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Compiled from SEC Form N-PX filings and PHREESIA INC.’s Form 8-K, filed June 25, 2025 (Item 5.07 on EDGAR). Page generated October 18, 2026.
Meeting of June 25, 2025: 4 items on PHREESIA INC.’s Form 8-K, filed June 25, 2025: 2 elected · 2 approved.
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 PHREESIA INC. in the interactive database Compare manager voting policies
These tallies are PHREESIA INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed June 25, 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: Gillian Munson | 47,317,018 | -- | -- | 4,324,384 | 2,002,975 | 92% | Elected | — |
| Elect Director: Mark Smith, M.D. | 37,695,562 | -- | -- | 13,945,840 | 2,002,975 | 73% | Elected | — |
| 2. Ratification of Appointment of Independent Registered Public Accounting Firm | 53,615,678 | 13,796 | 14,903 | -- | -- | 99.9% | Approved | — |
| 3. Approval of Compensation of Named Executive Officers | 46,749,876 | 4,874,502 | 17,024 | -- | 2,002,975 | 91% | Approved | — |
Source: PHREESIA INC., Form 8-K, filed with the SEC on June 25, 2025 — read the filing on EDGAR.
Each item below shows how the 267 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.
Combines 6 wordings of this item as funds reported it.
92% Majority: yes · of votes cast
Description as filed by funds: To elect two Class III directors to serve until our 2028 Annual Meeting of Stockholders and until their successors are duly elected and qualified: Gillian Munson
PHREESIA INC.’s own tally for this item (“Elect Director: Gillian Munson”): 47,317,018 for, 4,324,384 withheld, per its Form 8-K filed June 25, 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: “Proposal 1 - Election of Directors The stockholders elected each of the two persons named below to serve as a Class III director of the Company for a three-year term that expires at the Company's annual meeting of stockholders in 2028 and until such person's successor has been duly elected and qual…”
Support: 92% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 85 asset managers below reported 25,772,651 for, 1,015,235 withheld, 617,801 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 6,492,368 | 0 | 0 | 0 | For |
| Vanguard | 4,855,893 | 0 | 0 | 477 | For |
| Capital Group | 2,743,261 | 0 | 0 | 0 | For |
| BlackRock | 2,398,408 | 0 | 0 | 0 | For |
| FRANKLIN STRATEGIC SERIES | 1,278,706 | 0 | 0 | 0 | For |
| Advisors' Inner Circle Fund II | 960,000 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 865,000 | 0 | 0 | 0 | For |
| American Century | 828,921 | 0 | 0 | 0 | For |
| Brown Advisory Funds | 677,065 | 0 | 0 | 0 | For |
| TIAA | 665,353 | 0 | 0 | 0 | For |
| Charles Schwab | 0 | 0 | 0 | 531,130 | Withhold |
| Principal | 441,137 | 0 | 0 | 0 | For |
| Loomis Sayles | 0 | 0 | 393,524 | 0 | Abstain |
| Bridge Builder Trust | 257,328 | 0 | 0 | 0 | For |
| AMG FUNDS | 249,036 | 0 | 0 | 0 | For |
| Goldman Sachs | 235,949 | 0 | 0 | 0 | For |
| MERIDIAN FUND INC | 0 | 0 | 0 | 195,133 | Withhold |
| Equitable | 122,145 | 0 | 0 | 61,200 | Mixed |
| NICHOLAS Ltd EDITION, INC. | 180,579 | 0 | 0 | 0 | For |
| First Trust | 170,156 | 0 | 0 | 0 | For |
| Calamos | 169,715 | 0 | 0 | 0 | For |
| Victory Capital | 165,305 | 0 | 0 | 0 | For |
| State Street | 158,982 | 0 | 0 | 0 | For |
| New York Life | 140,062 | 0 | 0 | 0 | For |
| Allspring | 132,438 | 0 | 0 | 0 | For |
Showing the 25 largest of 85 asset managers. See all 85 in the interactive database.
Combines 6 wordings of this item as funds reported it.
73% Majority: yes · of votes cast
Description as filed by funds: To elect two Class III directors to serve until our 2028 Annual Meeting of Stockholders and until their successors are duly elected and qualified: Mark Smith, M.D.
PHREESIA INC.’s own tally for this item (“Elect Director: Mark Smith, M.D.”): 37,695,562 for, 13,945,840 withheld, per its Form 8-K filed June 25, 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: “Proposal 1 - Election of Directors The stockholders elected each of the two persons named below to serve as a Class III director of the Company for a three-year term that expires at the Company's annual meeting of stockholders in 2028 and until such person's successor has been duly elected and qual…”
Support: 73% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 85 asset managers below reported 22,353,890 for, 3,944,049 withheld, 1,107,748 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 6,492,368 | 0 | 0 | 0 | For |
| Vanguard | 4,856,370 | 0 | 0 | 0 | For |
| Capital Group | 2,743,261 | 0 | 0 | 0 | For |
| BlackRock | 2,398,408 | 0 | 0 | 0 | For |
| FRANKLIN STRATEGIC SERIES | 1,278,706 | 0 | 0 | 0 | For |
| Advisors' Inner Circle Fund II | 960,000 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 0 | 0 | 0 | 865,000 | Withhold |
| American Century | 0 | 0 | 0 | 828,921 | Withhold |
| Brown Advisory Funds | 0 | 0 | 677,065 | 0 | Abstain |
| TIAA | 665,353 | 0 | 0 | 0 | For |
| Charles Schwab | 531,130 | 0 | 0 | 0 | For |
| Principal | 0 | 0 | 0 | 441,137 | Withhold |
| Loomis Sayles | 393,524 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 11,188 | 0 | 246,140 | 0 | Abstain |
| AMG FUNDS | 249,036 | 0 | 0 | 0 | For |
| Goldman Sachs | 23,409 | 0 | 0 | 212,540 | Mixed |
| MERIDIAN FUND INC | 195,133 | 0 | 0 | 0 | For |
| Equitable | 122,145 | 0 | 0 | 61,200 | Mixed |
| NICHOLAS Ltd EDITION, INC. | 0 | 0 | 0 | 180,579 | Withhold |
| First Trust | 0 | 0 | 0 | 170,156 | Withhold |
| Calamos | 169,715 | 0 | 0 | 0 | For |
| Victory Capital | 0 | 0 | 0 | 165,305 | Withhold |
| State Street | 158,870 | 0 | 0 | 112 | For |
| New York Life | 0 | 0 | 0 | 140,062 | Withhold |
| Allspring | 0 | 0 | 0 | 132,438 | Withhold |
Showing the 25 largest of 85 asset managers. See all 85 in the interactive database.
Combines 9 wordings of this item as funds reported it.
91% Approved · of votes cast
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”): 46,749,876 for, 4,874,502 against — passed, per its Form 8-K filed June 25, 2025 (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: 91% 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 | 6,492,368 | 0 | 0 | 0 | For |
| Vanguard | 4,855,893 | 477 | 0 | 0 | For |
| Capital Group | 0 | 2,743,261 | 0 | 0 | Against |
| BlackRock | 2,398,408 | 0 | 0 | 0 | For |
| FRANKLIN STRATEGIC SERIES | 1,278,706 | 0 | 0 | 0 | For |
| Advisors' Inner Circle Fund II | 960,000 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 865,000 | 0 | 0 | 0 | For |
| American Century | 0 | 828,921 | 0 | 0 | Against |
| Brown Advisory Funds | 677,065 | 0 | 0 | 0 | For |
| TIAA | 665,353 | 0 | 0 | 0 | For |
| Charles Schwab | 531,130 | 0 | 0 | 0 | For |
| Principal | 441,137 | 0 | 0 | 0 | For |
| Loomis Sayles | 393,524 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 257,328 | 0 | 0 | 0 | For |
| AMG FUNDS | 249,036 | 0 | 0 | 0 | For |
| Goldman Sachs | 235,949 | 0 | 0 | 0 | For |
| MERIDIAN FUND INC | 195,133 | 0 | 0 | 0 | For |
| Equitable | 183,345 | 0 | 0 | 0 | For |
| NICHOLAS Ltd EDITION, INC. | 180,579 | 0 | 0 | 0 | For |
| First Trust | 170,156 | 0 | 0 | 0 | For |
| Calamos | 169,715 | 0 | 0 | 0 | For |
| Victory Capital | 165,305 | 0 | 0 | 0 | For |
| State Street | 158,982 | 0 | 0 | 0 | For |
| New York Life | 140,062 | 0 | 0 | 0 | For |
| Allspring | 132,438 | 0 | 0 | 0 | For |
Fund voting reports, all 87 managers: 23,740,332 for, 3,673,825 against, 13,541 abstained. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 5,395,001 | 0 | 0 | 0 | For |
| BROWN ADVISORY INC | 2,983,205 | 0 | 0 | 0 | For |
| Capital Group | 0 | 2,743,261 | 0 | 0 | Against |
| BlackRock | 2,254,730 | 0 | 0 | 0 | For |
| Greenhouse Funds LLLP | 1,749,435 | 0 | 0 | 0 | For |
| BESSEMER INVESTMENT MANAGEMENT LLC | 1,730,000 | 0 | 0 | 0 | For |
| Bessemer Trust Co of California, N.A. | 1,730,000 | 0 | 0 | 0 | For |
| FRANKLIN ADVISERS INC | 1,376,906 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 1,302,072 | 0 | 0 | 0 | For |
| State Street | 1,193,926 | 0 | 0 | 0 | For |
| DEERFIELD MANAGEMENT COMPANY, L.P. | 1,008,642 | 0 | 0 | 0 | For |
| Park West Asset Management LLC | 912,001 | 0 | 0 | 0 | For |
| American Century | 0 | 872,767 | 0 | 0 | Against |
| Granahan Investment Management, LLC | 870,135 | 0 | 0 | 0 | For |
| GW&K Investment Management, LLC | 23,409 | 0 | 0 | 0 | For |
| Champlain Investment Partners, LLC | 802,904 | 0 | 0 | 0 | For |
| UBS | 0 | 774,022 | 0 | 0 | Against |
| Loomis Sayles | 673,440 | 0 | 0 | 0 | For |
| Nuveen | 672,705 | 0 | 0 | 0 | For |
| SCHRODER INVESTMENT MANAGEMENT GROUP | 620,057 | 0 | 0 | 0 | For |
| Charles Schwab | 554,200 | 0 | 0 | 0 | For |
| Northern Trust | 525,379 | 0 | 0 | 0 | For |
| RIVERBRIDGE PARTNERS LLC | 508,530 | 0 | 0 | 0 | For |
| Victory Capital | 445,645 | 0 | 0 | 0 | For |
| Rock Springs Capital Management LP | 438,908 | 0 | 0 | 0 | For |
Institutional-manager reports, all 205 managers: 33,431,054 for, 4,614,305 against, 111 not voted, 840,470 mixed. Showing the 25 largest; see all in the interactive database.
Combines 3 wordings of this item as funds reported it.
99.9% Approved · of votes cast
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, 2026.
PHREESIA INC.’s own tally for this item (“2. Ratification of Appointment of Independent Registered Public Accounting Firm”): 53,615,678 for, 13,796 against — passed, per its Form 8-K filed June 25, 2025 (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, 2026.”
Support: 99.9% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 89 asset managers below reported 27,411,189 for, 0 against, 13,541 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 6,492,368 | 0 | 0 | 0 | For |
| Vanguard | 4,856,370 | 0 | 0 | 0 | For |
| Capital Group | 2,743,261 | 0 | 0 | 0 | For |
| BlackRock | 2,398,408 | 0 | 0 | 0 | For |
| FRANKLIN STRATEGIC SERIES | 1,278,706 | 0 | 0 | 0 | For |
| Advisors' Inner Circle Fund II | 960,000 | 0 | 0 | 0 | For |
| OLD WESTBURY FUNDS INC | 865,000 | 0 | 0 | 0 | For |
| American Century | 828,921 | 0 | 0 | 0 | For |
| Brown Advisory Funds | 677,065 | 0 | 0 | 0 | For |
| TIAA | 665,353 | 0 | 0 | 0 | For |
| Charles Schwab | 531,130 | 0 | 0 | 0 | For |
| Principal | 441,137 | 0 | 0 | 0 | For |
| Loomis Sayles | 393,524 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 257,328 | 0 | 0 | 0 | For |
| AMG FUNDS | 249,036 | 0 | 0 | 0 | For |
| Goldman Sachs | 235,949 | 0 | 0 | 0 | For |
| MERIDIAN FUND INC | 195,133 | 0 | 0 | 0 | For |
| Equitable | 183,345 | 0 | 0 | 0 | For |
| NICHOLAS Ltd EDITION, INC. | 180,579 | 0 | 0 | 0 | For |
| First Trust | 170,156 | 0 | 0 | 0 | For |
| Calamos | 169,715 | 0 | 0 | 0 | For |
| Victory Capital | 165,305 | 0 | 0 | 0 | For |
| State Street | 158,982 | 0 | 0 | 0 | For |
| New York Life | 140,062 | 0 | 0 | 0 | For |
| Allspring | 132,438 | 0 | 0 | 0 | For |
Showing the 25 largest of 89 asset managers. See all 89 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 59,504,269 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Fidelity | 10.91% |
| 2 | Vanguard | 8.16% |
| 3 | Capital Group | 4.61% |
| 4 | BlackRock | 4.03% |
| 5 | FRANKLIN STRATEGIC SERIES | 2.15% |
| 6 | Advisors' Inner Circle Fund II | 1.61% |
| 7 | OLD WESTBURY FUNDS INC | 1.45% |
| 8 | American Century | 1.39% |
| 9 | Brown Advisory Funds | 1.14% |
| 10 | TIAA | 1.12% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Fidelity | 9.07% |
| 2 | BROWN ADVISORY INC | 5.01% |
| 3 | Capital Group | 4.61% |
| 4 | BlackRock | 3.79% |
| 5 | Greenhouse Funds LLLP | 2.94% |
| 6 | BESSEMER INVESTMENT MANAGEMENT LLC | 2.91% |
| 7 | Bessemer Trust Co of California, N.A. | 2.91% |
| 8 | FRANKLIN ADVISERS INC | 2.31% |
| 9 | GEODE CAPITAL MANAGEMENT, LLC | 2.19% |
| 10 | State Street | 2.01% |
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 |
|---|---|---|
| Pale Fire Capital SICAV a.s. | 15.00% | 13D |
| FMR (Fidelity) | 9.67% | 13F |
| BlackRock | 9.09% | 13F |
| Vanguard Group | 8.30% | 13F |
| Champlain Investment Partners, LLC | 4.58% | 13G |
| BROWN ADVISORY INC | 4.23% | 13G |
| Greenhouse Funds LLLP | 4.15% | 13G |
| Franklin Templeton | 2.55% | 13F |
| State Street | 2.39% | 13F |
| Geode Capital | 2.16% | 13F |
Percentages above are of 59,504,269 shares outstanding, as reported by PHREESIA INC. on its Form 10-Q dated May 22, 2025 (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 PHREESIA INC.’s 10-Q dated May 22, 2025. 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 25, 2025, in the 2024-2025 proxy season, 267 asset managers reported how they voted on 4 ballot items in their SEC Form N-PX filings, covering 1,243 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 91% 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 25, 2025.
PHREESIA INC. proxy season coverage: 2023-2024 · 2024-2025 (this page) · 2025-2026.
Download data (CSV): ballot items · votes by manager · column guide.