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Compiled from SEC Form N-PX filings and Phreesia, Inc.’s Form 8-K, filed June 24, 2026 (Item 5.07 on EDGAR). Page generated October 18, 2026.
Meeting of June 24, 2026: 4 items on Phreesia, Inc.’s Form 8-K, filed June 24, 2026: 2 elected · 2 approved.
None.
Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided
Explore 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 24, 2026 (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: Chaim Indig | 42,920,634 | -- | -- | 589,075 | 7,978,851 | 99% | Elected | — |
| Elect Director: Jon Kessler | 43,200,247 | -- | -- | 309,462 | 7,978,851 | 99.2% | Elected | — |
| 2. Ratification of Appointment of Independent Registered Public Accounting Firm | 51,326,138 | 140,574 | 21,848 | -- | -- | 99.7% | Approved | — |
| 3. Approval of Compensation of Named Executive Officers | 42,476,742 | 855,584 | 177,383 | -- | 7,978,851 | 98% | Approved | — |
Source: Phreesia, Inc., Form 8-K, filed with the SEC on June 24, 2026 — read the filing on EDGAR.
Each item below shows how the 236 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.
99% Majority: yes · of votes cast
Description as filed by funds: To elect two Class I directors to serve until our 2029 Annual Meeting of Stockholders and until their successors are duly elected and qualified: Chaim Indig
Phreesia, Inc.’s own tally for this item (“Elect Director: Chaim Indig”): 42,920,634 for, 589,075 withheld, per its Form 8-K filed June 24, 2026 (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 I director of the Company for a three-year term that expires at the Company's annual meeting of stockholders in 2029 and until such person's successor has been duly elected and qualif…”
Support: 99% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 65 asset managers below reported 13,538,048 for, 28,742 withheld, 3 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 5,584,222 | 0 | 3 | 5,719 | For |
| BlackRock | 2,432,797 | 0 | 0 | 0 | For |
| Fidelity | 1,274,124 | 0 | 0 | 0 | For |
| TIAA | 718,752 | 0 | 0 | 0 | For |
| Waddell & Reed | 534,581 | 0 | 0 | 0 | For |
| Charles Schwab | 439,756 | 0 | 0 | 0 | For |
| AMG FUNDS | 292,595 | 0 | 0 | 0 | For |
| LKCM Funds | 191,952 | 0 | 0 | 0 | For |
| ADVISORS' INNER CIRCLE FUND | 188,110 | 0 | 0 | 0 | For |
| Principal Exchange-Traded Funds | 165,360 | 0 | 0 | 0 | For |
| Dimensional | 163,754 | 0 | 0 | 0 | For |
| Equitable | 125,906 | 0 | 0 | 0 | For |
| Goldman Sachs | 112,850 | 0 | 0 | 0 | For |
| Northern Trust | 108,018 | 0 | 0 | 0 | For |
| Ivy Variable Insurance Portfolios | 98,913 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 96,587 | 0 | 0 | 0 | For |
| Securian Funds Trust | 85,105 | 0 | 0 | 0 | For |
| Putnam | 81,579 | 0 | 0 | 0 | For |
| Lincoln Financial | 78,887 | 0 | 0 | 0 | For |
| Invesco | 68,969 | 0 | 0 | 0 | For |
| State Street | 68,810 | 0 | 0 | 143 | For |
| Northern Lights Fund Trust IV | 65,014 | 0 | 0 | 0 | For |
| Voya | 51,815 | 0 | 0 | 0 | For |
| Global X | 41,510 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 41,250 | 0 | 0 | 0 | For |
Showing the 25 largest of 65 asset managers. See all 65 in the interactive database.
Combines 6 wordings of this item as funds reported it.
99.2% Majority: yes · of votes cast
Description as filed by funds: To elect two Class I directors to serve until our 2029 Annual Meeting of Stockholders and until their successors are duly elected and qualified: Jon Kessler
Phreesia, Inc.’s own tally for this item (“Elect Director: Jon Kessler”): 43,200,247 for, 309,462 withheld, per its Form 8-K filed June 24, 2026 (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 I director of the Company for a three-year term that expires at the Company's annual meeting of stockholders in 2029 and until such person's successor has been duly elected and qualif…”
Support: 99.2% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 65 asset managers below reported 13,530,074 for, 36,717 withheld, 2 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 5,587,066 | 0 | 2 | 2,876 | For |
| BlackRock | 2,432,797 | 0 | 0 | 0 | For |
| Fidelity | 1,274,124 | 0 | 0 | 0 | For |
| TIAA | 718,752 | 0 | 0 | 0 | For |
| Waddell & Reed | 534,581 | 0 | 0 | 0 | For |
| Charles Schwab | 439,756 | 0 | 0 | 0 | For |
| AMG FUNDS | 292,595 | 0 | 0 | 0 | For |
| LKCM Funds | 191,952 | 0 | 0 | 0 | For |
| ADVISORS' INNER CIRCLE FUND | 188,110 | 0 | 0 | 0 | For |
| Principal Exchange-Traded Funds | 165,360 | 0 | 0 | 0 | For |
| Dimensional | 163,754 | 0 | 0 | 0 | For |
| Equitable | 125,906 | 0 | 0 | 0 | For |
| Goldman Sachs | 112,850 | 0 | 0 | 0 | For |
| Northern Trust | 108,018 | 0 | 0 | 0 | For |
| Ivy Variable Insurance Portfolios | 98,913 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 96,587 | 0 | 0 | 0 | For |
| Securian Funds Trust | 85,105 | 0 | 0 | 0 | For |
| Putnam | 81,579 | 0 | 0 | 0 | For |
| Lincoln Financial | 78,887 | 0 | 0 | 0 | For |
| Invesco | 68,969 | 0 | 0 | 0 | For |
| State Street | 68,953 | 0 | 0 | 0 | For |
| Northern Lights Fund Trust IV | 65,014 | 0 | 0 | 0 | For |
| Voya | 51,815 | 0 | 0 | 0 | For |
| Global X | 25,461 | 0 | 0 | 16,049 | Mixed |
| MASTER INVESTMENT PORTFOLIO | 41,250 | 0 | 0 | 0 | For |
Showing the 25 largest of 65 asset managers. See all 65 in the interactive database.
Combines 8 wordings of this item as funds reported it.
98% 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”): 42,476,742 for, 855,584 against — passed, per its Form 8-K filed June 24, 2026 (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: 98% 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 | 5,589,938 | 4 | 1 | 0 | For |
| BlackRock | 2,432,797 | 0 | 0 | 0 | For |
| Fidelity | 1,274,124 | 0 | 0 | 0 | For |
| TIAA | 718,752 | 0 | 0 | 0 | For |
| Waddell & Reed | 534,581 | 0 | 0 | 0 | For |
| Charles Schwab | 439,756 | 0 | 0 | 0 | For |
| AMG FUNDS | 292,595 | 0 | 0 | 0 | For |
| LKCM Funds | 191,952 | 0 | 0 | 0 | For |
| ADVISORS' INNER CIRCLE FUND | 188,110 | 0 | 0 | 0 | For |
| Principal Exchange-Traded Funds | 165,360 | 0 | 0 | 0 | For |
| Dimensional | 163,754 | 0 | 0 | 0 | For |
| Equitable | 125,906 | 0 | 0 | 0 | For |
| Goldman Sachs | 112,850 | 0 | 0 | 0 | For |
| Northern Trust | 108,018 | 0 | 0 | 0 | For |
| Ivy Variable Insurance Portfolios | 98,913 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 96,587 | 0 | 0 | 0 | For |
| Securian Funds Trust | 85,105 | 0 | 0 | 0 | For |
| Putnam | 81,579 | 0 | 0 | 0 | For |
| Lincoln Financial | 78,887 | 0 | 0 | 0 | For |
| Invesco | 68,969 | 0 | 0 | 0 | For |
| State Street | 68,953 | 0 | 0 | 0 | For |
| Northern Lights Fund Trust IV | 65,014 | 0 | 0 | 0 | For |
| Voya | 51,815 | 0 | 0 | 0 | For |
| Global X | 41,510 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 41,250 | 0 | 0 | 0 | For |
Fund voting reports, all 64 managers: 13,494,644 for, 54,355 against, 17,793 abstained. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Pale Fire Capital SE | 8,911,422 | 0 | 0 | 0 | For |
| BlackRock | 2,928,946 | 0 | 0 | 0 | For |
| AQR | 2,051,292 | 0 | 0 | 0 | For |
| State Street | 1,285,128 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 1,087,344 | 0 | 0 | 0 | For |
| Whetstone Capital Advisors, LLC | 964,915 | 0 | 0 | 0 | For |
| GW&K Investment Management, LLC | 26,712 | 0 | 0 | 0 | For |
| ACADIAN ASSET MANAGEMENT LLC | 862,516 | 0 | 0 | 0 | For |
| Point72 | 801,785 | 0 | 0 | 0 | For |
| Nuveen | 780,788 | 0 | 0 | 0 | For |
| NOMURA INVESTMENT MANAGEMENT BUSINESS TRUST | 780,358 | 0 | 0 | 0 | For |
| Rock Springs Capital Management LP | 630,399 | 0 | 0 | 0 | For |
| JACOBS LEVY EQUITY MANAGEMENT, INC | 609,569 | 0 | 0 | 0 | For |
| Vanguard | 579,261 | 0 | 0 | 0 | For |
| ALGERT GLOBAL LLC | 519,129 | 0 | 0 | 0 | For |
| Northern Trust | 482,072 | 0 | 0 | 0 | For |
| Charles Schwab | 441,036 | 0 | 0 | 0 | For |
| CAMBIAR INVESTORS LLC | 371,483 | 0 | 0 | 0 | For |
| PARAMETRIC PORTFOLIO ASSOCIATES LLC | 363,715 | 0 | 0 | 0 | For |
| Prosight Management, LP | 362,730 | 0 | 0 | 0 | For |
| KING LUTHER CAPITAL MANAGEMENT CORP | 348,793 | 0 | 0 | 0 | For |
| Connor, Clark & Lunn Investment Management Ltd. | 345,524 | 0 | 0 | 0 | For |
| TOCQUEVILLE ASSET MANAGEMENT L.P. | 325,000 | 0 | 0 | 0 | For |
| Fidelity | 304,121 | 0 | 0 | 0 | For |
| BANK OF AMERICA NA | 267,491 | 0 | 0 | 0 | For |
Institutional-manager reports, all 195 managers: 30,777,316 for, 437,157 against, 60,450 abstained, 51,568 not voted, 860,836 mixed. Showing the 25 largest; see all in the interactive database.
Combines 3 wordings of this item as funds reported it.
99.7% 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, 2027.
Phreesia, Inc.’s own tally for this item (“2. Ratification of Appointment of Independent Registered Public Accounting Firm”): 51,326,138 for, 140,574 against — passed, per its Form 8-K filed June 24, 2026 (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, 2027.”
Support: 99.7% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 65 asset managers below reported 13,549,000 for, 17,792 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 5,589,943 | 0 | 0 | 0 | For |
| BlackRock | 2,432,797 | 0 | 0 | 0 | For |
| Fidelity | 1,274,124 | 0 | 0 | 0 | For |
| TIAA | 718,752 | 0 | 0 | 0 | For |
| Waddell & Reed | 534,581 | 0 | 0 | 0 | For |
| Charles Schwab | 439,756 | 0 | 0 | 0 | For |
| AMG FUNDS | 292,595 | 0 | 0 | 0 | For |
| LKCM Funds | 191,952 | 0 | 0 | 0 | For |
| ADVISORS' INNER CIRCLE FUND | 188,110 | 0 | 0 | 0 | For |
| Principal Exchange-Traded Funds | 165,360 | 0 | 0 | 0 | For |
| Dimensional | 163,754 | 0 | 0 | 0 | For |
| Equitable | 125,906 | 0 | 0 | 0 | For |
| Goldman Sachs | 112,850 | 0 | 0 | 0 | For |
| Northern Trust | 108,018 | 0 | 0 | 0 | For |
| Ivy Variable Insurance Portfolios | 98,913 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 96,587 | 0 | 0 | 0 | For |
| Securian Funds Trust | 85,105 | 0 | 0 | 0 | For |
| Putnam | 81,579 | 0 | 0 | 0 | For |
| Lincoln Financial | 78,887 | 0 | 0 | 0 | For |
| Invesco | 68,969 | 0 | 0 | 0 | For |
| State Street | 68,953 | 0 | 0 | 0 | For |
| Northern Lights Fund Trust IV | 65,014 | 0 | 0 | 0 | For |
| Voya | 51,815 | 0 | 0 | 0 | For |
| Global X | 41,510 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 41,250 | 0 | 0 | 0 | For |
Showing the 25 largest of 65 asset managers. See all 65 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 61,811,889 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Vanguard | 9.04% |
| 2 | BlackRock | 3.94% |
| 3 | Fidelity | 2.06% |
| 4 | TIAA | 1.16% |
| 5 | Waddell & Reed | 0.86% |
| 6 | Charles Schwab | 0.71% |
| 7 | AMG FUNDS | 0.47% |
| 8 | LKCM Funds | 0.31% |
| 9 | ADVISORS' INNER CIRCLE FUND | 0.30% |
| 10 | Principal Exchange-Traded Funds | 0.27% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Pale Fire Capital SE | 14.42% |
| 2 | BlackRock | 4.74% |
| 3 | AQR | 3.32% |
| 4 | State Street | 2.08% |
| 5 | GEODE CAPITAL MANAGEMENT, LLC | 1.76% |
| 6 | Whetstone Capital Advisors, LLC | 1.56% |
| 7 | GW&K Investment Management, LLC | 1.44% |
| 8 | ACADIAN ASSET MANAGEMENT LLC | 1.40% |
| 9 | Point72 | 1.30% |
| 10 | Nuveen | 1.26% |
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. | 14.44% | 13D |
| BlackRock | 9.58% | 13F |
| Vanguard Group | 9.29% | 13F |
| Greenhouse Funds LLLP | 4.00% | 13G |
| AQR Capital | 3.00% | 13F |
| State Street | 2.38% | 13F |
| Geode Capital | 2.22% | 13F |
| Goldman Sachs | 1.67% | 13F |
| Citadel Advisors | 1.37% | 13F |
| Franklin Templeton | 1.19% | 13F |
Percentages above are of 61,811,889 shares outstanding, as reported by Phreesia, Inc. on its Form 10-Q dated May 22, 2026 (see the filing on EDGAR). This is the count contemporaneous with the 2025-2026 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, 2026. 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 24, 2026, in the 2025-2026 proxy season, 236 asset managers reported how they voted on 4 ballot items in their SEC Form N-PX filings, covering 996 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 98% 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 24, 2026.
Phreesia, Inc. proxy season coverage: 2023-2024 · 2024-2025 · 2025-2026 (this page).
Download data (CSV): ballot items · votes by manager · column guide.