VENTYX BIOSCIENCES INC. 2023-2024 Proxy Voting Records

Description as filed by funds: To elect two Class III directors to hold office until our 2027 annual meeting of stockholders and until their respective successors are elected and qualified: Allison Hulme, Ph.D.

VENTYX BIOSCIENCES INC.’s own tally for this item (“Elect Director: Allison Hulme, Ph.D.”): 42,643,275 for, 250,371 withheld, per its Form 8-K filed June 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: “The following nominees were re-elected by the holders of our common stock to serve as our Class III directors to hold office until our 2027 annual meeting of stockholders and until their successors have been duly elected and qualified:”
Support: 99.4% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 41 asset managers below reported 8,328,843 for, 77,584 withheld.

Showing the 25 largest of 41 asset managers. See all 41 in the interactive database.

Description as filed by funds: To elect two Class III directors to hold office until our 2027 annual meeting of stockholders and until their respective successors are elected and qualified: Onaiza Cadoret Manier, M.B.A.

VENTYX BIOSCIENCES INC.’s own tally for this item (“Elect Director: Onaiza Cadoret-Manier, M.B.A.”): 32,008,430 for, 10,875,159 withheld, per its Form 8-K filed June 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: “The following nominees were re-elected by the holders of our common stock to serve as our Class III directors to hold office until our 2027 annual meeting of stockholders and until their successors have been duly elected and qualified:”
Support: 75% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 40 asset managers below reported 7,145,036 for, 1,058,891 withheld.

Showing the 25 largest of 40 asset managers. See all 40 in the interactive database.

Description as filed by funds: To approve, on an advisory basis, the compensation of the named executive officers identified in the 2023 Summary Compensation Table in the "Executive Compensation" section of the proxy statement (the "Say-on-Pay Vote").

VENTYX BIOSCIENCES INC.’s own tally for this item (“2. Advisory Vote on Executive Compensation. The "say-on-pay" proposal regarding the compensation of our named executive officers as described on page 21 of the Proxy Statement”): 32,870,217 for, 10,004,898 against — passed, per its Form 8-K filed June 6, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The "say-on-pay" proposal regarding the compensation of our named executive officers as described on page 21 of the Proxy Statement was approved, on an advisory basis.”
Support: 77% 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, all 41 managers: 6,344,467 for, 2,061,960 against. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 109 managers: 18,421,287 for, 6,892,885 against, 1,787 abstained, 1,375 not voted, 24,727 1 year. Showing the 25 largest; see all in the interactive database.

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.

Fund voting reports, all 41 managers: 202,500 for, 8,199,873 1 year, 4,054 3 year. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 104 managers: 529,868 for, 25 against, 1,375 not voted, 22,067,124 1 year, 5,452 3 year, 2,254 unknown. Showing the 25 largest; see all in the interactive database.

Description as filed by funds: To ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2024.

VENTYX BIOSCIENCES INC.’s own tally for this item (“4. Ratification of Appointment of Independent Registered Public Accounting Firm. The appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2024”): 56,542,563 for, 119,328 against — passed, per its Form 8-K filed June 6, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The proposal was approved, on an advisory basis, of the board of directors recommendation that the advisory vote on the compensation of our named executive officers be submitted to our stockholders every one year as discussed in page 23 of the Proxy Statement.”
Support: 99.7% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 41 asset managers below reported 8,406,427 for.

Showing the 25 largest of 41 asset managers. See all 41 in the interactive database.