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Compiled from SEC Form N-PX filings and Semler Scientific, Inc.’s Form 8-K, filed September 5, 2025 (Item 5.07 on EDGAR). Page generated October 25, 2026.
Meeting of September 5, 2025: 5 items on Semler Scientific, Inc.’s Form 8-K, filed September 5, 2025: 1 elected · 3 approved · 1 not approved.
Meeting of January 13, 2026: 2 items on Semler Scientific, Inc.’s Form 8-K, filed January 13, 2026: 2 approved.
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 Semler Scientific, Inc. in the interactive database Compare manager voting policies
These tallies are Semler Scientific, Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed September 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. Semler Scientific, Inc. reported 2 meetings in this season; each is tabulated separately below, with its own filing.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| Elect Director: William H.C. Chang | 6,817,708 | -- | -- | 261,303 | 2,506,761 | 96% | Elected | — |
| 2. On a non-binding advisory basis, the compensation of Semler Sci's named executive officers | 6,803,887 | 147,170 | 127,954 | -- | 2,506,761 | 98% | Approved | — |
| 3. The amendment of Semler Sci's restated certificate of incorporation to increase the total number of shares of common stock authorized for issuance from 50,000,000 shares to 210,000,000 shares | 6,905,107 | 2,209,591 | 86,897 | -- | 0 | 76% | Approved | — |
| 4. The amendment of the Semler Sci's restated certificate of incorporation to authorize the issuance of 42,000,000 shares of "blank-check" preferred stock | 4,495,642 | 2,498,626 | 84,746 | -- | 2,506,758 | 64% | Not approved A stricter vote than a majority of the votes cast may have applied to this item; the filing does not state it. | — |
| 5. The selection of BDO USA, P.C. as Semler Sci's independent registered public accounting firm for the year ending December 31, 2025 | 9,551,669 | 17,844 | 16,259 | -- | 0 | 99.8% | Approved | — |
Source: Semler Scientific, Inc., Form 8-K, filed with the SEC on September 5, 2025 — read the filing on EDGAR.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| 1. To consider and vote on a proposal to approve the Agreement and Plan of Merger, dated as of September 22, 2025 (as amended by that certain amendment, dated as of December 3, 2025), or the Merger Agreement, by and between Semler Scientific and Strive, Inc., | 8,732,675 | 633,524 | 43,137 | -- | -- | 93% | Approved | — |
| 2. To consider and vote on an advisory basis, the compensation that may be paid or become payable to Semler Scientific's named executive officers that arises from or otherwise relates to the merger, or the Compensation Proposal | 5,733,052 | 3,469,890 | 206,391 | -- | -- | 62% | Approved | — |
Source: Semler Scientific, Inc., Form 8-K, filed with the SEC on January 13, 2026 — read the filing on EDGAR.
Each item below shows how the 168 asset managers that disclosed a Semler Scientific, 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 Semler Scientific, 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.
Meeting held September 5, 2025.
Combines 4 wordings of this item as funds reported it.
96% Majority: yes · of votes cast
Description as filed by funds: To elect the following nominee to Class I of our board of directors: William H.C. Chang
Semler Scientific, Inc.’s own tally for this item (“Elect Director: William H.C. Chang”): 6,817,708 for, 261,303 withheld, per its Form 8-K filed September 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: “Stockholders elected the following nominee to serve as a Class I Director on Semler Sci's board of directors until Semler Sci's 2028 annual meeting of stockholders or until his successor has been duly elected and qualified, or until his earlier resignation, death or removal.”
Support: 96% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 55 asset managers below reported 598,603 for, 111,310 withheld.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 154,126 | 0 | 0 | 0 | For |
| Advisor Managed Portfolios | 110,587 | 0 | 0 | 0 | For |
| BlackRock | 0 | 0 | 0 | 66,140 | Withhold |
| DRIEHAUS MUTUAL FUNDS | 61,645 | 0 | 0 | 0 | For |
| Morgan Stanley | 57,474 | 0 | 0 | 0 | For |
| Charles Schwab | 49,591 | 0 | 0 | 0 | For |
| Bitwise Funds Trust | 35,530 | 0 | 0 | 0 | For |
| RBB FUND, INC. | 27,471 | 0 | 0 | 0 | For |
| Equitable | 14,247 | 0 | 0 | 11,595 | Mixed |
| Principal Exchange-Traded Funds | 18,099 | 0 | 0 | 0 | For |
| First Trust | 17,740 | 0 | 0 | 0 | For |
| Capital Group | 14,066 | 0 | 0 | 0 | For |
| Dimensional | 9,067 | 0 | 0 | 0 | For |
| Lincoln Financial | 194 | 0 | 0 | 7,000 | Withhold |
| Legg Mason | 5,506 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 3,992 | 0 | 0 | 0 | For |
| Pacific Life | 0 | 0 | 0 | 3,847 | Withhold |
| WisdomTree | 3,719 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 0 | 0 | 0 | 3,680 | Withhold |
| RBC FUNDS TRUST | 0 | 0 | 0 | 3,300 | Withhold |
| TIAA | 0 | 0 | 0 | 3,279 | Withhold |
| QUANTITATIVE MASTER SERIES LLC | 0 | 0 | 0 | 2,920 | Withhold |
| Fidelity | 2,827 | 0 | 0 | 0 | For |
| JAMES ADVANTAGE FUNDS | 2,765 | 0 | 0 | 0 | For |
| Global X | 0 | 0 | 0 | 2,555 | Withhold |
Showing the 25 largest of 55 asset managers. See all 55 in the interactive database.
Meeting held January 13, 2026.
93% Approved · of votes cast
Description as filed by funds: TO APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED AS OF SEPTEMBER 22, 2025, AS IT MAY BE AMENDED FROM TIME TO TIME, OR THE MERGER PROPOSAL.
Semler Scientific, Inc.’s own tally for this item (“1. To consider and vote on a proposal to approve the Agreement and Plan of Merger, dated as of September 22, 2025 (as amended by that certain amendment, dated as of December 3, 2025), or the Merger Agreement, by and betw”): 8,732,675 for, 633,524 against — passed, per its Form 8-K filed January 13, 2026 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 1: to consider and vote on a proposal to approve the Agreement and Plan of Merger, dated as of September 22, 2025 (as amended by that certain amendment, dated as of December 3, 2025), or the Merger Agreement, by and between Semler Scientific and Strive, Inc., or Strive, or the Merger Propo…”
Support: 93% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 44 asset managers below reported 1,816,541 for, 8,000 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 608,671 | 0 | 0 | 0 | For |
| Charles Schwab | 465,007 | 0 | 0 | 0 | For |
| Morgan Stanley | 277,519 | 0 | 0 | 0 | For |
| BlackRock | 122,411 | 0 | 0 | 0 | For |
| Fidelity | 72,094 | 0 | 0 | 0 | For |
| Capital Group | 46,420 | 0 | 0 | 0 | For |
| Principal Exchange-Traded Funds | 42,688 | 0 | 0 | 0 | For |
| Bitwise Funds Trust | 40,644 | 0 | 0 | 0 | For |
| TIAA | 30,663 | 0 | 0 | 0 | For |
| Equitable | 17,478 | 0 | 8,000 | 0 | Mixed |
| VanEck Funds | 23,174 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 5,998 | 0 | 0 | 0 | For |
| Lincoln Financial | 5,900 | 0 | 0 | 0 | For |
| Global X | 5,586 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 4,866 | 0 | 0 | 0 | For |
| American Century | 4,471 | 0 | 0 | 0 | For |
| State Street | 4,281 | 0 | 0 | 0 | For |
| WisdomTree | 4,180 | 0 | 0 | 0 | For |
| John Hancock | 3,839 | 0 | 0 | 0 | For |
| Pacific Life | 3,769 | 0 | 0 | 0 | For |
| Invesco | 3,607 | 0 | 0 | 0 | For |
| JAMES ADVANTAGE FUNDS | 2,765 | 0 | 0 | 0 | For |
| Grayscale Funds Trust | 2,711 | 0 | 0 | 0 | For |
| Nationwide | 2,572 | 0 | 0 | 0 | For |
| Brighthouse | 2,210 | 0 | 0 | 0 | For |
Showing the 25 largest of 44 asset managers. See all 44 in the interactive database.
Meeting held September 5, 2025.
Combines 2 wordings of this item as funds reported it.
76% Approved · of votes cast
Description as filed by funds: TO APPROVE THE AMENDMENT OF SEMLER SCIENTIFIC, INC.'S RESTATED CERTIFICATE OF INCORPORATION, AS AMENDED TO INCREASE THE TOTAL NUMBER OF SHARES OF OUR COMMON STOCK AUTHORIZED FOR ISSUANCE FROM 50,000,000 SHARES TO 210,000,000 SHARES.
Semler Scientific, Inc.’s own tally for this item (“3. The amendment of Semler Sci's restated certificate of incorporation to increase the total number of shares of common stock authorized for issuance from 50,000,000 shares to 210,000,000 shares”): 6,905,107 for, 2,209,591 against — passed, per its Form 8-K filed September 5, 2025 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Stockholders approved the amendment of Semler Sci's restated certificate of incorporation to increase the total number of shares of common stock authorized for issuance from 50,000,000 shares to 210,000,000 shares.”
Support: 76% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 55 asset managers below reported 197,009 for, 512,904 against.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 0 | 154,126 | 0 | 0 | Against |
| Advisor Managed Portfolios | 110,587 | 0 | 0 | 0 | For |
| BlackRock | 0 | 66,140 | 0 | 0 | Against |
| DRIEHAUS MUTUAL FUNDS | 0 | 61,645 | 0 | 0 | Against |
| Morgan Stanley | 57,474 | 0 | 0 | 0 | For |
| Charles Schwab | 0 | 49,591 | 0 | 0 | Against |
| Bitwise Funds Trust | 0 | 35,530 | 0 | 0 | Against |
| RBB FUND, INC. | 0 | 27,471 | 0 | 0 | Against |
| Equitable | 14,247 | 11,595 | 0 | 0 | Mixed |
| Principal Exchange-Traded Funds | 0 | 18,099 | 0 | 0 | Against |
| First Trust | 0 | 17,740 | 0 | 0 | Against |
| Capital Group | 14,066 | 0 | 0 | 0 | For |
| Dimensional | 0 | 9,067 | 0 | 0 | Against |
| Lincoln Financial | 0 | 7,194 | 0 | 0 | Against |
| Legg Mason | 0 | 5,506 | 0 | 0 | Against |
| AIG/SunAmerica | 0 | 3,992 | 0 | 0 | Against |
| Pacific Life | 0 | 3,847 | 0 | 0 | Against |
| WisdomTree | 0 | 3,719 | 0 | 0 | Against |
| Bridge Builder Trust | 0 | 3,680 | 0 | 0 | Against |
| RBC FUNDS TRUST | 0 | 3,300 | 0 | 0 | Against |
| TIAA | 0 | 3,279 | 0 | 0 | Against |
| QUANTITATIVE MASTER SERIES LLC | 0 | 2,920 | 0 | 0 | Against |
| Fidelity | 0 | 2,827 | 0 | 0 | Against |
| JAMES ADVANTAGE FUNDS | 0 | 2,765 | 0 | 0 | Against |
| Global X | 0 | 2,555 | 0 | 0 | Against |
Showing the 25 largest of 55 asset managers. See all 55 in the interactive database.
Meeting held September 5, 2025.
Combines 4 wordings of this item as funds reported it.
64% Not approved · of votes cast
Description as filed by funds: To approve the amendment of the Restated Certificate of Incorporation, as amended, to authorize the issuance of 42,000,000 shares of "blank-check" preferred stock.
Semler Scientific, Inc.’s own tally for this item (“4. The amendment of the Semler Sci's restated certificate of incorporation to authorize the issuance of 42,000,000 shares of "blank-check" preferred stock”): 4,495,642 for, 2,498,626 against — failed, per its Form 8-K filed September 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: “Stockholders did not approve the amendment of the Semler Sci's restated certificate of incorporation to authorize the issuance of 42,000,000 shares of "blank-check" preferred stock.”
A stricter vote than a majority of the votes cast may have applied to this item; the filing does not state it.
Support: 64% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 55 asset managers below reported 182,371 for, 527,542 against.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 0 | 154,126 | 0 | 0 | Against |
| Advisor Managed Portfolios | 110,587 | 0 | 0 | 0 | For |
| BlackRock | 0 | 66,140 | 0 | 0 | Against |
| DRIEHAUS MUTUAL FUNDS | 0 | 61,645 | 0 | 0 | Against |
| Morgan Stanley | 57,474 | 0 | 0 | 0 | For |
| Charles Schwab | 0 | 49,591 | 0 | 0 | Against |
| Bitwise Funds Trust | 0 | 35,530 | 0 | 0 | Against |
| RBB FUND, INC. | 0 | 27,471 | 0 | 0 | Against |
| Equitable | 14,247 | 11,595 | 0 | 0 | Mixed |
| Principal Exchange-Traded Funds | 0 | 18,099 | 0 | 0 | Against |
| First Trust | 0 | 17,740 | 0 | 0 | Against |
| Capital Group | 0 | 14,066 | 0 | 0 | Against |
| Dimensional | 0 | 9,067 | 0 | 0 | Against |
| Lincoln Financial | 0 | 7,194 | 0 | 0 | Against |
| Legg Mason | 0 | 5,506 | 0 | 0 | Against |
| AIG/SunAmerica | 0 | 3,992 | 0 | 0 | Against |
| Pacific Life | 0 | 3,847 | 0 | 0 | Against |
| WisdomTree | 0 | 3,719 | 0 | 0 | Against |
| Bridge Builder Trust | 0 | 3,680 | 0 | 0 | Against |
| RBC FUNDS TRUST | 0 | 3,300 | 0 | 0 | Against |
| TIAA | 0 | 3,279 | 0 | 0 | Against |
| QUANTITATIVE MASTER SERIES LLC | 0 | 2,920 | 0 | 0 | Against |
| Fidelity | 0 | 2,827 | 0 | 0 | Against |
| JAMES ADVANTAGE FUNDS | 0 | 2,765 | 0 | 0 | Against |
| Global X | 0 | 2,555 | 0 | 0 | Against |
Showing the 25 largest of 55 asset managers. See all 55 in the interactive database.
Meeting held January 13, 2026.
99.3% of fund votes cast · no official result
Description as filed by funds: TO APPROVE ONE OR MORE ADJOURNMENTS OF THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, INCLUDING ADJOURNMENTS TO PERMIT FURTHER SOLICITATION OF PROXIES IN FAVOR OF THE MERGER PROPOSAL.
The 43 asset managers below reported 1,804,471 for, 11,878 against, 8,000 abstained. 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.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 608,671 | 0 | 0 | 0 | For |
| Charles Schwab | 465,007 | 0 | 0 | 0 | For |
| Morgan Stanley | 277,519 | 0 | 0 | 0 | For |
| BlackRock | 122,411 | 0 | 0 | 0 | For |
| Fidelity | 72,094 | 0 | 0 | 0 | For |
| Capital Group | 46,420 | 0 | 0 | 0 | For |
| Principal Exchange-Traded Funds | 42,688 | 0 | 0 | 0 | For |
| Bitwise Funds Trust | 40,644 | 0 | 0 | 0 | For |
| TIAA | 30,663 | 0 | 0 | 0 | For |
| Equitable | 17,478 | 0 | 8,000 | 0 | Mixed |
| VanEck Funds | 23,174 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 5,998 | 0 | 0 | 0 | For |
| Lincoln Financial | 0 | 5,900 | 0 | 0 | Against |
| Global X | 5,586 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 4,866 | 0 | 0 | 0 | For |
| American Century | 4,471 | 0 | 0 | 0 | For |
| State Street | 0 | 4,281 | 0 | 0 | Against |
| WisdomTree | 4,180 | 0 | 0 | 0 | For |
| John Hancock | 3,839 | 0 | 0 | 0 | For |
| Pacific Life | 3,769 | 0 | 0 | 0 | For |
| Invesco | 3,607 | 0 | 0 | 0 | For |
| JAMES ADVANTAGE FUNDS | 2,765 | 0 | 0 | 0 | For |
| Grayscale Funds Trust | 2,711 | 0 | 0 | 0 | For |
| Nationwide | 2,572 | 0 | 0 | 0 | For |
| Brighthouse | 2,210 | 0 | 0 | 0 | For |
Showing the 25 largest of 43 asset managers. See all 43 in the interactive database.
Meeting held September 5, 2025.
Combines 4 wordings of this item as funds reported it.
98% Approved · of votes cast
Description as filed by funds: TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS AS DISCLOSED IN THE PROXY STATEMENT.
Semler Scientific, Inc.’s own tally for this item (“2. On a non-binding advisory basis, the compensation of Semler Sci's named executive officers”): 6,803,887 for, 147,170 against — passed, per its Form 8-K filed September 5, 2025 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Stockholders approved, on a non-binding advisory basis, the compensation of Semler Sci's named executive officers.”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 154,126 | 0 | 0 | 0 | For |
| Advisor Managed Portfolios | 110,587 | 0 | 0 | 0 | For |
| BlackRock | 66,140 | 0 | 0 | 0 | For |
| DRIEHAUS MUTUAL FUNDS | 61,645 | 0 | 0 | 0 | For |
| Morgan Stanley | 57,474 | 0 | 0 | 0 | For |
| Charles Schwab | 49,591 | 0 | 0 | 0 | For |
| Bitwise Funds Trust | 35,530 | 0 | 0 | 0 | For |
| RBB FUND, INC. | 27,471 | 0 | 0 | 0 | For |
| Equitable | 25,842 | 0 | 0 | 0 | For |
| Principal Exchange-Traded Funds | 18,099 | 0 | 0 | 0 | For |
| First Trust | 17,740 | 0 | 0 | 0 | For |
| Capital Group | 0 | 14,066 | 0 | 0 | Against |
| Dimensional | 9,067 | 0 | 0 | 0 | For |
| Lincoln Financial | 7,194 | 0 | 0 | 0 | For |
| Legg Mason | 5,506 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 3,992 | 0 | 0 | 0 | For |
| Pacific Life | 3,847 | 0 | 0 | 0 | For |
| WisdomTree | 3,719 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 3,680 | 0 | 0 | 0 | For |
| RBC FUNDS TRUST | 3,300 | 0 | 0 | 0 | For |
| TIAA | 3,279 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 2,920 | 0 | 0 | 0 | For |
| Fidelity | 2,827 | 0 | 0 | 0 | For |
| JAMES ADVANTAGE FUNDS | 2,765 | 0 | 0 | 0 | For |
| Global X | 2,555 | 0 | 0 | 0 | For |
Fund voting reports, all 54 managers: 695,749 for, 14,164 against. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Morgan Stanley | 423,346 | 0 | 0 | 0 | For |
| Interchange Capital Partners, LLC | 397,470 | 0 | 0 | 0 | For |
| Citadel | 308,933 | 0 | 0 | 0 | For |
| DRIEHAUS CAPITAL MANAGEMENT LLC | 213,893 | 0 | 0 | 0 | For |
| MILLER VALUE PARTNERS, LLC | 110,587 | 0 | 0 | 0 | For |
| DELTEC ASSET MANAGEMENT LLC | 100,932 | 0 | 0 | 0 | For |
| WELLS FARGO CLEARING SERVICES, LLC | 98,088 | 0 | 0 | 0 | For |
| Generali Asset Management SPA SGR | 0 | 70,000 | 0 | 0 | Against |
| State Street | 67,763 | 0 | 0 | 0 | For |
| PRINCIPAL GLOBAL INVESTORS | 59,577 | 0 | 0 | 0 | For |
| STIFEL NICOLAUS & CO INC \MO\ | 56,062 | 0 | 0 | 0 | For |
| BlackRock | 50,733 | 0 | 0 | 0 | For |
| Charles Schwab | 49,591 | 0 | 0 | 0 | For |
| RBC Capital Markets, LLC | 35,652 | 0 | 0 | 0 | For |
| Northern Trust | 33,873 | 0 | 0 | 0 | For |
| Two Sigma | 31,541 | 0 | 0 | 0 | For |
| JACOBS LEVY EQUITY MANAGEMENT, INC | 25,797 | 0 | 0 | 0 | For |
| RBC Dominion Securities Inc. | 23,223 | 0 | 0 | 0 | For |
| MELLON INVESTMENTS Corp | 15,903 | 0 | 0 | 0 | For |
| Capital Group | 0 | 14,066 | 0 | 0 | Against |
| AllianceBernstein | 13,930 | 0 | 0 | 0 | For |
| CWC Advisors, LLC. | 8,481 | 0 | 0 | 0 | For |
| WELLS FARGO ADVISORS FINANCIAL NETWORK, LLC | 7,573 | 0 | 0 | 0 | For |
| Laurion Capital Management LP | 6,400 | 0 | 0 | 0 | For |
| Vanguard | 6,393 | 0 | 0 | 0 | For |
Institutional-manager reports, all 108 managers: 2,219,550 for, 89,226 against, 6,988 not voted. Showing the 25 largest; see all in the interactive database.
Meeting held January 13, 2026.
Combines 10 wordings of this item as funds reported it.
62% Approved · of votes cast
Description as filed by funds: TO APPROVE, ON AN ADVISORY (NONBINDING) BASIS, THE COMPENSATION THAT MAY BE PAID OR BECOME PAYABLE TO THE NAMED EXECUTIVE OFFICERS OF SEMLER SCIENTIFIC THAT ARISES FROM OR OTHERWISE RELATES TO THE MERGER.
Semler Scientific, Inc.’s own tally for this item (“2. To consider and vote on an advisory basis, the compensation that may be paid or become payable to Semler Scientific's named executive officers that arises from or otherwise relates to the merger, or the Compensation P”): 5,733,052 for, 3,469,890 against — passed, per its Form 8-K filed January 13, 2026 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “The results with respect to the Compensation Proposal are set forth below and the proposal was approved:”
Support: 62% 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 | 67,807 | 540,864 | 0 | 0 | Mixed |
| Charles Schwab | 465,007 | 0 | 0 | 0 | For |
| Morgan Stanley | 277,519 | 0 | 0 | 0 | For |
| BlackRock | 0 | 122,411 | 0 | 0 | Against |
| Fidelity | 72,094 | 0 | 0 | 0 | For |
| Capital Group | 0 | 46,420 | 0 | 0 | Against |
| Principal Exchange-Traded Funds | 0 | 42,688 | 0 | 0 | Against |
| Bitwise Funds Trust | 0 | 40,644 | 0 | 0 | Against |
| TIAA | 0 | 30,663 | 0 | 0 | Against |
| Equitable | 23,412 | 2,066 | 0 | 0 | Mixed |
| VanEck Funds | 23,174 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 0 | 5,998 | 0 | 0 | Against |
| Lincoln Financial | 0 | 5,900 | 0 | 0 | Against |
| Global X | 5,586 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 0 | 4,866 | 0 | 0 | Against |
| American Century | 0 | 4,471 | 0 | 0 | Against |
| State Street | 0 | 4,281 | 0 | 0 | Against |
| WisdomTree | 0 | 4,180 | 0 | 0 | Against |
| John Hancock | 0 | 3,839 | 0 | 0 | Against |
| Pacific Life | 0 | 3,769 | 0 | 0 | Against |
| Invesco | 3,607 | 0 | 0 | 0 | For |
| JAMES ADVANTAGE FUNDS | 0 | 2,765 | 0 | 0 | Against |
| Grayscale Funds Trust | 0 | 2,711 | 0 | 0 | Against |
| Nationwide | 752 | 1,820 | 0 | 0 | Mixed |
| Brighthouse | 0 | 2,210 | 0 | 0 | Against |
Fund voting reports, all 43 managers: 941,000 for, 883,349 against. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Morgan Stanley | 731,407 | 0 | 0 | 0 | For |
| Charles Schwab | 465,008 | 0 | 0 | 0 | For |
| Interchange Capital Partners, LLC | 255,617 | 0 | 0 | 0 | For |
| State Street | 0 | 216,719 | 0 | 0 | Against |
| WELLS FARGO CLEARING SERVICES, LLC | 0 | 128,704 | 0 | 0 | Against |
| DELTEC ASSET MANAGEMENT LLC | 111,932 | 0 | 0 | 0 | For |
| Generali Asset Management SPA SGR | 100,000 | 0 | 0 | 0 | For |
| ALPINE ASSOCIATES MANAGEMENT INC. | 95,600 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 72,898 | 0 | 0 | 0 | For |
| BlackRock | 5,964 | 66,139 | 0 | 0 | Mixed |
| Vanguard | 5,849 | 57,070 | 0 | 0 | Mixed |
| STIFEL NICOLAUS & CO INC \MO\ | 0 | 53,974 | 0 | 0 | Against |
| RBC Dominion Securities Inc. | 0 | 50,811 | 0 | 0 | Against |
| Northern Trust | 0 | 46,966 | 0 | 0 | Against |
| Capital Group | 0 | 46,420 | 0 | 0 | Against |
| Stonepine Capital Management, LLC | 45,702 | 0 | 0 | 0 | For |
| PRINCIPAL GLOBAL INVESTORS | 0 | 43,387 | 0 | 0 | Against |
| RBC Capital Markets, LLC | 0 | 40,293 | 0 | 0 | Against |
| Schonfeld Strategic Advisors LLC | 36,671 | 0 | 0 | 0 | For |
| MELLON INVESTMENTS Corp | 0 | 33,800 | 0 | 0 | Against |
| Nuveen | 0 | 31,534 | 0 | 0 | Against |
| VAN ECK ASSOCIATES CORP | 23,174 | 0 | 0 | 0 | For |
| State of Alaska, Department of Revenue | 0 | 18,817 | 0 | 0 | Against |
| AllianceBernstein | 13,930 | 0 | 0 | 0 | For |
| Goldman Sachs | 0 | 13,117 | 0 | 0 | Against |
Institutional-manager reports, all 105 managers: 2,010,597 for, 904,648 against, 1,871 not voted. Showing the 25 largest; see all in the interactive database.
Meeting held January 13, 2026.
0% of fund votes cast · no official result
The 2 asset managers below reported 5,088 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.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| JPMorgan | 0 | 4,890 | 0 | 0 | Against |
| TOBAM | 0 | 198 | 0 | 0 | Against |
Meeting held September 5, 2025.
99.8% Approved · of votes cast
Description as filed by funds: TO RATIFY THE SELECTION BY THE AUDIT COMMITTEE OF OUR BOARD OF DIRECTORS OF BDO USA, P.C. AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, 2025.
Semler Scientific, Inc.’s own tally for this item (“5. The selection of BDO USA, P.C. as Semler Sci's independent registered public accounting firm for the year ending December 31, 2025”): 9,551,669 for, 17,844 against — passed, per its Form 8-K filed September 5, 2025 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Stockholders ratified the selection of BDO USA, P.C. as Semler Sci's independent registered public accounting firm for the year ending December 31, 2025.”
Support: 99.8% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 55 asset managers below reported 709,913 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 154,126 | 0 | 0 | 0 | For |
| Advisor Managed Portfolios | 110,587 | 0 | 0 | 0 | For |
| BlackRock | 66,140 | 0 | 0 | 0 | For |
| DRIEHAUS MUTUAL FUNDS | 61,645 | 0 | 0 | 0 | For |
| Morgan Stanley | 57,474 | 0 | 0 | 0 | For |
| Charles Schwab | 49,591 | 0 | 0 | 0 | For |
| Bitwise Funds Trust | 35,530 | 0 | 0 | 0 | For |
| RBB FUND, INC. | 27,471 | 0 | 0 | 0 | For |
| Equitable | 25,842 | 0 | 0 | 0 | For |
| Principal Exchange-Traded Funds | 18,099 | 0 | 0 | 0 | For |
| First Trust | 17,740 | 0 | 0 | 0 | For |
| Capital Group | 14,066 | 0 | 0 | 0 | For |
| Dimensional | 9,067 | 0 | 0 | 0 | For |
| Lincoln Financial | 7,194 | 0 | 0 | 0 | For |
| Legg Mason | 5,506 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 3,992 | 0 | 0 | 0 | For |
| Pacific Life | 3,847 | 0 | 0 | 0 | For |
| WisdomTree | 3,719 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 3,680 | 0 | 0 | 0 | For |
| RBC FUNDS TRUST | 3,300 | 0 | 0 | 0 | For |
| TIAA | 3,279 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 2,920 | 0 | 0 | 0 | For |
| Fidelity | 2,827 | 0 | 0 | 0 | For |
| JAMES ADVANTAGE FUNDS | 2,765 | 0 | 0 | 0 | For |
| Global X | 2,555 | 0 | 0 | 0 | For |
Showing the 25 largest of 55 asset managers. See all 55 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 7,133,788 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Vanguard | 2.16% |
| 2 | Advisor Managed Portfolios | 1.55% |
| 3 | BlackRock | 0.93% |
| 4 | DRIEHAUS MUTUAL FUNDS | 0.86% |
| 5 | Morgan Stanley | 0.81% |
| 6 | Charles Schwab | 0.70% |
| 7 | Bitwise Funds Trust | 0.50% |
| 8 | RBB FUND, INC. | 0.39% |
| 9 | Equitable | 0.36% |
| 10 | Principal Exchange-Traded Funds | 0.25% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Morgan Stanley | 5.93% |
| 2 | Interchange Capital Partners, LLC | 5.57% |
| 3 | Citadel | 4.33% |
| 4 | DRIEHAUS CAPITAL MANAGEMENT LLC | 3.00% |
| 5 | MILLER VALUE PARTNERS, LLC | 1.55% |
| 6 | DELTEC ASSET MANAGEMENT LLC | 1.41% |
| 7 | WELLS FARGO CLEARING SERVICES, LLC | 1.37% |
| 8 | Generali Asset Management SPA SGR | 0.98% |
| 9 | State Street | 0.95% |
| 10 | PRINCIPAL GLOBAL INVESTORS | 0.84% |
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 |
|---|---|---|
| Morgan Stanley | 16.37% | 13F |
| Vanguard Group | 10.02% | 13F |
Percentages above are of 7,133,788 shares outstanding, as reported by Semler Scientific, Inc. on its Form 10-Q dated August 1, 2024 (see the filing on EDGAR). This is the count contemporaneous with the 2025-2026 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.
Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from Semler Scientific, Inc.’s 10-Q dated August 1, 2024. This page is a static snapshot rebuilt weekly on October 25, 2026; a live search always shows the current data.
At Semler Scientific, Inc.'s 2 shareholder meetings in the 2025-2026 proxy season (held September 5, 2025 and January 13, 2026), 168 asset managers reported how they voted in their SEC Form N-PX filings, covering 1,253 separate fund positions. Their filings are grouped here into 9 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. On the most widely held item of the season, voted at the meeting held September 5, 2025 — TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS AS DISCLOSED… — Semler Scientific, Inc.'s filing reports the proposal as approved, with 98% support of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side). Source: Semler Scientific, Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on September 5, 2025.
Semler Scientific, Inc. proxy season coverage: 2023-2024 · 2024-2025 · 2025-2026 (this page).
Download data (CSV): ballot items · votes by manager · column guide.