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Compiled from SEC Form N-PX filings and Twin Disc, Incorporated’s Form 8-K, filed November 6, 2024 (Item 5.07 on EDGAR). Page generated October 14, 2026.
Meeting of October 31, 2024: 5 items on Twin Disc, Incorporated’s Form 8-K, filed November 6, 2024: 2 elected · 3 approved.
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: 2024-2025
Explore Twin Disc, Incorporated in the interactive database Compare manager voting policies
These tallies are Twin Disc, Incorporated’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed November 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.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| Elect Director: Janet P. Giesselman | 10,735,081 | -- | -- | 231,330 | 1,119,856 | 98% | Elected | — |
| Elect Director: David W. Johnson | 9,470,900 | -- | -- | 1,495,511 | 1,119,856 | 86% | Elected | — |
| 2. Advisory Vote on the Compensation of the Company ' s Named Executive Officers | 10,506,436 | 96,055 | 363,920 | -- | 1,119,856 | 99.0% | Approved | — |
| 3. Approval of the Twin Disc, Incorporated Amended and Restated Omnibus Incentive Plan | 8,747,488 | 2,213,944 | 4,980 | -- | 1,119,856 | 80% | Approved | — |
| 4. Appointment of RSM US LLP as Independent Registered Public Accounting Firm | 12,008,523 | 68,585 | 9,160 | -- | -- | 99.4% | Approved | — |
Source: Twin Disc, Incorporated, Form 8-K, filed with the SEC on November 6, 2024 — read the filing on EDGAR.
Each item below shows how the 101 asset managers that disclosed a Twin Disc, Incorporated 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 Twin Disc, Incorporated’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 3 wordings of this item as funds reported it.
86% Majority: yes · of votes cast
Description as filed by funds: ELECTION OF DIRECTORS: David W. Johnson
Twin Disc, Incorporated’s own tally for this item (“Elect Director: David W. Johnson”): 9,470,900 for, 1,495,511 withheld, per its Form 8-K filed November 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: Elected, in the filing’s own words: “Ms. Janet P. Giesselman and Mr. David W. Johnson were elected to serve until the 2027 Annual Meeting of Shareholders or until their successor is duly elected and qualified.”
Support: 86% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 38 asset managers below reported 2,600,158 for, 591,632 withheld, 42,819 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Equitable | 634,681 | 0 | 0 | 1,690 | For |
| Vanguard | 590,446 | 0 | 0 | 0 | For |
| Dimensional | 0 | 0 | 0 | 486,554 | Withhold |
| BlackRock | 347,289 | 0 | 0 | 0 | For |
| Royce | 240,609 | 0 | 0 | 0 | For |
| Fidelity | 233,364 | 0 | 0 | 0 | For |
| HEARTLAND GROUP INC | 189,464 | 0 | 0 | 0 | For |
| 1290 Funds | 112,000 | 0 | 0 | 0 | For |
| WisdomTree | 67,892 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 0 | 0 | 0 | 56,583 | Withhold |
| American Century | 55,110 | 0 | 0 | 0 | For |
| First Trust | 37,892 | 0 | 0 | 0 | For |
| Charles Schwab | 31,730 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 22,256 | 0 | 0 | 0 | For |
| RBC FUNDS TRUST | 0 | 0 | 18,500 | 0 | Abstain |
| TIAA | 15,002 | 0 | 0 | 0 | For |
| EA Series Trust | 0 | 0 | 13,576 | 0 | Abstain |
| Lincoln Financial | 0 | 0 | 0 | 9,500 | Withhold |
| Northern Trust | 0 | 0 | 0 | 7,942 | Withhold |
| John Hancock | 0 | 0 | 6,572 | 0 | Abstain |
| Global X | 0 | 0 | 0 | 6,380 | Withhold |
| AIG/SunAmerica | 0 | 0 | 0 | 6,005 | Withhold |
| TARGET PORTFOLIO TRUST | 6,000 | 0 | 0 | 0 | For |
| Morgan Stanley | 5,182 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 4,671 | 0 | 0 | 0 | For |
Showing the 25 largest of 38 asset managers. See all 38 in the interactive database.
Combines 3 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: ELECTION OF DIRECTORS: Janet P. Giesselman
Twin Disc, Incorporated’s own tally for this item (“Elect Director: Janet P. Giesselman”): 10,735,081 for, 231,330 withheld, per its Form 8-K filed November 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: Elected, in the filing’s own words: “Ms. Janet P. Giesselman and Mr. David W. Johnson were elected to serve until the 2027 Annual Meeting of Shareholders or until their successor is duly elected and qualified.”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 38 asset managers below reported 3,234,609 for.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Equitable | 636,371 | 0 | 0 | 0 | For |
| Vanguard | 590,446 | 0 | 0 | 0 | For |
| Dimensional | 486,554 | 0 | 0 | 0 | For |
| BlackRock | 347,289 | 0 | 0 | 0 | For |
| Royce | 240,609 | 0 | 0 | 0 | For |
| Fidelity | 233,364 | 0 | 0 | 0 | For |
| HEARTLAND GROUP INC | 189,464 | 0 | 0 | 0 | For |
| 1290 Funds | 112,000 | 0 | 0 | 0 | For |
| WisdomTree | 67,892 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 56,583 | 0 | 0 | 0 | For |
| American Century | 55,110 | 0 | 0 | 0 | For |
| First Trust | 37,892 | 0 | 0 | 0 | For |
| Charles Schwab | 31,730 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 22,256 | 0 | 0 | 0 | For |
| RBC FUNDS TRUST | 18,500 | 0 | 0 | 0 | For |
| TIAA | 15,002 | 0 | 0 | 0 | For |
| EA Series Trust | 13,576 | 0 | 0 | 0 | For |
| Lincoln Financial | 9,500 | 0 | 0 | 0 | For |
| Northern Trust | 7,942 | 0 | 0 | 0 | For |
| John Hancock | 6,572 | 0 | 0 | 0 | For |
| Global X | 6,380 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 6,005 | 0 | 0 | 0 | For |
| TARGET PORTFOLIO TRUST | 6,000 | 0 | 0 | 0 | For |
| Morgan Stanley | 5,182 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 4,671 | 0 | 0 | 0 | For |
Showing the 25 largest of 38 asset managers. See all 38 in the interactive database.
Combines 2 wordings of this item as funds reported it.
80% Approved · of votes cast
Description as filed by funds: Approve Twin Disc, Incorporated Amended and Restated 2021 Omnibus Incentive Plan
Twin Disc, Incorporated’s own tally for this item (“3. Approval of the Twin Disc, Incorporated Amended and Restated Omnibus Incentive Plan”): 8,747,488 for, 2,213,944 against — passed, per its Form 8-K filed November 6, 2024 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “The shareholders of the Company approved the Twin Disc, Incorporated Amended and Restated Omnibus Incentive Plan.”
Support: 80% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 41 asset managers below reported 2,432,327 for, 1,293,320 against.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Equitable | 20,779 | 615,592 | 0 | 0 | Against |
| Vanguard | 590,446 | 0 | 0 | 0 | For |
| Dimensional | 486,554 | 0 | 0 | 0 | For |
| Gabelli | 0 | 388,024 | 0 | 0 | Against |
| BlackRock | 347,289 | 0 | 0 | 0 | For |
| Royce | 240,609 | 0 | 0 | 0 | For |
| Fidelity | 233,364 | 0 | 0 | 0 | For |
| HEARTLAND GROUP INC | 189,464 | 0 | 0 | 0 | For |
| 1290 Funds | 0 | 112,000 | 0 | 0 | Against |
| TETON WESTWOOD FUNDS | 0 | 103,000 | 0 | 0 | Against |
| WisdomTree | 67,892 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 56,583 | 0 | 0 | 0 | For |
| American Century | 0 | 55,110 | 0 | 0 | Against |
| First Trust | 37,892 | 0 | 0 | 0 | For |
| Charles Schwab | 31,730 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 22,256 | 0 | 0 | 0 | For |
| RBC FUNDS TRUST | 0 | 18,500 | 0 | 0 | Against |
| TIAA | 15,002 | 0 | 0 | 0 | For |
| EA Series Trust | 13,576 | 0 | 0 | 0 | For |
| Lincoln Financial | 9,500 | 0 | 0 | 0 | For |
| Northern Trust | 7,942 | 0 | 0 | 0 | For |
| John Hancock | 6,572 | 0 | 0 | 0 | For |
| Global X | 6,380 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 6,005 | 0 | 0 | 0 | For |
| TARGET PORTFOLIO TRUST | 6,000 | 0 | 0 | 0 | For |
Showing the 25 largest of 41 asset managers. See all 41 in the interactive database.
Combines 3 wordings of this item as funds reported it.
99.8% Fund and manager reports combined; may count the same shares twice · no official result
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). 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 |
|---|---|---|---|---|---|
| Equitable | 636,371 | 0 | 0 | 0 | For |
| Vanguard | 590,446 | 0 | 0 | 0 | For |
| Dimensional | 486,554 | 0 | 0 | 0 | For |
| Gabelli | 388,024 | 0 | 0 | 0 | For |
| BlackRock | 347,289 | 0 | 0 | 0 | For |
| Royce | 240,609 | 0 | 0 | 0 | For |
| Fidelity | 233,364 | 0 | 0 | 0 | For |
| HEARTLAND GROUP INC | 189,464 | 0 | 0 | 0 | For |
| RBB FUND, INC. | 0 | 0 | 185,495 | 0 | Abstain |
| 1290 Funds | 112,000 | 0 | 0 | 0 | For |
| TETON WESTWOOD FUNDS | 103,000 | 0 | 0 | 0 | For |
| WisdomTree | 67,892 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 56,583 | 0 | 0 | 0 | For |
| American Century | 55,110 | 0 | 0 | 0 | For |
| First Trust | 37,892 | 0 | 0 | 0 | For |
| Charles Schwab | 31,730 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 22,256 | 0 | 0 | 0 | For |
| RBC FUNDS TRUST | 18,500 | 0 | 0 | 0 | For |
| TIAA | 15,002 | 0 | 0 | 0 | For |
| EA Series Trust | 0 | 13,576 | 0 | 0 | Against |
| Lincoln Financial | 9,500 | 0 | 0 | 0 | For |
| Northern Trust | 7,942 | 0 | 0 | 0 | For |
| John Hancock | 6,572 | 0 | 0 | 0 | For |
| Global X | 6,380 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 6,005 | 0 | 0 | 0 | For |
Fund voting reports, all 41 managers: 3,712,057 for, 13,576 against, 185,495 abstained. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Gabelli | 1,451,725 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 239,671 | 0 | 0 | 0 | For |
| BlackRock | 238,593 | 0 | 0 | 0 | For |
| HEARTLAND ADVISORS INC | 189,464 | 0 | 0 | 0 | For |
| Pacific Ridge Capital Partners, LLC | 0 | 0 | 168,359 | 0 | Abstain |
| Royce | 163,677 | 0 | 0 | 0 | For |
| Neuberger Berman | 129,601 | 0 | 0 | 0 | For |
| STATE BOARD OF ADMINISTRATION OF FLORIDA RETIREMENT SYSTEM | 126,510 | 0 | 0 | 0 | For |
| State Street | 114,545 | 0 | 0 | 0 | For |
| KENNEDY CAPITAL MANAGEMENT LLC | 100,251 | 0 | 0 | 0 | For |
| Northern Trust | 87,183 | 0 | 0 | 0 | For |
| SEGALL BRYANT & HAMILL, LLC | 80,482 | 0 | 0 | 0 | For |
| STRS OHIO | 71,860 | 0 | 0 | 0 | For |
| Renaissance | 60,842 | 0 | 0 | 0 | For |
| Dimensional | 57,915 | 0 | 0 | 0 | For |
| American Century | 55,110 | 0 | 0 | 0 | For |
| Connor, Clark & Lunn Investment Management Ltd. | 51,748 | 0 | 0 | 0 | For |
| Janney Montgomery Scott LLC | 44,796 | 0 | 0 | 0 | For |
| Ensign Peak Advisors, Inc | 38,265 | 0 | 0 | 0 | For |
| Charles Schwab | 31,738 | 0 | 0 | 0 | For |
| MELLON INVESTMENTS Corp | 29,970 | 0 | 0 | 0 | For |
| AMERIPRISE FINANCIAL INC | 21,706 | 0 | 0 | 0 | For |
| O'SHAUGHNESSY ASSET MANAGEMENT, LLC | 18,131 | 0 | 0 | 0 | For |
| Nuveen | 15,002 | 0 | 0 | 0 | For |
| Citadel | 10,887 | 0 | 0 | 0 | For |
Institutional-manager reports, all 70 managers: 3,504,985 for, 662 against, 168,359 abstained, 3,000 not voted. Showing the 25 largest; see all in the interactive database.
99.4% Approved · of votes cast
Description as filed by funds: Ratify the Appointment of RSM US LLP as our Independent Auditors for the Fiscal Year Ending June 30, 2025.
Twin Disc, Incorporated’s own tally for this item (“4. Appointment of RSM US LLP as Independent Registered Public Accounting Firm”): 12,008,523 for, 68,585 against — passed, per its Form 8-K filed November 6, 2024 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “The shareholders of the Company ratified the appointment of RSM US LLP as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2025.”
Support: 99.4% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 40 asset managers below reported 3,712,057 for, 13,576 against.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Equitable | 636,371 | 0 | 0 | 0 | For |
| Vanguard | 590,446 | 0 | 0 | 0 | For |
| Dimensional | 486,554 | 0 | 0 | 0 | For |
| Gabelli | 388,024 | 0 | 0 | 0 | For |
| BlackRock | 347,289 | 0 | 0 | 0 | For |
| Royce | 240,609 | 0 | 0 | 0 | For |
| Fidelity | 233,364 | 0 | 0 | 0 | For |
| HEARTLAND GROUP INC | 189,464 | 0 | 0 | 0 | For |
| 1290 Funds | 112,000 | 0 | 0 | 0 | For |
| TETON WESTWOOD FUNDS | 103,000 | 0 | 0 | 0 | For |
| WisdomTree | 67,892 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 56,583 | 0 | 0 | 0 | For |
| American Century | 55,110 | 0 | 0 | 0 | For |
| First Trust | 37,892 | 0 | 0 | 0 | For |
| Charles Schwab | 31,730 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 22,256 | 0 | 0 | 0 | For |
| RBC FUNDS TRUST | 18,500 | 0 | 0 | 0 | For |
| TIAA | 15,002 | 0 | 0 | 0 | For |
| EA Series Trust | 0 | 13,576 | 0 | 0 | Against |
| Lincoln Financial | 9,500 | 0 | 0 | 0 | For |
| Northern Trust | 7,942 | 0 | 0 | 0 | For |
| John Hancock | 6,572 | 0 | 0 | 0 | For |
| Global X | 6,380 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 6,005 | 0 | 0 | 0 | For |
| TARGET PORTFOLIO TRUST | 6,000 | 0 | 0 | 0 | For |
Showing the 25 largest of 40 asset managers. See all 40 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 14,104,256 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Equitable | 4.51% |
| 2 | Vanguard | 4.19% |
| 3 | Dimensional | 3.45% |
| 4 | Gabelli | 2.75% |
| 5 | BlackRock | 2.46% |
| 6 | Royce | 1.71% |
| 7 | Fidelity | 1.65% |
| 8 | HEARTLAND GROUP INC | 1.34% |
| 9 | RBB FUND, INC. | 1.32% |
| 10 | 1290 Funds | 0.79% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Gabelli | 10.29% |
| 2 | GEODE CAPITAL MANAGEMENT, LLC | 1.70% |
| 3 | BlackRock | 1.69% |
| 4 | HEARTLAND ADVISORS INC | 1.34% |
| 5 | Pacific Ridge Capital Partners, LLC | 1.19% |
| 6 | Royce | 1.16% |
| 7 | Neuberger Berman | 0.92% |
| 8 | STATE BOARD OF ADMINISTRATION OF FLORIDA RETIREMENT SYSTEM | 0.90% |
| 9 | State Street | 0.81% |
| 10 | KENNEDY CAPITAL MANAGEMENT LLC | 0.71% |
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 |
|---|---|---|
| GAMCO Investors, Inc. | 15.77% | DEF14A |
| John H. Batten | 14.60% | DEF14A |
| Juniper Investment | 7.27% | DEF14A |
| BlackRock | 4.74% | 13F |
| Vanguard Group | 4.51% | 13F |
| Leviticus Partners LP | 4.48% | 13G |
| Dimensional Fund Advisors | 4.41% | 13F |
| Racine, WI | 4.01% | DEF14A |
| Geode Capital | 1.90% | 13F |
| State Street | 0.84% | 13F |
Percentages above are of 14,104,256 shares outstanding, as reported by Twin Disc, Incorporated on its Form 10-Q dated October 20, 2024 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.
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 Twin Disc, Incorporated’s 10-Q dated October 20, 2024. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.
At Twin Disc, Incorporated's shareholder meeting held October 31, 2024, in the 2024-2025 proxy season, 101 asset managers reported how they voted in their SEC Form N-PX filings, covering 648 separate fund positions. Their filings are grouped here into 5 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. Twin Disc, Incorporated's own Form 8-K tally for this meeting is published below, but no row in it could be matched to the most widely held item, so this page states no certified outcome for that item. On that item — Advisory Vote to Approve the Compensation of the Corporation's Named Executive Officers. — the reporting funds and managers cast 99.8% of the shares they voted in favour (FOR divided by FOR plus AGAINST plus WITHHELD; abstained and unvoted shares are excluded because neither took a side). Fund and manager reports are combined in it and may count the same shares twice: it adds fund reports to institutional-manager reports, which can cover the same shares. It is not the company's certified result.
Twin Disc, Incorporated proxy season coverage: 2024-2025 (this page).
Download data (CSV): ballot items · votes by manager · column guide.