 | 0 | For |
| Lord Abbett | 73,021 | 0 | 0 | 0 | For |
| TIAA | 65,582 | 0 | 0 | 0 | For |
| Equitable | 63,529 | 0 | 0 | 0 | For |
| John Hancock | 56,123 | 0 | 0 | 0 | For |
Showing the 25 largest of 118 asset managers. See all 118 in the interactive database.
Combines 8 wordings of this item as funds reported it.
99.1% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Toby J. Williams
Paylocity Holding Corporation’s own tally for this item (“Elect Director: Toby J. Williams”): 43,935,407 for, 376,905 withheld, per its Form 8-K filed December 5, 2025 (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: “Based on the votes set forth above, all of the director nominees were duly elected.”
Support: 99.1% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 118 asset managers below reported 16,663,166 for, 17,620 withheld, 34 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 3,861,333 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,849,336 | 0 | 0 | 0 | For |
| BlackRock | 2,506,593 | 0 | 0 | 0 | For |
| Fidelity | 1,758,030 | 0 | 0 | 0 | For |
| WASATCH FUNDS TRUST | 643,965 | 0 | 0 | 0 | For |
| Invesco | 403,491 | 0 | 0 | 0 | For |
| Jackson National | 380,474 | 0 | 0 | 0 | For |
| JPMorgan | 359,164 | 0 | 0 | 0 | For |
| Waddell & Reed | 337,879 | 0 | 0 | 0 | For |
| Charles Schwab | 320,505 | 0 | 0 | 0 | For |
| State Street | 299,264 | 0 | 0 | 20 | For |
| Columbia Threadneedle | 262,022 | 0 | 0 | 0 | For |
| American Century | 212,458 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 206,264 | 0 | 0 | 0 | For |
| MassMutual | 186,525 | 0 | 0 | 0 | For |
| Dimensional | 167,654 | 0 | 0 | 0 | For |
| Empower | 154,114 | 0 | 0 | 0 | For |
| First Trust | 121,352 | 0 | 0 | 0 | For |
| Brighthouse | 101,433 | 0 | 0 | 8,010 | Mixed |
| NICHOLAS II, INC | 98,875 | 0 | 0 | 0 | For |
| AQR | 94,678 | 0 | 0 | 0 | For |
| Lord Abbett | 73,021 | 0 | 0 | 0 | For |
| TIAA | 65,582 | 0 | 0 | 0 | For |
| Equitable | 63,529 | 0 | 0 | 0 | For |
| John Hancock | 56,123 | 0 | 0 | 0 | For |
Showing the 25 largest of 118 asset managers. See all 118 in the interactive database.
Combines 8 wordings of this item as funds reported it.
99.5% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Linda M. Breard
Paylocity Holding Corporation’s own tally for this item (“Elect Director: Linda M. Breard”): 44,096,710 for, 215,602 withheld, per its Form 8-K filed December 5, 2025 (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: “Based on the votes set forth above, all of the director nominees were duly elected.”
Support: 99.5% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 118 asset managers below reported 16,663,185 for, 17,600 withheld, 34 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 3,861,333 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,849,336 | 0 | 0 | 0 | For |
| BlackRock | 2,506,593 | 0 | 0 | 0 | For |
| Fidelity | 1,758,030 | 0 | 0 | 0 | For |
| WASATCH FUNDS TRUST | 643,965 | 0 | 0 | 0 | For |
| Invesco | 403,491 | 0 | 0 | 0 | For |
| Jackson National | 380,474 | 0 | 0 | 0 | For |
| JPMorgan | 359,164 | 0 | 0 | 0 | For |
| Waddell & Reed | 337,879 | 0 | 0 | 0 | For |
| Charles Schwab | 320,505 | 0 | 0 | 0 | For |
| State Street | 299,284 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 262,022 | 0 | 0 | 0 | For |
| American Century | 212,458 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 206,264 | 0 | 0 | 0 | For |
| MassMutual | 186,525 | 0 | 0 | 0 | For |
| Dimensional | 167,654 | 0 | 0 | 0 | For |
| Empower | 154,114 | 0 | 0 | 0 | For |
| First Trust | 121,352 | 0 | 0 | 0 | For |
| Brighthouse | 101,433 | 0 | 0 | 8,010 | Mixed |
| NICHOLAS II, INC | 98,875 | 0 | 0 | 0 | For |
| AQR | 94,678 | 0 | 0 | 0 | For |
| Lord Abbett | 73,021 | 0 | 0 | 0 | For |
| TIAA | 65,582 | 0 | 0 | 0 | For |
| Equitable | 63,529 | 0 | 0 | 0 | For |
| John Hancock | 56,123 | 0 | 0 | 0 | For |
Showing the 25 largest of 118 asset managers. See all 118 in the interactive database.
Combines 8 wordings of this item as funds reported it.
97% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Virginia G. Breen
Paylocity Holding Corporation’s own tally for this item (“Elect Director: Virginia G. Breen”): 43,158,508 for, 1,153,804 withheld, per its Form 8-K filed December 5, 2025 (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: “Based on the votes set forth above, all of the director nominees were duly elected.”
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 118 asset managers below reported 16,640,177 for, 26,665 withheld, 13,943 abstained, 34 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 3,861,333 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,849,336 | 0 | 0 | 0 | For |
| BlackRock | 2,506,593 | 0 | 0 | 0 | For |
| Fidelity | 1,758,030 | 0 | 0 | 0 | For |
| WASATCH FUNDS TRUST | 643,965 | 0 | 0 | 0 | For |
| Invesco | 403,491 | 0 | 0 | 0 | For |
| Jackson National | 380,474 | 0 | 0 | 0 | For |
| JPMorgan | 359,164 | 0 | 0 | 0 | For |
| Waddell & Reed | 337,879 | 0 | 0 | 0 | For |
| Charles Schwab | 320,505 | 0 | 0 | 0 | For |
| State Street | 299,284 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 262,022 | 0 | 0 | 0 | For |
| American Century | 212,458 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 206,264 | 0 | 0 | 0 | For |
| MassMutual | 186,525 | 0 | 0 | 0 | For |
| Dimensional | 167,654 | 0 | 0 | 0 | For |
| Empower | 154,114 | 0 | 0 | 0 | For |
| First Trust | 121,352 | 0 | 0 | 0 | For |
| Brighthouse | 101,433 | 0 | 0 | 8,010 | Mixed |
| NICHOLAS II, INC | 98,875 | 0 | 0 | 0 | For |
| AQR | 94,678 | 0 | 0 | 0 | For |
| Lord Abbett | 73,021 | 0 | 0 | 0 | For |
| TIAA | 65,582 | 0 | 0 | 0 | For |
| Equitable | 63,529 | 0 | 0 | 0 | For |
| John Hancock | 56,123 | 0 | 0 | 0 | For |
Showing the 25 largest of 118 asset managers. See all 118 in the interactive database.
Combines 8 wordings of this item as funds reported it.
97% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Craig A. Conway
Paylocity Holding Corporation’s own tally for this item (“Elect Director: Craig A. Conway”): 42,828,302 for, 1,484,010 withheld, per its Form 8-K filed December 5, 2025 (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: “Based on the votes set forth above, all of the director nominees were duly elected.”
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 118 asset managers below reported 16,625,646 for, 31,147 withheld, 23,993 abstained, 34 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 3,860,889 | 0 | 0 | 445 | For |
| T. Rowe Price | 2,849,336 | 0 | 0 | 0 | For |
| BlackRock | 2,506,593 | 0 | 0 | 0 | For |
| Fidelity | 1,758,030 | 0 | 0 | 0 | For |
| WASATCH FUNDS TRUST | 643,965 | 0 | 0 | 0 | For |
| Invesco | 403,491 | 0 | 0 | 0 | For |
| Jackson National | 380,474 | 0 | 0 | 0 | For |
| JPMorgan | 359,164 | 0 | 0 | 0 | For |
| Waddell & Reed | 337,879 | 0 | 0 | 0 | For |
| Charles Schwab | 320,505 | 0 | 0 | 0 | For |
| State Street | 299,284 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 262,022 | 0 | 0 | 0 | For |
| American Century | 212,458 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 206,264 | 0 | 0 | 0 | For |
| MassMutual | 186,525 | 0 | 0 | 0 | For |
| Dimensional | 167,654 | 0 | 0 | 0 | For |
| Empower | 154,114 | 0 | 0 | 0 | For |
| First Trust | 121,352 | 0 | 0 | 0 | For |
| Brighthouse | 101,433 | 0 | 0 | 8,010 | Mixed |
| NICHOLAS II, INC | 98,875 | 0 | 0 | 0 | For |
| AQR | 94,678 | 0 | 0 | 0 | For |
| Lord Abbett | 73,021 | 0 | 0 | 0 | For |
| TIAA | 65,582 | 0 | 0 | 0 | For |
| Equitable | 63,529 | 0 | 0 | 0 | For |
| John Hancock | 56,123 | 0 | 0 | 0 | For |
Showing the 25 largest of 118 asset managers. See all 118 in the interactive database.
Combines 8 wordings of this item as funds reported it.
99% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Robin L. Pederson
Paylocity Holding Corporation’s own tally for this item (“Elect Director: Robin L. Pederson”): 43,795,403 for, 516,909 withheld, per its Form 8-K filed December 5, 2025 (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: “Based on the votes set forth above, all of the director nominees were duly elected.”
Support: 99% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 118 asset managers below reported 16,661,259 for, 17,600 withheld, 1,926 abstained, 34 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 3,861,333 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,849,336 | 0 | 0 | 0 | For |
| BlackRock | 2,506,593 | 0 | 0 | 0 | For |
| Fidelity | 1,758,030 | 0 | 0 | 0 | For |
| WASATCH FUNDS TRUST | 643,965 | 0 | 0 | 0 | For |
| Invesco | 403,491 | 0 | 0 | 0 | For |
| Jackson National | 380,474 | 0 | 0 | 0 | For |
| JPMorgan | 359,164 | 0 | 0 | 0 | For |
| Waddell & Reed | 337,879 | 0 | 0 | 0 | For |
| Charles Schwab | 320,505 | 0 | 0 | 0 | For |
| State Street | 299,284 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 262,022 | 0 | 0 | 0 | For |
| American Century | 212,458 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 206,264 | 0 | 0 | 0 | For |
| MassMutual | 186,525 | 0 | 0 | 0 | For |
| Dimensional | 167,654 | 0 | 0 | 0 | For |
| Empower | 154,114 | 0 | 0 | 0 | For |
| First Trust | 121,352 | 0 | 0 | 0 | For |
| Brighthouse | 101,433 | 0 | 0 | 8,010 | Mixed |
| NICHOLAS II, INC | 98,875 | 0 | 0 | 0 | For |
| AQR | 94,678 | 0 | 0 | 0 | For |
| Lord Abbett | 73,021 | 0 | 0 | 0 | For |
| TIAA | 65,582 | 0 | 0 | 0 | For |
| Equitable | 63,529 | 0 | 0 | 0 | For |
| John Hancock | 56,123 | 0 | 0 | 0 | For |
Showing the 25 largest of 118 asset managers. See all 118 in the interactive database.
Combines 8 wordings of this item as funds reported it.
97% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Andres D. Reiner
Paylocity Holding Corporation’s own tally for this item (“Elect Director: Andres D. Reiner”): 42,817,315 for, 1,494,997 withheld, per its Form 8-K filed December 5, 2025 (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: “Based on the votes set forth above, all of the director nominees were duly elected.”
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 118 asset managers below reported 16,628,982 for, 27,810 withheld, 23,993 abstained, 34 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 3,860,889 | 0 | 0 | 445 | For |
| T. Rowe Price | 2,849,336 | 0 | 0 | 0 | For |
| BlackRock | 2,506,593 | 0 | 0 | 0 | For |
| Fidelity | 1,758,030 | 0 | 0 | 0 | For |
| WASATCH FUNDS TRUST | 643,965 | 0 | 0 | 0 | For |
| Invesco | 403,491 | 0 | 0 | 0 | For |
| Jackson National | 380,474 | 0 | 0 | 0 | For |
| JPMorgan | 359,164 | 0 | 0 | 0 | For |
| Waddell & Reed | 337,879 | 0 | 0 | 0 | For |
| Charles Schwab | 320,505 | 0 | 0 | 0 | For |
| State Street | 299,264 | 0 | 0 | 20 | For |
| Columbia Threadneedle | 262,022 | 0 | 0 | 0 | For |
| American Century | 212,458 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 206,264 | 0 | 0 | 0 | For |
| MassMutual | 186,525 | 0 | 0 | 0 | For |
| Dimensional | 167,654 | 0 | 0 | 0 | For |
| Empower | 154,114 | 0 | 0 | 0 | For |
| First Trust | 121,352 | 0 | 0 | 0 | For |
| Brighthouse | 101,433 | 0 | 0 | 8,010 | Mixed |
| NICHOLAS II, INC | 98,875 | 0 | 0 | 0 | For |
| AQR | 94,678 | 0 | 0 | 0 | For |
| Lord Abbett | 73,021 | 0 | 0 | 0 | For |
| TIAA | 65,582 | 0 | 0 | 0 | For |
| Equitable | 63,529 | 0 | 0 | 0 | For |
| John Hancock | 56,123 | 0 | 0 | 0 | For |
Showing the 25 largest of 118 asset managers. See all 118 in the interactive database.
Combines 8 wordings of this item as funds reported it.
91% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Kenneth B. Robinson
Paylocity Holding Corporation’s own tally for this item (“Elect Director: Kenneth B. Robinson”): 40,230,648 for, 4,081,664 withheld, per its Form 8-K filed December 5, 2025 (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: “Based on the votes set forth above, all of the director nominees were duly elected.”
Support: 91% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 118 asset managers below reported 15,922,943 for, 729,041 withheld, 28,801 abstained, 34 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 3,860,889 | 0 | 0 | 445 | For |
| T. Rowe Price | 2,849,336 | 0 | 0 | 0 | For |
| BlackRock | 2,506,593 | 0 | 0 | 0 | For |
| Fidelity | 1,758,030 | 0 | 0 | 0 | For |
| WASATCH FUNDS TRUST | 643,965 | 0 | 0 | 0 | For |
| Invesco | 403,491 | 0 | 0 | 0 | For |
| Jackson National | 380,474 | 0 | 0 | 0 | For |
| JPMorgan | 359,164 | 0 | 0 | 0 | For |
| Waddell & Reed | 0 | 0 | 0 | 337,879 | Withhold |
| Charles Schwab | 320,426 | 0 | 0 | 79 | For |
| State Street | 299,284 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 0 | 0 | 0 | 262,022 | Withhold |
| American Century | 212,458 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 206,264 | 0 | 0 | 0 | For |
| MassMutual | 186,525 | 0 | 0 | 0 | For |
| Dimensional | 167,654 | 0 | 0 | 0 | For |
| Empower | 154,114 | 0 | 0 | 0 | For |
| First Trust | 121,352 | 0 | 0 | 0 | For |
| Brighthouse | 101,433 | 0 | 0 | 8,010 | Mixed |
| NICHOLAS II, INC | 98,875 | 0 | 0 | 0 | For |
| AQR | 94,678 | 0 | 0 | 0 | For |
| Lord Abbett | 73,021 | 0 | 0 | 0 | For |
| TIAA | 65,582 | 0 | 0 | 0 | For |
| Equitable | 63,529 | 0 | 0 | 0 | For |
| John Hancock | 56,123 | 0 | 0 | 0 | For |
Showing the 25 largest of 118 asset managers. See all 118 in the interactive database.
Combines 8 wordings of this item as funds reported it.
99% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Steven I. Sarowitz
Paylocity Holding Corporation’s own tally for this item (“Elect Director: Steven I. Sarowitz”): 43,863,891 for, 448,421 withheld, per its Form 8-K filed December 5, 2025 (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: “Based on the votes set forth above, all of the director nominees were duly elected.”
Support: 99% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 118 asset managers below reported 16,663,166 for, 17,620 withheld, 34 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 3,861,333 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,849,336 | 0 | 0 | 0 | For |
| BlackRock | 2,506,593 | 0 | 0 | 0 | For |
| Fidelity | 1,758,030 | 0 | 0 | 0 | For |
| WASATCH FUNDS TRUST | 643,965 | 0 | 0 | 0 | For |
| Invesco | 403,491 | 0 | 0 | 0 | For |
| Jackson National | 380,474 | 0 | 0 | 0 | For |
| JPMorgan | 359,164 | 0 | 0 | 0 | For |
| Waddell & Reed | 337,879 | 0 | 0 | 0 | For |
| Charles Schwab | 320,505 | 0 | 0 | 0 | For |
| State Street | 299,264 | 0 | 0 | 20 | For |
| Columbia Threadneedle | 262,022 | 0 | 0 | 0 | For |
| American Century | 212,458 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 206,264 | 0 | 0 | 0 | For |
| MassMutual | 186,525 | 0 | 0 | 0 | For |
| Dimensional | 167,654 | 0 | 0 | 0 | For |
| Empower | 154,114 | 0 | 0 | 0 | For |
| First Trust | 121,352 | 0 | 0 | 0 | For |
| Brighthouse | 101,433 | 0 | 0 | 8,010 | Mixed |
| NICHOLAS II, INC | 98,875 | 0 | 0 | 0 | For |
| AQR | 94,678 | 0 | 0 | 0 | For |
| Lord Abbett | 73,021 | 0 | 0 | 0 | For |
| TIAA | 65,582 | 0 | 0 | 0 | For |
| Equitable | 63,529 | 0 | 0 | 0 | For |
| John Hancock | 56,123 | 0 | 0 | 0 | For |
Showing the 25 largest of 118 asset managers. See all 118 in the interactive database.
Combines 9 wordings of this item as funds reported it.
96% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Ronald V. Waters III
Paylocity Holding Corporation’s own tally for this item (“Elect Director: Ronald V. Waters III”): 42,318,931 for, 1,993,381 withheld, per its Form 8-K filed December 5, 2025 (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: “Based on the votes set forth above, all of the director nominees were duly elected.”
Support: 96% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 118 asset managers below reported 16,348,839 for, 330,021 withheld, 1,926 abstained, 34 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 3,861,333 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,849,336 | 0 | 0 | 0 | For |
| BlackRock | 2,506,593 | 0 | 0 | 0 | For |
| Fidelity | 1,758,030 | 0 | 0 | 0 | For |
| WASATCH FUNDS TRUST | 643,965 | 0 | 0 | 0 | For |
| Invesco | 403,491 | 0 | 0 | 0 | For |
| Jackson National | 380,474 | 0 | 0 | 0 | For |
| JPMorgan | 359,164 | 0 | 0 | 0 | For |
| Waddell & Reed | 337,879 | 0 | 0 | 0 | For |
| Charles Schwab | 320,505 | 0 | 0 | 0 | For |
| State Street | 927 | 0 | 0 | 298,357 | Withhold |
| Columbia Threadneedle | 262,022 | 0 | 0 | 0 | For |
| American Century | 212,458 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 206,264 | 0 | 0 | 0 | For |
| MassMutual | 186,525 | 0 | 0 | 0 | For |
| Dimensional | 167,654 | 0 | 0 | 0 | For |
| Empower | 154,114 | 0 | 0 | 0 | For |
| First Trust | 121,352 | 0 | 0 | 0 | For |
| Brighthouse | 101,433 | 0 | 0 | 8,010 | Mixed |
| NICHOLAS II, INC | 98,875 | 0 | 0 | 0 | For |
| AQR | 94,678 | 0 | 0 | 0 | For |
| Lord Abbett | 73,021 | 0 | 0 | 0 | For |
| TIAA | 65,582 | 0 | 0 | 0 | For |
| Equitable | 63,529 | 0 | 0 | 0 | For |
| John Hancock | 56,123 | 0 | 0 | 0 | For |
Showing the 25 largest of 118 asset managers. See all 118 in the interactive database.
Combines 3 wordings of this item as funds reported it.
96% Approved · of votes cast
Description as filed by funds: Approval of the Amended and Restated 2023 Equity Incentive Plan.
Paylocity Holding Corporation’s own tally for this item (“4. Approval of the Amended and Restated 2023 Equity Incentive Plan”): 42,518,831 for, 1,703,482 against — passed, per its Form 8-K filed December 5, 2025 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Based on the votes set forth above, the Company's stockholders approved the Amended and Restated 2023 Equity Incentive Plan.”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Also reported under other wordings, matched to the same row of Paylocity Holding Corporation’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” (4 managers, 386,020 for, 690 against).
The 122 asset managers below reported 15,618,509 for, 980,370 against, 8,010 abstained, 34 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 3,861,333 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,849,336 | 0 | 0 | 0 | For |
| BlackRock | 2,506,593 | 0 | 0 | 0 | For |
| Fidelity | 1,151,307 | 606,723 | 0 | 0 | Mixed |
| WASATCH FUNDS TRUST | 643,965 | 0 | 0 | 0 | For |
| Invesco | 403,491 | 0 | 0 | 0 | For |
| Jackson National | 380,474 | 0 | 0 | 0 | For |
| Waddell & Reed | 337,879 | 0 | 0 | 0 | For |
| Charles Schwab | 320,505 | 0 | 0 | 0 | For |
| HUSSMAN INVESTMENT TRUST | 0 | 300,000 | 0 | 0 | Against |
| State Street | 299,264 | 20 | 0 | 0 | For |
| Columbia Threadneedle | 262,022 | 0 | 0 | 0 | For |
| American Century | 164,372 | 48,086 | 0 | 0 | Mixed |
| JANUS INVESTMENT FUND | 206,264 | 0 | 0 | 0 | For |
| MassMutual | 186,525 | 0 | 0 | 0 | For |
| Dimensional | 167,654 | 0 | 0 | 0 | For |
| Empower | 133,506 | 0 | 0 | 0 | For |
| First Trust | 121,352 | 0 | 0 | 0 | For |
| Brighthouse | 101,433 | 0 | 8,010 | 0 | Mixed |
| NICHOLAS II, INC | 98,875 | 0 | 0 | 0 | For |
| AQR | 94,678 | 0 | 0 | 0 | For |
| Lord Abbett | 73,021 | 0 | 0 | 0 | For |
| TIAA | 65,582 | 0 | 0 | 0 | For |
| Equitable | 63,529 | 0 | 0 | 0 | For |
| John Hancock | 56,123 | 0 | 0 | 0 | For |
Showing the 25 largest of 122 asset managers. See all 122 in the interactive database.
Combines 8 wordings of this item as funds reported it.
93% Majority: yes · of votes cast
Description as filed by funds: Advisory vote to approve the compensation of named executive officers.
Paylocity Holding Corporation’s own tally for this item (“3. Advisory vote to approve the compensation of named executive officers”): 41,242,588 for, 2,979,270 against, per its Form 8-K filed December 5, 2025 (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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 93% 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 | 3,860,889 | 445 | 0 | 0 | For |
| T. Rowe Price | 2,792,288 | 57,048 | 0 | 0 | For |
| BlackRock | 2,506,593 | 0 | 0 | 0 | For |
| Fidelity | 1,758,030 | 0 | 0 | 0 | For |
| WASATCH FUNDS TRUST | 643,965 | 0 | 0 | 0 | For |
| Invesco | 403,491 | 0 | 0 | 0 | For |
| Jackson National | 380,474 | 0 | 0 | 0 | For |
| JPMorgan | 0 | 359,164 | 0 | 0 | Against |
| Waddell & Reed | 337,879 | 0 | 0 | 0 | For |
| Charles Schwab | 320,505 | 0 | 0 | 0 | For |
| HUSSMAN INVESTMENT TRUST | 0 | 300,000 | 0 | 0 | Against |
| State Street | 299,157 | 127 | 0 | 0 | For |
| Columbia Threadneedle | 0 | 262,022 | 0 | 0 | Against |
| American Century | 164,372 | 48,086 | 0 | 0 | Mixed |
| JANUS INVESTMENT FUND | 206,264 | 0 | 0 | 0 | For |
| MassMutual | 186,525 | 0 | 0 | 0 | For |
| Dimensional | 167,654 | 0 | 0 | 0 | For |
| Empower | 154,114 | 0 | 0 | 0 | For |
| First Trust | 121,352 | 0 | 0 | 0 | For |
| Brighthouse | 101,433 | 0 | 8,010 | 0 | Mixed |
| NICHOLAS II, INC | 98,875 | 0 | 0 | 0 | For |
| AQR | 94,678 | 0 | 0 | 0 | For |
| Lord Abbett | 73,021 | 0 | 0 | 0 | For |
| TIAA | 65,582 | 0 | 0 | 0 | For |
| Equitable | 63,529 | 0 | 0 | 0 | For |
Fund voting reports, all 117 managers: 15,843,493 for, 1,133,874 against, 8,010 abstained, 34 not voted. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| T. Rowe Price | 5,006,516 | 83,344 | 0 | 0 | For |
| BlackRock | 1,480,598 | 5,749 | 0 | 0 | For |
| State Street | 1,232,441 | 140 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 1,210,439 | 0 | 0 | 0 | For |
| WASATCH ADVISORS LP | 877,543 | 9,430 | 0 | 0 | For |
| Citadel | 851,372 | 0 | 0 | 0 | For |
| Fidelity | 737,576 | 0 | 0 | 0 | For |
| Liontrust Investment Partners LLP | 620,220 | 0 | 0 | 0 | For |
| Two Sigma | 595,103 | 0 | 0 | 0 | For |
| Invesco | 530,986 | 0 | 0 | 0 | For |
| RIVERBRIDGE PARTNERS LLC | 493,142 | 0 | 0 | 0 | For |
| Janus Henderson | 438,704 | 0 | 0 | 0 | For |
| NOMURA INVESTMENT MANAGEMENT BUSINESS TRUST | 429,833 | 0 | 0 | 0 | For |
| Northern Trust | 393,263 | 108 | 0 | 0 | For |
| GW&K Investment Management, LLC | 347,555 | 0 | 0 | 0 | For |
| AQR | 340,460 | 0 | 0 | 0 | For |
| Charles Schwab | 326,376 | 0 | 0 | 0 | For |
| Alyeska Investment Group, L.P. | 0 | 318,894 | 0 | 0 | Against |
| MELLON INVESTMENTS Corp | 301,923 | 0 | 0 | 0 | For |
| American Century | 172,375 | 66,589 | 0 | 0 | Mixed |
| Clearbridge Investments, LLC | 194,867 | 0 | 0 | 0 | For |
| Van Berkom & Associates Inc. | 187,111 | 0 | 0 | 0 | For |
| Formuepleje A/S | 181,244 | 0 | 0 | 0 | For |
| Ranger Investment Management, L.P. | 173,085 | 0 | 0 | 0 | For |
| Vanguard | 161,323 | 0 | 0 | 0 | For |
Institutional-manager reports, all 368 managers: 21,929,227 for, 1,629,185 against, 19,649 abstained, 30,207 not voted. Showing the 25 largest; see all in the interactive database.
Combines 4 wordings of this item as funds reported it.
99.6% Approved · of votes cast
Description as filed by funds: Ratification of the appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2026.
Paylocity Holding Corporation’s own tally for this item (“2. Ratification of the appointment of KPMG LLP as independent registered public accounting firm for the fiscal year ending June 30, 2026”): 47,810,256 for, 158,945 against — passed, per its Form 8-K filed December 5, 2025 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Based on the votes set forth above, the selection of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2026 was ratified.”
Support: 99.6% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 120 asset managers below reported 16,977,298 for, 3,412 against, 8,010 abstained, 34 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 3,861,333 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,849,336 | 0 | 0 | 0 | For |
| BlackRock | 2,506,593 | 0 | 0 | 0 | For |
| Fidelity | 1,758,030 | 0 | 0 | 0 | For |
| WASATCH FUNDS TRUST | 643,965 | 0 | 0 | 0 | For |
| Invesco | 403,491 | 0 | 0 | 0 | For |
| Jackson National | 380,474 | 0 | 0 | 0 | For |
| JPMorgan | 359,164 | 0 | 0 | 0 | For |
| Waddell & Reed | 337,879 | 0 | 0 | 0 | For |
| Charles Schwab | 320,505 | 0 | 0 | 0 | For |
| HUSSMAN INVESTMENT TRUST | 300,000 | 0 | 0 | 0 | For |
| State Street | 299,264 | 20 | 0 | 0 | For |
| Columbia Threadneedle | 262,022 | 0 | 0 | 0 | For |
| American Century | 212,458 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 206,264 | 0 | 0 | 0 | For |
| MassMutual | 186,525 | 0 | 0 | 0 | For |
| Dimensional | 167,654 | 0 | 0 | 0 | For |
| Empower | 154,114 | 0 | 0 | 0 | For |
| First Trust | 121,352 | 0 | 0 | 0 | For |
| Brighthouse | 101,433 | 0 | 8,010 | 0 | Mixed |
| NICHOLAS II, INC | 98,875 | 0 | 0 | 0 | For |
| AQR | 94,678 | 0 | 0 | 0 | For |
| Lord Abbett | 73,021 | 0 | 0 | 0 | For |
| TIAA | 65,582 | 0 | 0 | 0 | For |
| Equitable | 63,529 | 0 | 0 | 0 | For |
Showing the 25 largest of 120 asset managers. See all 120 in the interactive database.
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 55,738,000 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Vanguard | 6.93% |
| 2 | T. Rowe Price | 5.11% |
| 3 | BlackRock | 4.50% |
| 4 | Fidelity | 3.15% |
| 5 | WASATCH FUNDS TRUST | 1.16% |
| 6 | Invesco | 0.72% |
| 7 | Jackson National | 0.68% |
| 8 | JPMorgan | 0.64% |
| 9 | Waddell & Reed | 0.61% |
| 10 | Charles Schwab | 0.58% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | T. Rowe Price | 9.13% |
| 2 | BlackRock | 2.67% |
| 3 | State Street | 2.21% |
| 4 | GEODE CAPITAL MANAGEMENT, LLC | 2.17% |
| 5 | WASATCH ADVISORS LP | 1.59% |
| 6 | Citadel | 1.53% |
| 7 | Fidelity | 1.32% |
| 8 | Liontrust Investment Partners LLP | 1.11% |
| 9 | Two Sigma | 1.07% |
| 10 | Invesco | 0.95% |
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 |
|---|---|---|
| Steven I. Sarowitz | 15.18% | DEF14A |
| BlackRock | 7.87% | 13F |
| Vanguard Group | 7.47% | 13F |
| T. Rowe Price Associates, Inc. | 7.44% | DEF14A |
| T. Rowe Price Investment Management, Inc. | 5.57% | 13G |
| Steven R. Beauchamp | 3.43% | DEF14A |
| Citadel Advisors | 3.14% | 13F |
| State Street | 2.40% | 13F |
| Geode Capital | 2.32% | 13F |
| AQR Capital | 2.04% | 13F |
Percentages above are of 55,738,000 shares outstanding, as reported by Paylocity Holding Corporation on its Form 10-Q dated September 30, 2024 (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 Paylocity Holding Corporation’s 10-Q dated September 30, 2024. This page is a static snapshot rebuilt weekly on October 25, 2026; a live search always shows the current data.
At Paylocity Holding Corporation's shareholder meeting held December 4, 2025, in the 2025-2026 proxy season, 463 asset managers reported how they voted on 13 ballot items in their SEC Form N-PX filings, covering 6,278 separate fund positions. On the most widely held item on that ballot — Advisory vote to approve the compensation of named executive officers. — FOR was 93% 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), which is more than half. Whether the item was approved is for the filing to say; that statement has not been read for this item. Source: Paylocity Holding Corporation's Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on December 5, 2025.
Paylocity Holding Corporation proxy season coverage: 2023-2024 · 2024-2025 · 2025-2026 (this page).
Download data (CSV): ballot items · votes by manager · column guide.