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VERA BRADLEY INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and VERA BRADLEY INC.’s Form 8-K, filed June 5, 2024 (Item 5.07 on EDGAR). Page generated November 7, 2026.

  • 11Ballot items
  • 131Asset managers
  • 1,592Fund votes
  • May 30, 2024Meeting date

Results at a glance

Meeting of May 30, 2024: 11 items on VERA BRADLEY INC.’s Form 8-K, filed June 5, 2024: 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

Explore VERA BRADLEY INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by VERA BRADLEY INC.

These tallies are VERA BRADLEY 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.

VERA BRADLEY INC. — official shareholder meeting results, meeting held May 30, 2024
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Jacqueline Ardrey 21,132,242---- 59,1382,890,777 99.7%Not verified—
Elect Director: Barbara Bradley Baekgaard 20,595,436---- 595,9442,890,777 97%Not verified—
Elect Director: Kristina Cashman 20,883,586---- 307,7942,890,777 99%Not verified—
Elect Director: Robert J. Hall 17,474,398---- 3,716,9822,890,777 82%Not verified—
Elect Director: Mary Lou Kelley 20,917,444---- 273,9362,890,777 99%Not verified—
Elect Director: Frances P. Philip 20,487,181---- 704,1992,890,777 97%Not verified—
Elect Director: Jessica Rodriguez 21,183,212---- 8,1682,890,777 99.9%Not verified—
Elect Director: Carrie M. Tharp 21,023,218---- 168,1622,890,777 99.2%Not verified—
Elect Director: Bradley Weston 20,901,982---- 289,3982,890,777 99%Not verified—
2. Ratification of Appointment of Independent Registered Public Accounting Firm 23,908,061163,79810,298 ---- 99.3%Not verified—
3. Advisory Approval of the Company's Named Executive Officer Compensation 20,728,441387,14875,791 --2,890,777 98%Not verified—

Source: VERA BRADLEY INC., Form 8-K, filed with the SEC on June 5, 2024 — read the filing on EDGAR.

How asset managers voted at the VERA BRADLEY INC. 2023-2024 meeting

Each item below shows how the 131 asset managers that disclosed a VERA BRADLEY INC. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report.

1. Elect Director: Barbara Bradley Baekgaard

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 20,595,436WITHHELD: 595,944
Details: description as filed, official tally, votes by 58 asset managers

Description as filed by funds: To elect nine Directors for a one-year term to expire at the 2025 Annual Meeting of Shareholders: Barbara B. Baekgaard

VERA BRADLEY INC.’s own tally for this item (“Elect Director: Barbara Bradley Baekgaard”): 20,595,436 for, 595,944 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: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 58 asset managers below reported 6,771,981 for, 32,283 withheld, 2,098 unknown.

FOR
FOR: 6,771,981WITHHOLD: 32,283UNKNOWN: 2,098
Largest asset managers voting on “To elect nine Directors for a one-year term to expire at the 2025 Annual Meeting of Shareholders: Barbara B. B” at VERA BRADLEY INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,327,1660 00For
Dimensional1,159,1110 00For
BlackRock910,8340 00For
Royce866,6650 00For
Fidelity489,7640 00For
FRANKLIN VALUE INVESTORS TRUST471,6740 00For
American Century311,4270 00For
BRIDGEWAY FUNDS INC224,3000 00For
EA Series Trust127,4160 00For
TARGET PORTFOLIO TRUST120,5000 00For
Invesco105,4100 00For
Charles Schwab71,0360 00For
QUANTITATIVE MASTER SERIES LLC49,5110 00For
Columbia Threadneedle44,2020 00For
Equitable43,0580 00For
AQR38,0980 00For
Nationwide36,0340 00For
TIAA32,7250 00For
Managed Portfolio Series30,7660 00For
WisdomTree30,1110 00For
Lincoln Financial5,6270 021,500Mixed
T. Rowe Price26,0450 00For
Goldman Sachs21,9510 00For
GuideStone21,8570 00For
GMO20,0070 00For

Showing the 25 largest of 58 asset managers. See all 58 in the interactive database.

2. Elect Director: Bradley Weston

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 3 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 20,901,982WITHHELD: 289,398
Details: description as filed, official tally, votes by 58 asset managers

Description as filed by funds: To elect nine Directors for a one-year term to expire at the 2025 Annual Meeting of Shareholders: Bradley Weston

VERA BRADLEY INC.’s own tally for this item (“Elect Director: Bradley Weston”): 20,901,982 for, 289,398 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: 99% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 58 asset managers below reported 6,676,848 for, 127,416 abstained, 2,098 unknown.

FOR
FOR: 6,676,848ABSTAIN: 127,416UNKNOWN: 2,098
Largest asset managers voting on “To elect nine Directors for a one-year term to expire at the 2025 Annual Meeting of Shareholders: Bradley West” at VERA BRADLEY INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,327,1660 00For
Dimensional1,159,1110 00For
BlackRock910,8340 00For
Royce866,6650 00For
Fidelity489,7640 00For
FRANKLIN VALUE INVESTORS TRUST471,6740 00For
American Century311,4270 00For
BRIDGEWAY FUNDS INC224,3000 00For
EA Series Trust00 127,4160Abstain
TARGET PORTFOLIO TRUST120,5000 00For
Invesco105,4100 00For
Charles Schwab71,0360 00For
QUANTITATIVE MASTER SERIES LLC49,5110 00For
Columbia Threadneedle44,2020 00For
Equitable43,0580 00For
AQR38,0980 00For
Nationwide36,0340 00For
TIAA32,7250 00For
Managed Portfolio Series30,7660 00For
WisdomTree30,1110 00For
Lincoln Financial27,1270 00For
T. Rowe Price26,0450 00For
Goldman Sachs21,9510 00For
GuideStone21,8570 00For
GMO20,0070 00For

Showing the 25 largest of 58 asset managers. See all 58 in the interactive database.

3. Elect Director: Carrie M. Tharp

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 3 wordings of this item as funds reported it.

99.2% Majority: yes · of votes cast

FOR 99.2%
FOR: 21,023,218WITHHELD: 168,162
Details: description as filed, official tally, votes by 58 asset managers

Description as filed by funds: To elect nine Directors for a one-year term to expire at the 2025 Annual Meeting of Shareholders: Carrie M. Tharp

VERA BRADLEY INC.’s own tally for this item (“Elect Director: Carrie M. Tharp”): 21,023,218 for, 168,162 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: 99.2% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 58 asset managers below reported 6,676,848 for, 127,416 abstained, 2,098 unknown.

FOR
FOR: 6,676,848ABSTAIN: 127,416UNKNOWN: 2,098
Largest asset managers voting on “To elect nine Directors for a one-year term to expire at the 2025 Annual Meeting of Shareholders: Carrie M. Th” at VERA BRADLEY INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,327,1660 00For
Dimensional1,159,1110 00For
BlackRock910,8340 00For
Royce866,6650 00For
Fidelity489,7640 00For
FRANKLIN VALUE INVESTORS TRUST471,6740 00For
American Century311,4270 00For
BRIDGEWAY FUNDS INC224,3000 00For
EA Series Trust00 127,4160Abstain
TARGET PORTFOLIO TRUST120,5000 00For
Invesco105,4100 00For
Charles Schwab71,0360 00For
QUANTITATIVE MASTER SERIES LLC49,5110 00For
Columbia Threadneedle44,2020 00For
Equitable43,0580 00For
AQR38,0980 00For
Nationwide36,0340 00For
TIAA32,7250 00For
Managed Portfolio Series30,7660 00For
WisdomTree30,1110 00For
Lincoln Financial27,1270 00For
T. Rowe Price26,0450 00For
Goldman Sachs21,9510 00For
GuideStone21,8570 00For
GMO20,0070 00For

Showing the 25 largest of 58 asset managers. See all 58 in the interactive database.

4. Elect Director: Frances P. Philip

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 3 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 20,487,181WITHHELD: 704,199
Details: description as filed, official tally, votes by 58 asset managers

Description as filed by funds: To elect nine Directors for a one-year term to expire at the 2025 Annual Meeting of Shareholders: Frances P. Philip

VERA BRADLEY INC.’s own tally for this item (“Elect Director: Frances P. Philip”): 20,487,181 for, 704,199 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: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 58 asset managers below reported 6,450,382 for, 226,466 withheld, 127,416 abstained, 2,098 unknown.

FOR
FOR: 6,450,382ABSTAIN: 127,416WITHHOLD: 226,466UNKNOWN: 2,098
Largest asset managers voting on “To elect nine Directors for a one-year term to expire at the 2025 Annual Meeting of Shareholders: Frances P. P” at VERA BRADLEY INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,327,1660 00For
Dimensional1,159,1110 00For
BlackRock910,8340 00For
Royce866,6650 00For
Fidelity489,7640 00For
FRANKLIN VALUE INVESTORS TRUST471,6740 00For
American Century311,4270 00For
BRIDGEWAY FUNDS INC00 0224,300Withhold
EA Series Trust00 127,4160Abstain
TARGET PORTFOLIO TRUST120,5000 00For
Invesco105,4100 00For
Charles Schwab71,0360 00For
QUANTITATIVE MASTER SERIES LLC49,5110 00For
Columbia Threadneedle44,2020 00For
Equitable43,0580 00For
AQR38,0980 00For
Nationwide36,0340 00For
TIAA32,7250 00For
Managed Portfolio Series30,7660 00For
WisdomTree30,1110 00For
Lincoln Financial27,1270 00For
T. Rowe Price26,0450 00For
Goldman Sachs21,9510 00For
GuideStone21,8570 00For
GMO20,0070 00For

Showing the 25 largest of 58 asset managers. See all 58 in the interactive database.

5. Elect Director: Jacqueline Ardrey

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 3 wordings of this item as funds reported it.

99.7% Majority: yes · of votes cast

FOR 99.7%
FOR: 21,132,242WITHHELD: 59,138
Details: description as filed, official tally, votes by 58 asset managers

Description as filed by funds: To elect nine Directors for a one-year term to expire at the 2025 Annual Meeting of Shareholders: Jacqueline Ardrey

VERA BRADLEY INC.’s own tally for this item (“Elect Director: Jacqueline Ardrey”): 21,132,242 for, 59,138 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: 99.7% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 58 asset managers below reported 6,804,264 for, 2,098 unknown.

FOR
FOR: 6,804,264UNKNOWN: 2,098
Largest asset managers voting on “To elect nine Directors for a one-year term to expire at the 2025 Annual Meeting of Shareholders: Jacqueline A” at VERA BRADLEY INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,327,1660 00For
Dimensional1,159,1110 00For
BlackRock910,8340 00For
Royce866,6650 00For
Fidelity489,7640 00For
FRANKLIN VALUE INVESTORS TRUST471,6740 00For
American Century311,4270 00For
BRIDGEWAY FUNDS INC224,3000 00For
EA Series Trust127,4160 00For
TARGET PORTFOLIO TRUST120,5000 00For
Invesco105,4100 00For
Charles Schwab71,0360 00For
QUANTITATIVE MASTER SERIES LLC49,5110 00For
Columbia Threadneedle44,2020 00For
Equitable43,0580 00For
AQR38,0980 00For
Nationwide36,0340 00For
TIAA32,7250 00For
Managed Portfolio Series30,7660 00For
WisdomTree30,1110 00For
Lincoln Financial27,1270 00For
T. Rowe Price26,0450 00For
Goldman Sachs21,9510 00For
GuideStone21,8570 00For
GMO20,0070 00For

Showing the 25 largest of 58 asset managers. See all 58 in the interactive database.

6. Elect Director: Jessica Rodriguez

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 3 wordings of this item as funds reported it.

99.9% Majority: yes · of votes cast

FOR 99.9%
FOR: 21,183,212WITHHELD: 8,168
Details: description as filed, official tally, votes by 58 asset managers

Description as filed by funds: To elect nine Directors for a one-year term to expire at the 2025 Annual Meeting of Shareholders: Jessica Rodriguez

VERA BRADLEY INC.’s own tally for this item (“Elect Director: Jessica Rodriguez”): 21,183,212 for, 8,168 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: 99.9% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 58 asset managers below reported 6,804,264 for, 2,098 unknown.

FOR
FOR: 6,804,264UNKNOWN: 2,098
Largest asset managers voting on “To elect nine Directors for a one-year term to expire at the 2025 Annual Meeting of Shareholders: Jessica Rodr” at VERA BRADLEY INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,327,1660 00For
Dimensional1,159,1110 00For
BlackRock910,8340 00For
Royce866,6650 00For
Fidelity489,7640 00For
FRANKLIN VALUE INVESTORS TRUST471,6740 00For
American Century311,4270 00For
BRIDGEWAY FUNDS INC224,3000 00For
EA Series Trust127,4160 00For
TARGET PORTFOLIO TRUST120,5000 00For
Invesco105,4100 00For
Charles Schwab71,0360 00For
QUANTITATIVE MASTER SERIES LLC49,5110 00For
Columbia Threadneedle44,2020 00For
Equitable43,0580 00For
AQR38,0980 00For
Nationwide36,0340 00For
TIAA32,7250 00For
Managed Portfolio Series30,7660 00For
WisdomTree30,1110 00For
Lincoln Financial27,1270 00For
T. Rowe Price26,0450 00For
Goldman Sachs21,9510 00For
GuideStone21,8570 00For
GMO20,0070 00For

Showing the 25 largest of 58 asset managers. See all 58 in the interactive database.

7. Elect Director: Kristina Cashman

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 3 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 20,883,586WITHHELD: 307,794
Details: description as filed, official tally, votes by 58 asset managers

Description as filed by funds: To elect nine Directors for a one-year term to expire at the 2025 Annual Meeting of Shareholders: Kristina Cashman

VERA BRADLEY INC.’s own tally for this item (“Elect Director: Kristina Cashman”): 20,883,586 for, 307,794 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: 99% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 58 asset managers below reported 6,676,848 for, 127,416 abstained, 2,098 unknown.

FOR
FOR: 6,676,848ABSTAIN: 127,416UNKNOWN: 2,098
Largest asset managers voting on “To elect nine Directors for a one-year term to expire at the 2025 Annual Meeting of Shareholders: Kristina Cas” at VERA BRADLEY INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,327,1660 00For
Dimensional1,159,1110 00For
BlackRock910,8340 00For
Royce866,6650 00For
Fidelity489,7640 00For
FRANKLIN VALUE INVESTORS TRUST471,6740 00For
American Century311,4270 00For
BRIDGEWAY FUNDS INC224,3000 00For
EA Series Trust00 127,4160Abstain
TARGET PORTFOLIO TRUST120,5000 00For
Invesco105,4100 00For
Charles Schwab71,0360 00For
QUANTITATIVE MASTER SERIES LLC49,5110 00For
Columbia Threadneedle44,2020 00For
Equitable43,0580 00For
AQR38,0980 00For
Nationwide36,0340 00For
TIAA32,7250 00For
Managed Portfolio Series30,7660 00For
WisdomTree30,1110 00For
Lincoln Financial27,1270 00For
T. Rowe Price26,0450 00For
Goldman Sachs21,9510 00For
GuideStone21,8570 00For
GMO20,0070 00For

Showing the 25 largest of 58 asset managers. See all 58 in the interactive database.

8. Elect Director: Mary Lou Kelley

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 3 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 20,917,444WITHHELD: 273,936
Details: description as filed, official tally, votes by 58 asset managers

Description as filed by funds: To elect nine Directors for a one-year term to expire at the 2025 Annual Meeting of Shareholders: Mary Lou Kelley

VERA BRADLEY INC.’s own tally for this item (“Elect Director: Mary Lou Kelley”): 20,917,444 for, 273,936 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: 99% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 58 asset managers below reported 6,577,798 for, 226,466 withheld, 2,098 unknown.

FOR
FOR: 6,577,798WITHHOLD: 226,466UNKNOWN: 2,098
Largest asset managers voting on “To elect nine Directors for a one-year term to expire at the 2025 Annual Meeting of Shareholders: Mary Lou Kel” at VERA BRADLEY INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,327,1660 00For
Dimensional1,159,1110 00For
BlackRock910,8340 00For
Royce866,6650 00For
Fidelity489,7640 00For
FRANKLIN VALUE INVESTORS TRUST471,6740 00For
American Century311,4270 00For
BRIDGEWAY FUNDS INC00 0224,300Withhold
EA Series Trust127,4160 00For
TARGET PORTFOLIO TRUST120,5000 00For
Invesco105,4100 00For
Charles Schwab71,0360 00For
QUANTITATIVE MASTER SERIES LLC49,5110 00For
Columbia Threadneedle44,2020 00For
Equitable43,0580 00For
AQR38,0980 00For
Nationwide36,0340 00For
TIAA32,7250 00For
Managed Portfolio Series30,7660 00For
WisdomTree30,1110 00For
Lincoln Financial27,1270 00For
T. Rowe Price26,0450 00For
Goldman Sachs21,9510 00For
GuideStone21,8570 00For
GMO20,0070 00For

Showing the 25 largest of 58 asset managers. See all 58 in the interactive database.

9. Elect Director: Robert J. Hall

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 3 wordings of this item as funds reported it.

82% Majority: yes · of votes cast

FOR 82%WITHHELD
FOR: 17,474,398WITHHELD: 3,716,982
Details: description as filed, official tally, votes by 58 asset managers

Description as filed by funds: To elect nine Directors for a one-year term to expire at the 2025 Annual Meeting of Shareholders: Robert J. Hall

VERA BRADLEY INC.’s own tally for this item (“Elect Director: Robert J. Hall”): 17,474,398 for, 3,716,982 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.

The 58 asset managers below reported 6,771,914 for, 32,350 withheld, 2,098 unknown.

FOR
FOR: 6,771,914WITHHOLD: 32,350UNKNOWN: 2,098
Largest asset managers voting on “To elect nine Directors for a one-year term to expire at the 2025 Annual Meeting of Shareholders: Robert J. Ha” at VERA BRADLEY INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,327,1660 00For
Dimensional1,159,1110 00For
BlackRock910,8340 00For
Royce866,6650 00For
Fidelity489,7640 00For
FRANKLIN VALUE INVESTORS TRUST471,6740 00For
American Century311,4270 00For
BRIDGEWAY FUNDS INC224,3000 00For
EA Series Trust127,4160 00For
TARGET PORTFOLIO TRUST120,5000 00For
Invesco105,4100 00For
Charles Schwab71,0360 00For
QUANTITATIVE MASTER SERIES LLC49,5110 00For
Columbia Threadneedle44,2020 00For
Equitable43,0580 00For
AQR38,0980 00For
Nationwide36,0340 00For
TIAA32,7250 00For
Managed Portfolio Series30,7660 00For
WisdomTree30,1110 00For
Lincoln Financial5,6270 021,500Mixed
T. Rowe Price26,0450 00For
Goldman Sachs21,9510 00For
GuideStone21,8570 00For
GMO20,0070 00For

Showing the 25 largest of 58 asset managers. See all 58 in the interactive database.

10. 3. Advisory Approval of the Company's Named Executive Officer Compensation

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

Combines 5 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 20,728,441AGAINST: 387,148
Details: description as filed, official tally, votes by 131 asset managers

Description as filed by funds: TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS.

VERA BRADLEY INC.’s own tally for this item (“3. Advisory Approval of the Company's Named Executive Officer Compensation”): 20,728,441 for, 387,148 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: 98% 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: 58 asset managers voting on “TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS.” at VERA BRADLEY INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,327,1660 00For
Dimensional1,159,1110 00For
BlackRock910,8340 00For
Royce866,6650 00For
Fidelity489,7640 00For
FRANKLIN VALUE INVESTORS TRUST471,6740 00For
American Century311,4270 00For
BRIDGEWAY FUNDS INC224,3000 00For
EA Series Trust0127,416 00Against
TARGET PORTFOLIO TRUST120,5000 00For
Invesco105,4100 00For
Charles Schwab71,0360 00For
QUANTITATIVE MASTER SERIES LLC49,5110 00For
Columbia Threadneedle44,2020 00For
Equitable43,0580 00For
AQR38,0980 00For
Nationwide36,0340 00For
TIAA32,7250 00For
Managed Portfolio Series30,7660 00For
WisdomTree30,1110 00For
Lincoln Financial27,1270 00For
T. Rowe Price26,0450 00For
Goldman Sachs21,9510 00For
GuideStone21,8570 00For
GMO20,0070 00For

Fund voting reports, all 58 managers: 6,676,848 for, 127,416 against, 2,098 unknown. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 93 asset managers voting on “TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS.” at VERA BRADLEY INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
BlackRock873,8170 00For
Hillsdale Investment Management Inc.550,7640 00For
GEODE CAPITAL MANAGEMENT, LLC526,5790 00For
FRANKLIN MUTUAL ADVISERS LLC471,6740 00For
State Street399,5450 00For
ACADIAN ASSET MANAGEMENT LLC392,6120 00For
American Century313,6440 00For
Royce296,1460 00For
ARROWSTREET CAPITAL, LIMITED PARTNERSHIP286,4690 00For
BRIDGEWAY CAPITAL MANAGEMENT, LLC224,3000 00For
Renaissance215,0370 00For
Northern Trust203,3180 00For
Dimensional200,5010 00For
Connor, Clark & Lunn Investment Management Ltd.199,6920 00For
DE Shaw181,0520 00For
Two Sigma170,5260 00For
O'SHAUGHNESSY ASSET MANAGEMENT, LLC141,1310 00For
AQR134,0670 00For
Prudential/PGIM123,7850 00For
Invesco116,6000 00For
MELLON INVESTMENTS Corp103,9700 00For
Newton Investment Management North America, LLC93,4850 00For
JACOBS LEVY EQUITY MANAGEMENT, INC75,6790 00For
Charles Schwab71,0360 00For
STRS OHIO69,5000 00For

Institutional-manager reports, all 93 managers: 6,878,110 for, 71,677 against, 40,227 abstained. Showing the 25 largest; see all in the interactive database.

11. 2. Ratification of Appointment of Independent Registered Public Accounting Firm

Outcome not verifiedAUDIT-RELATEDReported outcome: Not verified

Combines 2 wordings of this item as funds reported it.

99.3% Majority: yes · of votes cast

FOR 99.3%
FOR: 23,908,061AGAINST: 163,798
Details: description as filed, official tally, votes by 58 asset managers

Description as filed by funds: TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL 2025.

VERA BRADLEY INC.’s own tally for this item (“2. Ratification of Appointment of Independent Registered Public Accounting Firm”): 23,908,061 for, 163,798 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: 99.3% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 58 asset managers below reported 6,676,781 for, 127,483 against, 2,098 unknown.

FOR
FOR: 6,676,781AGAINST: 127,483UNKNOWN: 2,098
Largest asset managers voting on “TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FI” at VERA BRADLEY INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,327,1660 00For
Dimensional1,159,1110 00For
BlackRock910,8340 00For
Royce866,6650 00For
Fidelity489,7640 00For
FRANKLIN VALUE INVESTORS TRUST471,6740 00For
American Century311,4270 00For
BRIDGEWAY FUNDS INC224,3000 00For
EA Series Trust0127,416 00Against
TARGET PORTFOLIO TRUST120,5000 00For
Invesco105,4100 00For
Charles Schwab71,0360 00For
QUANTITATIVE MASTER SERIES LLC49,5110 00For
Columbia Threadneedle44,2020 00For
Equitable43,0580 00For
AQR38,0980 00For
Nationwide36,0340 00For
TIAA32,7250 00For
Managed Portfolio Series30,7660 00For
WisdomTree30,1110 00For
Lincoln Financial27,1270 00For
T. Rowe Price26,0450 00For
Goldman Sachs21,9510 00For
GuideStone21,8570 00For
GMO20,0070 00For

Showing the 25 largest of 58 asset managers. See all 58 in the interactive database.

Largest VERA BRADLEY INC. shareholders voting in 2023-2024

Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 30,789,436 shares outstanding at the time of that meeting.

Fund voting reports: top VERA BRADLEY INC. shareholders by shares voted on “TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS.”, 2023-2024
#Asset manager % of shares outstanding
1Vanguard 4.31%
2Dimensional 3.76%
3BlackRock 2.96%
4Royce 2.81%
5Fidelity 1.59%
6FRANKLIN VALUE INVESTORS TRUST 1.53%
7American Century 1.01%
8BRIDGEWAY FUNDS INC 0.73%
9EA Series Trust 0.41%
10TARGET PORTFOLIO TRUST 0.39%
Institutional-manager reports: top VERA BRADLEY INC. shareholders by shares voted on “TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS.”, 2023-2024
#Asset manager % of shares outstanding
1BlackRock 2.84%
2Hillsdale Investment Management Inc. 1.79%
3GEODE CAPITAL MANAGEMENT, LLC 1.71%
4FRANKLIN MUTUAL ADVISERS LLC 1.53%
5State Street 1.30%
6ACADIAN ASSET MANAGEMENT LLC 1.28%
7American Century 1.02%
8Royce 0.96%
9ARROWSTREET CAPITAL, LIMITED PARTNERSHIP 0.93%
10BRIDGEWAY CAPITAL MANAGEMENT, LLC 0.73%

Reported VERA BRADLEY INC. holdings and ownership

As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.

VERA BRADLEY INC. holdings and ownership disclosed for the 2023-2024 proxy season
Holder % outstanding Disclosure
P. Michael Miller 9.88% DEF14A
Patricia R. Miller 9.88% DEF14A
Robert J. Hall 9.12% DEF14A
Anne-Marie Ray 8.71% DEF14A
Michael C. Ray 8.71% DEF14A
James B. Byrne 8.69% DEF14A
Thomas F. Byrne II 8.69% DEF14A
Joan B. Hall 8.69% DEF14A
Fund 1 Investments, LLC 5.72% DEF14A
Dimensional Fund Advisors 4.58% 13F

Percentages above are of 30,789,436 shares outstanding, as reported by VERA BRADLEY INC. on its Form 10-K dated March 22, 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.

Related

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 VERA BRADLEY INC.’s 10-K dated March 22, 2024. This page is a static snapshot rebuilt weekly on November 7, 2026; a live search always shows the current data.

At VERA BRADLEY INC.'s shareholder meeting held May 30, 2024, in the 2023-2024 proxy season, 131 asset managers reported how they voted on 11 ballot items in their SEC Form N-PX filings, covering 1,592 separate fund positions. On the most widely held item on that ballot — TO APPROVE, ON AN ADVISORY BASIS, THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS. — FOR was 98% 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: VERA BRADLEY INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on June 5, 2024.

VERA BRADLEY INC. proxy season coverage: 2023-2024 (this page).

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