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Compiled from SEC Form N-PX filings and QUALYS INC.’s Form 8-K, filed June 13, 2024 (Item 5.07 on EDGAR). Page generated October 18, 2026.
Meeting of June 12, 2024: 5 items on QUALYS INC.’s Form 8-K, filed June 13, 2024: 2 elected · 2 approved · 1 without a stated outcome.
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 QUALYS INC. in the interactive database Compare manager voting policies
These tallies are QUALYS INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed June 13, 2024 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| Elect Director: Jeffrey P. Hank | 29,645,653 | -- | -- | 1,329,838 | 3,127,860 | 96% | Elected | — |
| Elect Director: Sumedh S. Thakar | 30,671,727 | -- | -- | 303,764 | 3,127,860 | 99.0% | Elected | — |
| 2. Ratification of the Appointment of Independent Registered Public Accounting Firm | 33,632,212 | 457,134 | 14,005 | -- | -- | 99% | Approved | — |
| 3. Advisory Approval of Executive Compensation The stockholders cast their votes with respect to the advisory vote to approve the compensation of the Company's named executive officers as described in the Company's definitive proxy statement filed with the Sec | 28,767,863 | 2,186,760 | 20,868 | -- | 3,127,860 | 93% | Not verified | — |
| 4. Approval of 2012 Equity Incentive Plan, as amended and restated | 29,556,818 | 1,398,067 | 20,606 | -- | 3,127,860 | 95% | Approved | — |
Source: QUALYS INC., Form 8-K, filed with the SEC on June 13, 2024 — read the filing on EDGAR.
Each item below shows how the 441 asset managers that disclosed a QUALYS 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 5 wordings of this item as funds reported it.
96% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Jeffrey P. Hank
QUALYS INC.’s own tally for this item (“Elect Director: Jeffrey P. Hank”): 29,645,653 for, 1,329,838 withheld, per its Form 8-K filed June 13, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “Proposal One – Election of Directors The stockholders elected each of the following nominees as Class III directors to serve on the Company's board of directors (the "Board") until the Company's 2027 annual meeting of stockholders or until their respective successors are duly elected and qualified.”
Support: 96% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 108 asset managers below reported 15,713,944 for, 597,487 withheld, 467 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 3,842,080 | 0 | 0 | 0 | For |
| BlackRock | 2,035,897 | 0 | 0 | 0 | For |
| First Trust | 1,318,552 | 0 | 0 | 0 | For |
| Neuberger Berman | 1,240,414 | 0 | 0 | 0 | For |
| Fidelity | 1,203,787 | 0 | 0 | 0 | For |
| JPMorgan | 612,460 | 0 | 0 | 0 | For |
| Invesco | 602,756 | 0 | 0 | 0 | For |
| Dimensional | 582,719 | 0 | 0 | 0 | For |
| Charles Schwab | 453,343 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 342,501 | 0 | 0 | 0 | For |
| Amplify ETF Trust | 339,192 | 0 | 0 | 0 | For |
| Global X | 195,049 | 0 | 0 | 122,477 | Mixed |
| State Street | 288,641 | 0 | 0 | 116 | For |
| T. Rowe Price | 0 | 0 | 0 | 281,172 | Withhold |
| BOSTON TRUST WALDEN FUNDS | 271,626 | 0 | 0 | 0 | For |
| Legg Mason | 266,359 | 0 | 0 | 0 | For |
| Brighthouse | 127,546 | 0 | 0 | 50,705 | Mixed |
| TIAA | 164,109 | 0 | 0 | 0 | For |
| Equitable | 71,120 | 0 | 0 | 78,619 | Mixed |
| Bridge Builder Trust | 116,901 | 0 | 0 | 0 | For |
| WisdomTree | 103,267 | 0 | 0 | 0 | For |
| American Century | 94,423 | 0 | 0 | 0 | For |
| John Hancock | 76,873 | 0 | 0 | 0 | For |
| Jackson National | 76,082 | 0 | 0 | 0 | For |
| Grandeur Peak Global Trust | 69,681 | 0 | 0 | 0 | For |
Showing the 25 largest of 108 asset managers. See all 108 in the interactive database.
Combines 5 wordings of this item as funds reported it.
99.0% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Sumedh S. Thakar
QUALYS INC.’s own tally for this item (“Elect Director: Sumedh S. Thakar”): 30,671,727 for, 303,764 withheld, per its Form 8-K filed June 13, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “Proposal One – Election of Directors The stockholders elected each of the following nominees as Class III directors to serve on the Company's board of directors (the "Board") until the Company's 2027 annual meeting of stockholders or until their respective successors are duly elected and qualified.”
Support: 99.0% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 108 asset managers below reported 16,299,444 for, 12,072 withheld, 382 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 3,842,080 | 0 | 0 | 0 | For |
| BlackRock | 2,035,897 | 0 | 0 | 0 | For |
| First Trust | 1,318,552 | 0 | 0 | 0 | For |
| Neuberger Berman | 1,240,414 | 0 | 0 | 0 | For |
| Fidelity | 1,203,787 | 0 | 0 | 0 | For |
| JPMorgan | 612,460 | 0 | 0 | 0 | For |
| Invesco | 602,756 | 0 | 0 | 0 | For |
| Dimensional | 582,719 | 0 | 0 | 0 | For |
| Charles Schwab | 453,343 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 342,501 | 0 | 0 | 0 | For |
| Amplify ETF Trust | 339,192 | 0 | 0 | 0 | For |
| Global X | 317,526 | 0 | 0 | 0 | For |
| State Street | 288,651 | 0 | 0 | 106 | For |
| T. Rowe Price | 281,172 | 0 | 0 | 0 | For |
| BOSTON TRUST WALDEN FUNDS | 271,626 | 0 | 0 | 0 | For |
| Legg Mason | 266,359 | 0 | 0 | 0 | For |
| Brighthouse | 166,315 | 0 | 0 | 11,936 | Mixed |
| TIAA | 164,109 | 0 | 0 | 0 | For |
| Equitable | 149,739 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 116,901 | 0 | 0 | 0 | For |
| WisdomTree | 103,267 | 0 | 0 | 0 | For |
| American Century | 94,423 | 0 | 0 | 0 | For |
| John Hancock | 76,873 | 0 | 0 | 0 | For |
| Jackson National | 76,082 | 0 | 0 | 0 | For |
| Grandeur Peak Global Trust | 69,681 | 0 | 0 | 0 | For |
Showing the 25 largest of 108 asset managers. See all 108 in the interactive database.
Combines 10 wordings of this item as funds reported it.
95% Approved · of votes cast
Description as filed by funds: TO APPROVE QUALYS, INC.'S 2012 EQUITY INCENTIVE PLAN, AS AMENDED AND RESTATED.
QUALYS INC.’s own tally for this item (“4. Approval of 2012 Equity Incentive Plan, as amended and restated”): 29,556,818 for, 1,398,067 against — passed, per its Form 8-K filed June 13, 2024 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal Four –Approval of 2012 Equity Incentive Plan, as amended and restated The stockholders approved the Plan, as amended and restated.”
Support: 95% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 120 asset managers below reported 16,107,650 for, 216,117 against, 11,976 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 3,842,080 | 0 | 0 | 0 | For |
| BlackRock | 2,035,897 | 0 | 0 | 0 | For |
| First Trust | 1,318,552 | 0 | 0 | 0 | For |
| Neuberger Berman | 1,240,414 | 0 | 0 | 0 | For |
| Fidelity | 1,203,787 | 0 | 0 | 0 | For |
| JPMorgan | 612,460 | 0 | 0 | 0 | For |
| Invesco | 602,756 | 0 | 0 | 0 | For |
| Dimensional | 582,719 | 0 | 0 | 0 | For |
| Charles Schwab | 453,343 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 342,501 | 0 | 0 | 0 | For |
| Amplify ETF Trust | 339,192 | 0 | 0 | 0 | For |
| Global X | 317,526 | 0 | 0 | 0 | For |
| State Street | 288,726 | 31 | 0 | 0 | For |
| T. Rowe Price | 281,172 | 0 | 0 | 0 | For |
| BOSTON TRUST WALDEN FUNDS | 271,626 | 0 | 0 | 0 | For |
| Legg Mason | 266,359 | 0 | 0 | 0 | For |
| Brighthouse | 166,315 | 0 | 11,936 | 0 | Mixed |
| TIAA | 164,109 | 0 | 0 | 0 | For |
| Equitable | 149,739 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 83,114 | 33,787 | 0 | 0 | Mixed |
| WisdomTree | 103,267 | 0 | 0 | 0 | For |
| American Century | 0 | 94,423 | 0 | 0 | Against |
| John Hancock | 76,873 | 0 | 0 | 0 | For |
| Jackson National | 76,082 | 0 | 0 | 0 | For |
| Grandeur Peak Global Trust | 69,681 | 0 | 0 | 0 | For |
Showing the 25 largest of 120 asset managers. See all 120 in the interactive database.
Combines 28 wordings of this item as funds reported it.
93% Majority: yes · of votes cast
Description as filed by funds: To approve, on an advisory and non- binding basis, the compensation of Qualys, Inc.'s named executive officers as described in the Proxy Statement.
QUALYS INC.’s own tally for this item (“3. Advisory Approval of Executive Compensation The stockholders cast their votes with respect to the advisory vote to approve the compensation of the Company's named executive officers as described in the Company's defin”): 28,767,863 for, 2,186,760 against, per its Form 8-K filed June 13, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: 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.
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 | 3,842,080 | 0 | 0 | 0 | For |
| BlackRock | 2,035,897 | 0 | 0 | 0 | For |
| First Trust | 1,318,552 | 0 | 0 | 0 | For |
| Neuberger Berman | 1,240,414 | 0 | 0 | 0 | For |
| Fidelity | 1,203,787 | 0 | 0 | 0 | For |
| JPMorgan | 612,460 | 0 | 0 | 0 | For |
| Invesco | 602,756 | 0 | 0 | 0 | For |
| Dimensional | 582,719 | 0 | 0 | 0 | For |
| Charles Schwab | 453,343 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 342,501 | 0 | 0 | 0 | For |
| Amplify ETF Trust | 339,192 | 0 | 0 | 0 | For |
| Global X | 195,049 | 122,477 | 0 | 0 | Mixed |
| State Street | 288,757 | 0 | 0 | 0 | For |
| T. Rowe Price | 281,172 | 0 | 0 | 0 | For |
| BOSTON TRUST WALDEN FUNDS | 271,626 | 0 | 0 | 0 | For |
| Legg Mason | 266,359 | 0 | 0 | 0 | For |
| Brighthouse | 166,315 | 0 | 11,936 | 0 | Mixed |
| TIAA | 164,109 | 0 | 0 | 0 | For |
| Equitable | 149,739 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 116,901 | 0 | 0 | 0 | For |
| WisdomTree | 0 | 103,267 | 0 | 0 | Against |
| American Century | 94,423 | 0 | 0 | 0 | For |
| John Hancock | 76,873 | 0 | 0 | 0 | For |
| Jackson National | 7,667 | 68,415 | 0 | 0 | Mixed |
| Grandeur Peak Global Trust | 69,681 | 0 | 0 | 0 | For |
Fund voting reports, all 114 managers: 15,937,453 for, 381,674 against, 11,936 abstained. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Neuberger Berman | 1,896,846 | 0 | 0 | 0 | For |
| State Street | 1,238,934 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 1,141,364 | 0 | 0 | 0 | For |
| BlackRock | 1,072,510 | 194 | 0 | 0 | For |
| CONGRESS ASSET MANAGEMENT CO /MA | 773,231 | 2,605 | 0 | 0 | For |
| Legal & General Investment Management Ltd | 0 | 666,350 | 0 | 0 | Against |
| JPMorgan | 623,612 | 0 | 0 | 0 | For |
| Invesco | 619,787 | 0 | 0 | 0 | For |
| Fundsmith LLP | 559,082 | 0 | 0 | 0 | For |
| Northern Trust | 526,949 | 0 | 0 | 0 | For |
| Man Group plc | 0 | 513,890 | 0 | 0 | Against |
| Charles Schwab | 454,235 | 0 | 0 | 0 | For |
| MELLON INVESTMENTS Corp | 0 | 419,084 | 0 | 0 | Against |
| ATLANTA CAPITAL MANAGEMENT CO L L C | 384,930 | 0 | 0 | 0 | For |
| T. Rowe Price | 378,260 | 0 | 0 | 0 | For |
| Boston Trust Walden Co | 360,510 | 0 | 0 | 0 | For |
| Voya | 313,349 | 28,588 | 0 | 0 | Mixed |
| AMERIPRISE FINANCIAL INC | 326,911 | 0 | 0 | 0 | For |
| Clearbridge Investments, LLC | 315,006 | 0 | 0 | 0 | For |
| UBS | 0 | 306,428 | 0 | 0 | Against |
| AMERICAN CAPITAL MANAGEMENT INC | 300,117 | 0 | 0 | 0 | For |
| JUPITER ASSET MANAGEMENT LTD | 278,797 | 0 | 0 | 0 | For |
| Utah Retirement Systems | 193,129 | 0 | 0 | 0 | For |
| Ranger Investment Management, L.P. | 189,300 | 0 | 0 | 0 | For |
| Nuveen | 170,582 | 0 | 0 | 0 | For |
Institutional-manager reports, all 356 managers: 16,955,236 for, 2,365,876 against, 20 withheld, 40 abstained, 59 not voted, 1,598 unknown. Showing the 25 largest; see all in the interactive database.
Combines 7 wordings of this item as funds reported it.
99% Approved · of votes cast
Description as filed by funds: TO RATIFY THE APPOINTMENT OF GRANT THORNTON LLP AS QUALYS, INC.'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR ITS FISCAL YEAR ENDING DECEMBER 31, 2024.
QUALYS INC.’s own tally for this item (“2. Ratification of the Appointment of Independent Registered Public Accounting Firm”): 33,632,212 for, 457,134 against — passed, per its Form 8-K filed June 13, 2024 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal Two – Ratification of the Appointment of Independent Registered Public Accounting Firm The stockholders ratified the appointment of Grant Thornton LLP as the Company's independent registered public accounting firm for the Company's fiscal year ending December 31, 2024.”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 114 asset managers below reported 15,979,777 for, 339,350 against, 11,936 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 3,842,080 | 0 | 0 | 0 | For |
| BlackRock | 2,035,897 | 0 | 0 | 0 | For |
| First Trust | 1,318,552 | 0 | 0 | 0 | For |
| Neuberger Berman | 1,240,414 | 0 | 0 | 0 | For |
| Fidelity | 1,203,787 | 0 | 0 | 0 | For |
| JPMorgan | 612,460 | 0 | 0 | 0 | For |
| Invesco | 602,756 | 0 | 0 | 0 | For |
| Dimensional | 582,719 | 0 | 0 | 0 | For |
| Charles Schwab | 453,343 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 342,501 | 0 | 0 | 0 | For |
| Amplify ETF Trust | 0 | 339,192 | 0 | 0 | Against |
| Global X | 317,526 | 0 | 0 | 0 | For |
| State Street | 288,726 | 31 | 0 | 0 | For |
| T. Rowe Price | 281,172 | 0 | 0 | 0 | For |
| BOSTON TRUST WALDEN FUNDS | 271,626 | 0 | 0 | 0 | For |
| Legg Mason | 266,359 | 0 | 0 | 0 | For |
| Brighthouse | 166,315 | 0 | 11,936 | 0 | Mixed |
| TIAA | 164,109 | 0 | 0 | 0 | For |
| Equitable | 149,739 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 116,901 | 0 | 0 | 0 | For |
| WisdomTree | 103,267 | 0 | 0 | 0 | For |
| American Century | 94,423 | 0 | 0 | 0 | For |
| John Hancock | 76,873 | 0 | 0 | 0 | For |
| Jackson National | 76,082 | 0 | 0 | 0 | For |
| Grandeur Peak Global Trust | 69,681 | 0 | 0 | 0 | For |
Showing the 25 largest of 114 asset managers. See all 114 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 36,962,000 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Vanguard | 10.39% |
| 2 | BlackRock | 5.51% |
| 3 | First Trust | 3.57% |
| 4 | Neuberger Berman | 3.36% |
| 5 | Fidelity | 3.26% |
| 6 | JPMorgan | 1.66% |
| 7 | Invesco | 1.63% |
| 8 | Dimensional | 1.58% |
| 9 | Charles Schwab | 1.23% |
| 10 | PROFESSIONALLY MANAGED PORTFOLIOS | 0.93% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Neuberger Berman | 5.13% |
| 2 | State Street | 3.35% |
| 3 | GEODE CAPITAL MANAGEMENT, LLC | 3.09% |
| 4 | BlackRock | 2.90% |
| 5 | CONGRESS ASSET MANAGEMENT CO /MA | 2.10% |
| 6 | Legal & General Investment Management Ltd | 1.80% |
| 7 | JPMorgan | 1.69% |
| 8 | Invesco | 1.68% |
| 9 | Fundsmith LLP | 1.51% |
| 10 | Northern Trust | 1.43% |
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 |
|---|---|---|
| BlackRock | 14.82% | 13F |
| Vanguard Group | 11.91% | 13F |
| Neuberger Berman Group LLC | 5.24% | DEF14A |
| State Street | 3.65% | 13F |
| Geode Capital | 3.09% | 13F |
| Dimensional Fund Advisors | 2.01% | 13F |
| Morgan Stanley | 1.98% | 13F |
| Invesco | 1.65% | 13F |
| JPMorgan Chase | 1.44% | 13F |
| Northern Trust | 1.39% | 13F |
Percentages above are of 36,962,000 shares outstanding, as reported by QUALYS INC. on its Form 10-Q dated March 31, 2024 (see the filing on EDGAR). This is the count contemporaneous with the 2023-2024 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.
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 QUALYS INC.’s 10-Q dated March 31, 2024. This page is a static snapshot rebuilt weekly on October 18, 2026; a live search always shows the current data.
At QUALYS INC.'s shareholder meeting held June 12, 2024, in the 2023-2024 proxy season, 441 asset managers reported how they voted on 5 ballot items in their SEC Form N-PX filings, covering 2,722 separate fund positions. On the most widely held item on that ballot — To approve, on an advisory and non- binding basis, the compensation of Qualys, Inc.'s named… — FOR was 93% 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), which is more than half. Whether the item was approved is for the filing to say; that statement has not been read for this item. Source: QUALYS INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on June 13, 2024.
QUALYS INC. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.
Download data (CSV): ballot items · votes by manager · column guide.