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POLARIS INC. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and POLARIS INC.’s Form 8-K, filed May 5, 2025 (Item 5.07 on EDGAR). Page generated November 1, 2026.

6Ballot items
422Asset managers
2,346Fund votes
May 1, 2025Meeting date

Results at a glance

Meeting of May 1, 2025: 6 items on POLARIS INC.’s Form 8-K, filed May 5, 2025: 3 elected · 2 approved · 1 not approved.

Not approved or not elected

3. Proposed amendment and restatement of the Company's Certificate of Incorporation (the "Proposed Restated Certificate") 98% of votes cast Not approved A stricter vote than a majority of the votes cast may have applied to this item; the filing does not state it.

Material dissent

The compensation of the Company's named executive officers was appro 72% of votes cast Approved Under 80%

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 POLARIS INC. in the interactive database Compare manager voting policies

Official 2024-2025 meeting results reported by POLARIS INC.

These tallies are POLARIS INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 5, 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.

POLARIS INC. — official shareholder meeting results, meeting held May 1, 2025
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Support (of votes cast)	Reported outcome	Voting standard
Elect Director: Bernd F. Kessler	32,472,351	8,308,887	389,687	--	9,027,672	80%	Elected	—
Elect Director: Lawrence D. Kingsley	38,651,409	2,041,074	478,442	--	9,027,672	95%	Elected	—
Elect Director: Gwynne E. Shotwell	39,145,881	1,607,024	418,020	--	9,027,672	96%	Elected	—
The compensation of the Company's named executive officers was appro	29,308,367	11,456,383	406,175	--	9,027,672	72%	Approved	—
3. Proposed amendment and restatement of the Company's Certificate of Incorporation (the "Proposed Restated Certificate")	40,027,280	803,324	340,321	--	9,027,672	98%	Not approved A stricter vote than a majority of the votes cast may have applied to this item; the filing does not state it.	—
4. Appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for fiscal 2025	47,717,145	2,126,562	354,890	--	--	96%	Approved	—

Source: POLARIS INC., Form 8-K, filed with the SEC on May 5, 2025 — read the filing on EDGAR.

How asset managers voted at the POLARIS INC. 2024-2025 meeting

Each item below shows how the 422 asset managers that disclosed a POLARIS 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: Bernd F. Kessler

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

80% Majority: yes · of votes cast

FOR 80%AGAINST

FOR: 32,472,351AGAINST: 8,308,887

Details: description as filed, official tally, votes by 87 asset managers

Description as filed by funds: The election of three Class I directors for three-year terms ending 2028: Bernd F. Kessler

POLARIS INC.’s own tally for this item (“Elect Director: Bernd F. Kessler”): 32,472,351 for, 8,308,887 against, per its Form 8-K filed May 5, 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 following nominees were elected as Class I members of the Board of Directors of the Company for three-year terms ending in 2028:”
Support: 80% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 87 asset managers below reported 19,799,167 for, 1,545,270 against, 9,660 abstained.

FOR

FOR: 19,799,167AGAINST: 1,545,270ABSTAIN: 9,660

Largest asset managers voting on “The election of three Class I directors for three-year terms ending 2028: Bernd F. Kessler” at POLARIS INC., 2024-2025
Asset manager	For	Against	Vote
Capital Group	6,578,467	0	For
Vanguard	5,572,160	1,044	For
BlackRock	2,598,002	0	For
American Century	1,014,471	0	For
Brown Advisory Funds	0	567,260	Against
ProShares	562,894	0	For
Charles Schwab	554,942	0	For
Artisan	420,912	0	For
WisdomTree	387,847	0	For
State Street	12,271	326,291	Against
Fidelity	334,905	0	For
Columbia Threadneedle	0	315,460	Against
Dimensional	304,996	0	For
First Trust	292,649	0	For
Invesco	0	141,715	Against
PIMCO	133,658	0	For
TIAA	114,093	0	For
Jackson National	77,254	0	For
HOTCHKIS & WILEY FUNDS /DE/	75,500	0	For
Equitable	19,641	53,513	Mixed
Principal	68,746	0	For
ALPS ETF Trust	61,584	0	For
AIG/SunAmerica	57,959	0	For
TRUST FOR PROFESSIONAL MANAGERS	42,178	0	For
AMG Funds IV	39,325	0	For

Showing the 25 largest of 87 asset managers. See all 87 in the interactive database.

2. Elect Director: Gwynne E. Shotwell

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%

FOR: 39,145,881AGAINST: 1,607,024

Details: description as filed, official tally, votes by 87 asset managers

Description as filed by funds: The election of three Class I directors for three-year terms ending 2028: Gwynne E. Shotwell

POLARIS INC.’s own tally for this item (“Elect Director: Gwynne E. Shotwell”): 39,145,881 for, 1,607,024 against, per its Form 8-K filed May 5, 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 following nominees were elected as Class I members of the Board of Directors of the Company for three-year terms ending in 2028:”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 87 asset managers below reported 21,277,268 for, 67,168 against, 9,660 abstained.

FOR

FOR: 21,277,268AGAINST: 67,168ABSTAIN: 9,660

Largest asset managers voting on “The election of three Class I directors for three-year terms ending 2028: Gwynne E. Shotwell” at POLARIS INC., 2024-2025
Asset manager	For	Against	Vote
Capital Group	6,578,467	0	For
Vanguard	5,573,203	0	For
BlackRock	2,598,002	0	For
American Century	1,014,471	0	For
Brown Advisory Funds	567,260	0	For
ProShares	562,894	0	For
Charles Schwab	554,942	0	For
Artisan	420,912	0	For
WisdomTree	387,847	0	For
State Street	338,562	0	For
Fidelity	334,905	0	For
Columbia Threadneedle	315,460	0	For
Dimensional	304,996	0	For
First Trust	292,649	0	For
Invesco	141,715	0	For
PIMCO	133,658	0	For
TIAA	114,093	0	For
Jackson National	77,254	0	For
HOTCHKIS & WILEY FUNDS /DE/	75,500	0	For
Equitable	19,641	53,513	Mixed
Principal	68,746	0	For
ALPS ETF Trust	61,584	0	For
AIG/SunAmerica	57,959	0	For
TRUST FOR PROFESSIONAL MANAGERS	42,178	0	For
AMG Funds IV	39,325	0	For

Showing the 25 largest of 87 asset managers. See all 87 in the interactive database.

3. Elect Director: Lawrence D. Kingsley

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%

FOR: 38,651,409AGAINST: 2,041,074

Details: description as filed, official tally, votes by 87 asset managers

Description as filed by funds: The election of three Class I directors for three-year terms ending 2028: Lawrence D. Kingsley

POLARIS INC.’s own tally for this item (“Elect Director: Lawrence D. Kingsley”): 38,651,409 for, 2,041,074 against, per its Form 8-K filed May 5, 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 following nominees were elected as Class I members of the Board of Directors of the Company for three-year terms ending in 2028:”
Support: 95% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 87 asset managers below reported 21,276,726 for, 67,711 against, 9,660 abstained.

FOR

FOR: 21,276,726AGAINST: 67,711ABSTAIN: 9,660

Largest asset managers voting on “The election of three Class I directors for three-year terms ending 2028: Lawrence D. Kingsley” at POLARIS INC., 2024-2025
Asset manager	For	Against	Vote
Capital Group	6,578,467	0	For
Vanguard	5,573,203	1	For
BlackRock	2,598,002	0	For
American Century	1,014,471	0	For
Brown Advisory Funds	567,260	0	For
ProShares	562,894	0	For
Charles Schwab	554,942	0	For
Artisan	420,912	0	For
WisdomTree	387,847	0	For
State Street	338,562	0	For
Fidelity	334,905	0	For
Columbia Threadneedle	315,460	0	For
Dimensional	304,996	0	For
First Trust	292,649	0	For
Invesco	141,715	0	For
PIMCO	133,658	0	For
TIAA	114,093	0	For
Jackson National	77,254	0	For
HOTCHKIS & WILEY FUNDS /DE/	75,500	0	For
Equitable	19,641	53,513	Mixed
Principal	68,746	0	For
ALPS ETF Trust	61,584	0	For
AIG/SunAmerica	57,959	0	For
TRUST FOR PROFESSIONAL MANAGERS	42,178	0	For
AMG Funds IV	39,325	0	For

Showing the 25 largest of 87 asset managers. See all 87 in the interactive database.

4. 3. Proposed amendment and restatement of the Company's Certificate of Incorporation (the "Proposed Restated…

Official resultSHAREHOLDER RIGHTS AND DEFENSESReported outcome: Not approved

Combines 2 wordings of this item as funds reported it.

98% Not approved · of votes cast

FOR 98%

FOR: 40,027,280AGAINST: 803,324

Details: description as filed, official tally, votes by 87 asset managers

Description as filed by funds: ADOPTION OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION

POLARIS INC.’s own tally for this item (“3. Proposed amendment and restatement of the Company's Certificate of Incorporation (the "Proposed Restated Certificate")”): 40,027,280 for, 803,324 against — failed, per its Form 8-K filed May 5, 2025 (Item 5.07). This item required more than a simple majority of votes cast — see the filing.

Reported outcome: Not approved, in the filing’s own words: “The proposed amendment and restatement of the Company's Certificate of Incorporation (the "Proposed Restated Certificate") was not approved:”
A stricter vote than a majority of the votes cast may have applied to this item; the filing does not state it.
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 87 asset managers below reported 21,341,877 for, 2,560 against, 9,660 abstained.

FOR

FOR: 21,341,877AGAINST: 2,560ABSTAIN: 9,660

Largest asset managers voting on “ADOPTION OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION” at POLARIS INC., 2024-2025
Asset manager	For	Vote
Capital Group	6,578,467	For
Vanguard	5,573,204	For
BlackRock	2,598,002	For
American Century	1,014,471	For
Brown Advisory Funds	567,260	For
ProShares	562,894	For
Charles Schwab	554,942	For
Artisan	420,912	For
WisdomTree	387,847	For
State Street	338,562	For
Fidelity	334,905	For
Columbia Threadneedle	315,460	For
Dimensional	304,996	For
First Trust	292,649	For
Invesco	141,715	For
PIMCO	133,658	For
TIAA	114,093	For
Jackson National	77,254	For
HOTCHKIS & WILEY FUNDS /DE/	75,500	For
Equitable	73,154	For
Principal	68,746	For
ALPS ETF Trust	61,584	For
AIG/SunAmerica	57,959	For
TRUST FOR PROFESSIONAL MANAGERS	42,178	For
AMG Funds IV	39,325	For

Showing the 25 largest of 87 asset managers. See all 87 in the interactive database.

5. The compensation of the Company's named executive officers was appro

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

Combines 12 wordings of this item as funds reported it.

72% Majority: yes · of votes cast

FOR 72%AGAINST

FOR: 29,308,367AGAINST: 11,456,383

Details: description as filed, official tally, votes by 422 asset managers

Description as filed by funds: Advisory vote to approve the compensation of the Company's Named Executive Officers

POLARIS INC.’s own tally for this item (“The compensation of the Company's named executive officers was appro”): 29,308,367 for, 11,456,383 against, per its Form 8-K filed May 5, 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: Approved, in the filing’s own words: “The compensation of the Company's named executive officers was approved in a non-binding advisory vote:”
Support: 72% 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: 86 asset managers voting on “Advisory vote to approve the compensation of the Company's Named Executive Officers” at POLARIS INC., 2024-2025
Asset manager	For	Against	Vote
Capital Group	0	6,578,467	Against
Vanguard	5,571,428	1,776	For
BlackRock	2,598,002	0	For
American Century	0	1,014,471	Against
Brown Advisory Funds	567,260	0	For
ProShares	562,894	0	For
Charles Schwab	554,942	0	For
Artisan	0	420,912	Against
WisdomTree	387,847	0	For
State Street	338,406	156	For
Fidelity	334,905	0	For
Columbia Threadneedle	315,460	0	For
Dimensional	304,996	0	For
First Trust	292,649	0	For
Invesco	0	141,715	Against
PIMCO	133,658	0	For
TIAA	0	114,093	Against
Jackson National	77,254	0	For
HOTCHKIS & WILEY FUNDS /DE/	75,500	0	For
Equitable	73,154	0	For
Principal	68,746	0	For
ALPS ETF Trust	61,584	0	For
AIG/SunAmerica	57,959	0	For
TRUST FOR PROFESSIONAL MANAGERS	38,400	3,778	Mixed
AMG Funds IV	39,325	0	For

Fund voting reports, all 86 managers: 13,016,753 for, 8,327,684 against, 9,660 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 359 asset managers voting on “Advisory vote to approve the compensation of the Company's Named Executive Officers” at POLARIS INC., 2024-2025
Asset manager	For	Against	Vote
Capital Group	0	6,651,939	Against
Select Equity Group, L.P.	1,579,879	0	For
State Street	1,551,623	156	For
BlackRock	1,291,173	286	For
American Century	0	1,042,226	Against
CONFLUENCE INVESTMENT MANAGEMENT LLC	878,571	0	For
Charles Schwab	555,155	0	For
PARAMETRIC PORTFOLIO ASSOCIATES LLC	550,838	0	For
Divisar Capital Management LLC	479,639	0	For
EUBEL BRADY & SUTTMAN ASSET MANAGEMENT INC	472,135	0	For
Artisan	0	464,562	Against
GEODE CAPITAL MANAGEMENT, LLC	275,143	0	For
Kiltearn Partners LLP	269,900	0	For
Northern Trust	264,547	0	For
Invesco	0	237,834	Against
CIBC WORLD MARKET INC.	230,191	0	For
RAYMOND JAMES & ASSOCIATES	222,458	0	For
River Road Asset Management, LLC	217,621	0	For
HOTCHKIS & WILEY CAPITAL MANAGEMENT LLC	199,698	0	For
MELLON INVESTMENTS Corp	177,119	0	For
Fidelity	159,944	0	For
Silver Heights Capital Management Inc	0	152,261	Against
TD Waterhouse Canada Inc.	151,963	0	For
BANK OF MONTREAL /CAN/	131,579	0	For
Vanguard	125,063	0	For

Institutional-manager reports, all 359 managers: 12,338,148 for, 8,922,720 against, 40,950 abstained, 12,272 not voted. Showing the 25 largest; see all in the interactive database.

6. 4. Appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for fiscal 2025

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 2 wordings of this item as funds reported it.

96% Approved · of votes cast

FOR 96%

FOR: 47,717,145AGAINST: 2,126,562

Details: description as filed, official tally, votes by 87 asset managers

Description as filed by funds: RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED ACCOUNTING FIRM FOR FISCAL 2025

POLARIS INC.’s own tally for this item (“4. Appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for fiscal 2025”): 47,717,145 for, 2,126,562 against — passed, per its Form 8-K filed May 5, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for fiscal 2025 was ratified:”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 87 asset managers below reported 21,342,826 for, 1,611 against, 9,660 abstained.

FOR

FOR: 21,342,826AGAINST: 1,611ABSTAIN: 9,660

Largest asset managers voting on “RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED ACCOUNTING FIRM FOR FISCAL ” at POLARIS INC., 2024-2025
Asset manager	For	Against	Vote
Capital Group	6,578,467	0	For
Vanguard	5,572,162	1,042	For
BlackRock	2,598,002	0	For
American Century	1,014,471	0	For
Brown Advisory Funds	567,260	0	For
ProShares	562,894	0	For
Charles Schwab	554,942	0	For
Artisan	420,912	0	For
WisdomTree	387,847	0	For
State Street	338,534	28	For
Fidelity	334,905	0	For
Columbia Threadneedle	315,460	0	For
Dimensional	304,996	0	For
First Trust	292,649	0	For
Invesco	141,715	0	For
PIMCO	133,658	0	For
TIAA	114,093	0	For
Jackson National	77,254	0	For
HOTCHKIS & WILEY FUNDS /DE/	75,500	0	For
Equitable	73,154	0	For
Principal	68,746	0	For
ALPS ETF Trust	61,584	0	For
AIG/SunAmerica	57,959	0	For
TRUST FOR PROFESSIONAL MANAGERS	42,178	0	For
AMG Funds IV	39,325	0	For

Showing the 25 largest of 87 asset managers. See all 87 in the interactive database.

Not shown here: this season’s fund filings also report 1 item from the meeting of April 25, 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.

Largest POLARIS INC. shareholders voting in 2024-2025

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.

Fund voting reports: top POLARIS INC. shareholders by shares voted on “Advisory vote to approve the compensation of the Company's Named Executive Officers”, 2024-2025
#	Asset manager	Shares voted
1	Capital Group	6,578,467
2	Vanguard	5,573,204
3	BlackRock	2,598,002
4	American Century	1,014,471
5	Brown Advisory Funds	567,260
6	ProShares	562,894
7	Charles Schwab	554,942
8	Artisan	420,912
9	WisdomTree	387,847
10	State Street	338,562

Institutional-manager reports: top POLARIS INC. shareholders by shares voted on “Advisory vote to approve the compensation of the Company's Named Executive Officers”, 2024-2025
#	Asset manager	Shares voted
1	Capital Group	6,651,939
2	Select Equity Group, L.P.	1,579,879
3	State Street	1,551,779
4	BlackRock	1,291,459
5	American Century	1,042,226
6	CONFLUENCE INVESTMENT MANAGEMENT LLC	878,571
7	Charles Schwab	555,493
8	PARAMETRIC PORTFOLIO ASSOCIATES LLC	550,838
9	Divisar Capital Management LLC	479,639
10	EUBEL BRADY & SUTTMAN ASSET MANAGEMENT INC	472,135

Shown as share counts, not percentages: no shares-outstanding figure has been matched to POLARIS INC. for the 2024-2025 season, so there is no denominator to divide by.

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. This page is a static snapshot rebuilt weekly on November 1, 2026; a live search always shows the current data.

At POLARIS INC.'s shareholder meeting held May 1, 2025, in the 2024-2025 proxy season, 422 asset managers reported how they voted on 6 ballot items in their SEC Form N-PX filings, covering 2,346 separate fund positions. On the most widely held item on that ballot — Advisory vote to approve the compensation of the Company's Named Executive Officers — POLARIS INC.'s filing reports the proposal as approved, with 72% 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: POLARIS INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 5, 2025.

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

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