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PHINIA INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and PHINIA INC.’s Form 8-K, filed May 15, 2024 (Item 5.07 on EDGAR). Page generated October 25, 2026.

  • 10Reported items
  • 450Asset managers
  • 4,031Fund votes
  • May 9, 2024Meeting date

Results at a glance

Meeting of May 9, 2024: 9 items on PHINIA INC.’s Form 8-K, filed May 15, 2024: 7 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 PHINIA INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by PHINIA INC.

These tallies are PHINIA INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 15, 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.

PHINIA INC. — official shareholder meeting results, meeting held May 9, 2024
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Samuel R. Chapin 35,125,748214,83427,448 --3,583,263 99.3%Elected—
Elect Director: Brady D. Ericson 35,247,62294,39526,013 --3,583,263 99.7%Elected—
Elect Director: Robin Kendrick 35,149,857191,22626,947 --3,583,263 99.4%Elected—
Elect Director: Latondra Newton 35,190,143149,41428,473 --3,583,263 99.5%Elected—
Elect Director: D'aun Norman 35,157,767179,92530,338 --3,583,263 99.4%Elected—
Elect Director: Rohan S. Weerasinghe 34,582,160756,13729,733 --3,583,263 98%Elected—
Elect Director: Roger J. Wood 35,199,917140,67327,440 --3,583,263 99.6%Elected—
2. The compensation of the Company's named executive officers 32,816,4742,513,97137,585 --3,583,263 93%Approved—
4. The ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2024 38,886,12040,58524,588 --0 99.8%Approved—

Source: PHINIA INC., Form 8-K, filed with the SEC on May 15, 2024 — read the filing on EDGAR.

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

Each item below shows how the 450 asset managers that disclosed a PHINIA 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 PHINIA 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.

1. Elect Director: Brady D. Ericson

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

99.7% Majority: yes · of votes cast

FOR 99.7%
FOR: 35,247,622AGAINST: 94,395
Details: description as filed, official tally, votes by 98 asset managers

Description as filed by funds: Election of Directors: Brady D. Ericson

PHINIA INC.’s own tally for this item (“Elect Director: Brady D. Ericson”): 35,247,622 for, 94,395 against, per its Form 8-K filed May 15, 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 shareholders elected the following seven nominees as directors of the Company to hold office until the next annual meeting of shareholders and until their respective successors are duly elected and qualified.”
Support: 99.7% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 98 asset managers below reported 20,367,519 for, 721 abstained.

FOR
FOR: 20,367,519ABSTAIN: 721
Largest asset managers voting on “Election of Directors: Brady D. Ericson” at PHINIA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard5,230,2130 00For
BlackRock4,257,7360 00For
Pacer Funds Trust3,024,8590 00For
HARRIS ASSOCIATES INVESTMENT TRUST1,358,5840 00For
Dimensional927,0370 00For
State Street794,1880 00For
Fidelity763,6720 00For
American Century734,1550 00For
Invesco449,5320 00For
Charles Schwab334,0050 00For
Columbia Threadneedle194,0310 00For
WisdomTree177,8160 00For
Russell Investments141,6380 00For
Principal126,2850 00For
Jackson National108,7490 00For
Prudential/PGIM106,7220 00For
UNIFIED SERIES TRUST99,3300 00For
TIAA95,4340 00For
HOTCHKIS & WILEY FUNDS /DE/92,9000 00For
RBB FUND, INC.83,7180 00For
ARIEL INVESTMENT TRUST75,2310 00For
BNY Mellon72,2390 00For
ANCORA TRUST67,1300 00For
Equitable66,6230 00For
Hartford64,8320 00For

Showing the 25 largest of 98 asset managers. See all 98 in the interactive database.

2. Elect Director: D'aun Norman

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

99.4% Majority: yes · of votes cast

FOR 99.4%
FOR: 35,157,767AGAINST: 179,925
Details: description as filed, official tally, votes by 98 asset managers

Description as filed by funds: Election of Directors: D'aun Norman

PHINIA INC.’s own tally for this item (“Elect Director: D'aun Norman”): 35,157,767 for, 179,925 against, per its Form 8-K filed May 15, 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 shareholders elected the following seven nominees as directors of the Company to hold office until the next annual meeting of shareholders and until their respective successors are duly elected and qualified.”
Support: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 98 asset managers below reported 20,367,519 for, 721 abstained.

FOR
FOR: 20,367,519ABSTAIN: 721
Largest asset managers voting on “Election of Directors: D'aun Norman” at PHINIA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard5,230,2130 00For
BlackRock4,257,7360 00For
Pacer Funds Trust3,024,8590 00For
HARRIS ASSOCIATES INVESTMENT TRUST1,358,5840 00For
Dimensional927,0370 00For
State Street794,1880 00For
Fidelity763,6720 00For
American Century734,1550 00For
Invesco449,5320 00For
Charles Schwab334,0050 00For
Columbia Threadneedle194,0310 00For
WisdomTree177,8160 00For
Russell Investments141,6380 00For
Principal126,2850 00For
Jackson National108,7490 00For
Prudential/PGIM106,7220 00For
UNIFIED SERIES TRUST99,3300 00For
TIAA95,4340 00For
HOTCHKIS & WILEY FUNDS /DE/92,9000 00For
RBB FUND, INC.83,7180 00For
ARIEL INVESTMENT TRUST75,2310 00For
BNY Mellon72,2390 00For
ANCORA TRUST67,1300 00For
Equitable66,6230 00For
Hartford64,8320 00For

Showing the 25 largest of 98 asset managers. See all 98 in the interactive database.

3. Elect Director: Latondra Newton

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

99.5% Majority: yes · of votes cast

FOR 99.5%
FOR: 35,190,143AGAINST: 149,414
Details: description as filed, official tally, votes by 98 asset managers

Description as filed by funds: Election of Directors: Latondra Newton

PHINIA INC.’s own tally for this item (“Elect Director: Latondra Newton”): 35,190,143 for, 149,414 against, per its Form 8-K filed May 15, 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 shareholders elected the following seven nominees as directors of the Company to hold office until the next annual meeting of shareholders and until their respective successors are duly elected and qualified.”
Support: 99.5% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 98 asset managers below reported 20,367,518 for, 1 against, 721 abstained.

FOR
FOR: 20,367,518AGAINST: 1ABSTAIN: 721
Largest asset managers voting on “Election of Directors: Latondra Newton” at PHINIA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard5,230,2130 00For
BlackRock4,257,7360 00For
Pacer Funds Trust3,024,8590 00For
HARRIS ASSOCIATES INVESTMENT TRUST1,358,5840 00For
Dimensional927,0370 00For
State Street794,1880 00For
Fidelity763,6720 00For
American Century734,1550 00For
Invesco449,5320 00For
Charles Schwab334,0050 00For
Columbia Threadneedle194,0310 00For
WisdomTree177,8160 00For
Russell Investments141,6380 00For
Principal126,2850 00For
Jackson National108,7490 00For
Prudential/PGIM106,7220 00For
UNIFIED SERIES TRUST99,3300 00For
TIAA95,4340 00For
HOTCHKIS & WILEY FUNDS /DE/92,9000 00For
RBB FUND, INC.83,7180 00For
ARIEL INVESTMENT TRUST75,2310 00For
BNY Mellon72,2390 00For
ANCORA TRUST67,1300 00For
Equitable66,6230 00For
Hartford64,8320 00For

Showing the 25 largest of 98 asset managers. See all 98 in the interactive database.

4. Elect Director: Robin Kendrick

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

99.4% Majority: yes · of votes cast

FOR 99.4%
FOR: 35,149,857AGAINST: 191,226
Details: description as filed, official tally, votes by 98 asset managers

Description as filed by funds: Election of Directors: Robin Kendrick

PHINIA INC.’s own tally for this item (“Elect Director: Robin Kendrick”): 35,149,857 for, 191,226 against, per its Form 8-K filed May 15, 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 shareholders elected the following seven nominees as directors of the Company to hold office until the next annual meeting of shareholders and until their respective successors are duly elected and qualified.”
Support: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 98 asset managers below reported 20,367,519 for, 721 abstained.

FOR
FOR: 20,367,519ABSTAIN: 721
Largest asset managers voting on “Election of Directors: Robin Kendrick” at PHINIA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard5,230,2130 00For
BlackRock4,257,7360 00For
Pacer Funds Trust3,024,8590 00For
HARRIS ASSOCIATES INVESTMENT TRUST1,358,5840 00For
Dimensional927,0370 00For
State Street794,1880 00For
Fidelity763,6720 00For
American Century734,1550 00For
Invesco449,5320 00For
Charles Schwab334,0050 00For
Columbia Threadneedle194,0310 00For
WisdomTree177,8160 00For
Russell Investments141,6380 00For
Principal126,2850 00For
Jackson National108,7490 00For
Prudential/PGIM106,7220 00For
UNIFIED SERIES TRUST99,3300 00For
TIAA95,4340 00For
HOTCHKIS & WILEY FUNDS /DE/92,9000 00For
RBB FUND, INC.83,7180 00For
ARIEL INVESTMENT TRUST75,2310 00For
BNY Mellon72,2390 00For
ANCORA TRUST67,1300 00For
Equitable66,6230 00For
Hartford64,8320 00For

Showing the 25 largest of 98 asset managers. See all 98 in the interactive database.

5. Elect Director: Roger J. Wood

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

99.6% Majority: yes · of votes cast

FOR 99.6%
FOR: 35,199,917AGAINST: 140,673
Details: description as filed, official tally, votes by 98 asset managers

Description as filed by funds: Election of Directors: Roger J. Wood

PHINIA INC.’s own tally for this item (“Elect Director: Roger J. Wood”): 35,199,917 for, 140,673 against, per its Form 8-K filed May 15, 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 shareholders elected the following seven nominees as directors of the Company to hold office until the next annual meeting of shareholders and until their respective successors are duly elected and qualified.”
Support: 99.6% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 98 asset managers below reported 20,367,518 for, 1 against, 721 abstained.

FOR
FOR: 20,367,518AGAINST: 1ABSTAIN: 721
Largest asset managers voting on “Election of Directors: Roger J. Wood” at PHINIA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard5,230,2130 00For
BlackRock4,257,7360 00For
Pacer Funds Trust3,024,8590 00For
HARRIS ASSOCIATES INVESTMENT TRUST1,358,5840 00For
Dimensional927,0370 00For
State Street794,1880 00For
Fidelity763,6720 00For
American Century734,1550 00For
Invesco449,5320 00For
Charles Schwab334,0050 00For
Columbia Threadneedle194,0310 00For
WisdomTree177,8160 00For
Russell Investments141,6380 00For
Principal126,2850 00For
Jackson National108,7490 00For
Prudential/PGIM106,7220 00For
UNIFIED SERIES TRUST99,3300 00For
TIAA95,4340 00For
HOTCHKIS & WILEY FUNDS /DE/92,9000 00For
RBB FUND, INC.83,7180 00For
ARIEL INVESTMENT TRUST75,2310 00For
BNY Mellon72,2390 00For
ANCORA TRUST67,1300 00For
Equitable66,6230 00For
Hartford64,8320 00For

Showing the 25 largest of 98 asset managers. See all 98 in the interactive database.

6. Elect Director: Rohan S. Weerasinghe

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 34,582,160AGAINST: 756,137
Details: description as filed, official tally, votes by 98 asset managers

Description as filed by funds: Election of Directors: Rohan S. Weerasinghe

PHINIA INC.’s own tally for this item (“Elect Director: Rohan S. Weerasinghe”): 34,582,160 for, 756,137 against, per its Form 8-K filed May 15, 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 shareholders elected the following seven nominees as directors of the Company to hold office until the next annual meeting of shareholders and until their respective successors are duly elected and qualified.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 98 asset managers below reported 20,367,519 for, 721 abstained.

FOR
FOR: 20,367,519ABSTAIN: 721
Largest asset managers voting on “Election of Directors: Rohan S. Weerasinghe” at PHINIA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard5,230,2130 00For
BlackRock4,257,7360 00For
Pacer Funds Trust3,024,8590 00For
HARRIS ASSOCIATES INVESTMENT TRUST1,358,5840 00For
Dimensional927,0370 00For
State Street794,1880 00For
Fidelity763,6720 00For
American Century734,1550 00For
Invesco449,5320 00For
Charles Schwab334,0050 00For
Columbia Threadneedle194,0310 00For
WisdomTree177,8160 00For
Russell Investments141,6380 00For
Principal126,2850 00For
Jackson National108,7490 00For
Prudential/PGIM106,7220 00For
UNIFIED SERIES TRUST99,3300 00For
TIAA95,4340 00For
HOTCHKIS & WILEY FUNDS /DE/92,9000 00For
RBB FUND, INC.83,7180 00For
ARIEL INVESTMENT TRUST75,2310 00For
BNY Mellon72,2390 00For
ANCORA TRUST67,1300 00For
Equitable66,6230 00For
Hartford64,8320 00For

Showing the 25 largest of 98 asset managers. See all 98 in the interactive database.

7. Elect Director: Samuel R. Chapin

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

99.3% Majority: yes · of votes cast

FOR 99.3%
FOR: 35,125,748AGAINST: 214,834
Details: description as filed, official tally, votes by 98 asset managers

Description as filed by funds: Election of Directors: Samuel R. Chapin

PHINIA INC.’s own tally for this item (“Elect Director: Samuel R. Chapin”): 35,125,748 for, 214,834 against, per its Form 8-K filed May 15, 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 shareholders elected the following seven nominees as directors of the Company to hold office until the next annual meeting of shareholders and until their respective successors are duly elected and qualified.”
Support: 99.3% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 98 asset managers below reported 20,367,518 for, 1 against, 721 abstained.

FOR
FOR: 20,367,518AGAINST: 1ABSTAIN: 721
Largest asset managers voting on “Election of Directors: Samuel R. Chapin” at PHINIA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard5,230,2130 00For
BlackRock4,257,7360 00For
Pacer Funds Trust3,024,8590 00For
HARRIS ASSOCIATES INVESTMENT TRUST1,358,5840 00For
Dimensional927,0370 00For
State Street794,1880 00For
Fidelity763,6720 00For
American Century734,1550 00For
Invesco449,5320 00For
Charles Schwab334,0050 00For
Columbia Threadneedle194,0310 00For
WisdomTree177,8160 00For
Russell Investments141,6380 00For
Principal126,2850 00For
Jackson National108,7490 00For
Prudential/PGIM106,7220 00For
UNIFIED SERIES TRUST99,3300 00For
TIAA95,4340 00For
HOTCHKIS & WILEY FUNDS /DE/92,9000 00For
RBB FUND, INC.83,7180 00For
ARIEL INVESTMENT TRUST75,2310 00For
BNY Mellon72,2390 00For
ANCORA TRUST67,1300 00For
Equitable66,6230 00For
Hartford64,8320 00For

Showing the 25 largest of 98 asset managers. See all 98 in the interactive database.

8. 2. The compensation of the Company's named executive officers

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

Combines 12 wordings of this item as funds reported it.

93% Approved · of votes cast

FOR 93%
FOR: 32,816,474AGAINST: 2,513,971
Details: description as filed, official tally, votes by 447 asset managers

Description as filed by funds: Advisory approval of the compensation of our Named Executive Officers.

PHINIA INC.’s own tally for this item (“2. The compensation of the Company's named executive officers”): 32,816,474 for, 2,513,971 against — passed, per its Form 8-K filed May 15, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The shareholders approved, on an advisory basis, the compensation of the Company's named executive officers.”
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: 96 asset managers voting on “Advisory approval of the compensation of our Named Executive Officers.” at PHINIA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard5,230,2130 00For
BlackRock4,257,7360 00For
Pacer Funds Trust3,024,8590 00For
HARRIS ASSOCIATES INVESTMENT TRUST1,358,5840 00For
Dimensional927,0370 00For
State Street793,936252 00For
Fidelity763,6720 00For
American Century0734,155 00Against
Invesco449,5320 00For
Charles Schwab334,0050 00For
Columbia Threadneedle194,0310 00For
WisdomTree0177,816 00Against
Russell Investments141,6380 00For
Principal126,2850 00For
Jackson National3,916104,833 00Against
Prudential/PGIM106,7220 00For
UNIFIED SERIES TRUST99,3300 00For
TIAA95,4340 00For
HOTCHKIS & WILEY FUNDS /DE/92,9000 00For
RBB FUND, INC.83,7180 00For
ARIEL INVESTMENT TRUST75,2310 00For
BNY Mellon072,239 00Against
ANCORA TRUST67,1300 00For
Equitable66,6230 00For
Hartford64,8320 00For

Fund voting reports, all 96 managers: 19,228,629 for, 1,149,057 against, 721 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 377 asset managers voting on “Advisory approval of the compensation of our Named Executive Officers.” at PHINIA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
HARRIS ASSOCIATES L P1,533,7540 00For
State Street1,491,008252 00For
BlackRock958,6657,489 00For
American Century0738,935 00Against
GEODE CAPITAL MANAGEMENT, LLC716,6160 00For
LSV ASSET MANAGEMENT491,85126,780 00Mixed
Invesco491,0500 00For
Robeco Institutional Asset Management B.V.0458,124 00Against
Charles Schwab387,9000 00For
Northern Trust309,6310 00For
DE Shaw306,0200 00For
HOTCHKIS & WILEY CAPITAL MANAGEMENT LLC295,3900 00For
ARROWSTREET CAPITAL, LIMITED PARTNERSHIP288,0824,315 00For
Covalis Capital LLP277,8330 00For
MELLON INVESTMENTS Corp0265,379 00Against
JACOBS LEVY EQUITY MANAGEMENT, INC256,1360 00For
Wellington246,8370 00For
PRINCIPAL GLOBAL INVESTORS244,0680 00For
Ancora Advisors LLC232,7020 00For
JPMorgan231,7790 00For
PARAMETRIC PORTFOLIO ASSOCIATES LLC229,8780 00For
Fidelity4,098221,200 00Against
PEREGRINE CAPITAL MANAGEMENT LLC191,2160 00For
Citadel169,4380 00For
Rhumbline78,6672,557 00For

Institutional-manager reports, all 377 managers: 12,695,343 for, 2,275,552 against, 2,767 abstained, 53,359 not voted, 82,968 1 year, 7,500 unknown. Showing the 25 largest; see all in the interactive database.

9. Advisory approval of the frequency of future advisory votes on the compensation of our Named Executive Officers.

No official matchFund totals may overlapSECTION 14A SAY-ON-PAY VOTES

Combines 8 wordings of this item as funds reported it.

79% Fund and manager reports combined; may count the same shares twice · no official result

1 YEAR
Details: votes by 417 asset managers

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: 93 asset managers voting on “Advisory approval of the frequency of future advisory votes on the compensation of our Named Executive Officer” at PHINIA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard00 00--
BlackRock00 00--
Pacer Funds Trust00 00--
HARRIS ASSOCIATES INVESTMENT TRUST00 00--
Dimensional00 00--
State Street00 00--
Fidelity00 00--
American Century00 00--
Invesco00 00--
Charles Schwab00 00--
Columbia Threadneedle00 00--
WisdomTree00 00--
Russell Investments00 00--
Principal00 00--
Jackson National00 00--
Prudential/PGIM00 00--
UNIFIED SERIES TRUST00 00--
TIAA00 00--
HOTCHKIS & WILEY FUNDS /DE/00 00--
RBB FUND, INC.00 00--
ARIEL INVESTMENT TRUST00 00--
BNY Mellon00 00--
ANCORA TRUST00 00--
Equitable00 00--
Hartford00 00--

Fund voting reports, all 93 managers: 44,186 for, 19,342,747 1 year, 947,463 3 year. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 349 asset managers voting on “Advisory approval of the frequency of future advisory votes on the compensation of our Named Executive Officer” at PHINIA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
HARRIS ASSOCIATES L P00 00--
State Street00 00--
BlackRock00 00--
American Century00 00--
GEODE CAPITAL MANAGEMENT, LLC00 00--
LSV ASSET MANAGEMENT00 00--
Invesco00 00--
Robeco Institutional Asset Management B.V.00 00--
Charles Schwab00 00Not Voted
Northern Trust00 00--
DE Shaw00 00--
HOTCHKIS & WILEY CAPITAL MANAGEMENT LLC00 00--
ARROWSTREET CAPITAL, LIMITED PARTNERSHIP00 00--
Covalis Capital LLP00 00--
MELLON INVESTMENTS Corp00 00--
JACOBS LEVY EQUITY MANAGEMENT, INC00 00--
Wellington00 00--
PRINCIPAL GLOBAL INVESTORS00 00--
Ancora Advisors LLC00 00--
PARAMETRIC PORTFOLIO ASSOCIATES LLC00 00--
Fidelity00 00--
PEREGRINE CAPITAL MANAGEMENT LLC00 00--
Citadel00 00--
Rhumbline78,6672,557 00For
AQR00 00--

Institutional-manager reports, all 349 managers: 85,919 for, 35,293 against, 700 abstained, 53,359 not voted, 14,053,557 1 year, 176,832 3 year, 6,043 unknown, 61 2 year. Showing the 25 largest; see all in the interactive database.

10. 4. The ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public…

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 5 wordings of this item as funds reported it.

99.8% Approved · of votes cast

FOR 99.8%
FOR: 38,886,120AGAINST: 40,585
Details: description as filed, official tally, votes by 98 asset managers

Description as filed by funds: Ratification of the appointment of PricewaterhouseCoopers LLC as our independent registered public accounting firm.

PHINIA INC.’s own tally for this item (“4. The ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2024”): 38,886,120 for, 40,585 against — passed, per its Form 8-K filed May 15, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The shareholders approved the ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2024.”
Support: 99.8% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 98 asset managers below reported 20,313,034 for, 21,185 against, 721 abstained.

FOR
FOR: 20,313,034AGAINST: 21,185ABSTAIN: 721
Largest asset managers voting on “Ratification of the appointment of PricewaterhouseCoopers LLC as our independent registered public accounting ” at PHINIA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard5,230,2130 00For
BlackRock4,257,7360 00For
Pacer Funds Trust3,024,8590 00For
HARRIS ASSOCIATES INVESTMENT TRUST1,358,5840 00For
Dimensional927,0370 00For
State Street794,1880 00For
Fidelity763,6720 00For
American Century734,1550 00For
Invesco449,5320 00For
Charles Schwab334,0050 00For
Columbia Threadneedle194,0310 00For
WisdomTree177,8160 00For
Russell Investments141,6380 00For
Principal126,2850 00For
Jackson National108,7490 00For
Prudential/PGIM106,7220 00For
UNIFIED SERIES TRUST99,3300 00For
TIAA95,4340 00For
HOTCHKIS & WILEY FUNDS /DE/92,9000 00For
RBB FUND, INC.83,7180 00For
ARIEL INVESTMENT TRUST75,2310 00For
BNY Mellon72,2390 00For
ANCORA TRUST67,1300 00For
Equitable66,6230 00For
Hartford64,8320 00For

Showing the 25 largest of 98 asset managers. See all 98 in the interactive database.

Largest PHINIA 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 46,164,536 shares outstanding at the time of that meeting.

Fund voting reports: top PHINIA INC. shareholders by shares voted on “Advisory approval of the compensation of our Named Executive Officers.”, 2023-2024
#Asset manager % of shares outstanding
1Vanguard 11.33%
2BlackRock 9.22%
3Pacer Funds Trust 6.55%
4HARRIS ASSOCIATES INVESTMENT TRUST 2.94%
5Dimensional 2.01%
6State Street 1.72%
7Fidelity 1.65%
8American Century 1.59%
9Invesco 0.97%
10Charles Schwab 0.72%
Institutional-manager reports: top PHINIA INC. shareholders by shares voted on “Advisory approval of the compensation of our Named Executive Officers.”, 2023-2024
#Asset manager % of shares outstanding
1HARRIS ASSOCIATES L P 3.32%
2State Street 3.23%
3BlackRock 2.09%
4American Century 1.60%
5GEODE CAPITAL MANAGEMENT, LLC 1.55%
6LSV ASSET MANAGEMENT 1.12%
7Invesco 1.06%
8Robeco Institutional Asset Management B.V. 0.99%
9Charles Schwab 0.96%
10Northern Trust 0.67%

Reported PHINIA 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.

PHINIA INC. holdings and ownership disclosed for the 2023-2024 proxy season
Holder % outstanding Disclosure
BlackRock 12.28% 13F
Vanguard Group 9.67% 13F
State Street 3.39% 13F
Goldman Sachs 2.78% 13F
Dimensional Fund Advisors 2.39% 13F
Millennium Management 2.16% 13F
Geode Capital 1.58% 13F
Morgan Stanley 1.54% 13F
FMR (Fidelity) 1.41% 13F
Charles Schwab 1.41% 13F

Percentages above are of 46,164,536 shares outstanding, as reported by PHINIA 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 PHINIA INC.’s 10-K dated December 31, 2023. This page is a static snapshot rebuilt weekly on October 25, 2026; a live search always shows the current data.

At PHINIA INC.'s shareholder meeting held May 9, 2024, in the 2023-2024 proxy season, 450 asset managers reported how they voted in their SEC Form N-PX filings, covering 4,031 separate fund positions. Their filings are grouped here into 10 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 — Advisory approval of the compensation of our Named Executive Officers. — PHINIA 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: PHINIA INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 15, 2024.

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

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