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Compiled from SEC Form N-PX filings and PHINIA INC.’s Form 8-K, filed May 28, 2025 (Item 5.07 on EDGAR). Page generated October 18, 2026.
Meeting of May 21, 2025: 10 items on PHINIA INC.’s Form 8-K, filed May 28, 2025: 8 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 PHINIA INC. in the interactive database Compare manager voting policies
These tallies are PHINIA INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 28, 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: Samuel R. Chapin | 33,846,953 | 313,309 | 27,187 | -- | 2,537,904 | 99.0% | Elected | — |
| Elect Director: Brady D. Ericson | 34,142,981 | 21,582 | 22,886 | -- | 2,537,904 | 99.9% | Elected | — |
| Elect Director: Robin Kendrick | 33,767,219 | 393,515 | 26,715 | -- | 2,537,904 | 99% | Elected | — |
| Elect Director: Latondra Newton | 33,883,680 | 277,179 | 26,590 | -- | 2,537,904 | 99.1% | Elected | — |
| Elect Director: D'aun Norman | 34,051,566 | 108,923 | 26,960 | -- | 2,537,904 | 99.6% | Elected | — |
| Elect Director: Meggan M. Walsh | 33,883,426 | 277,373 | 26,650 | -- | 2,537,904 | 99.1% | Elected | — |
| Elect Director: Rohan S. Weerasinghe | 33,746,876 | 413,662 | 26,911 | -- | 2,537,904 | 99% | Elected | — |
| Elect Director: Roger J. Wood | 33,634,173 | 526,846 | 26,430 | -- | 2,537,904 | 98% | Elected | — |
| 2. The compensation of the Company's named executive officers | 31,782,280 | 2,364,758 | 40,411 | -- | 2,537,904 | 93% | Approved | — |
| 3. The ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2025 | 35,136,658 | 1,560,091 | 28,604 | -- | 0 | 96% | Approved | — |
Source: PHINIA INC., Form 8-K, filed with the SEC on May 28, 2025 — read the filing on EDGAR.
Each item below shows how the 452 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.
Combines 2 wordings of this item as funds reported it.
99.9% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Brady D. Ericson
PHINIA INC.’s own tally for this item (“Elect Director: Brady D. Ericson”): 34,142,981 for, 21,582 against, per its Form 8-K filed May 28, 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: “The shareholders elected the following eight 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: 99.9% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 99 asset managers below reported 21,200,244 for, 0 against, 2,470 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,848,236 | 0 | 0 | 0 | For |
| BlackRock | 4,575,217 | 0 | 0 | 0 | For |
| Dimensional | 1,884,613 | 0 | 0 | 0 | For |
| American Century | 1,462,204 | 0 | 0 | 0 | For |
| Fidelity | 1,177,367 | 0 | 0 | 0 | For |
| First Trust | 1,137,353 | 0 | 0 | 0 | For |
| Charles Schwab | 708,629 | 0 | 0 | 0 | For |
| State Street | 588,510 | 0 | 0 | 0 | For |
| Invesco | 359,412 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 356,610 | 0 | 0 | 0 | For |
| TIAA | 254,347 | 0 | 0 | 0 | For |
| EA Series Trust | 243,868 | 0 | 0 | 0 | For |
| JPMorgan | 229,209 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 211,000 | 0 | 0 | 0 | For |
| Victory Capital | 170,657 | 0 | 0 | 0 | For |
| Equitable | 164,243 | 0 | 0 | 0 | For |
| Exchange Place Advisors Trust | 152,786 | 0 | 0 | 0 | For |
| Goldman Sachs | 131,121 | 0 | 0 | 0 | For |
| World Funds Trust | 129,827 | 0 | 0 | 0 | For |
| T. Rowe Price | 113,908 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 113,713 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 113,235 | 0 | 0 | 0 | For |
| WisdomTree | 112,868 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 101,876 | 0 | 0 | 0 | For |
| Jackson National | 101,080 | 0 | 0 | 0 | For |
Showing the 25 largest of 99 asset managers. See all 99 in the interactive database.
Combines 2 wordings of this item as funds reported it.
99.6% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: D'aun Norman
PHINIA INC.’s own tally for this item (“Elect Director: D'aun Norman”): 34,051,566 for, 108,923 against, per its Form 8-K filed May 28, 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: “The shareholders elected the following eight 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 99 asset managers below reported 21,200,244 for, 0 against, 2,470 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,848,236 | 0 | 0 | 0 | For |
| BlackRock | 4,575,217 | 0 | 0 | 0 | For |
| Dimensional | 1,884,613 | 0 | 0 | 0 | For |
| American Century | 1,462,204 | 0 | 0 | 0 | For |
| Fidelity | 1,177,367 | 0 | 0 | 0 | For |
| First Trust | 1,137,353 | 0 | 0 | 0 | For |
| Charles Schwab | 708,629 | 0 | 0 | 0 | For |
| State Street | 588,510 | 0 | 0 | 0 | For |
| Invesco | 359,412 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 356,610 | 0 | 0 | 0 | For |
| TIAA | 254,347 | 0 | 0 | 0 | For |
| EA Series Trust | 243,868 | 0 | 0 | 0 | For |
| JPMorgan | 229,209 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 211,000 | 0 | 0 | 0 | For |
| Victory Capital | 170,657 | 0 | 0 | 0 | For |
| Equitable | 164,243 | 0 | 0 | 0 | For |
| Exchange Place Advisors Trust | 152,786 | 0 | 0 | 0 | For |
| Goldman Sachs | 131,121 | 0 | 0 | 0 | For |
| World Funds Trust | 129,827 | 0 | 0 | 0 | For |
| T. Rowe Price | 113,908 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 113,713 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 113,235 | 0 | 0 | 0 | For |
| WisdomTree | 112,868 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 101,876 | 0 | 0 | 0 | For |
| Jackson National | 101,080 | 0 | 0 | 0 | For |
Showing the 25 largest of 99 asset managers. See all 99 in the interactive database.
Combines 2 wordings of this item as funds reported it.
99.1% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Latondra Newton
PHINIA INC.’s own tally for this item (“Elect Director: Latondra Newton”): 33,883,680 for, 277,179 against, per its Form 8-K filed May 28, 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: “The shareholders elected the following eight 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: 99.1% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 99 asset managers below reported 20,956,375 for, 243,869 against, 2,470 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,848,235 | 1 | 0 | 0 | For |
| BlackRock | 4,575,217 | 0 | 0 | 0 | For |
| Dimensional | 1,884,613 | 0 | 0 | 0 | For |
| American Century | 1,462,204 | 0 | 0 | 0 | For |
| Fidelity | 1,177,367 | 0 | 0 | 0 | For |
| First Trust | 1,137,353 | 0 | 0 | 0 | For |
| Charles Schwab | 708,629 | 0 | 0 | 0 | For |
| State Street | 588,510 | 0 | 0 | 0 | For |
| Invesco | 359,412 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 356,610 | 0 | 0 | 0 | For |
| TIAA | 254,347 | 0 | 0 | 0 | For |
| EA Series Trust | 0 | 243,868 | 0 | 0 | Against |
| JPMorgan | 229,209 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 211,000 | 0 | 0 | 0 | For |
| Victory Capital | 170,657 | 0 | 0 | 0 | For |
| Equitable | 164,243 | 0 | 0 | 0 | For |
| Exchange Place Advisors Trust | 152,786 | 0 | 0 | 0 | For |
| Goldman Sachs | 131,121 | 0 | 0 | 0 | For |
| World Funds Trust | 129,827 | 0 | 0 | 0 | For |
| T. Rowe Price | 113,908 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 113,713 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 113,235 | 0 | 0 | 0 | For |
| WisdomTree | 112,868 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 101,876 | 0 | 0 | 0 | For |
| Jackson National | 101,080 | 0 | 0 | 0 | For |
Showing the 25 largest of 99 asset managers. See all 99 in the interactive database.
Combines 2 wordings of this item as funds reported it.
99.1% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Meggan M. Walsh
PHINIA INC.’s own tally for this item (“Elect Director: Meggan M. Walsh”): 33,883,426 for, 277,373 against, per its Form 8-K filed May 28, 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: “The shareholders elected the following eight 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: 99.1% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 99 asset managers below reported 20,956,375 for, 243,869 against, 2,470 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,848,235 | 1 | 0 | 0 | For |
| BlackRock | 4,575,217 | 0 | 0 | 0 | For |
| Dimensional | 1,884,613 | 0 | 0 | 0 | For |
| American Century | 1,462,204 | 0 | 0 | 0 | For |
| Fidelity | 1,177,367 | 0 | 0 | 0 | For |
| First Trust | 1,137,353 | 0 | 0 | 0 | For |
| Charles Schwab | 708,629 | 0 | 0 | 0 | For |
| State Street | 588,510 | 0 | 0 | 0 | For |
| Invesco | 359,412 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 356,610 | 0 | 0 | 0 | For |
| TIAA | 254,347 | 0 | 0 | 0 | For |
| EA Series Trust | 0 | 243,868 | 0 | 0 | Against |
| JPMorgan | 229,209 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 211,000 | 0 | 0 | 0 | For |
| Victory Capital | 170,657 | 0 | 0 | 0 | For |
| Equitable | 164,243 | 0 | 0 | 0 | For |
| Exchange Place Advisors Trust | 152,786 | 0 | 0 | 0 | For |
| Goldman Sachs | 131,121 | 0 | 0 | 0 | For |
| World Funds Trust | 129,827 | 0 | 0 | 0 | For |
| T. Rowe Price | 113,908 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 113,713 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 113,235 | 0 | 0 | 0 | For |
| WisdomTree | 112,868 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 101,876 | 0 | 0 | 0 | For |
| Jackson National | 101,080 | 0 | 0 | 0 | For |
Showing the 25 largest of 99 asset managers. See all 99 in the interactive database.
Combines 2 wordings of this item as funds reported it.
99% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Robin Kendrick
PHINIA INC.’s own tally for this item (“Elect Director: Robin Kendrick”): 33,767,219 for, 393,515 against, per its Form 8-K filed May 28, 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: “The shareholders elected the following eight 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% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 99 asset managers below reported 20,956,375 for, 243,869 against, 2,470 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,848,235 | 1 | 0 | 0 | For |
| BlackRock | 4,575,217 | 0 | 0 | 0 | For |
| Dimensional | 1,884,613 | 0 | 0 | 0 | For |
| American Century | 1,462,204 | 0 | 0 | 0 | For |
| Fidelity | 1,177,367 | 0 | 0 | 0 | For |
| First Trust | 1,137,353 | 0 | 0 | 0 | For |
| Charles Schwab | 708,629 | 0 | 0 | 0 | For |
| State Street | 588,510 | 0 | 0 | 0 | For |
| Invesco | 359,412 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 356,610 | 0 | 0 | 0 | For |
| TIAA | 254,347 | 0 | 0 | 0 | For |
| EA Series Trust | 0 | 243,868 | 0 | 0 | Against |
| JPMorgan | 229,209 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 211,000 | 0 | 0 | 0 | For |
| Victory Capital | 170,657 | 0 | 0 | 0 | For |
| Equitable | 164,243 | 0 | 0 | 0 | For |
| Exchange Place Advisors Trust | 152,786 | 0 | 0 | 0 | For |
| Goldman Sachs | 131,121 | 0 | 0 | 0 | For |
| World Funds Trust | 129,827 | 0 | 0 | 0 | For |
| T. Rowe Price | 113,908 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 113,713 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 113,235 | 0 | 0 | 0 | For |
| WisdomTree | 112,868 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 101,876 | 0 | 0 | 0 | For |
| Jackson National | 101,080 | 0 | 0 | 0 | For |
Showing the 25 largest of 99 asset managers. See all 99 in the interactive database.
Combines 2 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Roger J. Wood
PHINIA INC.’s own tally for this item (“Elect Director: Roger J. Wood”): 33,634,173 for, 526,846 against, per its Form 8-K filed May 28, 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: “The shareholders elected the following eight 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 99 asset managers below reported 20,955,027 for, 245,217 against, 2,470 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,848,235 | 1 | 0 | 0 | For |
| BlackRock | 4,575,217 | 0 | 0 | 0 | For |
| Dimensional | 1,884,613 | 0 | 0 | 0 | For |
| American Century | 1,462,204 | 0 | 0 | 0 | For |
| Fidelity | 1,177,367 | 0 | 0 | 0 | For |
| First Trust | 1,137,353 | 0 | 0 | 0 | For |
| Charles Schwab | 708,629 | 0 | 0 | 0 | For |
| State Street | 588,510 | 0 | 0 | 0 | For |
| Invesco | 359,412 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 356,610 | 0 | 0 | 0 | For |
| TIAA | 254,347 | 0 | 0 | 0 | For |
| EA Series Trust | 0 | 243,868 | 0 | 0 | Against |
| JPMorgan | 229,209 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 211,000 | 0 | 0 | 0 | For |
| Victory Capital | 170,657 | 0 | 0 | 0 | For |
| Equitable | 164,243 | 0 | 0 | 0 | For |
| Exchange Place Advisors Trust | 152,786 | 0 | 0 | 0 | For |
| Goldman Sachs | 131,121 | 0 | 0 | 0 | For |
| World Funds Trust | 129,827 | 0 | 0 | 0 | For |
| T. Rowe Price | 113,908 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 113,713 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 113,235 | 0 | 0 | 0 | For |
| WisdomTree | 112,868 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 101,876 | 0 | 0 | 0 | For |
| Jackson National | 101,080 | 0 | 0 | 0 | For |
Showing the 25 largest of 99 asset managers. See all 99 in the interactive database.
Combines 2 wordings of this item as funds reported it.
99% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Rohan S. Weerasinghe
PHINIA INC.’s own tally for this item (“Elect Director: Rohan S. Weerasinghe”): 33,746,876 for, 413,662 against, per its Form 8-K filed May 28, 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: “The shareholders elected the following eight 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% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 99 asset managers below reported 20,948,085 for, 252,159 against, 2,470 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,846,533 | 1,703 | 0 | 0 | For |
| BlackRock | 4,575,217 | 0 | 0 | 0 | For |
| Dimensional | 1,884,613 | 0 | 0 | 0 | For |
| American Century | 1,462,204 | 0 | 0 | 0 | For |
| Fidelity | 1,177,367 | 0 | 0 | 0 | For |
| First Trust | 1,137,353 | 0 | 0 | 0 | For |
| Charles Schwab | 708,629 | 0 | 0 | 0 | For |
| State Street | 588,510 | 0 | 0 | 0 | For |
| Invesco | 359,412 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 356,610 | 0 | 0 | 0 | For |
| TIAA | 254,347 | 0 | 0 | 0 | For |
| EA Series Trust | 0 | 243,868 | 0 | 0 | Against |
| JPMorgan | 229,209 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 211,000 | 0 | 0 | 0 | For |
| Victory Capital | 170,657 | 0 | 0 | 0 | For |
| Equitable | 164,243 | 0 | 0 | 0 | For |
| Exchange Place Advisors Trust | 152,786 | 0 | 0 | 0 | For |
| Goldman Sachs | 131,121 | 0 | 0 | 0 | For |
| World Funds Trust | 129,827 | 0 | 0 | 0 | For |
| T. Rowe Price | 113,908 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 113,713 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 113,235 | 0 | 0 | 0 | For |
| WisdomTree | 112,868 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 101,876 | 0 | 0 | 0 | For |
| Jackson National | 101,080 | 0 | 0 | 0 | For |
Showing the 25 largest of 99 asset managers. See all 99 in the interactive database.
Combines 2 wordings of this item as funds reported it.
99.0% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Samuel R. Chapin
PHINIA INC.’s own tally for this item (“Elect Director: Samuel R. Chapin”): 33,846,953 for, 313,309 against, per its Form 8-K filed May 28, 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: “The shareholders elected the following eight 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: 99.0% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 99 asset managers below reported 20,956,375 for, 243,869 against, 2,470 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,848,235 | 1 | 0 | 0 | For |
| BlackRock | 4,575,217 | 0 | 0 | 0 | For |
| Dimensional | 1,884,613 | 0 | 0 | 0 | For |
| American Century | 1,462,204 | 0 | 0 | 0 | For |
| Fidelity | 1,177,367 | 0 | 0 | 0 | For |
| First Trust | 1,137,353 | 0 | 0 | 0 | For |
| Charles Schwab | 708,629 | 0 | 0 | 0 | For |
| State Street | 588,510 | 0 | 0 | 0 | For |
| Invesco | 359,412 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 356,610 | 0 | 0 | 0 | For |
| TIAA | 254,347 | 0 | 0 | 0 | For |
| EA Series Trust | 0 | 243,868 | 0 | 0 | Against |
| JPMorgan | 229,209 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 211,000 | 0 | 0 | 0 | For |
| Victory Capital | 170,657 | 0 | 0 | 0 | For |
| Equitable | 164,243 | 0 | 0 | 0 | For |
| Exchange Place Advisors Trust | 152,786 | 0 | 0 | 0 | For |
| Goldman Sachs | 131,121 | 0 | 0 | 0 | For |
| World Funds Trust | 129,827 | 0 | 0 | 0 | For |
| T. Rowe Price | 113,908 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 113,713 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 113,235 | 0 | 0 | 0 | For |
| WisdomTree | 112,868 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 101,876 | 0 | 0 | 0 | For |
| Jackson National | 101,080 | 0 | 0 | 0 | For |
Showing the 25 largest of 99 asset managers. See all 99 in the interactive database.
Combines 12 wordings of this item as funds reported it.
93% Approved · of votes cast
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”): 31,782,280 for, 2,364,758 against — passed, per its Form 8-K filed May 28, 2025 (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).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,846,532 | 1,704 | 0 | 0 | For |
| BlackRock | 4,575,217 | 0 | 0 | 0 | For |
| Dimensional | 1,884,613 | 0 | 0 | 0 | For |
| American Century | 0 | 1,462,204 | 0 | 0 | Against |
| Fidelity | 1,177,367 | 0 | 0 | 0 | For |
| First Trust | 1,137,353 | 0 | 0 | 0 | For |
| Charles Schwab | 708,629 | 0 | 0 | 0 | For |
| State Street | 588,510 | 0 | 0 | 0 | For |
| Invesco | 359,412 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 356,610 | 0 | 0 | 0 | For |
| TIAA | 254,347 | 0 | 0 | 0 | For |
| EA Series Trust | 0 | 243,868 | 0 | 0 | Against |
| JPMorgan | 229,209 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 211,000 | 0 | 0 | 0 | For |
| Victory Capital | 170,657 | 0 | 0 | 0 | For |
| Equitable | 164,243 | 0 | 0 | 0 | For |
| Exchange Place Advisors Trust | 152,786 | 0 | 0 | 0 | For |
| Goldman Sachs | 131,121 | 0 | 0 | 0 | For |
| World Funds Trust | 129,827 | 0 | 0 | 0 | For |
| T. Rowe Price | 113,908 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 113,713 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 113,235 | 0 | 0 | 0 | For |
| WisdomTree | 112,868 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 101,876 | 0 | 0 | 0 | For |
| Jackson National | 101,080 | 0 | 0 | 0 | For |
Fund voting reports, all 97 managers: 19,443,621 for, 1,753,679 against, 2,470 abstained. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| American Century | 0 | 1,512,441 | 0 | 0 | Against |
| State Street | 1,510,950 | 0 | 0 | 0 | For |
| Voss Capital, LP | 1,370,874 | 0 | 0 | 0 | For |
| BlackRock | 1,356,635 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 1,184,212 | 0 | 0 | 0 | For |
| Charles Schwab | 769,037 | 0 | 0 | 0 | For |
| Ion Asset Management Ltd. | 639,000 | 0 | 0 | 0 | For |
| LSV ASSET MANAGEMENT | 559,242 | 0 | 0 | 0 | For |
| ADVISORY RESEARCH INC | 500,029 | 0 | 0 | 0 | For |
| Invesco | 491,045 | 0 | 0 | 0 | For |
| Northern Trust | 441,063 | 0 | 0 | 0 | For |
| JPMorgan | 362,248 | 0 | 0 | 0 | For |
| JACOBS LEVY EQUITY MANAGEMENT, INC | 326,282 | 0 | 0 | 0 | For |
| Point72 | 314,358 | 0 | 0 | 0 | For |
| Medina Value Partners, LLC | 312,132 | 0 | 0 | 0 | For |
| MELLON INVESTMENTS Corp | 280,682 | 0 | 0 | 0 | For |
| Wellington | 260,228 | 0 | 0 | 0 | For |
| Nuveen | 257,782 | 0 | 0 | 0 | For |
| TEACHER RETIREMENT SYSTEM OF TEXAS | 256,184 | 0 | 0 | 0 | For |
| PARAMETRIC PORTFOLIO ASSOCIATES LLC | 244,310 | 0 | 0 | 0 | For |
| PRINCIPAL GLOBAL INVESTORS | 229,780 | 0 | 0 | 0 | For |
| BRIDGEWAY CAPITAL MANAGEMENT, LLC | 212,100 | 0 | 0 | 0 | For |
| Ancora Advisors LLC | 196,676 | 0 | 0 | 0 | For |
| Dimensional | 193,459 | 0 | 0 | 0 | For |
| Goldman Sachs | 180,156 | 0 | 0 | 0 | For |
Institutional-manager reports, all 377 managers: 16,101,562 for, 1,837,751 against, 639 abstained, 746 not voted, 180 unknown. Showing the 25 largest; see all in the interactive database.
Combines 3 wordings of this item as funds reported it.
96% Approved · of votes cast
Description as filed by funds: Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm.
PHINIA INC.’s own tally for this item (“3. The ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2025”): 35,136,658 for, 1,560,091 against — passed, per its Form 8-K filed May 28, 2025 (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 2025.”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 99 asset managers below reported 20,504,971 for, 695,273 against, 2,470 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 4,848,232 | 4 | 0 | 0 | For |
| BlackRock | 4,575,217 | 0 | 0 | 0 | For |
| Dimensional | 1,884,613 | 0 | 0 | 0 | For |
| American Century | 1,462,204 | 0 | 0 | 0 | For |
| Fidelity | 1,177,367 | 0 | 0 | 0 | For |
| First Trust | 1,137,353 | 0 | 0 | 0 | For |
| Charles Schwab | 708,629 | 0 | 0 | 0 | For |
| State Street | 564,262 | 24,248 | 0 | 0 | For |
| Invesco | 359,412 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 356,610 | 0 | 0 | 0 | For |
| TIAA | 254,347 | 0 | 0 | 0 | For |
| EA Series Trust | 0 | 243,868 | 0 | 0 | Against |
| JPMorgan | 229,209 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 0 | 211,000 | 0 | 0 | Against |
| Victory Capital | 170,657 | 0 | 0 | 0 | For |
| Equitable | 164,243 | 0 | 0 | 0 | For |
| Exchange Place Advisors Trust | 23,025 | 129,761 | 0 | 0 | Mixed |
| Goldman Sachs | 131,121 | 0 | 0 | 0 | For |
| World Funds Trust | 129,827 | 0 | 0 | 0 | For |
| T. Rowe Price | 113,908 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 113,713 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 100,062 | 13,173 | 0 | 0 | Mixed |
| WisdomTree | 112,868 | 0 | 0 | 0 | For |
| ALPS ETF Trust | 101,876 | 0 | 0 | 0 | For |
| Jackson National | 101,080 | 0 | 0 | 0 | For |
Showing the 25 largest of 99 asset managers. See all 99 in the interactive database.
Not shown here: this season’s fund filings also report 1 item from the meeting of May 9, 2024, which belongs to the 2023-2024 season. A meeting outside this season’s July 1 to June 30 window is not counted in this page’s items or in its totals of asset managers and fund votes.
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 41,643,883 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Vanguard | 11.64% |
| 2 | BlackRock | 10.99% |
| 3 | Dimensional | 4.53% |
| 4 | American Century | 3.51% |
| 5 | Fidelity | 2.83% |
| 6 | First Trust | 2.73% |
| 7 | Charles Schwab | 1.70% |
| 8 | State Street | 1.41% |
| 9 | Invesco | 0.86% |
| 10 | Pacer Funds Trust | 0.86% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | American Century | 3.63% |
| 2 | State Street | 3.63% |
| 3 | Voss Capital, LP | 3.29% |
| 4 | BlackRock | 3.26% |
| 5 | GEODE CAPITAL MANAGEMENT, LLC | 2.84% |
| 6 | Charles Schwab | 1.85% |
| 7 | Ion Asset Management Ltd. | 1.53% |
| 8 | LSV ASSET MANAGEMENT | 1.34% |
| 9 | ADVISORY RESEARCH INC | 1.20% |
| 10 | Invesco | 1.18% |
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 |
|---|---|---|
| BlackRock | 15.12% | 13F |
| Vanguard Group | 11.54% | 13F |
| Vanguard Portfolio Management | 6.11% | 13G |
| Dimensional Fund Advisors | 5.25% | 13F |
| FMR LLC | 4.84% | 13G |
| State Street | 4.04% | 13F |
| Geode Capital | 2.86% | 13F |
| Goldman Sachs | 2.35% | 13F |
| Norges Bank | 2.01% | 13F |
| Charles Schwab | 1.81% | 13F |
Percentages above are of 41,643,883 shares outstanding, as reported by PHINIA INC. on its Form 10-K dated December 31, 2024 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 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 PHINIA INC.’s 10-K dated December 31, 2024. This page is a static snapshot rebuilt weekly on October 18, 2026; a live search always shows the current data.
At PHINIA INC.'s shareholder meeting held May 21, 2025, in the 2024-2025 proxy season, 452 asset managers reported how they voted on 10 ballot items in their SEC Form N-PX filings, covering 3,852 separate fund positions. 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 28, 2025.
PHINIA INC. proxy season coverage: 2023-2024 · 2024-2025 (this page) · 2025-2026.
Download data (CSV): ballot items · votes by manager · column guide.