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PHREESIA INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and PHREESIA INC.’s Form 8-K, filed June 27, 2024 (Item 5.07 on EDGAR). Page generated October 18, 2026.

  • 5Ballot items
  • 226Asset managers
  • 1,393Fund votes
  • June 26, 2024Meeting date

Results at a glance

Meeting of June 26, 2024: 5 items on PHREESIA INC.’s Form 8-K, filed June 27, 2024: 3 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 PHREESIA INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by PHREESIA INC.

These tallies are PHREESIA INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed June 27, 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.

PHREESIA INC. — official shareholder meeting results, meeting held June 26, 2024
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Lisa Egbuonu-Davis, M.D. 48,663,428---- 135,2671,979,176 99.7%Elected—
Elect Director: Lainie Goldstein 48,453,332---- 345,3631,979,176 99.2%Elected—
Elect Director: Ramin Sayar 48,507,858---- 290,8371,979,176 99.4%Elected—
2. Ratification of Appointment of Independent Registered Public Accounting Firm 50,580,401182,08915,381 ---- 99.6%Approved—
3. Approval of Compensation of Named Executive Officers 44,699,7534,075,49323,449 --1,979,176 92%Approved—

Source: PHREESIA INC., Form 8-K, filed with the SEC on June 27, 2024 — read the filing on EDGAR.

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

Each item below shows how the 226 asset managers that disclosed a PHREESIA 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: Lainie Goldstein

Official resultFund totals may overlapDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

99.2% Majority: yes · of votes cast

FOR 99.2%
FOR: 48,453,332WITHHELD: 345,363
Details: description as filed, official tally, votes by 78 asset managers

Description as filed by funds: To elect three Class II directors to serve until our 2027 Annual Meeting of Stockholders and until their successors are duly elected and qualified: Lainie Goldstein

PHREESIA INC.’s own tally for this item (“Elect Director: Lainie Goldstein”): 48,453,332 for, 345,363 withheld, per its Form 8-K filed June 27, 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: “Proposal 1 - Election of Directors The stockholders elected each of the three persons named below to serve as a Class II director of the Company for a three-year term that expires at the Company's annual meeting of stockholders in 2027 and until such person's successor has been duly elected and qua…”
Support: 99.2% of votes cast — FOR ÷ (FOR + WITHHELD); 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: 76 asset managers voting on “To elect three Class II directors to serve until our 2027 Annual Meeting of Stockholders and until their succe” at PHREESIA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Fidelity7,839,1580 00For
Vanguard4,517,1010 00For
Capital Group2,593,0630 00For
FRANKLIN STRATEGIC SERIES1,302,5820 00For
BlackRock1,300,5280 00For
Brown Advisory Funds1,272,9160 00For
T. Rowe Price1,093,5940 00For
Advisors' Inner Circle Fund II635,0000 00For
Principal518,1820 00For
Charles Schwab423,7560 00For
TIAA386,2440 00For
OLD WESTBURY FUNDS INC370,0000 00For
AMG FUNDS353,0710 00For
Goldman Sachs254,2500 00For
Allspring158,9930 00For
New York Life145,0200 00For
Equitable81,4960 055,800Mixed
MERIDIAN FUND INC126,4920 00For
Dimensional117,7830 00For
Jackson National117,4690 00For
State Street100,8060 00For
Hartford99,1880 00For
QUANTITATIVE MASTER SERIES LLC98,7850 00For
GuideStone98,3300 00For
OPTIMUM FUND TRUST96,3030 00For

Fund voting reports, all 76 managers: 25,131,612 for, 74,394 withheld, 14,845 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 2 asset managers voting on “To elect three Class II directors to serve until our 2027 Annual Meeting of Stockholders and until their succe” at PHREESIA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
TimesSquare Capital Management, LLC769,4440 00For
RWC Asset Management LLP4000 00For

Institutional-manager reports, all 2 managers: 769,844 for.

2. Elect Director: Lisa Egbuonu-Davis, M.D.

Official resultFund totals may overlapDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

99.7% Majority: yes · of votes cast

FOR 99.7%
FOR: 48,663,428WITHHELD: 135,267
Details: description as filed, official tally, votes by 78 asset managers

Description as filed by funds: To elect three Class II directors to serve until our 2027 Annual Meeting of Stockholders and until their successors are duly elected and qualified: Lisa Egbuonu-Davis, M.D.

PHREESIA INC.’s own tally for this item (“Elect Director: Lisa Egbuonu-Davis, M.D.”): 48,663,428 for, 135,267 withheld, per its Form 8-K filed June 27, 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: “Proposal 1 - Election of Directors The stockholders elected each of the three persons named below to serve as a Class II director of the Company for a three-year term that expires at the Company's annual meeting of stockholders in 2027 and until such person's successor has been duly elected and qua…”
Support: 99.7% of votes cast — FOR ÷ (FOR + WITHHELD); 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: 76 asset managers voting on “To elect three Class II directors to serve until our 2027 Annual Meeting of Stockholders and until their succe” at PHREESIA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Fidelity7,839,1580 00For
Vanguard4,517,1010 00For
Capital Group2,593,0630 00For
FRANKLIN STRATEGIC SERIES1,302,5820 00For
BlackRock1,300,5280 00For
Brown Advisory Funds1,272,9160 00For
T. Rowe Price1,093,5940 00For
Advisors' Inner Circle Fund II635,0000 00For
Principal518,1820 00For
Charles Schwab423,7560 00For
TIAA386,2440 00For
OLD WESTBURY FUNDS INC370,0000 00For
AMG FUNDS353,0710 00For
Goldman Sachs254,2500 00For
Allspring158,9930 00For
New York Life145,0200 00For
Equitable137,2960 00For
MERIDIAN FUND INC126,4920 00For
Dimensional117,7830 00For
Jackson National117,4690 00For
State Street100,8060 00For
Hartford99,1880 00For
QUANTITATIVE MASTER SERIES LLC98,7850 00For
GuideStone98,3300 00For
OPTIMUM FUND TRUST96,3030 00For

Fund voting reports, all 76 managers: 25,187,412 for, 18,594 withheld, 14,845 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 2 asset managers voting on “To elect three Class II directors to serve until our 2027 Annual Meeting of Stockholders and until their succe” at PHREESIA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
TimesSquare Capital Management, LLC769,4440 00For
RWC Asset Management LLP4000 00For

Institutional-manager reports, all 2 managers: 769,844 for.

3. Elect Director: Ramin Sayar

Official resultFund totals may overlapDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

99.4% Majority: yes · of votes cast

FOR 99.4%
FOR: 48,507,858WITHHELD: 290,837
Details: description as filed, official tally, votes by 78 asset managers

Description as filed by funds: To elect three Class II directors to serve until our 2027 Annual Meeting of Stockholders and until their successors are duly elected and qualified: Ramin Sayar

PHREESIA INC.’s own tally for this item (“Elect Director: Ramin Sayar”): 48,507,858 for, 290,837 withheld, per its Form 8-K filed June 27, 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: “Proposal 1 - Election of Directors The stockholders elected each of the three persons named below to serve as a Class II director of the Company for a three-year term that expires at the Company's annual meeting of stockholders in 2027 and until such person's successor has been duly elected and qua…”
Support: 99.4% of votes cast — FOR ÷ (FOR + WITHHELD); 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: 76 asset managers voting on “To elect three Class II directors to serve until our 2027 Annual Meeting of Stockholders and until their succe” at PHREESIA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Fidelity7,839,1580 00For
Vanguard4,517,1010 00For
Capital Group2,593,0630 00For
FRANKLIN STRATEGIC SERIES1,302,5820 00For
BlackRock1,300,5280 00For
Brown Advisory Funds1,272,9160 00For
T. Rowe Price1,093,5940 00For
Advisors' Inner Circle Fund II635,0000 00For
Principal518,1820 00For
Charles Schwab423,7560 00For
TIAA386,2440 00For
OLD WESTBURY FUNDS INC370,0000 00For
AMG FUNDS353,0710 00For
Goldman Sachs254,2500 00For
Allspring158,9930 00For
New York Life145,0200 00For
Equitable81,4960 055,800Mixed
MERIDIAN FUND INC126,4920 00For
Dimensional117,7830 00For
Jackson National117,4690 00For
State Street100,8060 00For
Hartford99,1880 00For
QUANTITATIVE MASTER SERIES LLC98,7850 00For
GuideStone98,3300 00For
OPTIMUM FUND TRUST96,3030 00For

Fund voting reports, all 76 managers: 25,131,612 for, 74,394 withheld, 14,845 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 2 asset managers voting on “To elect three Class II directors to serve until our 2027 Annual Meeting of Stockholders and until their succe” at PHREESIA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
TimesSquare Capital Management, LLC769,4440 00For
RWC Asset Management LLP4000 00For

Institutional-manager reports, all 2 managers: 769,844 for.

4. 3. Approval of Compensation of Named Executive Officers

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

Combines 7 wordings of this item as funds reported it.

92% Approved · of votes cast

FOR 92%
FOR: 44,699,753AGAINST: 4,075,493
Details: description as filed, official tally, votes by 226 asset managers

Description as filed by funds: To approve, on a non-binding, advisory basis, the compensation of our named executive officers, as disclosed in the Proxy Statement.

PHREESIA INC.’s own tally for this item (“3. Approval of Compensation of Named Executive Officers”): 44,699,753 for, 4,075,493 against — passed, per its Form 8-K filed June 27, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 3 – Approval of Compensation of Named Executive Officers The stockholders approved, on a non-binding, advisory basis, the compensation of the Company's named executive officers as disclosed in the proxy statement.”
Support: 92% 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: 76 asset managers voting on “To approve, on a non-binding, advisory basis, the compensation of our named executive officers, as disclosed i” at PHREESIA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Fidelity7,839,1580 00For
Vanguard4,517,1010 00For
Capital Group02,593,063 00Against
FRANKLIN STRATEGIC SERIES1,302,5820 00For
BlackRock1,300,5280 00For
Brown Advisory Funds1,272,9160 00For
T. Rowe Price1,093,5940 00For
Advisors' Inner Circle Fund II635,0000 00For
Principal518,1820 00For
Charles Schwab423,7560 00For
TIAA386,2440 00For
OLD WESTBURY FUNDS INC370,0000 00For
AMG FUNDS353,0710 00For
Goldman Sachs254,2500 00For
Allspring158,9930 00For
New York Life145,0200 00For
Equitable137,2960 00For
MERIDIAN FUND INC126,4920 00For
Dimensional117,7830 00For
Jackson National117,4690 00For
State Street100,8060 00For
Hartford99,1880 00For
QUANTITATIVE MASTER SERIES LLC98,7850 00For
GuideStone98,3300 00For
OPTIMUM FUND TRUST96,3030 00For

Fund voting reports, all 76 managers: 22,543,913 for, 2,665,751 against, 11,187 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 175 asset managers voting on “To approve, on a non-binding, advisory basis, the compensation of our named executive officers, as disclosed i” at PHREESIA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Fidelity7,294,6540 00For
BROWN ADVISORY INC3,883,9570 00For
Capital Group912,593,063 00Against
Rock Springs Capital Management LP1,892,0340 00For
BlackRock1,869,8380 00For
T. Rowe Price1,859,9990 00For
UBS1,422,6150 00For
FRANKLIN ADVISERS INC1,343,4930 00For
GEODE CAPITAL MANAGEMENT, LLC1,168,4690 00For
State Street1,049,5560 00For
Granahan Investment Management, LLC995,8780 00For
GW&K Investment Management, LLC974,59418,067 00For
Greenhouse Funds LLLP905,3520 00For
TimesSquare Capital Management, LLC769,4440 00For
RIVERBRIDGE PARTNERS LLC661,2480 00For
BLAIR WILLIAM & CO/IL591,9590 00For
Northern Trust492,93436 00For
Charles Schwab478,2150 00For
Champlain Investment Partners, LLC418,5700 00For
Nuveen388,8980 00For
SCHRODER INVESTMENT MANAGEMENT GROUP380,8650 00For
BESSEMER INVESTMENT MANAGEMENT LLC370,0000 00For
BANK OF AMERICA NA320,8050 00For
Lazard289,5180 00For
SILVERCREST ASSET MANAGEMENT GROUP LLC264,9310 00For

Institutional-manager reports, all 175 managers: 32,944,851 for, 2,883,664 against, 5,503 abstained, 231 not voted. Showing the 25 largest; see all in the interactive database.

5. 2. Ratification of Appointment of Independent Registered Public Accounting Firm

Official resultFund totals may overlapAUDIT-RELATEDReported outcome: Approved

Combines 3 wordings of this item as funds reported it.

99.6% Approved · of votes cast

FOR 99.6%
FOR: 50,580,401AGAINST: 182,089
Details: description as filed, official tally, votes by 77 asset managers

Description as filed by funds: To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending January 31, 2025.

PHREESIA INC.’s own tally for this item (“2. Ratification of Appointment of Independent Registered Public Accounting Firm”): 50,580,401 for, 182,089 against — passed, per its Form 8-K filed June 27, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 2 - Ratification of Appointment of Independent Registered Public Accounting Firm The stockholders ratified the appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending January 31, 2025.”
Support: 99.6% 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: 75 asset managers voting on “To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year” at PHREESIA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Fidelity7,839,1580 00For
Vanguard4,517,1010 00For
Capital Group2,593,0630 00For
FRANKLIN STRATEGIC SERIES1,302,5820 00For
BlackRock1,300,5280 00For
Brown Advisory Funds1,272,9160 00For
T. Rowe Price1,093,5940 00For
Advisors' Inner Circle Fund II635,0000 00For
Principal518,1820 00For
Charles Schwab423,7560 00For
TIAA386,2440 00For
OLD WESTBURY FUNDS INC370,0000 00For
AMG FUNDS353,0710 00For
Goldman Sachs254,2500 00For
Allspring158,9930 00For
New York Life145,0200 00For
Equitable137,2960 00For
MERIDIAN FUND INC126,4920 00For
Dimensional117,7830 00For
Jackson National117,4690 00For
State Street100,8060 00For
Hartford99,1880 00For
QUANTITATIVE MASTER SERIES LLC98,7850 00For
GuideStone98,3300 00For
OPTIMUM FUND TRUST96,3030 00For

Fund voting reports, all 75 managers: 25,209,513 for, 11,187 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 2 asset managers voting on “To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year” at PHREESIA INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
RWC Asset Management LLP1,473,0630 00For
TimesSquare Capital Management, LLC769,4440 00For

Institutional-manager reports, all 2 managers: 2,242,507 for.

Largest PHREESIA 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 57,397,904 shares outstanding at the time of that meeting.

Fund voting reports: top PHREESIA INC. shareholders by shares voted on “To approve, on a non-binding, advisory basis, the compensation of our named executive officers…”, 2023-2024
#Asset manager % of shares outstanding
1Fidelity 13.66%
2Vanguard 7.87%
3Capital Group 4.52%
4FRANKLIN STRATEGIC SERIES 2.27%
5BlackRock 2.27%
6Brown Advisory Funds 2.22%
7T. Rowe Price 1.91%
8Advisors' Inner Circle Fund II 1.11%
9Principal 0.90%
10Charles Schwab 0.74%
Institutional-manager reports: top PHREESIA INC. shareholders by shares voted on “To approve, on a non-binding, advisory basis, the compensation of our named executive officers…”, 2023-2024
#Asset manager % of shares outstanding
1Fidelity 12.71%
2BROWN ADVISORY INC 6.77%
3Capital Group 4.52%
4Rock Springs Capital Management LP 3.30%
5BlackRock 3.26%
6T. Rowe Price 3.24%
7UBS 2.48%
8FRANKLIN ADVISERS INC 2.34%
9GEODE CAPITAL MANAGEMENT, LLC 2.04%
10State Street 1.83%

Reported PHREESIA 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.

PHREESIA INC. holdings and ownership disclosed for the 2023-2024 proxy season
Holder % outstanding Disclosure
Vanguard Group 9.94% 13F
BlackRock 9.92% 13F
FMR (Fidelity) 6.83% 13F
Capital International 4.52% 13F
Franklin Templeton 2.59% 13F
State Street 2.13% 13F
Geode Capital 2.02% 13F
Goldman Sachs 1.26% 13F
Millennium Management 0.95% 13F
Northern Trust 0.94% 13F

Percentages above are of 57,397,904 shares outstanding, as reported by PHREESIA INC. on its Form 10-Q dated May 24, 2024 (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 PHREESIA INC.’s 10-Q dated May 24, 2024. This page is a static snapshot rebuilt weekly on October 18, 2026; a live search always shows the current data.

At PHREESIA INC.'s shareholder meeting held June 26, 2024, in the 2023-2024 proxy season, 226 asset managers reported how they voted on 5 ballot items in their SEC Form N-PX filings, covering 1,393 separate fund positions. On the most widely held item on that ballot — To approve, on a non-binding, advisory basis, the compensation of our named executive officers… — PHREESIA INC.'s filing reports the proposal as approved, with 92% 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: PHREESIA INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on June 27, 2024.

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

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