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TIMKEN CO. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and TIMKEN CO.’s Form 8-K, filed May 6, 2024 (Item 5.07 on EDGAR). Page generated October 18, 2026.

  • 14Ballot items
  • 459Asset managers
  • 7,263Fund votes
  • May 3, 2024Meeting date

Results at a glance

Meeting of May 3, 2024: 14 items on TIMKEN CO.’s Form 8-K, filed May 6, 2024: 2 approved · 1 not approved · 11 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 TIMKEN CO. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by TIMKEN CO.

These tallies are TIMKEN CO.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 6, 2024 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

TIMKEN CO. — official shareholder meeting results, meeting held May 3, 2024
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Maria A. Crowe 60,132,607---- 1,560,7773,517,740 97%Not verified—
Elect Director: Elizabeth Ann Harrell 60,736,274---- 957,1103,517,740 98%Not verified—
Elect Director: Richard G. Kyle 61,040,859---- 652,5253,517,740 99%Not verified—
Elect Director: Sarah C. Lauber 61,311,739---- 381,6453,517,740 99.3%Not verified—
Elect Director: Christopher L. Mapes 49,677,834---- 12,015,5503,517,740 81%Not verified—
Elect Director: James F. Palmer 61,159,067---- 534,3173,517,740 99.1%Not verified—
Elect Director: Ajita G. Rajendra 59,862,074---- 1,831,3103,517,740 97%Not verified—
Elect Director: Frank C. Sullivan 57,919,142---- 3,774,2423,517,740 94%Not verified—
Elect Director: John M. Timken, Jr. 60,255,618---- 1,437,7663,517,740 98%Not verified—
Elect Director: Ward J. Timken, Jr 60,735,510---- 957,8743,517,740 98%Not verified—
Proposal 2: approved, on an advisory basis, the resolution set forth below regarding named executive officer compensation; RESOLVED, that the compensation of the named executive officers as disclosed pursuant to the compensation disclosure rules of the Securit 59,125,8432,266,957300,577 --3,517,747 96%Approved—
3. Ratified the appointment of Ernst & Young LLP as its independent auditor for the fiscal year ending December 31, 2024 63,445,4331,674,21691,475 --0 97%Not verified—
4. Approved the amendment and restatement of The Timken Company 2019 Equity and Incentive Compensation Plan; and 56,491,5375,044,048157,795 --3,517,744 92%Approved—
Proposal 5: did not approve a shareholder proposal requesting that The Timken Company adopt independently-verified short- and medium-term science-based greenhouse gas emissions reduction targets, inclusive of emissions from its full value chain, in order to ac 13,321,26547,634,275737,838 --3,517,746 22%Not approved—

This meeting is also recorded here as May 4, 2024; both records come from the same filing, so the date should be checked against it.

Source: TIMKEN CO., Form 8-K, filed with the SEC on May 6, 2024 — read the filing on EDGAR.

How asset managers voted at the TIMKEN CO. 2023-2024 meeting

Each item below shows how the 459 asset managers that disclosed a TIMKEN CO. 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: Maria A. Crowe

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 60,132,607WITHHELD: 1,560,777
Details: description as filed, official tally, votes by 110 asset managers

Description as filed by funds: Election of ten Directors to serve for a term of one year: Maria A. Crowe

TIMKEN CO.’s own tally for this item (“Elect Director: Maria A. Crowe”): 60,132,607 for, 1,560,777 withheld, per its Form 8-K filed May 6, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 110 asset managers below reported 33,365,164 for, 201,171 withheld, 1,805 abstained, 1,342 unknown.

FOR
FOR: 33,365,164ABSTAIN: 1,805WITHHOLD: 201,171UNKNOWN: 1,342
Largest asset managers voting on “Election of ten Directors to serve for a term of one year: Maria A. Crowe” at TIMKEN CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard6,937,0960 00For
Fidelity4,917,2700 00For
JPMorgan4,395,9400 00For
BlackRock3,228,1920 00For
Thrivent2,624,9810 00For
American Century1,554,7010 00For
Dimensional1,328,5990 00For
Charles Schwab639,1780 00For
MFS587,3130 00For
FMI FUNDS INC570,0000 00For
State Street528,9600 00For
Invesco512,7610 00For
John Hancock457,9990 00For
HARBOR FUNDS374,1960 00For
Allspring368,6010 00For
First Trust294,7270 00For
Bridge Builder Trust294,6050 00For
Principal283,7380 00For
AMERICAN BEACON FUNDS270,5000 00For
SEI262,8500 00For
Jackson National232,9550 00For
Advisors' Inner Circle Fund III198,5410 00For
Victory Capital177,3060 00For
Voya168,8860 00For
CARILLON SERIES TRUST156,4660 00For

Showing the 25 largest of 110 asset managers. See all 110 in the interactive database.

2. Elect Director: Ward J. Timken, Jr

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 60,735,510WITHHELD: 957,874
Details: description as filed, official tally, votes by 110 asset managers

Description as filed by funds: Election of ten Directors to serve for a term of one year: Ward J. Timken, Jr.

TIMKEN CO.’s own tally for this item (“Elect Director: Ward J. Timken, Jr”): 60,735,510 for, 957,874 withheld, per its Form 8-K filed May 6, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 110 asset managers below reported 33,402,372 for, 164,099 withheld, 1,669 abstained, 1,342 unknown.

FOR
FOR: 33,402,372ABSTAIN: 1,669WITHHOLD: 164,099UNKNOWN: 1,342
Largest asset managers voting on “Election of ten Directors to serve for a term of one year: Ward J. Timken, Jr.” at TIMKEN CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard6,937,0960 00For
Fidelity4,917,2700 00For
JPMorgan4,395,9400 00For
BlackRock3,228,1920 00For
Thrivent2,624,9810 00For
American Century1,554,7010 00For
Dimensional1,328,5990 00For
Charles Schwab639,1780 00For
MFS587,3130 00For
FMI FUNDS INC570,0000 00For
State Street528,9600 00For
Invesco512,7610 00For
John Hancock457,9990 00For
HARBOR FUNDS374,1960 00For
Allspring368,6010 00For
First Trust294,7270 00For
Bridge Builder Trust294,6050 00For
Principal283,7380 00For
AMERICAN BEACON FUNDS270,5000 00For
SEI262,8500 00For
Jackson National232,9550 00For
Advisors' Inner Circle Fund III198,5410 00For
Victory Capital177,3060 00For
Voya168,8860 00For
CARILLON SERIES TRUST156,4660 00For

Showing the 25 largest of 110 asset managers. See all 110 in the interactive database.

3. Elect Director: Elizabeth Ann Harrell

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 60,736,274WITHHELD: 957,110
Details: description as filed, official tally, votes by 110 asset managers

Description as filed by funds: Election of ten Directors to serve for a term of one year: Elizabeth A. Harrell

TIMKEN CO.’s own tally for this item (“Elect Director: Elizabeth Ann Harrell”): 60,736,274 for, 957,110 withheld, per its Form 8-K filed May 6, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 110 asset managers below reported 33,461,170 for, 105,301 withheld, 1,669 abstained, 1,342 unknown.

FOR
FOR: 33,461,170ABSTAIN: 1,669WITHHOLD: 105,301UNKNOWN: 1,342
Largest asset managers voting on “Election of ten Directors to serve for a term of one year: Elizabeth A. Harrell” at TIMKEN CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard6,937,0960 00For
Fidelity4,917,2700 00For
JPMorgan4,395,9400 00For
BlackRock3,228,1920 00For
Thrivent2,624,9810 00For
American Century1,554,7010 00For
Dimensional1,328,5990 00For
Charles Schwab639,1780 00For
MFS587,3130 00For
FMI FUNDS INC570,0000 00For
State Street528,9600 00For
Invesco512,7610 00For
John Hancock457,9990 00For
HARBOR FUNDS374,1960 00For
Allspring368,6010 00For
First Trust294,7270 00For
Bridge Builder Trust294,6050 00For
Principal283,7380 00For
AMERICAN BEACON FUNDS270,5000 00For
SEI262,8500 00For
Jackson National232,9550 00For
Advisors' Inner Circle Fund III198,5410 00For
Victory Capital177,3060 00For
Voya168,8860 00For
CARILLON SERIES TRUST156,4660 00For

Showing the 25 largest of 110 asset managers. See all 110 in the interactive database.

4. Elect Director: Richard G. Kyle

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 61,040,859WITHHELD: 652,525
Details: description as filed, official tally, votes by 110 asset managers

Description as filed by funds: Election of ten Directors to serve for a term of one year: Richard G. Kyle

TIMKEN CO.’s own tally for this item (“Elect Director: Richard G. Kyle”): 61,040,859 for, 652,525 withheld, per its Form 8-K filed May 6, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 110 asset managers below reported 33,468,699 for, 97,772 withheld, 1,669 abstained, 1,342 unknown.

FOR
FOR: 33,468,699ABSTAIN: 1,669WITHHOLD: 97,772UNKNOWN: 1,342
Largest asset managers voting on “Election of ten Directors to serve for a term of one year: Richard G. Kyle” at TIMKEN CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard6,937,0960 00For
Fidelity4,917,2700 00For
JPMorgan4,395,9400 00For
BlackRock3,228,1920 00For
Thrivent2,624,9810 00For
American Century1,554,7010 00For
Dimensional1,328,5990 00For
Charles Schwab639,1780 00For
MFS587,3130 00For
FMI FUNDS INC570,0000 00For
State Street528,9600 00For
Invesco512,7610 00For
John Hancock457,9990 00For
HARBOR FUNDS374,1960 00For
Allspring368,6010 00For
First Trust294,7270 00For
Bridge Builder Trust294,6050 00For
Principal283,7380 00For
AMERICAN BEACON FUNDS270,5000 00For
SEI262,8500 00For
Jackson National232,9550 00For
Advisors' Inner Circle Fund III198,5410 00For
Victory Capital177,3060 00For
Voya168,8860 00For
CARILLON SERIES TRUST156,4660 00For

Showing the 25 largest of 110 asset managers. See all 110 in the interactive database.

5. Elect Director: Sarah C. Lauber

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

99.3% Majority: yes · of votes cast

FOR 99.3%
FOR: 61,311,739WITHHELD: 381,645
Details: description as filed, official tally, votes by 110 asset managers

Description as filed by funds: Election of ten Directors to serve for a term of one year: Sarah C. Lauber

TIMKEN CO.’s own tally for this item (“Elect Director: Sarah C. Lauber”): 61,311,739 for, 381,645 withheld, per its Form 8-K filed May 6, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.3% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 110 asset managers below reported 33,530,164 for, 36,307 withheld, 1,669 abstained, 1,342 unknown.

FOR
FOR: 33,530,164ABSTAIN: 1,669WITHHOLD: 36,307UNKNOWN: 1,342
Largest asset managers voting on “Election of ten Directors to serve for a term of one year: Sarah C. Lauber” at TIMKEN CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard6,937,0960 00For
Fidelity4,917,2700 00For
JPMorgan4,395,9400 00For
BlackRock3,228,1920 00For
Thrivent2,624,9810 00For
American Century1,554,7010 00For
Dimensional1,328,5990 00For
Charles Schwab639,1780 00For
MFS587,3130 00For
FMI FUNDS INC570,0000 00For
State Street528,9600 00For
Invesco512,7610 00For
John Hancock457,9990 00For
HARBOR FUNDS374,1960 00For
Allspring368,6010 00For
First Trust294,7270 00For
Bridge Builder Trust294,6050 00For
Principal283,7380 00For
AMERICAN BEACON FUNDS270,5000 00For
SEI262,8500 00For
Jackson National232,9550 00For
Advisors' Inner Circle Fund III198,5410 00For
Victory Capital177,3060 00For
Voya168,8860 00For
CARILLON SERIES TRUST156,4660 00For

Showing the 25 largest of 110 asset managers. See all 110 in the interactive database.

6. Elect Director: Christopher L. Mapes

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

81% Majority: yes · of votes cast

FOR 81%WITHHELD
FOR: 49,677,834WITHHELD: 12,015,550
Details: description as filed, official tally, votes by 110 asset managers

Description as filed by funds: Election of ten Directors to serve for a term of one year: Christopher L. Mapes

TIMKEN CO.’s own tally for this item (“Elect Director: Christopher L. Mapes”): 49,677,834 for, 12,015,550 withheld, per its Form 8-K filed May 6, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 81% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 110 asset managers below reported 29,542,858 for, 3,816,177 withheld, 209,105 abstained, 1,342 unknown.

FOR
FOR: 29,542,858ABSTAIN: 209,105WITHHOLD: 3,816,177UNKNOWN: 1,342
Largest asset managers voting on “Election of ten Directors to serve for a term of one year: Christopher L. Mapes” at TIMKEN CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard6,859,1410 077,955For
Fidelity4,801,7700 0115,500For
JPMorgan4,395,9400 00For
BlackRock3,228,1920 00For
Thrivent2,624,9810 00For
American Century1,554,7010 00For
Dimensional00 01,328,599Withhold
Charles Schwab00 0639,178Withhold
MFS587,3130 00For
FMI FUNDS INC570,0000 00For
State Street126,8430 0402,117Mixed
Invesco00 0512,761Withhold
John Hancock399,9510 58,0480Mixed
HARBOR FUNDS355,7960 18,4000For
Allspring368,6010 00For
First Trust294,7270 00For
Bridge Builder Trust216,8050 77,8000Mixed
Principal283,7380 00For
AMERICAN BEACON FUNDS270,5000 00For
SEI00 0262,850Withhold
Jackson National216,5000 16,4550Mixed
Advisors' Inner Circle Fund III198,3470 0194For
Victory Capital177,3060 00For
Voya00 0168,886Withhold
CARILLON SERIES TRUST156,4660 00For

Showing the 25 largest of 110 asset managers. See all 110 in the interactive database.

7. Elect Director: James F. Palmer

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

99.1% Majority: yes · of votes cast

FOR 99.1%
FOR: 61,159,067WITHHELD: 534,317
Details: description as filed, official tally, votes by 110 asset managers

Description as filed by funds: Election of ten Directors to serve for a term of one year: James F. Palmer

TIMKEN CO.’s own tally for this item (“Elect Director: James F. Palmer”): 61,159,067 for, 534,317 withheld, per its Form 8-K filed May 6, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.1% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 110 asset managers below reported 33,530,164 for, 36,307 withheld, 1,669 abstained, 1,342 unknown.

FOR
FOR: 33,530,164ABSTAIN: 1,669WITHHOLD: 36,307UNKNOWN: 1,342
Largest asset managers voting on “Election of ten Directors to serve for a term of one year: James F. Palmer” at TIMKEN CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard6,937,0960 00For
Fidelity4,917,2700 00For
JPMorgan4,395,9400 00For
BlackRock3,228,1920 00For
Thrivent2,624,9810 00For
American Century1,554,7010 00For
Dimensional1,328,5990 00For
Charles Schwab639,1780 00For
MFS587,3130 00For
FMI FUNDS INC570,0000 00For
State Street528,9600 00For
Invesco512,7610 00For
John Hancock457,9990 00For
HARBOR FUNDS374,1960 00For
Allspring368,6010 00For
First Trust294,7270 00For
Bridge Builder Trust294,6050 00For
Principal283,7380 00For
AMERICAN BEACON FUNDS270,5000 00For
SEI262,8500 00For
Jackson National232,9550 00For
Advisors' Inner Circle Fund III198,5410 00For
Victory Capital177,3060 00For
Voya168,8860 00For
CARILLON SERIES TRUST156,4660 00For

Showing the 25 largest of 110 asset managers. See all 110 in the interactive database.

8. Elect Director: Ajita G. Rajendra

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 59,862,074WITHHELD: 1,831,310
Details: description as filed, official tally, votes by 110 asset managers

Description as filed by funds: Election of ten Directors to serve for a term of one year: Ajita G. Rajendra

TIMKEN CO.’s own tally for this item (“Elect Director: Ajita G. Rajendra”): 59,862,074 for, 1,831,310 withheld, per its Form 8-K filed May 6, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 110 asset managers below reported 32,100,529 for, 1,385,275 withheld, 82,336 abstained, 1,342 unknown.

FOR
FOR: 32,100,529ABSTAIN: 82,336WITHHOLD: 1,385,275UNKNOWN: 1,342
Largest asset managers voting on “Election of ten Directors to serve for a term of one year: Ajita G. Rajendra” at TIMKEN CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard6,937,0960 00For
Fidelity4,917,2700 00For
JPMorgan4,395,9400 00For
BlackRock3,228,1920 00For
Thrivent2,624,9810 00For
American Century1,554,7010 00For
Dimensional00 01,328,599Withhold
Charles Schwab639,1780 00For
MFS587,3130 00For
FMI FUNDS INC570,0000 00For
State Street528,9600 00For
Invesco512,7610 00For
John Hancock399,9510 58,0480Mixed
HARBOR FUNDS374,1960 00For
Allspring368,6010 00For
First Trust294,7270 00For
Bridge Builder Trust294,6050 00For
Principal283,7380 00For
AMERICAN BEACON FUNDS270,5000 00For
SEI262,8500 00For
Jackson National216,5000 16,4550Mixed
Advisors' Inner Circle Fund III198,5410 00For
Victory Capital177,3060 00For
Voya168,8860 00For
CARILLON SERIES TRUST156,4660 00For

Showing the 25 largest of 110 asset managers. See all 110 in the interactive database.

9. Elect Director: Frank C. Sullivan

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%
FOR: 57,919,142WITHHELD: 3,774,242
Details: description as filed, official tally, votes by 110 asset managers

Description as filed by funds: Election of ten Directors to serve for a term of one year: Frank C. Sullivan

TIMKEN CO.’s own tally for this item (“Elect Director: Frank C. Sullivan”): 57,919,142 for, 3,774,242 withheld, per its Form 8-K filed May 6, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 94% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 110 asset managers below reported 32,925,883 for, 624,312 withheld, 17,945 abstained, 1,342 unknown.

FOR
FOR: 32,925,883ABSTAIN: 17,945WITHHOLD: 624,312UNKNOWN: 1,342
Largest asset managers voting on “Election of ten Directors to serve for a term of one year: Frank C. Sullivan” at TIMKEN CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard6,937,0960 00For
Fidelity4,917,2700 00For
JPMorgan4,395,9400 00For
BlackRock3,228,1920 00For
Thrivent2,624,9810 00For
American Century1,554,7010 00For
Dimensional1,328,5990 00For
Charles Schwab639,1780 00For
MFS587,3130 00For
FMI FUNDS INC570,0000 00For
State Street126,8430 0402,117Mixed
Invesco512,7610 00For
John Hancock457,9990 00For
HARBOR FUNDS374,1960 00For
Allspring368,6010 00For
First Trust294,7270 00For
Bridge Builder Trust281,6890 12,9160For
Principal283,7380 00For
AMERICAN BEACON FUNDS270,5000 00For
SEI262,8500 00For
Jackson National232,9550 00For
Advisors' Inner Circle Fund III198,3470 0194For
Victory Capital177,3060 00For
Voya168,8860 00For
CARILLON SERIES TRUST156,4660 00For

Showing the 25 largest of 110 asset managers. See all 110 in the interactive database.

10. Elect Director: John M. Timken, Jr.

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 6 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 60,255,618WITHHELD: 1,437,766
Details: description as filed, official tally, votes by 110 asset managers

Description as filed by funds: Election of ten Directors to serve for a term of one year: John M. Timken, Jr.

TIMKEN CO.’s own tally for this item (“Elect Director: John M. Timken, Jr.”): 60,255,618 for, 1,437,766 withheld, per its Form 8-K filed May 6, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 110 asset managers below reported 33,373,265 for, 193,206 withheld, 1,669 abstained, 1,342 unknown.

FOR
FOR: 33,373,265ABSTAIN: 1,669WITHHOLD: 193,206UNKNOWN: 1,342
Largest asset managers voting on “Election of ten Directors to serve for a term of one year: John M. Timken, Jr.” at TIMKEN CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard6,937,0960 00For
Fidelity4,917,2700 00For
JPMorgan4,395,9400 00For
BlackRock3,228,1920 00For
Thrivent2,624,9810 00For
American Century1,554,7010 00For
Dimensional1,328,5990 00For
Charles Schwab639,1780 00For
MFS587,3130 00For
FMI FUNDS INC570,0000 00For
State Street528,9600 00For
Invesco512,7610 00For
John Hancock457,9990 00For
HARBOR FUNDS374,1960 00For
Allspring368,6010 00For
First Trust294,7270 00For
Bridge Builder Trust294,6050 00For
Principal283,7380 00For
AMERICAN BEACON FUNDS270,5000 00For
SEI262,8500 00For
Jackson National232,9550 00For
Advisors' Inner Circle Fund III198,3470 0194For
Victory Capital177,3060 00For
Voya168,8860 00For
CARILLON SERIES TRUST156,4660 00For

Showing the 25 largest of 110 asset managers. See all 110 in the interactive database.

11. 4. Approved the amendment and restatement of The Timken Company 2019 Equity and Incentive Compensation Plan; and

Official resultCAPITAL STRUCTUREReported outcome: Approved

Combines 6 wordings of this item as funds reported it.

92% Approved · of votes cast

FOR 92%
FOR: 56,491,537AGAINST: 5,044,048
Details: description as filed, official tally, votes by 119 asset managers

Description as filed by funds: Approval of the amendment and restatement of The Timken Company 2019 Equity and Incentive Compensation Plan.

TIMKEN CO.’s own tally for this item (“4. Approved the amendment and restatement of The Timken Company 2019 Equity and Incentive Compensation Plan; and”): 56,491,537 for, 5,044,048 against — passed, per its Form 8-K filed May 6, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 4: approved the amendment and restatement of The Timken Company 2019 Equity and Incentive Compensation Plan; and”
Support: 92% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of TIMKEN CO.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Amend Omnibus Stock Plan” (4 managers, Fund and manager reports combined; may count the same shares twice; no share total shown).

The 119 asset managers below reported 31,810,116 for, 2,119,159 against, 36,307 abstained, 1,342 unknown.

FOR
FOR: 31,810,116AGAINST: 2,119,159ABSTAIN: 36,307UNKNOWN: 1,342
Largest asset managers voting on “Approval of the amendment and restatement of The Timken Company 2019 Equity and Incentive Compensation Plan.” at TIMKEN CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard6,937,0960 00For
Fidelity4,917,2700 00For
JPMorgan4,395,9400 00For
BlackRock3,228,1920 00For
Thrivent2,624,9810 00For
American Century01,554,701 00Against
Dimensional1,328,5990 00For
Charles Schwab639,1780 00For
MFS587,3130 00For
FMI FUNDS INC570,0000 00For
State Street528,9600 00For
Invesco512,7610 00For
John Hancock457,9990 00For
HARBOR FUNDS374,1960 00For
Allspring368,6010 00For
First Trust294,7270 00For
Bridge Builder Trust180,803113,802 00Mixed
Principal283,7380 00For
AMERICAN BEACON FUNDS270,5000 00For
Gabelli0267,520 00Against
SEI262,8500 00For
Jackson National232,9550 00For
Advisors' Inner Circle Fund III198,5410 00For
Victory Capital177,3060 00For
Voya168,8860 00For

Showing the 25 largest of 119 asset managers. See all 119 in the interactive database.

12. Proposal 2: approved, on an advisory basis, the resolution set forth below regarding named executive officer…

Official resultFund totals may overlapSECTION 14A SAY-ON-PAY VOTESReported outcome: Approved

Combines 13 wordings of this item as funds reported it.

96% Approved · of votes cast

FOR 96%
FOR: 59,125,843AGAINST: 2,266,957
Details: description as filed, official tally, votes by 453 asset managers

Description as filed by funds: Approval, on an advisory basis, of our named executive officer compensation.

TIMKEN CO.’s own tally for this item (“Proposal 2: approved, on an advisory basis, the resolution set forth below regarding named executive officer compensation; RESOLVED, that the compensation of the named executive officers as disclosed pursuant to the comp”): 59,125,843 for, 2,266,957 against — passed, per its Form 8-K filed May 6, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 2: approved, on an advisory basis, the resolution set forth below regarding named executive officer compensation; RESOLVED, that the compensation of the named executive officers as disclosed pursuant to the compensation disclosure rules of the Securities and Exchange Commission, including …”
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).

Fund voting reports: 116 asset managers voting on “Approval, on an advisory basis, of our named executive officer compensation.” at TIMKEN CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard6,937,0960 00For
Fidelity4,917,2700 00For
JPMorgan4,395,9400 00For
BlackRock3,228,1920 00For
Thrivent2,624,9810 00For
American Century1,554,7010 00For
Dimensional1,328,5990 00For
Charles Schwab639,1780 00For
MFS587,3130 00For
FMI FUNDS INC0570,000 00Against
State Street528,9600 00For
Invesco512,7610 00For
John Hancock457,9990 00For
HARBOR FUNDS374,1960 00For
Allspring368,6010 00For
First Trust294,7270 00For
Bridge Builder Trust294,6050 00For
Principal283,7380 00For
AMERICAN BEACON FUNDS270,5000 00For
Gabelli267,5200 00For
SEI262,8500 00For
Jackson National232,9550 00For
Advisors' Inner Circle Fund III198,5410 00For
Victory Capital177,3060 00For
Voya168,8860 00For

Fund voting reports, all 116 managers: 33,366,326 for, 579,593 against, 36,307 abstained, 1,342 unknown. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 366 asset managers voting on “Approval, on an advisory basis, of our named executive officer compensation.” at TIMKEN CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Fidelity4,391,1100 00For
JPMorgan2,935,4420 00For
Thrivent2,665,0040 00For
American Century2,027,9970 00For
State Street1,691,7150 00For
BlackRock1,368,666523 00For
HOTCHKIS & WILEY CAPITAL MANAGEMENT LLC1,278,3420 00For
GEODE CAPITAL MANAGEMENT, LLC992,0140 00For
EARNEST PARTNERS LLC869,4090 00For
PRINCIPAL GLOBAL INVESTORS814,5210 00For
MASSACHUSETTS FINANCIAL SERVICES CO /MA/714,3510 00For
Invesco668,6940 00For
Charles Schwab655,1490 00For
MELLON INVESTMENTS Corp563,2250 00For
UBS485,9680 00For
LSV ASSET MANAGEMENT483,7042,100 00For
John Hancock437,3030 00For
AGF MANAGEMENT LTD416,7910 00For
FIDUCIARY MANAGEMENT INC /WI/0408,696 00Against
Allspring381,4760 00For
AQR347,9930 00For
ATLANTIC INVESTMENT MANAGEMENT, INC.329,5490 00For
Dimensional314,8350 00For
FRONTIER CAPITAL MANAGEMENT CO LLC283,0417,170 00For
SEI277,4920 00For

Institutional-manager reports, all 366 managers: 32,507,194 for, 824,030 against, 300 abstained, 1,341 not voted, 1,664 unknown. Showing the 25 largest; see all in the interactive database.

13. 3. Ratified the appointment of Ernst & Young LLP as its independent auditor for the fiscal year ending December 31, 2024

Outcome not verifiedAUDIT-RELATEDReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 63,445,433AGAINST: 1,674,216
Details: description as filed, official tally, votes by 117 asset managers

Description as filed by funds: Ratification of the appointment of Ernst & Young LLP as our independent auditor for the fiscal year ending December 31, 2024.

TIMKEN CO.’s own tally for this item (“3. Ratified the appointment of Ernst & Young LLP as its independent auditor for the fiscal year ending December 31, 2024”): 63,445,433 for, 1,674,216 against, per its Form 8-K filed May 6, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 117 asset managers below reported 33,866,321 for, 99,434 against, 36,307 abstained, 1,342 unknown.

FOR
FOR: 33,866,321AGAINST: 99,434ABSTAIN: 36,307UNKNOWN: 1,342
Largest asset managers voting on “Ratification of the appointment of Ernst & Young LLP as our independent auditor for the fiscal year ending Dec” at TIMKEN CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard6,937,0960 00For
Fidelity4,917,2700 00For
JPMorgan4,395,9400 00For
BlackRock3,228,1920 00For
Thrivent2,624,9810 00For
American Century1,554,7010 00For
Dimensional1,328,5990 00For
Charles Schwab639,1780 00For
MFS587,3130 00For
FMI FUNDS INC570,0000 00For
State Street528,9600 00For
Invesco512,7610 00For
John Hancock457,9990 00For
HARBOR FUNDS374,1960 00For
Allspring368,6010 00For
First Trust294,7270 00For
Bridge Builder Trust294,6050 00For
Principal283,7380 00For
AMERICAN BEACON FUNDS270,5000 00For
Gabelli267,5200 00For
SEI262,8500 00For
Jackson National232,9550 00For
Advisors' Inner Circle Fund III198,347194 00For
Victory Capital177,3060 00For
Voya168,8860 00For

Showing the 25 largest of 117 asset managers. See all 117 in the interactive database.

14. Proposal 5: did not approve a shareholder proposal requesting that The Timken Company adopt independently-verified…

Official resultENVIRONMENT OR CLIMATEReported outcome: Not approved

Combines 7 wordings of this item as funds reported it.

22% Not approved · of votes cast

FOR 22%AGAINST
FOR: 13,321,265AGAINST: 47,634,275
Details: description as filed, official tally, votes by 117 asset managers

Description as filed by funds: Consideration of a shareholder proposal requesting that The Timken Company adopt independently-verified short- and medium-term science-based greenhouse gas emissions reduction targets, inclusive of emissions from its full value chain, in order to achieve net-zero emissions by 2050 in line with the Paris Agreement's goal of limiting global temperature rise to 1.5 degrees Celsius.

TIMKEN CO.’s own tally for this item (“Proposal 5: did not approve a shareholder proposal requesting that The Timken Company adopt independently-verified short- and medium-term science-based greenhouse gas emissions reduction targets, inclusive of emissions f”): 13,321,265 for, 47,634,275 against — failed, per its Form 8-K filed May 6, 2024 (Item 5.07).

Reported outcome: Not approved, in the filing’s own words: “(5) did not approve a shareholder proposal requesting that The Timken Company adopt independently-verified short- and medium-term science-based greenhouse gas emissions reduction targets, inclusive of emissions from its full value chain, in order to achieve net-zero emissions by 2050 in line with t…”
Support: 22% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 117 asset managers below reported 3,068,842 for, 30,485,754 against, 447,466 abstained, 1,342 unknown.

AGAINST
FOR: 3,068,842AGAINST: 30,485,754ABSTAIN: 447,466UNKNOWN: 1,342
Largest asset managers voting on “Consideration of a shareholder proposal requesting that The Timken Company adopt independently-verified short-” at TIMKEN CO., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard06,937,096 00Against
Fidelity15,9004,901,370 00Against
JPMorgan04,395,940 00Against
BlackRock03,228,192 00Against
Thrivent02,624,981 00Against
American Century01,554,701 00Against
Dimensional49,0601,279,539 00Against
Charles Schwab0639,178 00Against
MFS0587,313 00Against
FMI FUNDS INC0570,000 00Against
State Street0528,960 00Against
Invesco512,7610 00For
John Hancock457,9990 00For
HARBOR FUNDS355,79618,400 00For
Allspring368,6010 00For
First Trust0294,727 00Against
Bridge Builder Trust12,916281,689 00Against
Principal283,7380 00For
AMERICAN BEACON FUNDS0270,500 00Against
Gabelli00 267,5200Abstain
SEI1,209261,641 00Against
Jackson National0232,955 00Against
Advisors' Inner Circle Fund III194198,347 00Against
Victory Capital177,3060 00For
Voya0168,886 00Against

Showing the 25 largest of 117 asset managers. See all 117 in the interactive database.

Largest TIMKEN CO. 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 70,412,495 shares outstanding at the time of that meeting.

Fund voting reports: top TIMKEN CO. shareholders by shares voted on “Approval, on an advisory basis, of our named executive officer compensation.”, 2023-2024
#Asset manager % of shares outstanding
1Vanguard 9.85%
2Fidelity 6.98%
3JPMorgan 6.24%
4BlackRock 4.58%
5Thrivent 3.73%
6American Century 2.21%
7Dimensional 1.89%
8Charles Schwab 0.91%
9MFS 0.83%
10FMI FUNDS INC 0.81%
Institutional-manager reports: top TIMKEN CO. shareholders by shares voted on “Approval, on an advisory basis, of our named executive officer compensation.”, 2023-2024
#Asset manager % of shares outstanding
1Fidelity 6.24%
2JPMorgan 4.17%
3Thrivent 3.78%
4American Century 2.88%
5State Street 2.40%
6BlackRock 1.94%
7HOTCHKIS & WILEY CAPITAL MANAGEMENT LLC 1.82%
8GEODE CAPITAL MANAGEMENT, LLC 1.41%
9EARNEST PARTNERS LLC 1.23%
10PRINCIPAL GLOBAL INVESTORS 1.16%

Reported TIMKEN CO. 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.

TIMKEN CO. holdings and ownership disclosed for the 2023-2024 proxy season
Holder % outstanding Disclosure
Vanguard Group 9.30% 13F
BlackRock 7.90% 13F
FMR (Fidelity) 4.87% 13F
Dimensional Fund Advisors 2.85% 13F
State Street 2.66% 13F
Morgan Stanley 1.58% 13F
Geode Capital 1.46% 13F
BNY Mellon 1.03% 13F
Charles Schwab 0.92% 13F
Invesco 0.82% 13F

Percentages above are of 70,412,495 shares outstanding, as reported by TIMKEN CO. on its Form 10-Q dated March 31, 2024 (see the filing on EDGAR). This is the count contemporaneous with the 2023-2024 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.

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 TIMKEN CO.’s 10-Q dated March 31, 2024. This page is a static snapshot rebuilt weekly on October 18, 2026; a live search always shows the current data.

At TIMKEN CO.'s shareholder meeting held May 3, 2024, in the 2023-2024 proxy season, 459 asset managers reported how they voted on 14 ballot items in their SEC Form N-PX filings, covering 7,263 separate fund positions. On the most widely held item on that ballot — Approval, on an advisory basis, of our named executive officer compensation. — TIMKEN CO.'s filing reports the proposal as approved, with 96% 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: TIMKEN CO.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 6, 2024.

TIMKEN CO. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.

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