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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.
Meeting of June 5, 2024: 4 items on PENUMBRA INC.’s Form 8-K, filed June 7, 2024: 2 elected · 2 approved.
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 PENUMBRA INC. in the interactive database Compare manager voting policies
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.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| Elect Director: Adam Elsesser | 26,909,789 | -- | -- | 4,354,280 | 3,991,298 | 86% | Elected | — |
| Elect Director: Harpreet Grewal | 26,895,706 | -- | -- | 4,368,363 | 3,991,298 | 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 | 35,126,335 | 57,530 | 71,502 | -- | -- | 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 | 29,158,724 | 2,085,951 | 19,394 | -- | 3,991,298 | 93% | Approved | — |
Source: PENUMBRA INC., Form 8-K, filed with the SEC on June 7, 2024 — read the filing on EDGAR.
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.
Combines 5 wordings of this item as funds reported it.
86% Majority: yes · of votes cast
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.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 6,157,572 | 0 | 0 | 29,397 | For |
| Vanguard | 4,233,582 | 0 | 0 | 0 | For |
| BlackRock | 2,370,160 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,038,338 | 0 | 0 | 0 | For |
| Capital Group | 1,213,706 | 0 | 0 | 0 | For |
| Advisors' Inner Circle Fund II | 490,000 | 0 | 0 | 0 | For |
| Legg Mason | 420,447 | 0 | 0 | 0 | For |
| State Street | 374,502 | 0 | 0 | 282 | For |
| Charles Schwab | 255,047 | 0 | 0 | 0 | For |
| CARILLON SERIES TRUST | 253,038 | 0 | 0 | 0 | For |
| AMCAP FUND | 217,017 | 0 | 0 | 0 | For |
| FRANKLIN STRATEGIC SERIES | 216,300 | 0 | 0 | 0 | For |
| Allspring | 0 | 0 | 0 | 143,138 | Withhold |
| Prudential/PGIM | 142,268 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 0 | 0 | 0 | 141,202 | Withhold |
| TIAA | 124,288 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 108,997 | 0 | 10,068 | 0 | Mixed |
| Principal | 71,888 | 0 | 0 | 46,717 | Mixed |
| OLD WESTBURY FUNDS INC | 0 | 0 | 0 | 110,000 | Withhold |
| JANUS INVESTMENT FUND | 107,942 | 0 | 0 | 0 | For |
| Baird | 0 | 0 | 107,712 | 0 | Abstain |
| Dimensional | 0 | 0 | 0 | 104,843 | Withhold |
| Jackson National | 26,500 | 0 | 77,275 | 0 | Mixed |
| American Century | 90,400 | 0 | 0 | 6,182 | Mixed |
| Equitable | 36,468 | 0 | 0 | 47,091 | Mixed |
Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.
Combines 5 wordings of this item as funds reported it.
86% Majority: yes · of votes cast
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.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 6,157,572 | 0 | 0 | 29,397 | For |
| Vanguard | 4,233,582 | 0 | 0 | 0 | For |
| BlackRock | 2,370,160 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,003,935 | 0 | 0 | 34,403 | For |
| Capital Group | 1,213,706 | 0 | 0 | 0 | For |
| Advisors' Inner Circle Fund II | 490,000 | 0 | 0 | 0 | For |
| Legg Mason | 420,447 | 0 | 0 | 0 | For |
| State Street | 374,502 | 0 | 0 | 282 | For |
| Charles Schwab | 255,047 | 0 | 0 | 0 | For |
| CARILLON SERIES TRUST | 253,038 | 0 | 0 | 0 | For |
| AMCAP FUND | 217,017 | 0 | 0 | 0 | For |
| FRANKLIN STRATEGIC SERIES | 216,300 | 0 | 0 | 0 | For |
| Allspring | 0 | 0 | 0 | 143,138 | Withhold |
| Prudential/PGIM | 142,268 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 0 | 0 | 0 | 141,202 | Withhold |
| TIAA | 124,288 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 108,997 | 0 | 10,068 | 0 | Mixed |
| Principal | 71,888 | 0 | 0 | 46,717 | Mixed |
| OLD WESTBURY FUNDS INC | 0 | 0 | 0 | 110,000 | Withhold |
| JANUS INVESTMENT FUND | 107,942 | 0 | 0 | 0 | For |
| Baird | 0 | 0 | 107,712 | 0 | Abstain |
| Dimensional | 0 | 0 | 0 | 104,843 | Withhold |
| Jackson National | 26,500 | 0 | 77,275 | 0 | Mixed |
| American Century | 0 | 0 | 0 | 96,582 | Withhold |
| Equitable | 36,468 | 0 | 0 | 47,091 | Mixed |
Showing the 25 largest of 106 asset managers. See all 106 in the interactive database.
Combines 14 wordings of this item as funds reported it.
93% Approved · of votes cast
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).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 6,186,969 | 0 | 0 | 0 | For |
| Vanguard | 4,233,582 | 0 | 0 | 0 | For |
| BlackRock | 2,370,160 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,038,338 | 0 | 0 | 0 | For |
| Capital Group | 0 | 1,213,706 | 0 | 0 | Against |
| Advisors' Inner Circle Fund II | 490,000 | 0 | 0 | 0 | For |
| Legg Mason | 420,447 | 0 | 0 | 0 | For |
| State Street | 374,684 | 100 | 0 | 0 | For |
| Charles Schwab | 255,047 | 0 | 0 | 0 | For |
| CARILLON SERIES TRUST | 253,038 | 0 | 0 | 0 | For |
| AMCAP FUND | 0 | 217,017 | 0 | 0 | Against |
| FRANKLIN STRATEGIC SERIES | 216,300 | 0 | 0 | 0 | For |
| Artisan | 177,740 | 0 | 0 | 0 | For |
| Allspring | 143,138 | 0 | 0 | 0 | For |
| Prudential/PGIM | 142,268 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 141,202 | 0 | 0 | 0 | For |
| TIAA | 124,288 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 119,065 | 0 | 0 | 0 | For |
| Principal | 118,605 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 110,000 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 107,942 | 0 | 0 | 0 | For |
| Baird | 107,712 | 0 | 0 | 0 | For |
| Dimensional | 104,843 | 0 | 0 | 0 | For |
| Jackson National | 103,775 | 0 | 0 | 0 | For |
| American Century | 90,400 | 6,182 | 0 | 0 | Mixed |
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.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 5,781,958 | 0 | 0 | 0 | For |
| T. Rowe Price | 3,034,788 | 0 | 0 | 0 | For |
| BlackRock | 1,154,930 | 4,899 | 0 | 0 | For |
| State Street | 1,110,987 | 125 | 0 | 0 | For |
| Capital Research Global Investors | 0 | 966,213 | 0 | 0 | Against |
| Clearbridge Investments, LLC | 785,939 | 0 | 0 | 0 | For |
| WILLIAM BLAIR INVESTMENT MANAGEMENT, LLC | 713,781 | 0 | 0 | 0 | For |
| RTW INVESTMENTS, LP | 661,995 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 608,204 | 0 | 0 | 0 | For |
| Capital Group | 8 | 544,583 | 0 | 0 | Against |
| EAGLE ASSET MANAGEMENT INC | 342,382 | 0 | 0 | 0 | For |
| MELLON INVESTMENTS Corp | 324,311 | 0 | 0 | 0 | For |
| BAILLIE GIFFORD OVERSEAS LTD | 322,402 | 0 | 0 | 0 | For |
| Man Group plc | 0 | 306,040 | 0 | 0 | Against |
| Northern Trust | 273,808 | 0 | 0 | 0 | For |
| Champlain Investment Partners, LLC | 271,206 | 0 | 0 | 0 | For |
| Charles Schwab | 256,033 | 0 | 0 | 0 | For |
| FRANKLIN ADVISERS INC | 241,347 | 0 | 0 | 0 | For |
| BAILLIE GIFFORD & CO LTD | 235,964 | 0 | 0 | 0 | For |
| Janus Henderson | 190,033 | 0 | 0 | 0 | For |
| Allspring | 185,384 | 0 | 0 | 0 | For |
| AllianceBernstein | 164,680 | 0 | 0 | 0 | For |
| PFM Health Sciences, LP | 155,786 | 0 | 0 | 0 | For |
| PRINCIPAL GLOBAL INVESTORS | 145,808 | 0 | 0 | 0 | For |
| Nuveen | 139,553 | 0 | 0 | 0 | For |
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.
Combines 4 wordings of this item as funds reported it.
99.8% Approved · of votes cast
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.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 6,186,969 | 0 | 0 | 0 | For |
| Vanguard | 4,233,582 | 0 | 0 | 0 | For |
| BlackRock | 2,370,160 | 0 | 0 | 0 | For |
| T. Rowe Price | 2,038,338 | 0 | 0 | 0 | For |
| Capital Group | 1,213,706 | 0 | 0 | 0 | For |
| Advisors' Inner Circle Fund II | 490,000 | 0 | 0 | 0 | For |
| Legg Mason | 420,447 | 0 | 0 | 0 | For |
| State Street | 374,784 | 0 | 0 | 0 | For |
| Charles Schwab | 255,047 | 0 | 0 | 0 | For |
| CARILLON SERIES TRUST | 253,038 | 0 | 0 | 0 | For |
| AMCAP FUND | 217,017 | 0 | 0 | 0 | For |
| FRANKLIN STRATEGIC SERIES | 216,300 | 0 | 0 | 0 | For |
| Allspring | 143,138 | 0 | 0 | 0 | For |
| Prudential/PGIM | 142,268 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 141,202 | 0 | 0 | 0 | For |
| TIAA | 124,288 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 119,065 | 0 | 0 | 0 | For |
| Principal | 118,605 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 110,000 | 0 | 0 | 0 | For |
| JANUS INVESTMENT FUND | 107,942 | 0 | 0 | 0 | For |
| Baird | 107,712 | 0 | 0 | 0 | For |
| Dimensional | 104,843 | 0 | 0 | 0 | For |
| Jackson National | 103,775 | 0 | 0 | 0 | For |
| American Century | 96,582 | 0 | 0 | 0 | For |
| Equitable | 83,559 | 0 | 0 | 0 | For |
Showing the 25 largest of 110 asset managers. See all 110 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 38,681,549 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Fidelity | 15.99% |
| 2 | Vanguard | 10.94% |
| 3 | BlackRock | 6.13% |
| 4 | T. Rowe Price | 5.27% |
| 5 | Capital Group | 3.14% |
| 6 | Advisors' Inner Circle Fund II | 1.27% |
| 7 | Legg Mason | 1.09% |
| 8 | State Street | 0.97% |
| 9 | Charles Schwab | 0.66% |
| 10 | CARILLON SERIES TRUST | 0.65% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Fidelity | 14.95% |
| 2 | T. Rowe Price | 7.85% |
| 3 | BlackRock | 3.00% |
| 4 | State Street | 2.87% |
| 5 | Capital Research Global Investors | 2.50% |
| 6 | Clearbridge Investments, LLC | 2.03% |
| 7 | WILLIAM BLAIR INVESTMENT MANAGEMENT, LLC | 1.85% |
| 8 | RTW INVESTMENTS, LP | 1.71% |
| 9 | GEODE CAPITAL MANAGEMENT, LLC | 1.57% |
| 10 | Capital Group | 1.41% |
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 |
|---|---|---|
| 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.
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.