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Compiled from SEC Form N-PX filings and VARONIS SYSTEMS INC.’s Form 8-K, filed June 5, 2024 (Item 5.07 on EDGAR). Page generated October 14, 2026.
Meeting of June 3, 2024: 6 items on VARONIS SYSTEMS INC.’s Form 8-K, filed June 5, 2024: 6 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 VARONIS SYSTEMS INC. in the interactive database Compare manager voting policies
These tallies are VARONIS SYSTEMS INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed June 5, 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: Gili Iohan | 78,626,754 | -- | -- | 17,519,665 | 4,811,209 | 82% | Not verified | — |
| Elect Director: Rachel Prishkolnik | 93,926,949 | -- | -- | 2,219,470 | 4,811,209 | 98% | Not verified | — |
| Elect Director: Ofer Segev | 92,779,609 | -- | -- | 3,366,810 | 4,811,209 | 96% | Not verified | — |
| 3. Advisory vote to approve the Company's executive compensation, as disclosed in the Proxy Statement | 91,708,507 | 4,367,264 | 70,648 | -- | 4,811,209 | 95% | Not verified | — |
| 4. To ratify the appointment by the Audit Committee of the Board of Directors of Kost Forer Gabbay & Kasierer, a member of Ernst & Young Global Limited, as the independent registered public accounting firm of the Company for the fiscal year ending December 31, | 98,347,335 | 2,555,141 | 55,152 | -- | -- | 97% | Not verified | — |
| 5. To approve the Amended and Restated Varonis Systems, Inc. 2023 Omnibus Equity Incentive Plan | 85,741,582 | 10,346,931 | 57,906 | -- | 4,811,209 | 89% | Not verified | — |
Source: VARONIS SYSTEMS INC., Form 8-K, filed with the SEC on June 5, 2024 — read the filing on EDGAR.
Each item below shows how the 298 asset managers that disclosed a VARONIS SYSTEMS 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 VARONIS SYSTEMS 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 6 wordings of this item as funds reported it.
82% Majority: yes · of votes cast
Description as filed by funds: To elect three Class I director nominees named herein to the Board of Directors to hold office until the 2027 Annual Meeting of Stockholders: Gili Iohan
VARONIS SYSTEMS INC.’s own tally for this item (“Elect Director: Gili Iohan”): 78,626,754 for, 17,519,665 withheld, per its Form 8-K filed June 5, 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: 82% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 11,737,023 | 0 | 0 | 0 | For |
| Fidelity | 4,531,385 | 0 | 0 | 0 | For |
| BlackRock | 4,163,824 | 0 | 0 | 0 | For |
| First Trust | 4,155,297 | 0 | 0 | 0 | For |
| Legg Mason | 2,975,502 | 0 | 0 | 0 | For |
| Thrivent | 2,714,006 | 0 | 0 | 0 | For |
| Delaware/Macquarie | 0 | 0 | 0 | 1,829,365 | Withhold |
| Invesco | 0 | 0 | 0 | 1,536,734 | Withhold |
| Columbia Threadneedle | 0 | 0 | 0 | 1,196,322 | Withhold |
| Amplify ETF Trust | 1,122,333 | 0 | 0 | 0 | For |
| T. Rowe Price | 913,311 | 0 | 0 | 20,213 | For |
| Victory Capital | 871,321 | 0 | 0 | 0 | For |
| Charles Schwab | 869,019 | 0 | 0 | 0 | For |
| Global X | 0 | 0 | 0 | 865,637 | Withhold |
| Dimensional | 834,746 | 0 | 0 | 0 | For |
| John Hancock | 827,604 | 0 | 0 | 0 | For |
| Manager Directed Portfolios | 813,514 | 0 | 0 | 0 | For |
| Loomis Sayles | 0 | 0 | 779,027 | 0 | Abstain |
| TIAA | 649,891 | 0 | 0 | 0 | For |
| Lord Abbett | 649,544 | 0 | 0 | 0 | For |
| Principal | 362,925 | 0 | 0 | 272,834 | Mixed |
| BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND) | 611,000 | 0 | 0 | 0 | For |
| Waddell & Reed | 0 | 0 | 0 | 595,135 | Withhold |
| Brighthouse | 20,777 | 0 | 0 | 548,674 | Withhold |
| Jackson National | 237,991 | 0 | 314,723 | 0 | Mixed |
Fund voting reports, all 103 managers: 44,246,583 for, 8,276,295 withheld, 1,519,698 abstained. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Capital Group | 629,715 | 0 | 0 | 0 | For |
Institutional-manager reports, all 1 managers: 629,715 for.
Combines 6 wordings of this item as funds reported it.
96% Majority: yes · of votes cast
Description as filed by funds: To elect three Class I director nominees named herein to the Board of Directors to hold office until the 2027 Annual Meeting of Stockholders: Ofer Segev
VARONIS SYSTEMS INC.’s own tally for this item (“Elect Director: Ofer Segev”): 92,779,609 for, 3,366,810 withheld, per its Form 8-K filed June 5, 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: 96% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 11,737,023 | 0 | 0 | 0 | For |
| Fidelity | 4,531,385 | 0 | 0 | 0 | For |
| BlackRock | 4,163,824 | 0 | 0 | 0 | For |
| First Trust | 4,155,297 | 0 | 0 | 0 | For |
| Legg Mason | 2,975,502 | 0 | 0 | 0 | For |
| Thrivent | 2,714,006 | 0 | 0 | 0 | For |
| Delaware/Macquarie | 1,829,365 | 0 | 0 | 0 | For |
| Invesco | 1,536,734 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 1,196,322 | 0 | 0 | 0 | For |
| Amplify ETF Trust | 1,122,333 | 0 | 0 | 0 | For |
| T. Rowe Price | 913,311 | 0 | 0 | 20,213 | For |
| Victory Capital | 871,321 | 0 | 0 | 0 | For |
| Charles Schwab | 869,019 | 0 | 0 | 0 | For |
| Global X | 865,637 | 0 | 0 | 0 | For |
| Dimensional | 834,746 | 0 | 0 | 0 | For |
| John Hancock | 827,604 | 0 | 0 | 0 | For |
| Manager Directed Portfolios | 813,514 | 0 | 0 | 0 | For |
| Loomis Sayles | 779,027 | 0 | 0 | 0 | For |
| TIAA | 649,891 | 0 | 0 | 0 | For |
| Lord Abbett | 649,544 | 0 | 0 | 0 | For |
| Principal | 362,925 | 0 | 0 | 272,834 | Mixed |
| BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND) | 611,000 | 0 | 0 | 0 | For |
| Waddell & Reed | 595,135 | 0 | 0 | 0 | For |
| Brighthouse | 543,449 | 0 | 0 | 26,002 | For |
| Jackson National | 552,714 | 0 | 0 | 0 | For |
Fund voting reports, all 103 managers: 53,011,940 for, 614,481 withheld, 416,155 abstained. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Capital Group | 629,715 | 0 | 0 | 0 | For |
Institutional-manager reports, all 1 managers: 629,715 for.
Combines 6 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: To elect three Class I director nominees named herein to the Board of Directors to hold office until the 2027 Annual Meeting of Stockholders: Rachel Prishkolnik
VARONIS SYSTEMS INC.’s own tally for this item (“Elect Director: Rachel Prishkolnik”): 93,926,949 for, 2,219,470 withheld, per its Form 8-K filed June 5, 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.
Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 11,737,023 | 0 | 0 | 0 | For |
| Fidelity | 4,531,385 | 0 | 0 | 0 | For |
| BlackRock | 4,163,824 | 0 | 0 | 0 | For |
| First Trust | 4,155,297 | 0 | 0 | 0 | For |
| Legg Mason | 2,975,502 | 0 | 0 | 0 | For |
| Thrivent | 2,714,006 | 0 | 0 | 0 | For |
| Delaware/Macquarie | 1,829,365 | 0 | 0 | 0 | For |
| Invesco | 1,536,734 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 1,196,322 | 0 | 0 | 0 | For |
| Amplify ETF Trust | 1,122,333 | 0 | 0 | 0 | For |
| T. Rowe Price | 913,311 | 0 | 0 | 20,213 | For |
| Victory Capital | 871,321 | 0 | 0 | 0 | For |
| Charles Schwab | 869,019 | 0 | 0 | 0 | For |
| Global X | 865,637 | 0 | 0 | 0 | For |
| Dimensional | 834,746 | 0 | 0 | 0 | For |
| John Hancock | 827,604 | 0 | 0 | 0 | For |
| Manager Directed Portfolios | 813,514 | 0 | 0 | 0 | For |
| Loomis Sayles | 779,027 | 0 | 0 | 0 | For |
| TIAA | 649,891 | 0 | 0 | 0 | For |
| Lord Abbett | 649,544 | 0 | 0 | 0 | For |
| Principal | 362,925 | 0 | 0 | 272,834 | Mixed |
| BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND) | 611,000 | 0 | 0 | 0 | For |
| Waddell & Reed | 595,135 | 0 | 0 | 0 | For |
| Brighthouse | 543,449 | 0 | 0 | 26,002 | For |
| Jackson National | 552,714 | 0 | 0 | 0 | For |
Fund voting reports, all 103 managers: 53,206,410 for, 420,011 withheld, 416,155 abstained. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Capital Group | 629,715 | 0 | 0 | 0 | For |
Institutional-manager reports, all 1 managers: 629,715 for.
Combines 3 wordings of this item as funds reported it.
89% Majority: yes · of votes cast
Description as filed by funds: To approve the Amended and Restated Varonis Systems, Inc. 2023 Omnibus Equity Incentive Plan.
VARONIS SYSTEMS INC.’s own tally for this item (“5. To approve the Amended and Restated Varonis Systems, Inc. 2023 Omnibus Equity Incentive Plan”): 85,741,582 for, 10,346,931 against, per its Form 8-K filed June 5, 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: 89% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 11,737,023 | 0 | 0 | 0 | For |
| Fidelity | 4,531,385 | 0 | 0 | 0 | For |
| BlackRock | 4,163,824 | 0 | 0 | 0 | For |
| First Trust | 4,155,297 | 0 | 0 | 0 | For |
| Legg Mason | 2,975,502 | 0 | 0 | 0 | For |
| Thrivent | 2,714,006 | 0 | 0 | 0 | For |
| Delaware/Macquarie | 1,829,365 | 0 | 0 | 0 | For |
| Invesco | 1,536,734 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 1,196,322 | 0 | 0 | 0 | For |
| Amplify ETF Trust | 1,122,333 | 0 | 0 | 0 | For |
| T. Rowe Price | 933,524 | 0 | 0 | 0 | For |
| Victory Capital | 871,321 | 0 | 0 | 0 | For |
| Charles Schwab | 0 | 869,019 | 0 | 0 | Against |
| Global X | 0 | 865,637 | 0 | 0 | Against |
| Dimensional | 834,746 | 0 | 0 | 0 | For |
| John Hancock | 809,521 | 18,083 | 0 | 0 | For |
| Manager Directed Portfolios | 0 | 813,514 | 0 | 0 | Against |
| Loomis Sayles | 0 | 779,027 | 0 | 0 | Against |
| TIAA | 649,891 | 0 | 0 | 0 | For |
| Lord Abbett | 649,544 | 0 | 0 | 0 | For |
| Principal | 635,759 | 0 | 0 | 0 | For |
| BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND) | 611,000 | 0 | 0 | 0 | For |
| Waddell & Reed | 595,135 | 0 | 0 | 0 | For |
| Brighthouse | 385,759 | 157,690 | 26,002 | 0 | Mixed |
| Jackson National | 552,714 | 0 | 0 | 0 | For |
Fund voting reports, all 104 managers: 49,850,965 for, 4,233,779 against, 26,002 abstained. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Capital Group | 0 | 629,715 | 0 | 0 | Against |
Institutional-manager reports, all 1 managers: 629,715 against.
Combines 5 wordings of this item as funds reported it.
95% Majority: yes · of votes cast
Description as filed by funds: To approve, on a non-binding, advisory basis, the executive compensation of our named executive officers.
VARONIS SYSTEMS INC.’s own tally for this item (“3. Advisory vote to approve the Company's executive compensation, as disclosed in the Proxy Statement”): 91,708,507 for, 4,367,264 against, per its Form 8-K filed June 5, 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: 95% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Also reported under other wordings, matched to the same row of VARONIS SYSTEMS INC.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Advisory Vote to Ratify Named Executive Officers' Compensation” (5 managers, 698,126 for, 728 against); “Executive Compensation” (2 managers, 1,130 for, 20 1 year).
Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 11,737,023 | 0 | 0 | 0 | For |
| Fidelity | 4,531,385 | 0 | 0 | 0 | For |
| BlackRock | 4,163,824 | 0 | 0 | 0 | For |
| First Trust | 4,155,297 | 0 | 0 | 0 | For |
| Legg Mason | 2,975,502 | 0 | 0 | 0 | For |
| Thrivent | 2,714,006 | 0 | 0 | 0 | For |
| Delaware/Macquarie | 1,829,365 | 0 | 0 | 0 | For |
| Invesco | 1,536,734 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 1,196,322 | 0 | 0 | 0 | For |
| Amplify ETF Trust | 1,122,333 | 0 | 0 | 0 | For |
| T. Rowe Price | 933,524 | 0 | 0 | 0 | For |
| Victory Capital | 871,321 | 0 | 0 | 0 | For |
| Charles Schwab | 869,019 | 0 | 0 | 0 | For |
| Global X | 865,637 | 0 | 0 | 0 | For |
| Dimensional | 834,746 | 0 | 0 | 0 | For |
| John Hancock | 827,604 | 0 | 0 | 0 | For |
| Manager Directed Portfolios | 813,514 | 0 | 0 | 0 | For |
| Loomis Sayles | 779,027 | 0 | 0 | 0 | For |
| TIAA | 649,891 | 0 | 0 | 0 | For |
| Lord Abbett | 649,544 | 0 | 0 | 0 | For |
| Principal | 635,759 | 0 | 0 | 0 | For |
| BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND) | 611,000 | 0 | 0 | 0 | For |
| Waddell & Reed | 595,135 | 0 | 0 | 0 | For |
| Brighthouse | 543,449 | 0 | 26,002 | 0 | For |
| Jackson National | 552,714 | 0 | 0 | 0 | For |
Fund voting reports, all 104 managers: 53,502,710 for, 581,939 against, 26,002 abstained. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| CADIAN CAPITAL MANAGEMENT, LP | 4,007,029 | 0 | 0 | 0 | For |
| Clearbridge Investments, LLC | 3,485,090 | 0 | 0 | 0 | For |
| Fidelity | 3,316,083 | 0 | 0 | 0 | For |
| MACQUARIE INVESTMENT MANAGEMENT BUSINESS TRUST | 3,012,899 | 0 | 0 | 0 | For |
| Thrivent | 2,748,826 | 0 | 0 | 0 | For |
| BlackRock | 2,725,313 | 0 | 0 | 0 | For |
| SOMA EQUITY PARTNERS LP | 2,439,936 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 2,437,254 | 0 | 0 | 0 | For |
| State Street | 2,343,862 | 0 | 0 | 0 | For |
| PICTET ASSET MANAGEMENT SA | 2,128,411 | 0 | 0 | 0 | For |
| WILLIAM BLAIR INVESTMENT MANAGEMENT, LLC | 1,862,893 | 0 | 0 | 0 | For |
| RGM Capital, LLC | 1,821,172 | 0 | 0 | 0 | For |
| Invesco | 1,807,907 | 0 | 0 | 0 | For |
| Hood River Capital Management LLC | 1,475,586 | 0 | 0 | 0 | For |
| T. Rowe Price | 1,345,108 | 0 | 0 | 0 | For |
| Victory Capital | 1,210,333 | 0 | 0 | 0 | For |
| Voya | 95,293 | 1,105,523 | 0 | 0 | Mixed |
| Stephens Investment Management Group LLC | 1,157,469 | 0 | 0 | 0 | For |
| Northern Trust | 1,008,281 | 76 | 0 | 0 | For |
| UBS | 0 | 887,141 | 0 | 0 | Against |
| Charles Schwab | 869,040 | 0 | 0 | 0 | For |
| Harvey Partners, LLC | 840,000 | 0 | 0 | 0 | For |
| LORD, ABBETT & CO. LLC | 789,901 | 0 | 0 | 0 | For |
| EMERALD MUTUAL FUND ADVISERS TRUST | 787,492 | 0 | 0 | 0 | For |
| BAMCO INC /NY/ | 737,021 | 0 | 0 | 0 | For |
Institutional-manager reports, all 214 managers: 56,458,762 for, 3,132,269 against, 39 withheld, 65,975 1 year. Showing the 25 largest; see all in the interactive database.
Combines 6 wordings of this item as funds reported it.
12% 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 |
|---|---|---|---|---|---|
| Vanguard | 0 | 0 | 0 | 0 | -- |
| Fidelity | 0 | 0 | 0 | 0 | -- |
| BlackRock | 0 | 0 | 0 | 0 | -- |
| First Trust | 0 | 0 | 0 | 0 | -- |
| Legg Mason | 0 | 0 | 0 | 0 | -- |
| Thrivent | 0 | 0 | 0 | 0 | -- |
| Delaware/Macquarie | 0 | 0 | 0 | 0 | -- |
| Invesco | 0 | 0 | 0 | 0 | -- |
| Columbia Threadneedle | 0 | 0 | 0 | 0 | -- |
| Amplify ETF Trust | 0 | 0 | 0 | 0 | -- |
| T. Rowe Price | 0 | 0 | 0 | 0 | -- |
| Victory Capital | 0 | 0 | 0 | 0 | -- |
| Charles Schwab | 0 | 0 | 0 | 0 | -- |
| Global X | 0 | 0 | 0 | 0 | -- |
| Dimensional | 0 | 0 | 0 | 0 | -- |
| John Hancock | 0 | 0 | 0 | 0 | -- |
| Manager Directed Portfolios | 0 | 0 | 0 | 0 | -- |
| Loomis Sayles | 0 | 0 | 0 | 0 | -- |
| TIAA | 0 | 0 | 0 | 0 | -- |
| Lord Abbett | 0 | 0 | 0 | 0 | -- |
| Principal | 0 | 0 | 0 | 0 | -- |
| BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND) | 0 | 0 | 0 | 0 | -- |
| Waddell & Reed | 0 | 0 | 0 | 0 | -- |
| Brighthouse | 0 | 0 | 26,002 | 0 | Abstain |
| Jackson National | 0 | 0 | 0 | 0 | -- |
Fund voting reports, all 104 managers: 24,770 for, 26,002 abstained, 53,164,983 1 year, 894,879 3 year. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| CADIAN CAPITAL MANAGEMENT, LP | 0 | 0 | 0 | 0 | -- |
| Clearbridge Investments, LLC | 0 | 0 | 0 | 0 | -- |
| Fidelity | 0 | 0 | 0 | 0 | -- |
| MACQUARIE INVESTMENT MANAGEMENT BUSINESS TRUST | 0 | 0 | 0 | 0 | -- |
| Thrivent | 0 | 0 | 0 | 0 | -- |
| BlackRock | 0 | 0 | 0 | 0 | -- |
| SOMA EQUITY PARTNERS LP | 0 | 0 | 0 | 0 | -- |
| GEODE CAPITAL MANAGEMENT, LLC | 0 | 0 | 0 | 0 | -- |
| State Street | 0 | 0 | 0 | 0 | -- |
| PICTET ASSET MANAGEMENT SA | 0 | 0 | 0 | 0 | -- |
| WILLIAM BLAIR INVESTMENT MANAGEMENT, LLC | 0 | 0 | 0 | 0 | -- |
| RGM Capital, LLC | 0 | 0 | 0 | 0 | -- |
| Invesco | 0 | 0 | 0 | 0 | -- |
| Hood River Capital Management LLC | 0 | 1,475,586 | 0 | 0 | Against |
| T. Rowe Price | 0 | 0 | 0 | 0 | -- |
| Victory Capital | 0 | 0 | 0 | 0 | -- |
| Voya | 0 | 0 | 0 | 0 | -- |
| Stephens Investment Management Group LLC | 0 | 0 | 0 | 0 | -- |
| Northern Trust | 0 | 0 | 0 | 0 | -- |
| UBS | 0 | 0 | 0 | 0 | -- |
| Charles Schwab | 0 | 0 | 0 | 0 | -- |
| Harvey Partners, LLC | 0 | 0 | 0 | 0 | -- |
| LORD, ABBETT & CO. LLC | 0 | 0 | 0 | 0 | -- |
| EMERALD MUTUAL FUND ADVISERS TRUST | 0 | 0 | 0 | 0 | -- |
| BAMCO INC /NY/ | 0 | 0 | 0 | 0 | -- |
Institutional-manager reports, all 213 managers: 172,007 for, 1,475,586 against, 39 withheld, 58,093,581 1 year, 151,842 3 year. Showing the 25 largest; see all in the interactive database.
Combines 2 wordings of this item as funds reported it.
97% Majority: yes · of votes cast
Description as filed by funds: To ratify the appointment of Kost Forer Gabbay & Kasierer, a member of Ernst & Young Global Limited, as the independent registered public accounting firm of the Company for 2024.
VARONIS SYSTEMS INC.’s own tally for this item (“4. To ratify the appointment by the Audit Committee of the Board of Directors of Kost Forer Gabbay & Kasierer, a member of Ernst & Young Global Limited, as the independent registered public accounting firm of the Company”): 98,347,335 for, 2,555,141 against, per its Form 8-K filed June 5, 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.
Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 11,737,023 | 0 | 0 | 0 | For |
| Fidelity | 4,531,385 | 0 | 0 | 0 | For |
| BlackRock | 4,163,824 | 0 | 0 | 0 | For |
| First Trust | 4,155,297 | 0 | 0 | 0 | For |
| Legg Mason | 2,975,502 | 0 | 0 | 0 | For |
| Thrivent | 2,714,006 | 0 | 0 | 0 | For |
| Delaware/Macquarie | 1,829,365 | 0 | 0 | 0 | For |
| Invesco | 1,536,734 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 1,196,322 | 0 | 0 | 0 | For |
| Amplify ETF Trust | 0 | 1,122,333 | 0 | 0 | Against |
| T. Rowe Price | 933,524 | 0 | 0 | 0 | For |
| Victory Capital | 871,321 | 0 | 0 | 0 | For |
| Charles Schwab | 869,019 | 0 | 0 | 0 | For |
| Global X | 865,637 | 0 | 0 | 0 | For |
| Dimensional | 834,746 | 0 | 0 | 0 | For |
| John Hancock | 827,604 | 0 | 0 | 0 | For |
| Manager Directed Portfolios | 813,514 | 0 | 0 | 0 | For |
| Loomis Sayles | 779,027 | 0 | 0 | 0 | For |
| TIAA | 649,891 | 0 | 0 | 0 | For |
| Lord Abbett | 649,544 | 0 | 0 | 0 | For |
| Principal | 635,759 | 0 | 0 | 0 | For |
| BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND) | 611,000 | 0 | 0 | 0 | For |
| Waddell & Reed | 595,135 | 0 | 0 | 0 | For |
| Brighthouse | 543,449 | 0 | 26,002 | 0 | For |
| Jackson National | 552,714 | 0 | 0 | 0 | For |
Fund voting reports, all 104 managers: 52,783,210 for, 1,301,405 against, 26,002 abstained. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Capital Group | 629,715 | 0 | 0 | 0 | For |
Institutional-manager reports, all 1 managers: 629,715 for.
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 111,589,110 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Vanguard | 10.52% |
| 2 | Fidelity | 4.06% |
| 3 | BlackRock | 3.73% |
| 4 | First Trust | 3.72% |
| 5 | Legg Mason | 2.67% |
| 6 | Thrivent | 2.43% |
| 7 | Delaware/Macquarie | 1.64% |
| 8 | Invesco | 1.38% |
| 9 | Columbia Threadneedle | 1.07% |
| 10 | Amplify ETF Trust | 1.01% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | CADIAN CAPITAL MANAGEMENT, LP | 3.59% |
| 2 | Clearbridge Investments, LLC | 3.12% |
| 3 | Fidelity | 2.97% |
| 4 | MACQUARIE INVESTMENT MANAGEMENT BUSINESS TRUST | 2.70% |
| 5 | Thrivent | 2.46% |
| 6 | BlackRock | 2.44% |
| 7 | SOMA EQUITY PARTNERS LP | 2.19% |
| 8 | GEODE CAPITAL MANAGEMENT, LLC | 2.18% |
| 9 | State Street | 2.10% |
| 10 | PICTET ASSET MANAGEMENT SA | 1.91% |
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 |
|---|---|---|
| Vanguard Group | 11.29% | 13F |
| BlackRock | 9.49% | 13F |
| William Blair Investment Management, LLC | 2.91% | 13G |
| Goldman Sachs | 2.66% | 13F |
| State Street | 2.36% | 13F |
| Invesco | 2.20% | 13F |
| Geode Capital | 2.20% | 13F |
| FMR (Fidelity) | 1.82% | 13F |
| JPMorgan Chase | 1.10% | 13F |
| Dimensional Fund Advisors | 0.99% | 13F |
Percentages above are of 111,589,110 shares outstanding, as reported by VARONIS SYSTEMS INC. 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.
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 VARONIS SYSTEMS INC.’s 10-Q dated March 31, 2024. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.
At VARONIS SYSTEMS INC.'s shareholder meeting held June 3, 2024, in the 2023-2024 proxy season, 298 asset managers reported how they voted in their SEC Form N-PX filings, covering 3,223 separate fund positions. Their filings are grouped here into 7 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 — To approve, on a non-binding, advisory basis, the executive compensation of our named executive… — FOR was 95% 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: VARONIS SYSTEMS INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on June 5, 2024.
VARONIS SYSTEMS INC. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.
Download data (CSV): ballot items · votes by manager · column guide.