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PRICESMART INC. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and PRICESMART INC.’s Form 8-K, filed February 7, 2025 (Item 5.07 on EDGAR). Page generated October 18, 2026.

14Reported items
301Asset managers
4,591Fund votes
February 6, 2025Meeting date

Results at a glance

Meeting of February 6, 2025: 14 items on PRICESMART INC.’s Form 8-K, filed February 7, 2025: 11 elected · 3 without a stated outcome.

Material dissent

Elect Director: Leon C. Janks 76% of votes cast Elected Director 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 PRICESMART INC. in the interactive database Compare manager voting policies

Official 2024-2025 meeting results reported by PRICESMART INC.

These tallies are PRICESMART INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed February 7, 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.

PRICESMART INC. — official shareholder meeting results, meeting held February 6, 2025
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Support (of votes cast)	Reported outcome	Voting standard
Elect Director: Sherry S. Bahrambeygui	24,985,754	--	--	3,273,996	865,496	88%	Elected	—
Elect Director: Jeffrey R. Fisher	26,222,188	--	--	2,037,562	865,496	93%	Elected	—
Elect Director: Gordon H. Hanson	25,780,134	--	--	2,479,616	865,496	91%	Elected	—
Elect Director: Beatriz V. Infante	26,243,473	--	--	2,016,277	865,496	93%	Elected	—
Elect Director: Leon C. Janks	21,593,712	--	--	6,666,038	865,496	76%	Elected	—
Elect Director: Patricia Márquez	25,867,758	--	--	2,391,992	865,496	92%	Elected	—
Elect Director: David N. Price	24,720,630	--	--	3,539,120	865,496	87%	Elected	—
Elect Director: Robert E. Price	25,855,202	--	--	2,404,548	865,496	91%	Elected	—
Elect Director: David R. Snyder	25,811,049	--	--	2,448,701	865,496	91%	Elected	—
Elect Director: John D. Thelan	26,244,969	--	--	2,014,781	865,496	93%	Elected	—
Elect Director: Edgar Zurcher	23,987,857	--	--	4,271,893	865,496	85%	Elected	—
Total Shares Voted	28,059,235	193,639	6,876	--	865,496	99.3%	Not verified	—
3. Approval of an Amendment to increase the number of shares of Common Stock available for the grant of awards under the Amended and Restated 2013 Equity Incentive Award Plan." The detailed summary of the amendment to the Plan and the foregoing description of	26,175,038	2,077,916	6,796	--	865,496	93%	Not verified	—
Total Shares Voted	28,832,417	289,771	3,058	--	--	99.0%	Not verified	—

Source: PRICESMART INC., Form 8-K, filed with the SEC on February 7, 2025 — read the filing on EDGAR.

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

Each item below shows how the 301 asset managers that disclosed a PRICESMART 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. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of PRICESMART INC.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.

1. Elect Director: Sherry S. Bahrambeygui

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

88% Majority: yes · of votes cast

FOR 88%

FOR: 24,985,754WITHHELD: 3,273,996

Details: description as filed, official tally, votes by 91 asset managers

Description as filed by funds: Election of Directors: Sherry S. Bahrambeygui

PRICESMART INC.’s own tally for this item (“Elect Director: Sherry S. Bahrambeygui”): 24,985,754 for, 3,273,996 withheld, per its Form 8-K filed February 7, 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: “Each of the nominees of the Board of Directors (the "Board") received such a plurality and was re-elected to the Board.”
Support: 88% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 91 asset managers below reported 12,630,616 for, 510,554 withheld, 21,705 not voted.

FOR

FOR: 12,630,616WITHHOLD: 510,554NOT VOTED: 21,705

Largest asset managers voting on “Election of Directors: Sherry S. Bahrambeygui” at PRICESMART INC., 2024-2025
Asset manager	For	Withheld	Vote
Vanguard	3,317,479	0	For
BlackRock	2,949,991	0	For
Fidelity	1,591,056	0	For
American Century	1,163,970	0	For
Dimensional	1,110,961	0	For
State Street	663	441,173	Withhold
Charles Schwab	428,060	0	For
Virtus	327,698	0	For
T. Rowe Price	167,665	0	For
Columbia Threadneedle	148,049	0	For
Invesco	123,726	0	For
GMO	99,816	0	For
Jackson National	83,478	0	For
WisdomTree	75,535	0	For
ADVISORS' INNER CIRCLE FUND	74,700	0	For
TIAA	66,363	0	For
Equitable	66,251	0	For
AIG/SunAmerica	63,908	0	For
TOUCHSTONE FUNDS GROUP TRUST	61,870	0	For
QUANTITATIVE MASTER SERIES LLC	43,273	0	For
First Trust	39,796	0	For
RBB FUND, INC.	38,835	0	For
Northwestern Mutual	38,751	0	For
Prudential/PGIM	13,212	23,349	Mixed
BNY Mellon	32,969	0	For

Showing the 25 largest of 91 asset managers. See all 91 in the interactive database.

2. Elect Director: John D. Thelan

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

93% Majority: yes · of votes cast

FOR 93%

FOR: 26,244,969WITHHELD: 2,014,781

Details: description as filed, official tally, votes by 91 asset managers

Description as filed by funds: Election of Directors: John D. Thelan

PRICESMART INC.’s own tally for this item (“Elect Director: John D. Thelan”): 26,244,969 for, 2,014,781 withheld, per its Form 8-K filed February 7, 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: “Each of the nominees of the Board of Directors (the "Board") received such a plurality and was re-elected to the Board.”
Support: 93% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 91 asset managers below reported 13,141,109 for, 61 withheld, 21,705 not voted.

FOR

FOR: 13,141,109WITHHOLD: 61NOT VOTED: 21,705

Largest asset managers voting on “Election of Directors: John D. Thelan” at PRICESMART INC., 2024-2025
Asset manager	For	Withheld	Vote
Vanguard	3,317,479	0	For
BlackRock	2,949,991	0	For
Fidelity	1,591,056	0	For
American Century	1,163,970	0	For
Dimensional	1,110,961	0	For
State Street	441,775	61	For
Charles Schwab	428,060	0	For
Virtus	327,698	0	For
T. Rowe Price	167,665	0	For
Columbia Threadneedle	148,049	0	For
Invesco	123,726	0	For
GMO	99,816	0	For
Jackson National	83,478	0	For
WisdomTree	75,535	0	For
ADVISORS' INNER CIRCLE FUND	74,700	0	For
TIAA	66,363	0	For
Equitable	66,251	0	For
AIG/SunAmerica	63,908	0	For
TOUCHSTONE FUNDS GROUP TRUST	61,870	0	For
QUANTITATIVE MASTER SERIES LLC	43,273	0	For
First Trust	39,796	0	For
RBB FUND, INC.	38,835	0	For
Northwestern Mutual	38,751	0	For
Prudential/PGIM	36,561	0	For
BNY Mellon	32,969	0	For

Showing the 25 largest of 91 asset managers. See all 91 in the interactive database.

3. Elect Director: Edgar Zurcher

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

85% Majority: yes · of votes cast

FOR 85%WITHHELD

FOR: 23,987,857WITHHELD: 4,271,893

Details: description as filed, official tally, votes by 91 asset managers

Description as filed by funds: Election of Directors: Edgar Zurcher

PRICESMART INC.’s own tally for this item (“Elect Director: Edgar Zurcher”): 23,987,857 for, 4,271,893 withheld, per its Form 8-K filed February 7, 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: “Each of the nominees of the Board of Directors (the "Board") received such a plurality and was re-elected to the Board.”
Support: 85% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 91 asset managers below reported 12,055,257 for, 1,063,547 withheld, 22,366 abstained, 21,705 not voted.

FOR

FOR: 12,055,257ABSTAIN: 22,366WITHHOLD: 1,063,547NOT VOTED: 21,705

Largest asset managers voting on “Election of Directors: Edgar Zurcher” at PRICESMART INC., 2024-2025
Asset manager	For	Withheld	Vote
Vanguard	3,317,479	0	For
BlackRock	2,949,991	0	For
Fidelity	1,591,056	0	For
American Century	1,163,970	0	For
Dimensional	1,110,961	0	For
State Street	663	441,173	Withhold
Charles Schwab	0	428,060	Withhold
Virtus	327,698	0	For
T. Rowe Price	167,665	0	For
Columbia Threadneedle	148,049	0	For
Invesco	123,726	0	For
GMO	99,816	0	For
Jackson National	83,478	0	For
WisdomTree	75,535	0	For
ADVISORS' INNER CIRCLE FUND	0	74,700	Withhold
TIAA	66,363	0	For
Equitable	66,251	0	For
AIG/SunAmerica	63,908	0	For
TOUCHSTONE FUNDS GROUP TRUST	61,870	0	For
QUANTITATIVE MASTER SERIES LLC	43,273	0	For
First Trust	39,796	0	For
RBB FUND, INC.	38,835	0	For
Northwestern Mutual	38,751	0	For
Prudential/PGIM	13,212	23,349	Mixed
BNY Mellon	32,969	0	For

Showing the 25 largest of 91 asset managers. See all 91 in the interactive database.

4. Elect Director: Jeffrey R. Fisher

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

93% Majority: yes · of votes cast

FOR 93%

FOR: 26,222,188WITHHELD: 2,037,562

Details: description as filed, official tally, votes by 91 asset managers

Description as filed by funds: Election of Directors: Jeffrey Fisher

PRICESMART INC.’s own tally for this item (“Elect Director: Jeffrey R. Fisher”): 26,222,188 for, 2,037,562 withheld, per its Form 8-K filed February 7, 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: “Each of the nominees of the Board of Directors (the "Board") received such a plurality and was re-elected to the Board.”
Support: 93% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 91 asset managers below reported 13,141,109 for, 61 withheld, 21,705 not voted.

FOR

FOR: 13,141,109WITHHOLD: 61NOT VOTED: 21,705

Largest asset managers voting on “Election of Directors: Jeffrey Fisher” at PRICESMART INC., 2024-2025
Asset manager	For	Withheld	Vote
Vanguard	3,317,479	0	For
BlackRock	2,949,991	0	For
Fidelity	1,591,056	0	For
American Century	1,163,970	0	For
Dimensional	1,110,961	0	For
State Street	441,775	61	For
Charles Schwab	428,060	0	For
Virtus	327,698	0	For
T. Rowe Price	167,665	0	For
Columbia Threadneedle	148,049	0	For
Invesco	123,726	0	For
GMO	99,816	0	For
Jackson National	83,478	0	For
WisdomTree	75,535	0	For
ADVISORS' INNER CIRCLE FUND	74,700	0	For
TIAA	66,363	0	For
Equitable	66,251	0	For
AIG/SunAmerica	63,908	0	For
TOUCHSTONE FUNDS GROUP TRUST	61,870	0	For
QUANTITATIVE MASTER SERIES LLC	43,273	0	For
First Trust	39,796	0	For
RBB FUND, INC.	38,835	0	For
Northwestern Mutual	38,751	0	For
Prudential/PGIM	36,561	0	For
BNY Mellon	32,969	0	For

Showing the 25 largest of 91 asset managers. See all 91 in the interactive database.

5. Elect Director: Gordon H. Hanson

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

91% Majority: yes · of votes cast

FOR 91%

FOR: 25,780,134WITHHELD: 2,479,616

Details: description as filed, official tally, votes by 91 asset managers

Description as filed by funds: Election of Directors: Gordon H. Hanson

PRICESMART INC.’s own tally for this item (“Elect Director: Gordon H. Hanson”): 25,780,134 for, 2,479,616 withheld, per its Form 8-K filed February 7, 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: “Each of the nominees of the Board of Directors (the "Board") received such a plurality and was re-elected to the Board.”
Support: 91% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 91 asset managers below reported 13,135,005 for, 4,778 withheld, 1,387 abstained, 21,705 not voted.

FOR

FOR: 13,135,005ABSTAIN: 1,387WITHHOLD: 4,778NOT VOTED: 21,705

Largest asset managers voting on “Election of Directors: Gordon H. Hanson” at PRICESMART INC., 2024-2025
Asset manager	For	Withheld	Vote
Vanguard	3,317,479	0	For
BlackRock	2,949,991	0	For
Fidelity	1,591,056	0	For
American Century	1,163,970	0	For
Dimensional	1,110,961	0	For
State Street	441,708	128	For
Charles Schwab	428,060	0	For
Virtus	327,698	0	For
T. Rowe Price	167,665	0	For
Columbia Threadneedle	148,049	0	For
Invesco	123,726	0	For
GMO	99,816	0	For
Jackson National	83,478	0	For
WisdomTree	75,535	0	For
ADVISORS' INNER CIRCLE FUND	74,700	0	For
TIAA	66,363	0	For
Equitable	66,251	0	For
AIG/SunAmerica	63,908	0	For
TOUCHSTONE FUNDS GROUP TRUST	61,870	0	For
QUANTITATIVE MASTER SERIES LLC	43,273	0	For
First Trust	39,796	0	For
RBB FUND, INC.	38,835	0	For
Northwestern Mutual	38,751	0	For
Prudential/PGIM	36,561	0	For
BNY Mellon	32,969	0	For

Showing the 25 largest of 91 asset managers. See all 91 in the interactive database.

6. Elect Director: Beatriz V. Infante

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

93% Majority: yes · of votes cast

FOR 93%

FOR: 26,243,473WITHHELD: 2,016,277

Details: description as filed, official tally, votes by 91 asset managers

Description as filed by funds: Election of Directors: Beatriz V. Infante

PRICESMART INC.’s own tally for this item (“Elect Director: Beatriz V. Infante”): 26,243,473 for, 2,016,277 withheld, per its Form 8-K filed February 7, 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: “Each of the nominees of the Board of Directors (the "Board") received such a plurality and was re-elected to the Board.”
Support: 93% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 91 asset managers below reported 13,141,109 for, 61 withheld, 21,705 not voted.

FOR

FOR: 13,141,109WITHHOLD: 61NOT VOTED: 21,705

Largest asset managers voting on “Election of Directors: Beatriz V. Infante” at PRICESMART INC., 2024-2025
Asset manager	For	Withheld	Vote
Vanguard	3,317,479	0	For
BlackRock	2,949,991	0	For
Fidelity	1,591,056	0	For
American Century	1,163,970	0	For
Dimensional	1,110,961	0	For
State Street	441,775	61	For
Charles Schwab	428,060	0	For
Virtus	327,698	0	For
T. Rowe Price	167,665	0	For
Columbia Threadneedle	148,049	0	For
Invesco	123,726	0	For
GMO	99,816	0	For
Jackson National	83,478	0	For
WisdomTree	75,535	0	For
ADVISORS' INNER CIRCLE FUND	74,700	0	For
TIAA	66,363	0	For
Equitable	66,251	0	For
AIG/SunAmerica	63,908	0	For
TOUCHSTONE FUNDS GROUP TRUST	61,870	0	For
QUANTITATIVE MASTER SERIES LLC	43,273	0	For
First Trust	39,796	0	For
RBB FUND, INC.	38,835	0	For
Northwestern Mutual	38,751	0	For
Prudential/PGIM	36,561	0	For
BNY Mellon	32,969	0	For

Showing the 25 largest of 91 asset managers. See all 91 in the interactive database.

7. Elect Director: Leon C. Janks

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

76% Majority: yes · of votes cast

FOR 76%WITHHELD

FOR: 21,593,712WITHHELD: 6,666,038

Details: description as filed, official tally, votes by 91 asset managers

Description as filed by funds: Election of Directors: Leon C. Janks

PRICESMART INC.’s own tally for this item (“Elect Director: Leon C. Janks”): 21,593,712 for, 6,666,038 withheld, per its Form 8-K filed February 7, 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: “Each of the nominees of the Board of Directors (the "Board") received such a plurality and was re-elected to the Board.”
Support: 76% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 91 asset managers below reported 12,097,647 for, 1,019,770 withheld, 23,753 abstained, 21,705 not voted.

FOR

FOR: 12,097,647ABSTAIN: 23,753WITHHOLD: 1,019,770NOT VOTED: 21,705

Largest asset managers voting on “Election of Directors: Leon C. Janks” at PRICESMART INC., 2024-2025
Asset manager	For	Withheld	Vote
Vanguard	3,317,479	0	For
BlackRock	2,949,991	0	For
Fidelity	1,591,056	0	For
American Century	1,163,970	0	For
Dimensional	1,110,961	0	For
State Street	574	441,262	Withhold
Charles Schwab	0	428,060	Withhold
Virtus	327,698	0	For
T. Rowe Price	167,665	0	For
Columbia Threadneedle	148,049	0	For
Invesco	123,726	0	For
GMO	99,816	0	For
Jackson National	83,478	0	For
WisdomTree	75,535	0	For
ADVISORS' INNER CIRCLE FUND	0	74,700	Withhold
TIAA	66,363	0	For
Equitable	66,251	0	For
AIG/SunAmerica	63,908	0	For
TOUCHSTONE FUNDS GROUP TRUST	61,870	0	For
QUANTITATIVE MASTER SERIES LLC	43,273	0	For
First Trust	39,796	0	For
RBB FUND, INC.	38,835	0	For
Northwestern Mutual	38,751	0	For
Prudential/PGIM	36,561	0	For
BNY Mellon	32,969	0	For

Showing the 25 largest of 91 asset managers. See all 91 in the interactive database.

8. Elect Director: David N. Price

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

87% Majority: yes · of votes cast

FOR 87%

FOR: 24,720,630WITHHELD: 3,539,120

Details: description as filed, official tally, votes by 91 asset managers

Description as filed by funds: Election of Directors: David N. Price

PRICESMART INC.’s own tally for this item (“Elect Director: David N. Price”): 24,720,630 for, 3,539,120 withheld, per its Form 8-K filed February 7, 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: “Each of the nominees of the Board of Directors (the "Board") received such a plurality and was re-elected to the Board.”
Support: 87% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 91 asset managers below reported 12,490,318 for, 593,672 withheld, 57,180 abstained, 21,705 not voted.

FOR

FOR: 12,490,318ABSTAIN: 57,180WITHHOLD: 593,672NOT VOTED: 21,705

Largest asset managers voting on “Election of Directors: David N. Price” at PRICESMART INC., 2024-2025
Asset manager	For	Abstain	Withheld	Vote
Vanguard	3,317,479	0	0	For
BlackRock	2,949,991	0	0	For
Fidelity	1,591,056	0	0	For
American Century	1,163,970	0	0	For
Dimensional	1,110,961	0	0	For
State Street	663	0	441,173	Withhold
Charles Schwab	428,060	0	0	For
Virtus	327,698	0	0	For
T. Rowe Price	167,665	0	0	For
Columbia Threadneedle	148,049	0	0	For
Invesco	123,726	0	0	For
GMO	99,816	0	0	For
Jackson National	27,027	56,451	0	Mixed
WisdomTree	0	0	75,535	Withhold
ADVISORS' INNER CIRCLE FUND	74,700	0	0	For
TIAA	66,363	0	0	For
Equitable	66,251	0	0	For
AIG/SunAmerica	63,908	0	0	For
TOUCHSTONE FUNDS GROUP TRUST	61,870	0	0	For
QUANTITATIVE MASTER SERIES LLC	43,273	0	0	For
First Trust	39,796	0	0	For
RBB FUND, INC.	38,835	0	0	For
Northwestern Mutual	38,751	0	0	For
Prudential/PGIM	13,212	0	23,349	Mixed
BNY Mellon	0	0	32,969	Withhold

Showing the 25 largest of 91 asset managers. See all 91 in the interactive database.

9. Elect Director: Robert E. Price

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

91% Majority: yes · of votes cast

FOR 91%

FOR: 25,855,202WITHHELD: 2,404,548

Details: description as filed, official tally, votes by 91 asset managers

Description as filed by funds: Election of Directors: Robert E. Price

PRICESMART INC.’s own tally for this item (“Elect Director: Robert E. Price”): 25,855,202 for, 2,404,548 withheld, per its Form 8-K filed February 7, 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: “Each of the nominees of the Board of Directors (the "Board") received such a plurality and was re-elected to the Board.”
Support: 91% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 91 asset managers below reported 13,116,859 for, 23,518 withheld, 793 abstained, 21,705 not voted.

FOR

FOR: 13,116,859ABSTAIN: 793WITHHOLD: 23,518NOT VOTED: 21,705

Largest asset managers voting on “Election of Directors: Robert E. Price” at PRICESMART INC., 2024-2025
Asset manager	For	Withheld	Vote
Vanguard	3,317,479	0	For
BlackRock	2,949,991	0	For
Fidelity	1,591,056	0	For
American Century	1,163,970	0	For
Dimensional	1,110,961	0	For
State Street	441,769	67	For
Charles Schwab	428,060	0	For
Virtus	327,698	0	For
T. Rowe Price	167,665	0	For
Columbia Threadneedle	148,049	0	For
Invesco	123,726	0	For
GMO	99,816	0	For
Jackson National	83,478	0	For
WisdomTree	75,535	0	For
ADVISORS' INNER CIRCLE FUND	74,700	0	For
TIAA	66,363	0	For
Equitable	66,251	0	For
AIG/SunAmerica	63,908	0	For
TOUCHSTONE FUNDS GROUP TRUST	61,870	0	For
QUANTITATIVE MASTER SERIES LLC	43,273	0	For
First Trust	39,796	0	For
RBB FUND, INC.	38,835	0	For
Northwestern Mutual	38,751	0	For
Prudential/PGIM	13,212	23,349	Mixed
BNY Mellon	32,969	0	For

Showing the 25 largest of 91 asset managers. See all 91 in the interactive database.

10. Elect Director: David R. Snyder

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

91% Majority: yes · of votes cast

FOR 91%

FOR: 25,811,049WITHHELD: 2,448,701

Details: description as filed, official tally, votes by 91 asset managers

Description as filed by funds: Election of Directors: David R. Snyder

PRICESMART INC.’s own tally for this item (“Elect Director: David R. Snyder”): 25,811,049 for, 2,448,701 withheld, per its Form 8-K filed February 7, 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: “Each of the nominees of the Board of Directors (the "Board") received such a plurality and was re-elected to the Board.”
Support: 91% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 91 asset managers below reported 13,135,171 for, 4,676 withheld, 1,323 abstained, 21,705 not voted.

FOR

FOR: 13,135,171ABSTAIN: 1,323WITHHOLD: 4,676NOT VOTED: 21,705

Largest asset managers voting on “Election of Directors: David R. Snyder” at PRICESMART INC., 2024-2025
Asset manager	For	Withheld	Vote
Vanguard	3,317,479	0	For
BlackRock	2,949,991	0	For
Fidelity	1,591,056	0	For
American Century	1,163,970	0	For
Dimensional	1,110,961	0	For
State Street	441,708	128	For
Charles Schwab	428,060	0	For
Virtus	327,698	0	For
T. Rowe Price	167,665	0	For
Columbia Threadneedle	148,049	0	For
Invesco	123,726	0	For
GMO	99,816	0	For
Jackson National	83,478	0	For
WisdomTree	75,535	0	For
ADVISORS' INNER CIRCLE FUND	74,700	0	For
TIAA	66,363	0	For
Equitable	66,251	0	For
AIG/SunAmerica	63,908	0	For
TOUCHSTONE FUNDS GROUP TRUST	61,870	0	For
QUANTITATIVE MASTER SERIES LLC	43,273	0	For
First Trust	39,796	0	For
RBB FUND, INC.	38,835	0	For
Northwestern Mutual	38,751	0	For
Prudential/PGIM	36,561	0	For
BNY Mellon	32,969	0	For

Showing the 25 largest of 91 asset managers. See all 91 in the interactive database.

11. Elect Director: Patricia Márquez

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

92% Majority: yes · of votes cast

FOR 92%

FOR: 25,867,758WITHHELD: 2,391,992

Details: description as filed, official tally, votes by 86 asset managers

Description as filed by funds: Election of Directors: Patricia Marquez

PRICESMART INC.’s own tally for this item (“Elect Director: Patricia Márquez”): 25,867,758 for, 2,391,992 withheld, per its Form 8-K filed February 7, 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: “Each of the nominees of the Board of Directors (the "Board") received such a plurality and was re-elected to the Board.”
Support: 92% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 86 asset managers below reported 13,090,725 for, 4,676 withheld, 2,052 abstained, 21,705 not voted.

FOR

FOR: 13,090,725ABSTAIN: 2,052WITHHOLD: 4,676NOT VOTED: 21,705

Largest asset managers voting on “Election of Directors: Patricia Marquez” at PRICESMART INC., 2024-2025
Asset manager	For	Withheld	Vote
Vanguard	3,317,479	0	For
BlackRock	2,949,991	0	For
Fidelity	1,591,056	0	For
American Century	1,163,970	0	For
Dimensional	1,110,961	0	For
State Street	441,708	128	For
Charles Schwab	428,060	0	For
Virtus	327,698	0	For
T. Rowe Price	167,665	0	For
Columbia Threadneedle	148,049	0	For
Invesco	123,726	0	For
GMO	99,816	0	For
Jackson National	83,478	0	For
WisdomTree	75,535	0	For
ADVISORS' INNER CIRCLE FUND	74,700	0	For
TIAA	66,363	0	For
Equitable	66,251	0	For
AIG/SunAmerica	63,908	0	For
TOUCHSTONE FUNDS GROUP TRUST	61,870	0	For
QUANTITATIVE MASTER SERIES LLC	43,273	0	For
First Trust	39,796	0	For
RBB FUND, INC.	38,835	0	For
Northwestern Mutual	38,751	0	For
Prudential/PGIM	36,561	0	For
BNY Mellon	32,969	0	For

Showing the 25 largest of 86 asset managers. See all 86 in the interactive database.

12. 3. Approval of an Amendment to increase the number of shares of Common Stock available for the grant of awards under…

Outcome not verifiedCOMPENSATIONReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

93% Majority: yes · of votes cast

FOR 93%

FOR: 26,175,038AGAINST: 2,077,916

Details: description as filed, official tally, votes by 95 asset managers

Description as filed by funds: TO APPROVE A PROPOSED AMENDMENT TO THE COMPANY'S AMENDED AND RESTATED 2013 EQUITY INCENTIVE AWARD PLAN TO INCREASE THE NUMBER OF SHARES OF COMMON STOCK AVAILABLE FOR THE GRANT OF AWARDS BY 750,000 SHARES.

PRICESMART INC.’s own tally for this item (“3. Approval of an Amendment to increase the number of shares of Common Stock available for the grant of awards under the Amended and Restated 2013 Equity Incentive Award Plan." The detailed summary of the amendment to th”): 26,175,038 for, 2,077,916 against, per its Form 8-K filed February 7, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 93% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 95 asset managers below reported 11,901,977 for, 1,270,015 against, 21,705 not voted.

FOR

FOR: 11,901,977AGAINST: 1,270,015NOT VOTED: 21,705

Largest asset managers voting on “TO APPROVE A PROPOSED AMENDMENT TO THE COMPANY'S AMENDED AND RESTATED 2013 EQUITY INCENTIVE AWARD PLAN TO INCR” at PRICESMART INC., 2024-2025
Asset manager	For	Against	Vote
Vanguard	3,317,479	0	For
BlackRock	2,949,991	0	For
Fidelity	1,591,056	0	For
American Century	0	1,163,970	Against
Dimensional	1,110,961	0	For
State Street	441,808	28	For
Charles Schwab	428,060	0	For
Virtus	327,698	0	For
T. Rowe Price	167,665	0	For
Columbia Threadneedle	148,049	0	For
Invesco	123,726	0	For
GMO	99,816	0	For
Jackson National	83,478	0	For
WisdomTree	75,535	0	For
ADVISORS' INNER CIRCLE FUND	74,700	0	For
TIAA	0	66,363	Against
Equitable	66,251	0	For
AIG/SunAmerica	63,908	0	For
TOUCHSTONE FUNDS GROUP TRUST	61,870	0	For
QUANTITATIVE MASTER SERIES LLC	43,273	0	For
First Trust	39,796	0	For
RBB FUND, INC.	38,835	0	For
Northwestern Mutual	38,751	0	For
Prudential/PGIM	36,561	0	For
BNY Mellon	32,969	0	For

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.

13. To approve, on an advisory basis, the compensation of the Company's named executive officers for fiscal year 2024.

No official match Fund totals may overlapSECTION 14A SAY-ON-PAY VOTES

Combines 3 wordings of this item as funds reported it.

99.6% Fund and manager reports combined; may count the same shares twice · no official result

FOR

Details: votes by 293 asset managers

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). The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

Fund voting reports: 87 asset managers voting on “To approve, on an advisory basis, the compensation of the Company's named executive officers for fiscal year 2” at PRICESMART INC., 2024-2025
Asset manager	For	Vote
Vanguard	3,317,479	For
BlackRock	2,949,991	For
Fidelity	1,591,056	For
American Century	1,163,970	For
Dimensional	1,110,961	For
State Street	441,836	For
Charles Schwab	428,060	For
Virtus	327,698	For
T. Rowe Price	167,665	For
Columbia Threadneedle	148,049	For
Invesco	123,726	For
GMO	99,816	For
Jackson National	83,478	For
WisdomTree	75,535	For
ADVISORS' INNER CIRCLE FUND	74,700	For
TIAA	66,363	For
Equitable	66,251	For
AIG/SunAmerica	63,908	For
TOUCHSTONE FUNDS GROUP TRUST	61,870	For
QUANTITATIVE MASTER SERIES LLC	43,273	For
First Trust	39,796	For
RBB FUND, INC.	38,835	For
Northwestern Mutual	38,751	For
Prudential/PGIM	36,561	For
BNY Mellon	32,969	For

Fund voting reports, all 87 managers: 13,139,025 for. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 229 asset managers voting on “To approve, on an advisory basis, the compensation of the Company's named executive officers for fiscal year 2” at PRICESMART INC., 2024-2025
Asset manager	For	Against	Vote
EdgePoint Investment Group Inc.	1,882,946	0	For
Black Creek Investment Management Inc.	1,733,169	0	For
American Century	1,202,955	0	For
Fidelity	1,202,844	0	For
State Street	956,886	0	For
BlackRock	868,123	0	For
GEODE CAPITAL MANAGEMENT, LLC	689,385	0	For
Charles Schwab	445,411	0	For
KAYNE ANDERSON RUDNICK INVESTMENT MANAGEMENT LLC	436,977	0	For
Copeland Capital Management, LLC	330,092	3,368	For
Northern Trust	323,770	0	For
Invesco	266,144	0	For
T. Rowe Price	248,489	0	For
Nitorum Capital, L.P.	230,999	0	For
LONDON CO OF VIRGINIA	207,248	0	For
Boston Partners	186,595	0	For
MELLON INVESTMENTS Corp	180,761	0	For
CANADA PENSION PLAN INVESTMENT BOARD	180,720	0	For
AMERIPRISE FINANCIAL INC	169,418	0	For
Grantham, Mayo, Van Otterloo & Co. LLC	140,447	0	For
Dimensional	135,832	0	For
LSV ASSET MANAGEMENT	133,207	0	For
Vanguard	128,382	0	For
PRINCIPAL GLOBAL INVESTORS	127,396	0	For
CAISSE DE DEPOT ET PLACEMENT DU QUEBEC	119,686	0	For

Institutional-manager reports, all 229 managers: 14,291,030 for, 96,123 against, 5,600 abstained, 133 not voted. Showing the 25 largest; see all in the interactive database.

14. TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE…

No official matchAUDIT-RELATED

Combines 2 wordings of this item as funds reported it.

99.9% of fund votes cast · no official result

FOR

Details: description as filed, votes by 88 asset managers

Description as filed by funds: TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING AUGUST 31, 2025.

The 88 asset managers below reported 13,128,152 for, 11,516 against. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

FOR: 13,128,152AGAINST: 11,516

Largest asset managers voting on “TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FO” at PRICESMART INC., 2024-2025
Asset manager	For	Against	Vote
Vanguard	3,317,479	0	For
BlackRock	2,949,991	0	For
Fidelity	1,591,056	0	For
American Century	1,163,970	0	For
Dimensional	1,110,961	0	For
State Street	441,808	28	For
Charles Schwab	428,060	0	For
Virtus	327,698	0	For
T. Rowe Price	167,665	0	For
Columbia Threadneedle	148,049	0	For
Invesco	123,726	0	For
GMO	99,816	0	For
Jackson National	83,478	0	For
WisdomTree	75,535	0	For
ADVISORS' INNER CIRCLE FUND	74,700	0	For
TIAA	66,363	0	For
Equitable	66,251	0	For
AIG/SunAmerica	63,908	0	For
TOUCHSTONE FUNDS GROUP TRUST	61,870	0	For
QUANTITATIVE MASTER SERIES LLC	43,273	0	For
First Trust	39,796	0	For
RBB FUND, INC.	38,835	0	For
Northwestern Mutual	38,751	0	For
Prudential/PGIM	36,561	0	For
BNY Mellon	32,969	0	For

Showing the 25 largest of 88 asset managers. See all 88 in the interactive database.

Largest PRICESMART 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, shown as a share of the 30,662,345 shares outstanding at the time of that meeting.

Fund voting reports: top PRICESMART INC. shareholders by shares voted on “TO APPROVE A PROPOSED AMENDMENT TO THE COMPANY'S AMENDED AND RESTATED 2013 EQUITY INCENTIVE…”, 2024-2025
#	Asset manager	% of shares outstanding
1	Vanguard	10.82%
2	BlackRock	9.62%
3	Fidelity	5.19%
4	American Century	3.80%
5	Dimensional	3.62%
6	State Street	1.44%
7	Charles Schwab	1.40%
8	Virtus	1.07%
9	T. Rowe Price	0.55%
10	Columbia Threadneedle	0.48%

Institutional-manager reports: top PRICESMART INC. shareholders by shares voted on “To approve, on an advisory basis, the compensation of the Company's named executive officers…”, 2024-2025
#	Asset manager	% of shares outstanding
1	EdgePoint Investment Group Inc.	6.14%
2	Black Creek Investment Management Inc.	5.65%
3	American Century	3.92%
4	Fidelity	3.92%
5	State Street	3.12%
6	BlackRock	2.83%
7	GEODE CAPITAL MANAGEMENT, LLC	2.25%
8	Charles Schwab	1.45%
9	KAYNE ANDERSON RUDNICK INVESTMENT MANAGEMENT LLC	1.43%
10	Copeland Capital Management, LLC	1.09%

Reported PRICESMART 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.

PRICESMART INC. holdings and ownership disclosed for the 2024-2025 proxy season
Holder	% outstanding	Disclosure
BlackRock	12.22%	13F
Vanguard Group	10.99%	13F
EdgePoint Investment Group Inc.	4.75%	13G
Dimensional Fund Advisors	4.17%	13F
FMR (Fidelity)	3.98%	13F
Black Creek Investment Management Inc.	3.80%	13G
State Street	3.33%	13F
Geode Capital	2.37%	13F
Charles Schwab	1.49%	13F
Northern Trust	1.18%	13F

Percentages above are of 30,662,345 shares outstanding, as reported by PRICESMART INC. on its Form 10-Q dated November 30, 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.

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 PRICESMART INC.’s 10-Q dated November 30, 2024. This page is a static snapshot rebuilt weekly on October 18, 2026; a live search always shows the current data.

At PRICESMART INC.'s shareholder meeting held February 6, 2025, in the 2024-2025 proxy season, 301 asset managers reported how they voted in their SEC Form N-PX filings, covering 4,591 separate fund positions. Their filings are grouped here into 14 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. PRICESMART INC.'s own Form 8-K tally for this meeting is published below, but no row in it could be matched to the most widely held item, so this page states no certified outcome for that item. On that item — To approve, on an advisory basis, the compensation of the Company's named executive officers… — the reporting funds and managers cast 99.6% of the shares they voted in favour (FOR divided by FOR plus AGAINST plus WITHHELD; abstained and unvoted shares are excluded because neither took a side). Fund and manager reports are combined in it and may count the same shares twice: it adds fund reports to institutional-manager reports, which can cover the same shares. It is not the company's certified result.

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

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