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Compiled from SEC Form N-PX filings and Sonic Automotive, Inc.’s Form 8-K, filed May 1, 2026 (Item 5.07 on EDGAR). Page generated October 18, 2026.
Meeting of April 29, 2026: 13 items on Sonic Automotive, Inc.’s Form 8-K, filed May 1, 2026: 13 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 Sonic Automotive, Inc. in the interactive database Compare manager voting policies
These tallies are Sonic Automotive, Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 1, 2026 (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: David Bruton Smith | 129,446,914 | 9,236,772 | 8,086 | -- | 1,961,571 | 93% | Not verified | — |
| Elect Director: Jeff Dyke | 134,224,989 | 4,458,714 | 8,069 | -- | 1,961,571 | 97% | Not verified | — |
| Elect Director: William I. Belk | 126,717,636 | 11,966,215 | 7,921 | -- | 1,961,571 | 91% | Not verified | — |
| Elect Director: William R. Brooks | 128,970,123 | 9,713,406 | 8,243 | -- | 1,961,571 | 93% | Not verified | — |
| Elect Director: Michael Hodge | 129,402,478 | 9,281,219 | 8,075 | -- | 1,961,571 | 93% | Not verified | — |
| Elect Director: Keri A. Kaiser | 127,694,502 | 10,908,617 | 88,653 | -- | 1,961,571 | 92% | Not verified | — |
| Elect Director: B. Scott Smith | 129,399,833 | 9,283,852 | 8,087 | -- | 1,961,571 | 93% | Not verified | — |
| Elect Director: Marcus G. Smith | 129,399,520 | 9,283,996 | 8,256 | -- | 1,961,571 | 93% | Not verified | — |
| Elect Director: R. Eugene Taylor | 127,491,992 | 11,191,741 | 8,039 | -- | 1,961,571 | 92% | Not verified | — |
| 2. Ratification of the appointment of Grant Thornton LLP to serve as the Company's independent registered public accounting firm for fiscal 2026 | 140,643,605 | 1,535 | 8,203 | -- | -- | 99.9% | Not verified | — |
| 3. Advisory vote to approve the Company's named executive officer compensation in fiscal 2025 | 133,238,802 | 5,439,356 | 13,614 | -- | 1,961,571 | 96% | Not verified | — |
| 4. Approval of the Sonic Automotive, Inc | 133,026,040 | 5,662,777 | 2,955 | -- | 1,961,571 | 96% | Not verified | — |
| 5. Approval of the amendment and restatement of the Sonic Automotive, Inc | 132,129,410 | 6,559,374 | 2,988 | -- | 1,961,571 | 95% | Not verified | — |
Source: Sonic Automotive, Inc., Form 8-K, filed with the SEC on May 1, 2026 — read the filing on EDGAR.
Each item below shows how the 261 asset managers that disclosed a Sonic Automotive, 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 Sonic Automotive, 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.
Combines 4 wordings of this item as funds reported it.
93% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: David Bruton Smith
Sonic Automotive, Inc.’s own tally for this item (“Elect Director: David Bruton Smith”): 129,446,914 for, 9,236,772 against, per its Form 8-K filed May 1, 2026 (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 84 asset managers below reported 5,720,688 for, 2,170,171 against, 7,516 abstained, 10,516 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 1,671,757 | 0 | 0 | 0 | For |
| Vanguard | 1,514,281 | 39 | 0 | 0 | For |
| Delaware/Macquarie | 0 | 523,770 | 0 | 0 | Against |
| Invesco | 495,718 | 0 | 0 | 0 | For |
| Fidelity | 321,368 | 81,501 | 0 | 0 | Mixed |
| Dimensional | 0 | 369,026 | 0 | 0 | Against |
| Charles Schwab | 355,635 | 0 | 0 | 0 | For |
| State Street | 346,311 | 220 | 0 | 0 | For |
| TIAA | 0 | 263,401 | 0 | 0 | Against |
| American Century | 0 | 207,301 | 0 | 0 | Against |
| AMERICAN BEACON FUNDS | 123,197 | 52,500 | 0 | 0 | Mixed |
| Ultimus Managers Trust | 158,128 | 0 | 0 | 0 | For |
| EA Series Trust | 124,419 | 3,331 | 0 | 0 | For |
| WisdomTree | 115,416 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 111,776 | 0 | 0 | 0 | For |
| ProShares | 0 | 96,230 | 0 | 0 | Against |
| HOTCHKIS & WILEY FUNDS /DE/ | 0 | 85,891 | 0 | 0 | Against |
| Columbia Threadneedle | 0 | 75,357 | 0 | 0 | Against |
| HEARTLAND GROUP INC | 75,000 | 0 | 0 | 0 | For |
| Northern Trust | 68,439 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 0 | 68,215 | 0 | 0 | Against |
| Principal | 0 | 48,461 | 0 | 0 | Against |
| Jackson National | 32,004 | 5,695 | 0 | 0 | Mixed |
| First Trust | 0 | 37,081 | 0 | 0 | Against |
| Nationwide | 1,682 | 35,348 | 0 | 0 | Against |
Showing the 25 largest of 84 asset managers. See all 84 in the interactive database.
Combines 4 wordings of this item as funds reported it.
91% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: William I. Belk
Sonic Automotive, Inc.’s own tally for this item (“Elect Director: William I. Belk”): 126,717,636 for, 11,966,215 against, per its Form 8-K filed May 1, 2026 (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: 91% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 84 asset managers below reported 3,740,852 for, 4,150,007 against, 7,516 abstained, 10,516 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 94,803 | 1,576,954 | 0 | 0 | Mixed |
| Vanguard | 1,512,448 | 1,872 | 0 | 0 | For |
| Delaware/Macquarie | 0 | 523,770 | 0 | 0 | Against |
| Invesco | 495,718 | 0 | 0 | 0 | For |
| Fidelity | 388,460 | 14,409 | 0 | 0 | For |
| Dimensional | 0 | 369,026 | 0 | 0 | Against |
| Charles Schwab | 355,635 | 0 | 0 | 0 | For |
| State Street | 511 | 346,020 | 0 | 0 | Against |
| TIAA | 0 | 263,401 | 0 | 0 | Against |
| American Century | 0 | 207,301 | 0 | 0 | Against |
| AMERICAN BEACON FUNDS | 123,197 | 52,500 | 0 | 0 | Mixed |
| Ultimus Managers Trust | 158,128 | 0 | 0 | 0 | For |
| EA Series Trust | 492 | 127,258 | 0 | 0 | Against |
| WisdomTree | 115,416 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 111,776 | 0 | 0 | 0 | For |
| ProShares | 0 | 96,230 | 0 | 0 | Against |
| HOTCHKIS & WILEY FUNDS /DE/ | 0 | 85,891 | 0 | 0 | Against |
| Columbia Threadneedle | 75,357 | 0 | 0 | 0 | For |
| HEARTLAND GROUP INC | 75,000 | 0 | 0 | 0 | For |
| Northern Trust | 68,439 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 0 | 68,215 | 0 | 0 | Against |
| Principal | 0 | 48,461 | 0 | 0 | Against |
| Jackson National | 32,004 | 5,695 | 0 | 0 | Mixed |
| First Trust | 0 | 37,081 | 0 | 0 | Against |
| Nationwide | 0 | 37,030 | 0 | 0 | Against |
Showing the 25 largest of 84 asset managers. See all 84 in the interactive database.
Combines 4 wordings of this item as funds reported it.
93% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: William R. Brooks
Sonic Automotive, Inc.’s own tally for this item (“Elect Director: William R. Brooks”): 128,970,123 for, 9,713,406 against, per its Form 8-K filed May 1, 2026 (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 84 asset managers below reported 5,300,325 for, 2,590,534 against, 7,516 abstained, 10,516 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 1,671,757 | 0 | 0 | 0 | For |
| Vanguard | 1,514,279 | 41 | 0 | 0 | For |
| Delaware/Macquarie | 0 | 523,770 | 0 | 0 | Against |
| Invesco | 0 | 495,718 | 0 | 0 | Against |
| Fidelity | 321,368 | 81,501 | 0 | 0 | Mixed |
| Dimensional | 0 | 369,026 | 0 | 0 | Against |
| Charles Schwab | 355,635 | 0 | 0 | 0 | For |
| State Street | 346,311 | 220 | 0 | 0 | For |
| TIAA | 0 | 263,401 | 0 | 0 | Against |
| American Century | 0 | 207,301 | 0 | 0 | Against |
| AMERICAN BEACON FUNDS | 123,197 | 52,500 | 0 | 0 | Mixed |
| Ultimus Managers Trust | 158,128 | 0 | 0 | 0 | For |
| EA Series Trust | 124,419 | 3,331 | 0 | 0 | For |
| WisdomTree | 115,416 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 111,776 | 0 | 0 | 0 | For |
| ProShares | 0 | 96,230 | 0 | 0 | Against |
| HOTCHKIS & WILEY FUNDS /DE/ | 0 | 85,891 | 0 | 0 | Against |
| Columbia Threadneedle | 75,357 | 0 | 0 | 0 | For |
| HEARTLAND GROUP INC | 75,000 | 0 | 0 | 0 | For |
| Northern Trust | 68,439 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 0 | 68,215 | 0 | 0 | Against |
| Principal | 0 | 48,461 | 0 | 0 | Against |
| Jackson National | 32,004 | 5,695 | 0 | 0 | Mixed |
| First Trust | 0 | 37,081 | 0 | 0 | Against |
| Nationwide | 1,682 | 35,348 | 0 | 0 | Against |
Showing the 25 largest of 84 asset managers. See all 84 in the interactive database.
Combines 4 wordings of this item as funds reported it.
93% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Michael Hodge
Sonic Automotive, Inc.’s own tally for this item (“Elect Director: Michael Hodge”): 129,402,478 for, 9,281,219 against, per its Form 8-K filed May 1, 2026 (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 84 asset managers below reported 5,720,688 for, 2,170,171 against, 7,516 abstained, 10,516 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 1,671,757 | 0 | 0 | 0 | For |
| Vanguard | 1,514,281 | 39 | 0 | 0 | For |
| Delaware/Macquarie | 0 | 523,770 | 0 | 0 | Against |
| Invesco | 495,718 | 0 | 0 | 0 | For |
| Fidelity | 321,368 | 81,501 | 0 | 0 | Mixed |
| Dimensional | 0 | 369,026 | 0 | 0 | Against |
| Charles Schwab | 355,635 | 0 | 0 | 0 | For |
| State Street | 346,311 | 220 | 0 | 0 | For |
| TIAA | 0 | 263,401 | 0 | 0 | Against |
| American Century | 0 | 207,301 | 0 | 0 | Against |
| AMERICAN BEACON FUNDS | 123,197 | 52,500 | 0 | 0 | Mixed |
| Ultimus Managers Trust | 158,128 | 0 | 0 | 0 | For |
| EA Series Trust | 124,419 | 3,331 | 0 | 0 | For |
| WisdomTree | 115,416 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 111,776 | 0 | 0 | 0 | For |
| ProShares | 0 | 96,230 | 0 | 0 | Against |
| HOTCHKIS & WILEY FUNDS /DE/ | 0 | 85,891 | 0 | 0 | Against |
| Columbia Threadneedle | 0 | 75,357 | 0 | 0 | Against |
| HEARTLAND GROUP INC | 75,000 | 0 | 0 | 0 | For |
| Northern Trust | 68,439 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 0 | 68,215 | 0 | 0 | Against |
| Principal | 0 | 48,461 | 0 | 0 | Against |
| Jackson National | 32,004 | 5,695 | 0 | 0 | Mixed |
| First Trust | 0 | 37,081 | 0 | 0 | Against |
| Nationwide | 1,682 | 35,348 | 0 | 0 | Against |
Showing the 25 largest of 84 asset managers. See all 84 in the interactive database.
Combines 4 wordings of this item as funds reported it.
93% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Marcus G. Smith
Sonic Automotive, Inc.’s own tally for this item (“Elect Director: Marcus G. Smith”): 129,399,520 for, 9,283,996 against, per its Form 8-K filed May 1, 2026 (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 84 asset managers below reported 5,720,688 for, 2,170,171 against, 7,516 abstained, 10,516 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 1,671,757 | 0 | 0 | 0 | For |
| Vanguard | 1,514,281 | 39 | 0 | 0 | For |
| Delaware/Macquarie | 0 | 523,770 | 0 | 0 | Against |
| Invesco | 495,718 | 0 | 0 | 0 | For |
| Fidelity | 321,368 | 81,501 | 0 | 0 | Mixed |
| Dimensional | 0 | 369,026 | 0 | 0 | Against |
| Charles Schwab | 355,635 | 0 | 0 | 0 | For |
| State Street | 346,311 | 220 | 0 | 0 | For |
| TIAA | 0 | 263,401 | 0 | 0 | Against |
| American Century | 0 | 207,301 | 0 | 0 | Against |
| AMERICAN BEACON FUNDS | 123,197 | 52,500 | 0 | 0 | Mixed |
| Ultimus Managers Trust | 158,128 | 0 | 0 | 0 | For |
| EA Series Trust | 124,419 | 3,331 | 0 | 0 | For |
| WisdomTree | 115,416 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 111,776 | 0 | 0 | 0 | For |
| ProShares | 0 | 96,230 | 0 | 0 | Against |
| HOTCHKIS & WILEY FUNDS /DE/ | 0 | 85,891 | 0 | 0 | Against |
| Columbia Threadneedle | 0 | 75,357 | 0 | 0 | Against |
| HEARTLAND GROUP INC | 75,000 | 0 | 0 | 0 | For |
| Northern Trust | 68,439 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 0 | 68,215 | 0 | 0 | Against |
| Principal | 0 | 48,461 | 0 | 0 | Against |
| Jackson National | 32,004 | 5,695 | 0 | 0 | Mixed |
| First Trust | 0 | 37,081 | 0 | 0 | Against |
| Nationwide | 1,682 | 35,348 | 0 | 0 | Against |
Showing the 25 largest of 84 asset managers. See all 84 in the interactive database.
Combines 4 wordings of this item as funds reported it.
92% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: R. Eugene Taylor
Sonic Automotive, Inc.’s own tally for this item (“Elect Director: R. Eugene Taylor”): 127,491,992 for, 11,191,741 against, per its Form 8-K filed May 1, 2026 (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: 92% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 84 asset managers below reported 4,223,564 for, 3,667,295 against, 7,516 abstained, 10,516 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 94,803 | 1,576,954 | 0 | 0 | Mixed |
| Vanguard | 1,514,273 | 47 | 0 | 0 | For |
| Delaware/Macquarie | 0 | 523,770 | 0 | 0 | Against |
| Invesco | 495,718 | 0 | 0 | 0 | For |
| Fidelity | 388,460 | 14,409 | 0 | 0 | For |
| Dimensional | 0 | 369,026 | 0 | 0 | Against |
| Charles Schwab | 355,635 | 0 | 0 | 0 | For |
| State Street | 346,311 | 220 | 0 | 0 | For |
| TIAA | 0 | 263,401 | 0 | 0 | Against |
| American Century | 0 | 207,301 | 0 | 0 | Against |
| AMERICAN BEACON FUNDS | 123,197 | 52,500 | 0 | 0 | Mixed |
| Ultimus Managers Trust | 158,128 | 0 | 0 | 0 | For |
| EA Series Trust | 124,419 | 3,331 | 0 | 0 | For |
| WisdomTree | 115,416 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 111,776 | 0 | 0 | 0 | For |
| ProShares | 0 | 96,230 | 0 | 0 | Against |
| HOTCHKIS & WILEY FUNDS /DE/ | 0 | 85,891 | 0 | 0 | Against |
| Columbia Threadneedle | 75,357 | 0 | 0 | 0 | For |
| HEARTLAND GROUP INC | 75,000 | 0 | 0 | 0 | For |
| Northern Trust | 68,439 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 0 | 68,215 | 0 | 0 | Against |
| Principal | 0 | 48,461 | 0 | 0 | Against |
| Jackson National | 32,004 | 5,695 | 0 | 0 | Mixed |
| First Trust | 0 | 37,081 | 0 | 0 | Against |
| Nationwide | 0 | 37,030 | 0 | 0 | Against |
Showing the 25 largest of 84 asset managers. See all 84 in the interactive database.
Combines 3 wordings of this item as funds reported it.
93% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: B. Scott Smith
Sonic Automotive, Inc.’s own tally for this item (“Elect Director: B. Scott Smith”): 129,399,833 for, 9,283,852 against, per its Form 8-K filed May 1, 2026 (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 83 asset managers below reported 5,719,126 for, 2,170,171 against, 7,516 abstained, 10,516 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 1,671,757 | 0 | 0 | 0 | For |
| Vanguard | 1,514,281 | 39 | 0 | 0 | For |
| Delaware/Macquarie | 0 | 523,770 | 0 | 0 | Against |
| Invesco | 495,718 | 0 | 0 | 0 | For |
| Fidelity | 321,368 | 81,501 | 0 | 0 | Mixed |
| Dimensional | 0 | 369,026 | 0 | 0 | Against |
| Charles Schwab | 355,635 | 0 | 0 | 0 | For |
| State Street | 346,311 | 220 | 0 | 0 | For |
| TIAA | 0 | 263,401 | 0 | 0 | Against |
| American Century | 0 | 207,301 | 0 | 0 | Against |
| AMERICAN BEACON FUNDS | 123,197 | 52,500 | 0 | 0 | Mixed |
| Ultimus Managers Trust | 158,128 | 0 | 0 | 0 | For |
| EA Series Trust | 124,419 | 3,331 | 0 | 0 | For |
| WisdomTree | 115,416 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 111,776 | 0 | 0 | 0 | For |
| ProShares | 0 | 96,230 | 0 | 0 | Against |
| HOTCHKIS & WILEY FUNDS /DE/ | 0 | 85,891 | 0 | 0 | Against |
| Columbia Threadneedle | 0 | 75,357 | 0 | 0 | Against |
| HEARTLAND GROUP INC | 75,000 | 0 | 0 | 0 | For |
| Northern Trust | 68,439 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 0 | 68,215 | 0 | 0 | Against |
| Principal | 0 | 48,461 | 0 | 0 | Against |
| Jackson National | 32,004 | 5,695 | 0 | 0 | Mixed |
| First Trust | 0 | 37,081 | 0 | 0 | Against |
| Nationwide | 1,682 | 35,348 | 0 | 0 | Against |
Showing the 25 largest of 83 asset managers. See all 83 in the interactive database.
Combines 3 wordings of this item as funds reported it.
97% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Jeff Dyke
Sonic Automotive, Inc.’s own tally for this item (“Elect Director: Jeff Dyke”): 134,224,989 for, 4,458,714 against, per its Form 8-K filed May 1, 2026 (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: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 83 asset managers below reported 5,400,671 for, 2,488,626 against, 7,516 abstained, 10,516 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 1,671,757 | 0 | 0 | 0 | For |
| Vanguard | 1,514,302 | 18 | 0 | 0 | For |
| Delaware/Macquarie | 0 | 523,770 | 0 | 0 | Against |
| Invesco | 0 | 495,718 | 0 | 0 | Against |
| Fidelity | 321,368 | 81,501 | 0 | 0 | Mixed |
| Dimensional | 0 | 369,026 | 0 | 0 | Against |
| Charles Schwab | 355,635 | 0 | 0 | 0 | For |
| State Street | 346,311 | 220 | 0 | 0 | For |
| TIAA | 263,401 | 0 | 0 | 0 | For |
| American Century | 0 | 207,301 | 0 | 0 | Against |
| AMERICAN BEACON FUNDS | 123,197 | 52,500 | 0 | 0 | Mixed |
| Ultimus Managers Trust | 158,128 | 0 | 0 | 0 | For |
| EA Series Trust | 124,419 | 3,331 | 0 | 0 | For |
| WisdomTree | 0 | 115,416 | 0 | 0 | Against |
| Pacer Funds Trust | 111,776 | 0 | 0 | 0 | For |
| ProShares | 0 | 96,230 | 0 | 0 | Against |
| HOTCHKIS & WILEY FUNDS /DE/ | 0 | 85,891 | 0 | 0 | Against |
| Columbia Threadneedle | 75,357 | 0 | 0 | 0 | For |
| HEARTLAND GROUP INC | 75,000 | 0 | 0 | 0 | For |
| Northern Trust | 68,439 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 0 | 68,215 | 0 | 0 | Against |
| Principal | 0 | 48,461 | 0 | 0 | Against |
| Jackson National | 0 | 37,699 | 0 | 0 | Against |
| First Trust | 0 | 37,081 | 0 | 0 | Against |
| Nationwide | 1,682 | 35,348 | 0 | 0 | Against |
Showing the 25 largest of 83 asset managers. See all 83 in the interactive database.
Combines 3 wordings of this item as funds reported it.
92% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Keri A. Kaiser
Sonic Automotive, Inc.’s own tally for this item (“Elect Director: Keri A. Kaiser”): 127,694,502 for, 10,908,617 against, per its Form 8-K filed May 1, 2026 (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: 92% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 83 asset managers below reported 4,653,974 for, 3,159,965 against, 82,873 abstained, 10,516 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 1,576,954 | 94,803 | 0 | 0 | Mixed |
| Vanguard | 1,512,453 | 1,867 | 0 | 0 | For |
| Delaware/Macquarie | 0 | 523,770 | 0 | 0 | Against |
| Invesco | 495,718 | 0 | 0 | 0 | For |
| Fidelity | 95,910 | 306,959 | 0 | 0 | Mixed |
| Dimensional | 0 | 369,026 | 0 | 0 | Against |
| Charles Schwab | 355,635 | 0 | 0 | 0 | For |
| State Street | 346,311 | 220 | 0 | 0 | For |
| TIAA | 0 | 263,401 | 0 | 0 | Against |
| American Century | 0 | 207,301 | 0 | 0 | Against |
| AMERICAN BEACON FUNDS | 0 | 175,697 | 0 | 0 | Against |
| Ultimus Managers Trust | 0 | 158,128 | 0 | 0 | Against |
| EA Series Trust | 492 | 127,258 | 0 | 0 | Against |
| WisdomTree | 0 | 115,416 | 0 | 0 | Against |
| Pacer Funds Trust | 111,776 | 0 | 0 | 0 | For |
| ProShares | 0 | 96,230 | 0 | 0 | Against |
| HOTCHKIS & WILEY FUNDS /DE/ | 0 | 85,891 | 0 | 0 | Against |
| Columbia Threadneedle | 0 | 0 | 75,357 | 0 | Abstain |
| HEARTLAND GROUP INC | 0 | 75,000 | 0 | 0 | Against |
| Northern Trust | 0 | 68,439 | 0 | 0 | Against |
| BRIDGEWAY FUNDS INC | 0 | 68,215 | 0 | 0 | Against |
| Principal | 0 | 48,461 | 0 | 0 | Against |
| Jackson National | 0 | 37,699 | 0 | 0 | Against |
| First Trust | 0 | 37,081 | 0 | 0 | Against |
| Nationwide | 1,682 | 35,348 | 0 | 0 | Against |
Showing the 25 largest of 83 asset managers. See all 83 in the interactive database.
Combines 2 wordings of this item as funds reported it.
96% Majority: yes · of votes cast
Description as filed by funds: APPROVAL OF THE SONIC AUTOMOTIVE, INC. 2026 EQUITY INCENTIVE PLAN.
Sonic Automotive, Inc.’s own tally for this item (“4. Approval of the Sonic Automotive, Inc”): 133,026,040 for, 5,662,777 against, per its Form 8-K filed May 1, 2026 (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: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 85 asset managers below reported 7,596,162 for, 284,224 against.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 1,671,757 | 0 | 0 | 0 | For |
| Vanguard | 1,510,729 | 3,591 | 0 | 0 | For |
| Delaware/Macquarie | 523,770 | 0 | 0 | 0 | For |
| Invesco | 495,718 | 0 | 0 | 0 | For |
| Fidelity | 402,869 | 0 | 0 | 0 | For |
| Dimensional | 369,026 | 0 | 0 | 0 | For |
| Charles Schwab | 355,635 | 0 | 0 | 0 | For |
| State Street | 346,275 | 256 | 0 | 0 | For |
| TIAA | 263,401 | 0 | 0 | 0 | For |
| American Century | 0 | 207,301 | 0 | 0 | Against |
| AMERICAN BEACON FUNDS | 175,697 | 0 | 0 | 0 | For |
| Ultimus Managers Trust | 158,128 | 0 | 0 | 0 | For |
| EA Series Trust | 127,750 | 0 | 0 | 0 | For |
| WisdomTree | 115,416 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 111,776 | 0 | 0 | 0 | For |
| ProShares | 96,230 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY FUNDS /DE/ | 85,891 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 75,357 | 0 | 0 | 0 | For |
| HEARTLAND GROUP INC | 75,000 | 0 | 0 | 0 | For |
| Northern Trust | 68,439 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 68,215 | 0 | 0 | 0 | For |
| Principal | 48,461 | 0 | 0 | 0 | For |
| Jackson National | 37,699 | 0 | 0 | 0 | For |
| First Trust | 37,081 | 0 | 0 | 0 | For |
| Nationwide | 37,030 | 0 | 0 | 0 | For |
Showing the 25 largest of 85 asset managers. See all 85 in the interactive database.
Combines 3 wordings of this item as funds reported it.
89% of fund votes cast · no official result
Description as filed by funds: APPROVAL OF THE AMENDMENT AND RESTATEMENT OF THE SONIC AUTOMOTIVE, INC. 2012 FORMULA RESTRICTED STOCK AND DEFERRAL PLAN FOR NON-EMPLOYEE DIRECTORS.
The 85 asset managers below reported 7,017,186 for, 865,152 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 |
|---|---|---|---|---|---|
| BlackRock | 1,671,757 | 0 | 0 | 0 | For |
| Vanguard | 1,512,472 | 1,848 | 0 | 0 | For |
| Delaware/Macquarie | 523,770 | 0 | 0 | 0 | For |
| Invesco | 495,718 | 0 | 0 | 0 | For |
| Fidelity | 402,869 | 0 | 0 | 0 | For |
| Dimensional | 369,026 | 0 | 0 | 0 | For |
| Charles Schwab | 0 | 355,635 | 0 | 0 | Against |
| State Street | 346,438 | 93 | 0 | 0 | For |
| TIAA | 263,401 | 0 | 0 | 0 | For |
| American Century | 207,301 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 52,500 | 123,197 | 0 | 0 | Mixed |
| Ultimus Managers Trust | 0 | 158,128 | 0 | 0 | Against |
| EA Series Trust | 3,823 | 123,927 | 0 | 0 | Against |
| WisdomTree | 115,416 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 111,776 | 0 | 0 | 0 | For |
| ProShares | 96,230 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY FUNDS /DE/ | 85,891 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 75,357 | 0 | 0 | 0 | For |
| HEARTLAND GROUP INC | 0 | 75,000 | 0 | 0 | Against |
| Northern Trust | 68,439 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 68,215 | 0 | 0 | 0 | For |
| Principal | 48,461 | 0 | 0 | 0 | For |
| Jackson National | 37,699 | 0 | 0 | 0 | For |
| First Trust | 37,081 | 0 | 0 | 0 | For |
| Nationwide | 37,030 | 0 | 0 | 0 | For |
Showing the 25 largest of 85 asset managers. See all 85 in the interactive database.
Combines 7 wordings of this item as funds reported it.
96% Majority: yes · of votes cast
Description as filed by funds: Advisory vote to approve Sonic's named executive officer compensation in fiscal 2025.
Sonic Automotive, Inc.’s own tally for this item (“3. Advisory vote to approve the Company's named executive officer compensation in fiscal 2025”): 133,238,802 for, 5,439,356 against, per its Form 8-K filed May 1, 2026 (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: 96% 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 |
|---|---|---|---|---|---|
| BlackRock | 1,671,757 | 0 | 0 | 0 | For |
| Vanguard | 1,514,297 | 22 | 0 | 0 | For |
| Delaware/Macquarie | 523,770 | 0 | 0 | 0 | For |
| Invesco | 495,718 | 0 | 0 | 0 | For |
| Fidelity | 402,869 | 0 | 0 | 0 | For |
| Dimensional | 369,026 | 0 | 0 | 0 | For |
| Charles Schwab | 355,635 | 0 | 0 | 0 | For |
| State Street | 346,437 | 94 | 0 | 0 | For |
| TIAA | 263,401 | 0 | 0 | 0 | For |
| American Century | 207,301 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 175,697 | 0 | 0 | 0 | For |
| Ultimus Managers Trust | 158,128 | 0 | 0 | 0 | For |
| EA Series Trust | 127,750 | 0 | 0 | 0 | For |
| WisdomTree | 115,416 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 111,776 | 0 | 0 | 0 | For |
| ProShares | 96,230 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY FUNDS /DE/ | 85,891 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 0 | 75,357 | 0 | 0 | Against |
| HEARTLAND GROUP INC | 75,000 | 0 | 0 | 0 | For |
| Northern Trust | 68,439 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 0 | 68,215 | 0 | 0 | Against |
| Principal | 48,461 | 0 | 0 | 0 | For |
| Jackson National | 37,699 | 0 | 0 | 0 | For |
| First Trust | 37,081 | 0 | 0 | 0 | For |
| Nationwide | 37,030 | 0 | 0 | 0 | For |
Fund voting reports, all 84 managers: 7,740,333 for, 150,525 against, 7,516 abstained, 10,516 not voted. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| State Street | 652,355 | 3,104 | 0 | 0 | For |
| NOMURA INVESTMENT MANAGEMENT BUSINESS TRUST | 587,873 | 0 | 0 | 0 | For |
| BlackRock | 506,861 | 5,254 | 0 | 0 | For |
| Charles Schwab | 373,553 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 359,665 | 0 | 0 | 0 | For |
| WESTWOOD HOLDINGS GROUP INC | 338,795 | 0 | 0 | 0 | For |
| Nuveen | 271,527 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY CAPITAL MANAGEMENT LLC | 220,195 | 0 | 0 | 0 | For |
| American Century | 217,229 | 0 | 0 | 0 | For |
| Northern Trust | 147,100 | 359 | 0 | 0 | For |
| Vanguard | 140,849 | 0 | 0 | 0 | For |
| Dimensional | 137,213 | 0 | 0 | 0 | For |
| JACOBS LEVY EQUITY MANAGEMENT, INC | 118,913 | 0 | 0 | 0 | For |
| HEARTLAND ADVISORS INC | 92,670 | 0 | 0 | 0 | For |
| PRINCIPAL GLOBAL INVESTORS | 87,184 | 0 | 0 | 0 | For |
| Two Sigma | 86,597 | 0 | 0 | 0 | For |
| Fidelity | 83,306 | 0 | 0 | 0 | For |
| MELLON INVESTMENTS Corp | 76,205 | 0 | 0 | 0 | For |
| PARAMETRIC PORTFOLIO ASSOCIATES LLC | 72,742 | 0 | 0 | 0 | For |
| Brandywine Global Investment Management, LLC | 71,418 | 0 | 0 | 0 | For |
| BRIDGEWAY CAPITAL MANAGEMENT, LLC | 0 | 68,215 | 0 | 0 | Against |
| ARROWSTREET CAPITAL, LIMITED PARTNERSHIP | 51,431 | 0 | 0 | 0 | For |
| PUBLIC EMPLOYEES RETIREMENT SYSTEM OF OHIO | 47,272 | 0 | 0 | 0 | For |
| FORMULA GROWTH LTD | 35,800 | 0 | 0 | 0 | For |
| Renaissance | 32,713 | 0 | 0 | 0 | For |
Institutional-manager reports, all 199 managers: 5,408,568 for, 203,537 against, 61 not voted. Showing the 25 largest; see all in the interactive database.
Combines 3 wordings of this item as funds reported it.
99.9% Majority: yes · of votes cast
Description as filed by funds: RATIFICATION OF THE APPOINTMENT OF GRANT THORNTON LLP TO SERVE AS SONIC'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL 2026.
Sonic Automotive, Inc.’s own tally for this item (“2. Ratification of the appointment of Grant Thornton LLP to serve as the Company's independent registered public accounting firm for fiscal 2026”): 140,643,605 for, 1,535 against, per its Form 8-K filed May 1, 2026 (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: 99.9% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 84 asset managers below reported 7,890,858 for, 7,516 abstained, 10,516 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 1,671,757 | 0 | 0 | 0 | For |
| Vanguard | 1,514,320 | 0 | 0 | 0 | For |
| Delaware/Macquarie | 523,770 | 0 | 0 | 0 | For |
| Invesco | 495,718 | 0 | 0 | 0 | For |
| Fidelity | 402,869 | 0 | 0 | 0 | For |
| Dimensional | 369,026 | 0 | 0 | 0 | For |
| Charles Schwab | 355,635 | 0 | 0 | 0 | For |
| State Street | 346,531 | 0 | 0 | 0 | For |
| TIAA | 263,401 | 0 | 0 | 0 | For |
| American Century | 207,301 | 0 | 0 | 0 | For |
| AMERICAN BEACON FUNDS | 175,697 | 0 | 0 | 0 | For |
| Ultimus Managers Trust | 158,128 | 0 | 0 | 0 | For |
| EA Series Trust | 127,750 | 0 | 0 | 0 | For |
| WisdomTree | 115,416 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 111,776 | 0 | 0 | 0 | For |
| ProShares | 96,230 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY FUNDS /DE/ | 85,891 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 75,357 | 0 | 0 | 0 | For |
| HEARTLAND GROUP INC | 75,000 | 0 | 0 | 0 | For |
| Northern Trust | 68,439 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 68,215 | 0 | 0 | 0 | For |
| Principal | 48,461 | 0 | 0 | 0 | For |
| Jackson National | 37,699 | 0 | 0 | 0 | For |
| First Trust | 37,081 | 0 | 0 | 0 | For |
| Nationwide | 37,030 | 0 | 0 | 0 | For |
Showing the 25 largest of 84 asset managers. See all 84 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 33,600,000 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | BlackRock | 4.98% |
| 2 | Vanguard | 4.51% |
| 3 | Delaware/Macquarie | 1.56% |
| 4 | Invesco | 1.48% |
| 5 | Fidelity | 1.20% |
| 6 | Dimensional | 1.10% |
| 7 | Charles Schwab | 1.06% |
| 8 | State Street | 1.03% |
| 9 | TIAA | 0.78% |
| 10 | American Century | 0.62% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | State Street | 1.95% |
| 2 | NOMURA INVESTMENT MANAGEMENT BUSINESS TRUST | 1.75% |
| 3 | BlackRock | 1.52% |
| 4 | Charles Schwab | 1.11% |
| 5 | GEODE CAPITAL MANAGEMENT, LLC | 1.07% |
| 6 | WESTWOOD HOLDINGS GROUP INC | 1.01% |
| 7 | Nuveen | 0.81% |
| 8 | HOTCHKIS & WILEY CAPITAL MANAGEMENT LLC | 0.66% |
| 9 | American Century | 0.65% |
| 10 | Northern Trust | 0.44% |
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 |
|---|---|---|
| B. Scott Smith | 39.33% | 13D |
| Sonic Financial Corporation | 29.34% | DEF14A |
| Paul P. Rusnak | 15.18% | DEF14A |
| BlackRock | 7.46% | 13F |
| Vanguard Group | 4.85% | 13F |
| David Bruton Smith | 3.98% | DEF14A |
| Dimensional Fund Advisors | 3.91% | 13F |
| Marcus G. Smith | 2.79% | DEF14A |
| OBS Family, LLC | 2.49% | DEF14A |
| State Street | 2.01% | 13F |
Percentages above are of 33,600,000 shares outstanding, as reported by Sonic Automotive, Inc. on its Form 10-Q dated March 31, 2026 (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 Sonic Automotive, Inc.’s 10-Q dated March 31, 2026. This page is a static snapshot rebuilt weekly on October 18, 2026; a live search always shows the current data.
At Sonic Automotive, Inc.'s shareholder meeting held April 29, 2026, in the 2025-2026 proxy season, 261 asset managers reported how they voted in their SEC Form N-PX filings, covering 4,115 separate fund positions. Their filings are grouped here into 13 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 on that ballot — Advisory vote to approve Sonic's named executive officer compensation in fiscal 2025. — FOR was 96% 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: Sonic Automotive, Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 1, 2026.
Sonic Automotive, Inc. proxy season coverage: 2023-2024 · 2024-2025 · 2025-2026 (this page).
Download data (CSV): ballot items · votes by manager · column guide.