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QUALYS INC. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and QUALYS INC.’s Form 8-K, filed June 16, 2025 (Item 5.07 on EDGAR). Page generated October 18, 2026.

  • 5Ballot items
  • 408Asset managers
  • 2,435Fund votes
  • June 11, 2025Meeting date

Results at a glance

Meeting of June 11, 2025: 5 items on QUALYS INC.’s Form 8-K, filed June 16, 2025: 2 elected · 2 approved · 1 without a stated outcome.

Material dissent

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

Proxy season: 2023-2024 2024-2025 2025-2026

Explore QUALYS INC. in the interactive database Compare manager voting policies

Official 2024-2025 meeting results reported by QUALYS INC.

These tallies are QUALYS INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed June 16, 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.

QUALYS INC. — official shareholder meeting results, meeting held June 11, 2025
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Thomas P. Berquist 28,897,990---- 883,6033,554,584 97%Elected—
Elect Director: Kristi M. Rogers 26,826,665---- 2,954,9283,554,584 90%Elected—
2. Ratification of the Appointment of Independent Registered Public Accounting Firm 31,326,7301,992,52416,923 ---- 94%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 Proxy Statement 27,571,6132,167,05042,930 --3,554,584 93%Not verified—
4. Approval of an amendment to our Amended and Restated Certificate of Incorporation to permit the exculpation of certain officers 26,290,8573,449,32741,409 --3,554,584 88%Approved—

Source: QUALYS INC., Form 8-K, filed with the SEC on June 16, 2025 — read the filing on EDGAR.

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

Each item below shows how the 408 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.

1. Elect Director: Kristi M. Rogers

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

90% Majority: yes · of votes cast

FOR 90%
FOR: 26,826,665WITHHELD: 2,954,928
Details: description as filed, official tally, votes by 114 asset managers

Description as filed by funds: Election of Directors: Kristi M. Rogers

QUALYS INC.’s own tally for this item (“Elect Director: Kristi M. Rogers”): 26,826,665 for, 2,954,928 withheld, per its Form 8-K filed June 16, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Proposal One – Election of Directors The stockholders elected each of the following nominees as Class I directors to serve on the Company's board of directors (the "Board") until the Company's 2028 annual meeting of stockholders or until their respective successors are duly elected and qualified.”
Support: 90% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 114 asset managers below reported 14,414,293 for, 720,335 withheld, 494,370 abstained.

FOR
FOR: 14,414,293ABSTAIN: 494,370WITHHOLD: 720,335
Largest asset managers voting on “Election of Directors: Kristi M. Rogers” at QUALYS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard4,215,0930 0307For
BlackRock3,427,3780 00For
Fidelity1,267,5340 00For
First Trust891,5150 00For
Neuberger Berman700,8270 00For
Amplify ETF Trust00 483,8490Abstain
Charles Schwab464,9160 00For
Global X334,2760 0105,952Mixed
BOSTON TRUST WALDEN FUNDS405,5400 00For
Invesco00 0337,562Withhold
State Street313,9000 019For
JPMorgan259,2660 00For
Dimensional201,3460 00For
Equitable70,3290 077,420Mixed
T. Rowe Price00 0120,778Withhold
Brighthouse89,1770 027,025Mixed
TOUCHSTONE STRATEGIC TRUST107,7630 00For
AQR106,4700 00For
TIAA101,4300 00For
WisdomTree90,9470 00For
Jackson National86,9440 00For
OBERWEIS FUNDS79,7000 00For
Legg Mason73,4590 00For
Federated Hermes66,5080 00For
QUANTITATIVE MASTER SERIES LLC63,8690 00For

Showing the 25 largest of 114 asset managers. See all 114 in the interactive database.

2. Elect Director: Thomas P. Berquist

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 28,897,990WITHHELD: 883,603
Details: description as filed, official tally, votes by 114 asset managers

Description as filed by funds: Election of Directors: Thomas P. Berquist

QUALYS INC.’s own tally for this item (“Elect Director: Thomas P. Berquist”): 28,897,990 for, 883,603 withheld, per its Form 8-K filed June 16, 2025 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “Proposal One – Election of Directors The stockholders elected each of the following nominees as Class I directors to serve on the Company's board of directors (the "Board") until the Company's 2028 annual meeting of stockholders or until their respective successors are duly elected and qualified.”
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 114 asset managers below reported 14,888,503 for, 256,646 withheld, 483,849 abstained.

FOR
FOR: 14,888,503ABSTAIN: 483,849WITHHOLD: 256,646
Largest asset managers voting on “Election of Directors: Thomas P. Berquist” at QUALYS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard4,215,4000 00For
BlackRock3,427,3780 00For
Fidelity1,267,5340 00For
First Trust891,5150 00For
Neuberger Berman700,8270 00For
Amplify ETF Trust00 483,8490Abstain
Charles Schwab464,9160 00For
Global X440,2280 00For
BOSTON TRUST WALDEN FUNDS405,5400 00For
Invesco337,5620 00For
State Street313,9190 00For
JPMorgan259,2660 00For
Dimensional201,3460 00For
Equitable70,3290 077,420Mixed
T. Rowe Price00 0120,778Withhold
Brighthouse89,1770 027,025Mixed
TOUCHSTONE STRATEGIC TRUST107,7630 00For
AQR106,4700 00For
TIAA101,4300 00For
WisdomTree90,9470 00For
Jackson National86,9440 00For
OBERWEIS FUNDS79,7000 00For
Legg Mason73,4590 00For
Federated Hermes66,5080 00For
QUANTITATIVE MASTER SERIES LLC63,8690 00For

Showing the 25 largest of 114 asset managers. See all 114 in the interactive database.

3. 4. Approval of an amendment to our Amended and Restated Certificate of Incorporation to permit the exculpation of…

Official resultSHAREHOLDER RIGHTS AND DEFENSESReported outcome: Approved

Combines 3 wordings of this item as funds reported it.

88% Approved · of votes cast

FOR 88%
FOR: 26,290,857AGAINST: 3,449,327
Details: description as filed, official tally, votes by 114 asset managers

Description as filed by funds: TO APPROVE THE AMENDMENT OF QUALYS, INC.'S AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO PERMIT THE EXCULPATION OF CERTAIN OFFICERS.

QUALYS INC.’s own tally for this item (“4. Approval of an amendment to our Amended and Restated Certificate of Incorporation to permit the exculpation of certain officers”): 26,290,857 for, 3,449,327 against — passed, per its Form 8-K filed June 16, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal Four – Approval of an amendment to our Amended and Restated Certificate of Incorporation to permit the exculpation of certain officers The shareholders approved the amendment to the Company's Amended and Restated Certificate of Incorporation to permit the exculpation of certain officers.”
Support: 88% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 114 asset managers below reported 13,963,041 for, 1,654,014 against, 11,661 abstained.

FOR
FOR: 13,963,041AGAINST: 1,654,014ABSTAIN: 11,661
Largest asset managers voting on “TO APPROVE THE AMENDMENT OF QUALYS, INC.'S AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO PERMIT THE EXC” at QUALYS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard4,215,093307 00For
BlackRock3,427,3780 00For
Fidelity1,267,5340 00For
First Trust891,5150 00For
Neuberger Berman0700,827 00Against
Amplify ETF Trust483,8490 00For
Charles Schwab464,9160 00For
Global X0440,228 00Against
BOSTON TRUST WALDEN FUNDS405,5400 00For
Invesco337,5620 00For
State Street313,808111 00For
JPMorgan0259,266 00Against
Dimensional201,3460 00For
Equitable147,7490 00For
T. Rowe Price120,7780 00For
Brighthouse44,18660,355 11,6610Mixed
TOUCHSTONE STRATEGIC TRUST107,7630 00For
AQR106,4700 00For
TIAA101,4300 00For
WisdomTree90,9470 00For
Jackson National86,9440 00For
OBERWEIS FUNDS79,7000 00For
Legg Mason3,97769,482 00Mixed
Federated Hermes66,5080 00For
QUANTITATIVE MASTER SERIES LLC63,8690 00For

Showing the 25 largest of 114 asset managers. See all 114 in the interactive database.

4. 3. Advisory Approval of Executive Compensation The stockholders cast their votes with respect to the advisory vote to…

Outcome not verifiedFund totals may overlapSECTION 14A SAY-ON-PAY VOTESReported outcome: Not verified

Combines 18 wordings of this item as funds reported it.

93% Majority: yes · of votes cast

FOR 93%
FOR: 27,571,613AGAINST: 2,167,050
Details: description as filed, official tally, votes by 405 asset managers

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 Proxy Statement”): 27,571,613 for, 2,167,050 against, per its Form 8-K filed June 16, 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.

Also reported under other wordings, matched to the same row of QUALYS INC.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “To approve on an advisory and non-binding basis the compensation of Qualys Incs named executive officers as described in the Poxy Statement” (2 managers, 7,965 for, 93 against).

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: 114 asset managers voting on “To approve, on an advisory and non- binding basis, the compensation of Qualys, Inc.'s named executive officers” at QUALYS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard4,215,091309 00For
BlackRock3,427,3780 00For
Fidelity1,267,5340 00For
First Trust891,5150 00For
Neuberger Berman700,8270 00For
Amplify ETF Trust0483,849 00Against
Charles Schwab464,9160 00For
Global X334,276105,952 00Mixed
BOSTON TRUST WALDEN FUNDS405,5400 00For
Invesco337,5620 00For
State Street313,548371 00For
JPMorgan259,2660 00For
Dimensional201,3460 00For
Equitable147,7490 00For
T. Rowe Price120,7780 00For
Brighthouse104,5410 11,6610Mixed
TOUCHSTONE STRATEGIC TRUST107,7630 00For
AQR106,4700 00For
TIAA101,4300 00For
WisdomTree90,9470 00For
Jackson National86,9440 00For
OBERWEIS FUNDS79,7000 00For
Legg Mason73,4590 00For
Federated Hermes66,5080 00For
QUANTITATIVE MASTER SERIES LLC63,8690 00For

Fund voting reports, all 114 managers: 14,958,737 for, 658,318 against, 11,661 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 318 asset managers voting on “To approve, on an advisory and non- binding basis, the compensation of Qualys, Inc.'s named executive officers” at QUALYS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
BlackRock1,402,413194 00For
State Street1,292,545913 00For
GEODE CAPITAL MANAGEMENT, LLC1,257,1240 00For
Neuberger Berman1,079,2830 00For
Legal & General Investment Management Ltd0918,325 00Against
Fundsmith LLP718,6020 00For
Boston Trust Walden Co491,9850 00For
Northern Trust484,5600 00For
Charles Schwab465,1070 00For
LONDON CO OF VIRGINIA455,6640 00For
JPMorgan431,8330 00For
Invesco364,9370 00For
AQR354,2670 00For
MELLON INVESTMENTS Corp322,9470 00For
ATLANTA CAPITAL MANAGEMENT CO L L C299,5700 00For
Alyeska Investment Group, L.P.293,3860 00For
Utah Retirement Systems272,6240 00For
Voya257,9110 00For
AMERICAN CAPITAL MANAGEMENT INC235,1030 00For
T. Rowe Price193,3230 00For
Renaissance170,2580 00For
Fisher Asset Management, LLC164,5730 00For
CDAM (UK) Ltd157,7550 00For
First Trust155,410251 00For
Irish Life Investment Managers Ltd.131,3500 00For

Institutional-manager reports, all 318 managers: 14,823,215 for, 1,350,964 against, 14,555 abstained, 307 not voted, 33 unknown. Showing the 25 largest; see all in the interactive database.

5. 2. Ratification of the Appointment of Independent Registered Public Accounting Firm

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 3 wordings of this item as funds reported it.

94% Approved · of votes cast

FOR 94%
FOR: 31,326,730AGAINST: 1,992,524
Details: description as filed, official tally, votes by 115 asset managers

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, 2025.

QUALYS INC.’s own tally for this item (“2. Ratification of the Appointment of Independent Registered Public Accounting Firm”): 31,326,730 for, 1,992,524 against — passed, per its Form 8-K filed June 16, 2025 (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, 2025.”
Support: 94% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 115 asset managers below reported 15,031,474 for, 590,281 against, 11,661 abstained.

FOR
FOR: 15,031,474AGAINST: 590,281ABSTAIN: 11,661
Largest asset managers voting on “TO RATIFY THE APPOINTMENT OF GRANT THORNTON LLP AS QUALYS, INC.'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIR” at QUALYS INC., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard4,215,093307 00For
BlackRock3,427,3780 00For
Fidelity1,267,5340 00For
First Trust891,5150 00For
Neuberger Berman700,8270 00For
Amplify ETF Trust0483,849 00Against
Charles Schwab464,9160 00For
Global X334,276105,952 00Mixed
BOSTON TRUST WALDEN FUNDS405,5400 00For
Invesco337,5620 00For
State Street313,90019 00For
JPMorgan259,2660 00For
Dimensional201,3460 00For
Equitable147,7490 00For
T. Rowe Price120,7780 00For
Brighthouse104,5410 11,6610Mixed
TOUCHSTONE STRATEGIC TRUST107,7630 00For
AQR106,4700 00For
TIAA101,4300 00For
WisdomTree90,9470 00For
Jackson National86,9440 00For
OBERWEIS FUNDS79,7000 00For
Legg Mason73,4590 00For
Federated Hermes66,5080 00For
QUANTITATIVE MASTER SERIES LLC63,8690 00For

Showing the 25 largest of 115 asset managers. See all 115 in the interactive database.

Largest QUALYS 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 36,398,000 shares outstanding at the time of that meeting.

Fund voting reports: top QUALYS INC. shareholders by shares voted on “TO RATIFY THE APPOINTMENT OF GRANT THORNTON LLP AS QUALYS, INC.'S INDEPENDENT REGISTERED PUBLIC…”, 2024-2025
#Asset manager % of shares outstanding
1Vanguard 11.58%
2BlackRock 9.42%
3Fidelity 3.48%
4First Trust 2.45%
5Neuberger Berman 1.93%
6Amplify ETF Trust 1.33%
7Charles Schwab 1.28%
8Global X 1.21%
9BOSTON TRUST WALDEN FUNDS 1.11%
10Invesco 0.93%
Institutional-manager reports: top QUALYS INC. shareholders by shares voted on “To approve, on an advisory and non- binding basis, the compensation of Qualys, Inc.'s named…”, 2024-2025
#Asset manager % of shares outstanding
1BlackRock 3.85%
2State Street 3.55%
3GEODE CAPITAL MANAGEMENT, LLC 3.45%
4Neuberger Berman 2.97%
5Legal & General Investment Management Ltd 2.52%
6Fundsmith LLP 1.97%
7Boston Trust Walden Co 1.35%
8Northern Trust 1.33%
9Charles Schwab 1.28%
10LONDON CO OF VIRGINIA 1.25%

Reported QUALYS 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.

QUALYS INC. holdings and ownership disclosed for the 2024-2025 proxy season
Holder % outstanding Disclosure
BlackRock 15.71% 13F
Vanguard Group 11.75% 13F
Vanguard Portfolio Management 7.06% 13G
State Street 3.97% 13F
Morgan Stanley 2.36% 13F
Dimensional Fund Advisors 1.84% 13F
Northern Trust 1.53% 13F
JPMorgan Chase 1.35% 13F
Charles Schwab 1.26% 13F

Percentages above are of 36,398,000 shares outstanding, as reported by QUALYS INC. on its Form 10-Q dated March 31, 2025 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.

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 QUALYS INC.’s 10-Q dated March 31, 2025. 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 11, 2025, in the 2024-2025 proxy season, 408 asset managers reported how they voted on 5 ballot items in their SEC Form N-PX filings, covering 2,435 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 16, 2025.

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

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