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TILRAY BRANDS INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and TILRAY BRANDS INC.’s Form 8-K, filed November 22, 2023 (Item 5.07 on EDGAR). Page generated October 13, 2026.

7Ballot items
312Asset managers
629Fund votes
November 21, 2023Meeting date

Results at a glance

Meeting of November 21, 2023: 7 items on TILRAY BRANDS INC.’s Form 8-K, filed November 22, 2023: 7 without a stated outcome.

Material dissent

Elect Director: Renah Persofsky 72% of votes cast Outcome not stated Director under 80%
4. Approval to Increase the Number of Shares of Common Stock that the Company is Authorized to Issue 71% of votes cast Outcome not stated Under 80%

Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided · This season’s results screens

Proxy season: 2023-2024 2025-2026

Explore TILRAY BRANDS INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by TILRAY BRANDS INC.

These tallies are TILRAY BRANDS INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed November 22, 2023 (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.

TILRAY BRANDS INC. — official shareholder meeting results, meeting held November 21, 2023
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Support (of votes cast)	Reported outcome	Voting standard
Elect Director: Irwin D. Simon	82,691,191	--	--	14,248,227	205,953,943	85%	Not verified	—
Elect Director: Renah Persofsky	70,209,740	--	--	26,729,678	205,953,943	72%	Not verified	—
Elect Director: David Clanachan	83,825,518	--	--	13,113,900	205,953,943	86%	Not verified	—
2. Ratification of Selection of Independent Registered Public Accounting Firm	283,028,586	13,283,492	6,581,283	--	--	96%	Not verified	—
3. Approval of the Non-Binding Advisory Resolution on the Named Executive Officer Compensation	68,136,045	24,322,596	4,480,777	--	--	74%	Not verified	—
4. Approval to Increase the Number of Shares of Common Stock that the Company is Authorized to Issue	208,635,941	85,221,063	9,036,357	--	--	71%	Not verified	—
5. Approval of the Amendments to the Company ' s Third Amended and Restated Certificate of Incorporation	78,062,437	16,197,783	2,679,198	--	--	83%	Not verified	—

Source: TILRAY BRANDS INC., Form 8-K, filed with the SEC on November 22, 2023 — read the filing on EDGAR.

How asset managers voted at the TILRAY BRANDS INC. 2023-2024 meeting

Each item below shows how the 312 asset managers that disclosed a TILRAY BRANDS 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: David Clanachan

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

86% Majority: yes · of votes cast

FOR 86%

FOR: 83,825,518WITHHELD: 13,113,900

Details: description as filed, official tally, votes by 22 asset managers

Description as filed by funds: Election of Directors David F. Clanachan

TILRAY BRANDS INC.’s own tally for this item (“Elect Director: David Clanachan”): 83,825,518 for, 13,113,900 withheld, per its Form 8-K filed November 22, 2023 (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: 86% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 22 asset managers below reported 3,025,073 for, 172,197 withheld.

FOR

FOR: 3,025,073WITHHOLD: 172,197

Largest asset managers voting on “Election of Directors David F. Clanachan” at TILRAY BRANDS INC., 2023-2024
Asset manager	For	Withheld	Vote
Global X	639,301	0	For
Fidelity	629,761	0	For
FundVantage Trust	557,502	0	For
Investment Managers Series Trust II	360,242	0	For
Amplify ETF Trust	223,301	0	For
Cambria ETF Trust	215,985	0	For
Northern Trust	0	172,197	Withhold
Vanguard	112,193	0	For
Listed Funds Trust	99,210	0	For
State Street	71,215	0	For
JPMorgan	59,851	0	For
BlackRock	16,788	0	For
AdvisorShares Trust	13,252	0	For
Tidal Trust II	9,866	0	For
Dimensional	9,312	0	For
Invesco	3,109	0	For
Tidal ETF Trust	1,694	0	For
Keel Point, LLC	1,058	0	For
Victory Capital	788	0	For
John Hancock	583	0	For
Berkeley Capital Partners, LLC	50	0	For
CITY NATIONAL ROCHDALE FUNDS	12	0	For

2. Elect Director: Irwin D. Simon

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

85% Majority: yes · of votes cast

FOR 85%WITHHELD

FOR: 82,691,191WITHHELD: 14,248,227

Details: description as filed, official tally, votes by 22 asset managers

Description as filed by funds: Election of Directors Irwin D. Simon

TILRAY BRANDS INC.’s own tally for this item (“Elect Director: Irwin D. Simon”): 82,691,191 for, 14,248,227 withheld, per its Form 8-K filed November 22, 2023 (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: 85% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 22 asset managers below reported 2,981,285 for, 215,985 withheld.

FOR

FOR: 2,981,285WITHHOLD: 215,985

Largest asset managers voting on “Election of Directors Irwin D. Simon” at TILRAY BRANDS INC., 2023-2024
Asset manager	For	Withheld	Vote
Global X	639,301	0	For
Fidelity	629,761	0	For
FundVantage Trust	557,502	0	For
Investment Managers Series Trust II	360,242	0	For
Amplify ETF Trust	223,301	0	For
Cambria ETF Trust	0	215,985	Withhold
Northern Trust	172,197	0	For
Vanguard	112,193	0	For
Listed Funds Trust	99,210	0	For
State Street	71,215	0	For
JPMorgan	59,851	0	For
BlackRock	16,788	0	For
AdvisorShares Trust	13,252	0	For
Tidal Trust II	9,866	0	For
Dimensional	9,312	0	For
Invesco	3,109	0	For
Tidal ETF Trust	1,694	0	For
Keel Point, LLC	1,058	0	For
Victory Capital	788	0	For
John Hancock	583	0	For
Berkeley Capital Partners, LLC	50	0	For
CITY NATIONAL ROCHDALE FUNDS	12	0	For

3. Elect Director: Renah Persofsky

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

72% Majority: yes · of votes cast

FOR 72%WITHHELD

FOR: 70,209,740WITHHELD: 26,729,678

Details: description as filed, official tally, votes by 22 asset managers

Description as filed by funds: Election of Directors Renah Persofsky

TILRAY BRANDS INC.’s own tally for this item (“Elect Director: Renah Persofsky”): 70,209,740 for, 26,729,678 withheld, per its Form 8-K filed November 22, 2023 (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: 72% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 22 asset managers below reported 1,930,421 for, 1,058 against, 1,265,357 withheld, 434 abstained.

FORWITHHOLD

FOR: 1,930,421AGAINST: 1,058ABSTAIN: 434WITHHOLD: 1,265,357

Largest asset managers voting on “Election of Directors Renah Persofsky” at TILRAY BRANDS INC., 2023-2024
Asset manager	For	Against	Abstain	Withheld	Vote
Global X	639,301	0	0	0	For
Fidelity	346,841	0	0	282,920	Mixed
FundVantage Trust	0	0	0	557,502	Withhold
Investment Managers Series Trust II	360,242	0	0	0	For
Amplify ETF Trust	223,301	0	0	0	For
Cambria ETF Trust	0	0	0	215,985	Withhold
Northern Trust	172,197	0	0	0	For
Vanguard	0	0	0	112,193	Withhold
Listed Funds Trust	97,169	0	0	2,041	For
State Street	0	0	0	71,215	Withhold
JPMorgan	59,851	0	0	0	For
BlackRock	16,788	0	0	0	For
AdvisorShares Trust	0	0	0	13,252	Withhold
Tidal Trust II	9,866	0	0	0	For
Dimensional	0	0	0	9,312	Withhold
Invesco	3,109	0	0	0	For
Tidal ETF Trust	1,694	0	0	0	For
Keel Point, LLC	0	1,058	0	0	Against
Victory Capital	0	0	0	788	Withhold
John Hancock	0	0	434	149	Mixed
Berkeley Capital Partners, LLC	50	0	0	0	For
CITY NATIONAL ROCHDALE FUNDS	12	0	0	0	For

4. 5. Approval of the Amendments to the Company ' s Third Amended and Restated Certificate of Incorporation

Outcome not verifiedOTHERReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

83% Majority: yes · of votes cast

FOR 83%AGAINST

FOR: 78,062,437AGAINST: 16,197,783

Details: description as filed, official tally, votes by 22 asset managers

Description as filed by funds: Approval of the governance changes to the Company's Third Amended and Restated Certificate of Incorporation (the ''Charter'') to (i) declassify the Board and provide that all directors will be elected at each annual meeting of stockholders and (ii) eliminate the provision of the Charter that allows stockholders to remove directors only for cause (collectively, the ''Governance Proposal'')

TILRAY BRANDS INC.’s own tally for this item (“5. Approval of the Amendments to the Company ' s Third Amended and Restated Certificate of Incorporation”): 78,062,437 for, 16,197,783 against, per its Form 8-K filed November 22, 2023 (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: 83% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 22 asset managers below reported 3,197,270 for.

FOR

FOR: 3,197,270

Largest asset managers voting on “Approval of the governance changes to the Company's Third Amended and Restated Certificate of Incorporation (t” at TILRAY BRANDS INC., 2023-2024
Asset manager	For	Vote
Global X	639,301	For
Fidelity	629,761	For
FundVantage Trust	557,502	For
Investment Managers Series Trust II	360,242	For
Amplify ETF Trust	223,301	For
Cambria ETF Trust	215,985	For
Northern Trust	172,197	For
Vanguard	112,193	For
Listed Funds Trust	99,210	For
State Street	71,215	For
JPMorgan	59,851	For
BlackRock	16,788	For
AdvisorShares Trust	13,252	For
Tidal Trust II	9,866	For
Dimensional	9,312	For
Invesco	3,109	For
Tidal ETF Trust	1,694	For
Keel Point, LLC	1,058	For
Victory Capital	788	For
John Hancock	583	For
Berkeley Capital Partners, LLC	50	For
CITY NATIONAL ROCHDALE FUNDS	12	For

5. 4. Approval to Increase the Number of Shares of Common Stock that the Company is Authorized to Issue

Outcome not verifiedOTHERReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

71% Majority: yes · of votes cast

FOR 71%AGAINST

FOR: 208,635,941AGAINST: 85,221,063

Details: description as filed, official tally, votes by 23 asset managers

Description as filed by funds: Approval to increase the number of shares of common stock the Company is authorized to issue from 990,000,000 shares of capital stock to 1,208,000,000 shares of capital stock (the ''Authorized Shares Proposal'')

TILRAY BRANDS INC.’s own tally for this item (“4. Approval to Increase the Number of Shares of Common Stock that the Company is Authorized to Issue”): 208,635,941 for, 85,221,063 against, per its Form 8-K filed November 22, 2023 (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: 71% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 23 asset managers below reported 3,197,960 for.

FOR

FOR: 3,197,960

Largest asset managers voting on “Approval to increase the number of shares of common stock the Company is authorized to issue from 990,000,000 ” at TILRAY BRANDS INC., 2023-2024
Asset manager	For	Vote
Global X	639,301	For
Fidelity	629,761	For
FundVantage Trust	557,502	For
Investment Managers Series Trust II	360,242	For
Amplify ETF Trust	223,301	For
Cambria ETF Trust	215,985	For
Northern Trust	172,197	For
Vanguard	112,193	For
Listed Funds Trust	99,210	For
State Street	71,215	For
JPMorgan	59,851	For
BlackRock	16,788	For
AdvisorShares Trust	13,252	For
Tidal Trust II	9,866	For
Dimensional	9,312	For
Invesco	3,109	For
Tidal ETF Trust	1,694	For
Keel Point, LLC	1,058	For
Victory Capital	788	For
ZIMMERMANN INVESTMENT MANAGEMENT & PLANNING LLC	690	For
John Hancock	583	For
Berkeley Capital Partners, LLC	50	For
CITY NATIONAL ROCHDALE FUNDS	12	For

6. 3. Approval of the Non-Binding Advisory Resolution on the Named Executive Officer Compensation

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

Combines 21 wordings of this item as funds reported it.

74% Majority: yes · of votes cast

FOR 74%AGAINST

FOR: 68,136,045AGAINST: 24,322,596

Details: description as filed, official tally, votes by 309 asset managers

Description as filed by funds: Approval Of The Non-Binding Advisory Resolution On The Named Executive Officer Compensation

TILRAY BRANDS INC.’s own tally for this item (“3. Approval of the Non-Binding Advisory Resolution on the Named Executive Officer Compensation”): 68,136,045 for, 24,322,596 against, per its Form 8-K filed November 22, 2023 (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: 74% 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).

Fund voting reports: 20 asset managers voting on “Approval Of The Non-Binding Advisory Resolution On The Named Executive Officer Compensation” at TILRAY BRANDS INC., 2023-2024
Asset manager	For	Against	Vote
Global X	0	639,301	Against
Fidelity	629,761	0	For
FundVantage Trust	557,502	0	For
Investment Managers Series Trust II	360,242	0	For
Amplify ETF Trust	0	223,301	Against
Cambria ETF Trust	0	215,985	Against
Northern Trust	172,197	0	For
Vanguard	112,193	0	For
Listed Funds Trust	99,210	0	For
State Street	71,215	0	For
JPMorgan	59,851	0	For
BlackRock	16,788	0	For
AdvisorShares Trust	13,252	0	For
Tidal Trust II	9,866	0	For
Dimensional	0	9,312	Against
Invesco	3,109	0	For
Tidal ETF Trust	1,694	0	For
Victory Capital	788	0	For
John Hancock	149	434	Mixed
CITY NATIONAL ROCHDALE FUNDS	0	12	Against

Fund voting reports, all 20 managers: 2,107,817 for, 1,088,345 against.

Institutional-manager reports: 288 asset managers voting on “Approval Of The Non-Binding Advisory Resolution On The Named Executive Officer Compensation” at TILRAY BRANDS INC., 2023-2024
Asset manager	For	Against	Vote
Hudson Bay Capital Management LP	15,148,541	0	For
Point72	2,102,097	0	For
Global X	2,064,184	0	For
BlackRock	1,502,458	0	For
TD ASSET MANAGEMENT INC	1,227,765	0	For
State Street	885,623	0	For
Gotham Asset Management, LLC	819,892	0	For
Soviero Asset Management, LP	0	690,000	Against
Alberta Investment Management Corp	0	632,600	Against
Columbia Threadneedle	0	555,356	Against
Connor, Clark & Lunn Investment Management Ltd.	486,191	0	For
Genus Capital Management Inc.	0	430,318	Against
UBS	424,892	0	For
Freestone Capital Holdings, LLC	340,448	0	For
Citadel	319,450	0	For
GEODE CAPITAL MANAGEMENT, LLC	289,357	0	For
DE Shaw	235,999	0	For
Northern Trust	219,670	0	For
STIFEL NICOLAUS & CO INC \MO\	212,561	0	For
Vanguard	187,288	0	For
BLAIR WILLIAM & CO/IL	153,869	0	For
NORTHSTAR ASSET MANAGEMENT INC	0	149,886	Against
Corient Private Wealth LLC	131,796	8,065	Mixed
John Hancock	129,931	0	For
JPMorgan	115,846	0	For

Institutional-manager reports, all 288 managers: 28,265,057 for, 2,946,993 against, 251 withheld, 340 abstained, 26,647 not voted. Showing the 25 largest; see all in the interactive database.

7. 2. Ratification of Selection of Independent Registered Public Accounting Firm

Outcome not verifiedOTHERReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%

FOR: 283,028,586AGAINST: 13,283,492

Details: description as filed, official tally, votes by 22 asset managers

Description as filed by funds: The ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending May 31, 2024

TILRAY BRANDS INC.’s own tally for this item (“2. Ratification of Selection of Independent Registered Public Accounting Firm”): 283,028,586 for, 13,283,492 against, per its Form 8-K filed November 22, 2023 (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 22 asset managers below reported 3,197,270 for.

FOR

FOR: 3,197,270

Largest asset managers voting on “The ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public account” at TILRAY BRANDS INC., 2023-2024
Asset manager	For	Vote
Global X	639,301	For
Fidelity	629,761	For
FundVantage Trust	557,502	For
Investment Managers Series Trust II	360,242	For
Amplify ETF Trust	223,301	For
Cambria ETF Trust	215,985	For
Northern Trust	172,197	For
Vanguard	112,193	For
Listed Funds Trust	99,210	For
State Street	71,215	For
JPMorgan	59,851	For
BlackRock	16,788	For
AdvisorShares Trust	13,252	For
Tidal Trust II	9,866	For
Dimensional	9,312	For
Invesco	3,109	For
Tidal ETF Trust	1,694	For
Keel Point, LLC	1,058	For
Victory Capital	788	For
John Hancock	583	For
Berkeley Capital Partners, LLC	50	For
CITY NATIONAL ROCHDALE FUNDS	12	For

Largest TILRAY BRANDS INC. shareholders voting in 2023-2024

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 723,292,600 shares outstanding at the time of that meeting.

Fund voting reports: top TILRAY BRANDS INC. shareholders by shares voted on “Approval Of The Non-Binding Advisory Resolution On The Named Executive Officer Compensation”, 2023-2024
#	Asset manager	% of shares outstanding
1	Global X	0.09%
2	Fidelity	0.09%
3	FundVantage Trust	0.08%
4	Investment Managers Series Trust II	0.05%
5	Amplify ETF Trust	0.03%
6	Cambria ETF Trust	0.03%
7	Northern Trust	0.02%
8	Vanguard	0.02%
9	Listed Funds Trust	0.01%
10	State Street	<0.01%

Institutional-manager reports: top TILRAY BRANDS INC. shareholders by shares voted on “Approval Of The Non-Binding Advisory Resolution On The Named Executive Officer Compensation”, 2023-2024
#	Asset manager	% of shares outstanding
1	Hudson Bay Capital Management LP	2.09%
2	Point72	0.29%
3	Global X	0.29%
4	BlackRock	0.21%
5	TD ASSET MANAGEMENT INC	0.17%
6	State Street	0.12%
7	Gotham Asset Management, LLC	0.11%
8	Soviero Asset Management, LP	0.10%
9	Alberta Investment Management Corp	0.09%
10	Columbia Threadneedle	0.08%

Reported TILRAY BRANDS 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.

TILRAY BRANDS INC. holdings and ownership disclosed for the 2023-2024 proxy season
Holder	% outstanding	Disclosure
Citadel Advisors	0.87%	13F
Two Sigma	0.62%	13F
Vanguard Group	0.56%	13F
BlackRock	0.40%	13F
Morgan Stanley	0.35%	13F
Dimensional Fund Advisors	0.28%	13F
Invesco	0.27%	13F
Point72	0.25%	13F
Geode Capital	0.24%	13F
State Street	0.24%	13F

Percentages above are of 723,292,600 shares outstanding, as reported by TILRAY BRANDS INC. on its Form 10-Q dated August 31, 2023 (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.

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 TILRAY BRANDS INC.’s 10-Q dated August 31, 2023. This page is a static snapshot rebuilt weekly on October 13, 2026; a live search always shows the current data.

At TILRAY BRANDS INC.'s shareholder meeting held November 21, 2023, in the 2023-2024 proxy season, 312 asset managers reported how they voted on 7 ballot items in their SEC Form N-PX filings, covering 629 separate fund positions. On the most widely held item on that ballot — Approval Of The Non-Binding Advisory Resolution On The Named Executive Officer Compensation — FOR was 74% 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: TILRAY BRANDS INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on November 22, 2023.

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

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