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PENUMBRA INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and PENUMBRA INC.’s Form 8-K, filed June 7, 2024 (Item 5.07 on EDGAR). Page generated October 18, 2026.

  • 4Ballot items
  • 373Asset managers
  • 2,164Fund votes
  • June 5, 2024Meeting date

Results at a glance

Meeting of June 5, 2024: 4 items on PENUMBRA INC.’s Form 8-K, filed June 7, 2024: 2 elected · 2 approved.

Material dissent

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

Proxy season: 2023-2024 2024-2025 2025-2026

Explore PENUMBRA INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by PENUMBRA INC.

These tallies are PENUMBRA INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed June 7, 2024 (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.

PENUMBRA INC. — official shareholder meeting results, meeting held June 5, 2024
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Adam Elsesser 26,909,789---- 4,354,2803,991,298 86%Elected—
Elect Director: Harpreet Grewal 26,895,706---- 4,368,3633,991,298 86%Elected—
2. Ratification of Selection of Independent Registered Public Accounting Firm. The selection of PricewaterhouseCoopers LLP (PwC) as the independent registered public accounting firm for Penumbra for the fiscal year ending December 31, 2024 35,126,33557,53071,502 ---- 99.8%Approved—
3. Approval, on an Advisory Basis, of the Compensation of the Company's Named Executive Officers. The compensation of the Company's named executive officers 29,158,7242,085,95119,394 --3,991,298 93%Approved—

Source: PENUMBRA INC., Form 8-K, filed with the SEC on June 7, 2024 — read the filing on EDGAR.

How asset managers voted at the PENUMBRA INC. 2023-2024 meeting

Each item below shows how the 373 asset managers that disclosed a PENUMBRA INC. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report.

1. Elect Director: Adam Elsesser

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

86% Majority: yes · of votes cast

FOR 86%
FOR: 26,909,789WITHHELD: 4,354,280
Details: description as filed, official tally, votes by 106 asset managers

Description as filed by funds: To elect the nominees for Class III director to serve until the 2027 Annual Meeting of Stockholders and until their successors are duly elected and qualified: Adam Elsesser

PENUMBRA INC.’s own tally for this item (“Elect Director: Adam Elsesser”): 26,909,789 for, 4,354,280 withheld, per its Form 8-K filed June 7, 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 nominees were elected to serve as Class III directors until the Company's 2027 annual meeting of stockholders and until their respective successors are duly elected and qualified, or, if sooner, until the director's death, resignation or removal, based on the following results of voti…”
Support: 86% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 106 asset managers below reported 19,608,624 for, 968,261 withheld, 241,806 abstained.

FOR
FOR: 19,608,624ABSTAIN: 241,806WITHHOLD: 968,261
Largest asset managers voting on “To elect the nominees for Class III director to serve until the 2027 Annual Meeting of Stockholders and until ” at PENUMBRA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Fidelity6,157,5720 029,397For
Vanguard4,233,5820 00For
BlackRock2,370,1600 00For
T. Rowe Price2,038,3380 00For
Capital Group1,213,7060 00For
Advisors' Inner Circle Fund II490,0000 00For
Legg Mason420,4470 00For
State Street374,5020 0282For
Charles Schwab255,0470 00For
CARILLON SERIES TRUST253,0380 00For
AMCAP FUND217,0170 00For
FRANKLIN STRATEGIC SERIES216,3000 00For
Allspring00 0143,138Withhold
Prudential/PGIM142,2680 00For
WILLIAM BLAIR FUNDS00 0141,202Withhold
TIAA124,2880 00For
Bridge Builder Trust108,9970 10,0680Mixed
Principal71,8880 046,717Mixed
OLD WESTBURY FUNDS INC00 0110,000Withhold
JANUS INVESTMENT FUND107,9420 00For
Baird00 107,7120Abstain
Dimensional00 0104,843Withhold
Jackson National26,5000 77,2750Mixed
American Century90,4000 06,182Mixed
Equitable36,4680 047,091Mixed

Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.

2. Elect Director: Harpreet Grewal

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

86% Majority: yes · of votes cast

FOR 86%
FOR: 26,895,706WITHHELD: 4,368,363
Details: description as filed, official tally, votes by 106 asset managers

Description as filed by funds: To elect the nominees for Class III director to serve until the 2027 Annual Meeting of Stockholders and until their successors are duly elected and qualified: Harpreet Grewal

PENUMBRA INC.’s own tally for this item (“Elect Director: Harpreet Grewal”): 26,895,706 for, 4,368,363 withheld, per its Form 8-K filed June 7, 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 nominees were elected to serve as Class III directors until the Company's 2027 annual meeting of stockholders and until their respective successors are duly elected and qualified, or, if sooner, until the director's death, resignation or removal, based on the following results of voti…”
Support: 86% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 106 asset managers below reported 19,509,835 for, 1,071,183 withheld, 237,749 abstained.

FOR
FOR: 19,509,835ABSTAIN: 237,749WITHHOLD: 1,071,183
Largest asset managers voting on “To elect the nominees for Class III director to serve until the 2027 Annual Meeting of Stockholders and until ” at PENUMBRA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Fidelity6,157,5720 029,397For
Vanguard4,233,5820 00For
BlackRock2,370,1600 00For
T. Rowe Price2,003,9350 034,403For
Capital Group1,213,7060 00For
Advisors' Inner Circle Fund II490,0000 00For
Legg Mason420,4470 00For
State Street374,5020 0282For
Charles Schwab255,0470 00For
CARILLON SERIES TRUST253,0380 00For
AMCAP FUND217,0170 00For
FRANKLIN STRATEGIC SERIES216,3000 00For
Allspring00 0143,138Withhold
Prudential/PGIM142,2680 00For
WILLIAM BLAIR FUNDS00 0141,202Withhold
TIAA124,2880 00For
Bridge Builder Trust108,9970 10,0680Mixed
Principal71,8880 046,717Mixed
OLD WESTBURY FUNDS INC00 0110,000Withhold
JANUS INVESTMENT FUND107,9420 00For
Baird00 107,7120Abstain
Dimensional00 0104,843Withhold
Jackson National26,5000 77,2750Mixed
American Century00 096,582Withhold
Equitable36,4680 047,091Mixed

Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.

3. 3. Approval, on an Advisory Basis, of the Compensation of the Company's Named Executive Officers. The compensation of…

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

Combines 14 wordings of this item as funds reported it.

93% Approved · of votes cast

FOR 93%
FOR: 29,158,724AGAINST: 2,085,951
Details: description as filed, official tally, votes by 371 asset managers

Description as filed by funds: TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF PENUMBRA, INC.'S NAMED EXECUTIVE OFFICERS AS DISCLOSED IN THE PROXY STATEMENT.

PENUMBRA INC.’s own tally for this item (“3. Approval, on an Advisory Basis, of the Compensation of the Company's Named Executive Officers. The compensation of the Company's named executive officers”): 29,158,724 for, 2,085,951 against — passed, per its Form 8-K filed June 7, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The compensation of the Company's named executive officers was approved, on an advisory basis, based on the following results of voting:”
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).

Fund voting reports: 111 asset managers voting on “TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF PENUMBRA, INC.'S NAMED EXECUTIVE OFFICERS AS DISCLOSED I” at PENUMBRA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Fidelity6,186,9690 00For
Vanguard4,233,5820 00For
BlackRock2,370,1600 00For
T. Rowe Price2,038,3380 00For
Capital Group01,213,706 00Against
Advisors' Inner Circle Fund II490,0000 00For
Legg Mason420,4470 00For
State Street374,684100 00For
Charles Schwab255,0470 00For
CARILLON SERIES TRUST253,0380 00For
AMCAP FUND0217,017 00Against
FRANKLIN STRATEGIC SERIES216,3000 00For
Artisan177,7400 00For
Allspring143,1380 00For
Prudential/PGIM142,2680 00For
WILLIAM BLAIR FUNDS141,2020 00For
TIAA124,2880 00For
Bridge Builder Trust119,0650 00For
Principal118,6050 00For
OLD WESTBURY FUNDS INC110,0000 00For
JANUS INVESTMENT FUND107,9420 00For
Baird107,7120 00For
Dimensional104,8430 00For
Jackson National103,7750 00For
American Century90,4006,182 00Mixed

Fund voting reports, all 111 managers: 19,351,961 for, 1,576,967 against, 8,598 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 291 asset managers voting on “TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF PENUMBRA, INC.'S NAMED EXECUTIVE OFFICERS AS DISCLOSED I” at PENUMBRA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Fidelity5,781,9580 00For
T. Rowe Price3,034,7880 00For
BlackRock1,154,9304,899 00For
State Street1,110,987125 00For
Capital Research Global Investors0966,213 00Against
Clearbridge Investments, LLC785,9390 00For
WILLIAM BLAIR INVESTMENT MANAGEMENT, LLC713,7810 00For
RTW INVESTMENTS, LP661,9950 00For
GEODE CAPITAL MANAGEMENT, LLC608,2040 00For
Capital Group8544,583 00Against
EAGLE ASSET MANAGEMENT INC342,3820 00For
MELLON INVESTMENTS Corp324,3110 00For
BAILLIE GIFFORD OVERSEAS LTD322,4020 00For
Man Group plc0306,040 00Against
Northern Trust273,8080 00For
Champlain Investment Partners, LLC271,2060 00For
Charles Schwab256,0330 00For
FRANKLIN ADVISERS INC241,3470 00For
BAILLIE GIFFORD & CO LTD235,9640 00For
Janus Henderson190,0330 00For
Allspring185,3840 00For
AllianceBernstein164,6800 00For
PFM Health Sciences, LP155,7860 00For
PRINCIPAL GLOBAL INVESTORS145,8080 00For
Nuveen139,5530 00For

Institutional-manager reports, all 291 managers: 19,939,653 for, 2,153,482 against, 630 not voted, 111 unknown. Showing the 25 largest; see all in the interactive database.

4. 2. Ratification of Selection of Independent Registered Public Accounting Firm. The selection of PricewaterhouseCoopers…

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 4 wordings of this item as funds reported it.

99.8% Approved · of votes cast

FOR 99.8%
FOR: 35,126,335AGAINST: 57,530
Details: description as filed, official tally, votes by 110 asset managers

Description as filed by funds: To ratify the selection of PricewaterhouseCoopers LLP as the independent registered public accounting firm for Penumbra, Inc. for the fiscal year ending December 31, 2024; and

PENUMBRA INC.’s own tally for this item (“2. Ratification of Selection of Independent Registered Public Accounting Firm. The selection of PricewaterhouseCoopers LLP (PwC) as the independent registered public accounting firm for Penumbra for the fiscal year endin”): 35,126,335 for, 57,530 against — passed, per its Form 8-K filed June 7, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The selection of PricewaterhouseCoopers LLP (PwC) as the independent registered public accounting firm for Penumbra for the fiscal year ending December 31, 2024 was ratified based on the following results of voting:”
Support: 99.8% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 110 asset managers below reported 20,816,487 for, 4,189 against, 8,598 abstained.

FOR
FOR: 20,816,487AGAINST: 4,189ABSTAIN: 8,598
Largest asset managers voting on “To ratify the selection of PricewaterhouseCoopers LLP as the independent registered public accounting firm for” at PENUMBRA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Fidelity6,186,9690 00For
Vanguard4,233,5820 00For
BlackRock2,370,1600 00For
T. Rowe Price2,038,3380 00For
Capital Group1,213,7060 00For
Advisors' Inner Circle Fund II490,0000 00For
Legg Mason420,4470 00For
State Street374,7840 00For
Charles Schwab255,0470 00For
CARILLON SERIES TRUST253,0380 00For
AMCAP FUND217,0170 00For
FRANKLIN STRATEGIC SERIES216,3000 00For
Allspring143,1380 00For
Prudential/PGIM142,2680 00For
WILLIAM BLAIR FUNDS141,2020 00For
TIAA124,2880 00For
Bridge Builder Trust119,0650 00For
Principal118,6050 00For
OLD WESTBURY FUNDS INC110,0000 00For
JANUS INVESTMENT FUND107,9420 00For
Baird107,7120 00For
Dimensional104,8430 00For
Jackson National103,7750 00For
American Century96,5820 00For
Equitable83,5590 00For

Showing the 25 largest of 110 asset managers. See all 110 in the interactive database.

Largest PENUMBRA 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 38,681,549 shares outstanding at the time of that meeting.

Fund voting reports: top PENUMBRA INC. shareholders by shares voted on “TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF PENUMBRA, INC.'S NAMED EXECUTIVE OFFICERS…”, 2023-2024
#Asset manager % of shares outstanding
1Fidelity 15.99%
2Vanguard 10.94%
3BlackRock 6.13%
4T. Rowe Price 5.27%
5Capital Group 3.14%
6Advisors' Inner Circle Fund II 1.27%
7Legg Mason 1.09%
8State Street 0.97%
9Charles Schwab 0.66%
10CARILLON SERIES TRUST 0.65%
Institutional-manager reports: top PENUMBRA INC. shareholders by shares voted on “TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF PENUMBRA, INC.'S NAMED EXECUTIVE OFFICERS…”, 2023-2024
#Asset manager % of shares outstanding
1Fidelity 14.95%
2T. Rowe Price 7.85%
3BlackRock 3.00%
4State Street 2.87%
5Capital Research Global Investors 2.50%
6Clearbridge Investments, LLC 2.03%
7WILLIAM BLAIR INVESTMENT MANAGEMENT, LLC 1.85%
8RTW INVESTMENTS, LP 1.71%
9GEODE CAPITAL MANAGEMENT, LLC 1.57%
10Capital Group 1.41%

Reported PENUMBRA 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.

PENUMBRA INC. holdings and ownership disclosed for the 2023-2024 proxy season
Holder % outstanding Disclosure
FMR (Fidelity) 15.23% 13F
FMR LLC 14.97% DEF14A
BlackRock 10.78% 13F
Vanguard Group 9.92% 13F
T. Rowe Price 7.82% 13F
Capital Research Global Investors 6.92% DEF14A
Adam Elsesser 3.65% DEF14A
State Street 3.11% 13F
JPMorgan Chase 2.18% 13F
Morgan Stanley 1.79% 13F

Percentages above are of 38,681,549 shares outstanding, as reported by PENUMBRA INC. on its Form 10-K dated December 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 PENUMBRA INC.’s 10-K dated December 31, 2023. This page is a static snapshot rebuilt weekly on October 18, 2026; a live search always shows the current data.

At PENUMBRA INC.'s shareholder meeting held June 5, 2024, in the 2023-2024 proxy season, 373 asset managers reported how they voted on 4 ballot items in their SEC Form N-PX filings, covering 2,164 separate fund positions. On the most widely held item on that ballot — TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF PENUMBRA, INC.'S NAMED EXECUTIVE OFFICERS… — PENUMBRA INC.'s filing reports the proposal as approved, with 93% 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: PENUMBRA INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on June 7, 2024.

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

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