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Compiled from SEC Form N-PX filings and VERASTEM INC.’s Form 8-K, filed May 23, 2025 (Item 5.07 on EDGAR). Page generated October 18, 2026.
Meeting of May 22, 2025: 3 items on VERASTEM INC.’s Form 8-K, filed May 23, 2025: 3 elected.
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 2025-2026
Explore VERASTEM INC. in the interactive database Compare manager voting policies
These tallies are VERASTEM INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 23, 2025 (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: John Johnson | 29,022,811 | -- | -- | 3,603,821 | 7,141,809 | 89% | Elected | — |
| Elect Director: Michael Kauffman | 32,106,100 | -- | -- | 520,532 | 7,141,809 | 98% | Elected | — |
| Elect Director: Eric Rowinsky | 27,490,856 | -- | -- | 5,135,776 | 7,141,809 | 84% | Elected | — |
Source: VERASTEM INC., Form 8-K, filed with the SEC on May 23, 2025 — read the filing on EDGAR.
Each item below shows how the 117 asset managers that disclosed a VERASTEM 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 VERASTEM 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 3 wordings of this item as funds reported it.
84% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Eric Rowinsky
VERASTEM INC.’s own tally for this item (“Elect Director: Eric Rowinsky”): 27,490,856 for, 5,135,776 withheld, per its Form 8-K filed May 23, 2025 (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: “By the vote reflected below, the stockholders elected the following individuals to serve as Class I directors until the 2028 annual meeting of stockholders and until their respective successors are duly elected and qualified:”
Support: 84% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 32 asset managers below reported 3,606,169 for, 201,514 withheld.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 2,372,315 | 0 | 0 | 0 | For |
| BlackRock | 1,060,310 | 0 | 0 | 0 | For |
| Charles Schwab | 0 | 0 | 0 | 117,697 | Withhold |
| Equitable | 21,265 | 0 | 0 | 13,880 | Mixed |
| Lincoln Financial | 0 | 0 | 0 | 28,400 | Withhold |
| Global X | 0 | 0 | 0 | 23,228 | Withhold |
| QUANTITATIVE MASTER SERIES LLC | 18,409 | 0 | 0 | 0 | For |
| Northern Trust | 17,689 | 0 | 0 | 0 | For |
| Fidelity | 17,193 | 0 | 0 | 0 | For |
| Invesco | 16,550 | 0 | 0 | 0 | For |
| John Hancock | 14,712 | 0 | 0 | 0 | For |
| SEI | 0 | 0 | 0 | 11,700 | Withhold |
| Pacific Life | 10,984 | 0 | 0 | 0 | For |
| Voya | 10,578 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 7,334 | 0 | 0 | 0 | For |
| Nationwide | 6,611 | 0 | 0 | 0 | For |
| DWS | 6,177 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 5,055 | 0 | 0 | 0 | For |
| ProShares | 5,042 | 0 | 0 | 0 | For |
| Victory Capital | 4,761 | 0 | 0 | 0 | For |
| Brighthouse | 4,407 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 4,273 | 0 | 0 | 0 | For |
| Calvert | 0 | 0 | 0 | 2,489 | Withhold |
| State Street | 0 | 0 | 0 | 1,523 | Withhold |
| Brinker Capital Destinations Trust | 0 | 0 | 0 | 1,463 | Withhold |
Showing the 25 largest of 32 asset managers. See all 32 in the interactive database.
Combines 3 wordings of this item as funds reported it.
89% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: John Johnson
VERASTEM INC.’s own tally for this item (“Elect Director: John Johnson”): 29,022,811 for, 3,603,821 withheld, per its Form 8-K filed May 23, 2025 (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: “By the vote reflected below, the stockholders elected the following individuals to serve as Class I directors until the 2028 annual meeting of stockholders and until their respective successors are duly elected and qualified:”
Support: 89% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 32 asset managers below reported 2,584,043 for, 137,587 withheld, 1,086,053 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 2,372,315 | 0 | 0 | 0 | For |
| BlackRock | 0 | 0 | 1,060,310 | 0 | Abstain |
| Charles Schwab | 117,697 | 0 | 0 | 0 | For |
| Equitable | 0 | 0 | 0 | 35,145 | Withhold |
| Lincoln Financial | 0 | 0 | 0 | 28,400 | Withhold |
| Global X | 23,228 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 0 | 0 | 18,409 | 0 | Abstain |
| Northern Trust | 0 | 0 | 0 | 17,689 | Withhold |
| Fidelity | 17,193 | 0 | 0 | 0 | For |
| Invesco | 0 | 0 | 0 | 16,550 | Withhold |
| John Hancock | 14,712 | 0 | 0 | 0 | For |
| SEI | 11,700 | 0 | 0 | 0 | For |
| Pacific Life | 0 | 0 | 0 | 10,984 | Withhold |
| Voya | 0 | 0 | 0 | 10,578 | Withhold |
| Bridge Builder Trust | 0 | 0 | 7,334 | 0 | Abstain |
| Nationwide | 0 | 0 | 0 | 6,611 | Withhold |
| DWS | 6,177 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 0 | 0 | 0 | 5,055 | Withhold |
| ProShares | 5,042 | 0 | 0 | 0 | For |
| Victory Capital | 4,761 | 0 | 0 | 0 | For |
| Brighthouse | 4,407 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 4,273 | 0 | 0 | 0 | For |
| Calvert | 0 | 0 | 0 | 2,489 | Withhold |
| State Street | 0 | 0 | 0 | 1,523 | Withhold |
| Brinker Capital Destinations Trust | 0 | 0 | 0 | 1,463 | Withhold |
Showing the 25 largest of 32 asset managers. See all 32 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: Michael Kauffman
VERASTEM INC.’s own tally for this item (“Elect Director: Michael Kauffman”): 32,106,100 for, 520,532 withheld, per its Form 8-K filed May 23, 2025 (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: “By the vote reflected below, the stockholders elected the following individuals to serve as Class I directors until the 2028 annual meeting of stockholders and until their respective successors are duly elected and qualified:”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 32 asset managers below reported 3,805,014 for, 2,669 withheld.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 2,372,315 | 0 | 0 | 0 | For |
| BlackRock | 1,060,310 | 0 | 0 | 0 | For |
| Charles Schwab | 117,697 | 0 | 0 | 0 | For |
| Equitable | 35,145 | 0 | 0 | 0 | For |
| Lincoln Financial | 28,400 | 0 | 0 | 0 | For |
| Global X | 23,228 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 18,409 | 0 | 0 | 0 | For |
| Northern Trust | 17,689 | 0 | 0 | 0 | For |
| Fidelity | 17,193 | 0 | 0 | 0 | For |
| Invesco | 16,550 | 0 | 0 | 0 | For |
| John Hancock | 14,712 | 0 | 0 | 0 | For |
| SEI | 11,700 | 0 | 0 | 0 | For |
| Pacific Life | 10,984 | 0 | 0 | 0 | For |
| Voya | 10,578 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 7,334 | 0 | 0 | 0 | For |
| Nationwide | 6,611 | 0 | 0 | 0 | For |
| DWS | 6,177 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 5,055 | 0 | 0 | 0 | For |
| ProShares | 5,042 | 0 | 0 | 0 | For |
| Victory Capital | 4,761 | 0 | 0 | 0 | For |
| Brighthouse | 4,407 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 4,273 | 0 | 0 | 0 | For |
| Calvert | 0 | 0 | 0 | 2,489 | Withhold |
| State Street | 1,523 | 0 | 0 | 0 | For |
| Brinker Capital Destinations Trust | 1,463 | 0 | 0 | 0 | For |
Showing the 25 largest of 32 asset managers. See all 32 in the interactive database.
Combines 3 wordings of this item as funds reported it.
83% 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 | 2,372,315 | 0 | 0 | 0 | For |
| BlackRock | 1,060,310 | 0 | 0 | 0 | For |
| Charles Schwab | 117,697 | 0 | 0 | 0 | For |
| Equitable | 35,145 | 0 | 0 | 0 | For |
| Lincoln Financial | 28,400 | 0 | 0 | 0 | For |
| Global X | 0 | 23,228 | 0 | 0 | Against |
| QUANTITATIVE MASTER SERIES LLC | 18,409 | 0 | 0 | 0 | For |
| Northern Trust | 17,689 | 0 | 0 | 0 | For |
| Fidelity | 17,193 | 0 | 0 | 0 | For |
| Invesco | 0 | 16,550 | 0 | 0 | Against |
| John Hancock | 14,712 | 0 | 0 | 0 | For |
| SEI | 0 | 11,700 | 0 | 0 | Against |
| Pacific Life | 10,984 | 0 | 0 | 0 | For |
| Voya | 10,578 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 7,334 | 0 | 0 | 0 | For |
| Nationwide | 6,611 | 0 | 0 | 0 | For |
| DWS | 6,177 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 5,055 | 0 | 0 | 0 | For |
| ProShares | 5,042 | 0 | 0 | 0 | For |
| Victory Capital | 4,761 | 0 | 0 | 0 | For |
| Brighthouse | 4,407 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 4,273 | 0 | 0 | 0 | For |
| Calvert | 0 | 2,489 | 0 | 0 | Against |
| State Street | 1,523 | 0 | 0 | 0 | For |
| Brinker Capital Destinations Trust | 1,463 | 0 | 0 | 0 | For |
Fund voting reports, all 32 managers: 3,753,716 for, 53,967 against. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| RTW INVESTMENTS, LP | 4,245,476 | 0 | 0 | 0 | For |
| BALYASNY ASSET MANAGEMENT L.P. | 0 | 2,893,520 | 0 | 0 | Against |
| ORBIMED ADVISORS LLC | 2,862,448 | 0 | 0 | 0 | For |
| BVF INC/IL | 2,100,468 | 0 | 0 | 0 | For |
| Nantahala Capital Management, LLC | 2,011,174 | 0 | 0 | 0 | For |
| Vivo Capital, LLC | 1,538,461 | 0 | 0 | 0 | For |
| MARSHALL WACE, LLP | 0 | 934,240 | 0 | 0 | Against |
| BlackRock | 912,910 | 2,433 | 0 | 0 | For |
| Stonepine Capital Management, LLC | 592,750 | 0 | 0 | 0 | For |
| Soleus Capital Management, L.P. | 439,972 | 0 | 0 | 0 | For |
| State Street | 377,588 | 0 | 0 | 0 | For |
| Northern Trust | 307,514 | 0 | 0 | 0 | For |
| UBS | 286,752 | 4,069 | 0 | 0 | For |
| MELLON INVESTMENTS Corp | 129,867 | 0 | 0 | 0 | For |
| J. Goldman & Co LP | 119,657 | 0 | 0 | 0 | For |
| Charles Schwab | 117,787 | 0 | 0 | 0 | For |
| Wellington | 0 | 117,656 | 0 | 0 | Against |
| Integral Health Asset Management, LLC | 113,947 | 0 | 0 | 0 | For |
| RBC Capital Markets, LLC | 93,660 | 0 | 0 | 0 | For |
| Vanguard | 80,024 | 0 | 0 | 0 | For |
| Casdin Capital, LLC | 72,202 | 0 | 0 | 0 | For |
| Two Sigma | 54,399 | 0 | 0 | 0 | For |
| Corient Private Wealth LLC | 50,000 | 0 | 0 | 0 | For |
| AQR | 43,771 | 0 | 0 | 0 | For |
| Polar Asset Management Partners Inc. | 39,274 | 0 | 0 | 0 | For |
Institutional-manager reports, all 99 managers: 16,788,846 for, 4,054,040 against, 75 unknown. Showing the 25 largest; see all in the interactive database.
99.9% of fund votes cast · no official result
Description as filed by funds: TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2025.
The 32 asset managers below reported 3,807,503 for, 180 against. 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 | 2,372,315 | 0 | 0 | 0 | For |
| BlackRock | 1,060,310 | 0 | 0 | 0 | For |
| Charles Schwab | 117,697 | 0 | 0 | 0 | For |
| Equitable | 35,145 | 0 | 0 | 0 | For |
| Lincoln Financial | 28,400 | 0 | 0 | 0 | For |
| Global X | 23,228 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 18,409 | 0 | 0 | 0 | For |
| Northern Trust | 17,689 | 0 | 0 | 0 | For |
| Fidelity | 17,193 | 0 | 0 | 0 | For |
| Invesco | 16,550 | 0 | 0 | 0 | For |
| John Hancock | 14,712 | 0 | 0 | 0 | For |
| SEI | 11,700 | 0 | 0 | 0 | For |
| Pacific Life | 10,984 | 0 | 0 | 0 | For |
| Voya | 10,578 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 7,334 | 0 | 0 | 0 | For |
| Nationwide | 6,611 | 0 | 0 | 0 | For |
| DWS | 6,177 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 5,055 | 0 | 0 | 0 | For |
| ProShares | 5,042 | 0 | 0 | 0 | For |
| Victory Capital | 4,761 | 0 | 0 | 0 | For |
| Brighthouse | 4,407 | 0 | 0 | 0 | For |
| AIG/SunAmerica | 4,273 | 0 | 0 | 0 | For |
| Calvert | 2,489 | 0 | 0 | 0 | For |
| State Street | 1,523 | 0 | 0 | 0 | For |
| Brinker Capital Destinations Trust | 1,463 | 0 | 0 | 0 | For |
Showing the 25 largest of 32 asset managers. See all 32 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 54,949,170 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Vanguard | 4.32% |
| 2 | BlackRock | 1.93% |
| 3 | Charles Schwab | 0.21% |
| 4 | Equitable | 0.06% |
| 5 | Lincoln Financial | 0.05% |
| 6 | Global X | 0.04% |
| 7 | QUANTITATIVE MASTER SERIES LLC | 0.03% |
| 8 | Northern Trust | 0.03% |
| 9 | Fidelity | 0.03% |
| 10 | Invesco | 0.03% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | RTW INVESTMENTS, LP | 7.73% |
| 2 | BALYASNY ASSET MANAGEMENT L.P. | 5.27% |
| 3 | ORBIMED ADVISORS LLC | 5.21% |
| 4 | BVF INC/IL | 3.82% |
| 5 | Nantahala Capital Management, LLC | 3.66% |
| 6 | Vivo Capital, LLC | 2.80% |
| 7 | MARSHALL WACE, LLP | 1.70% |
| 8 | BlackRock | 1.67% |
| 9 | Stonepine Capital Management, LLC | 1.08% |
| 10 | Soleus Capital Management, L.P. | 0.80% |
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 |
|---|---|---|
| RTW Investments, LP | 16.41% | 13G |
| Deep Track Capital, LP | 14.05% | 13G |
| BVF PARTNERS L P/IL | 10.41% | 13G |
| Armistice Capital, LLC | 8.36% | 13G |
| BVF GP HOLDINGS LLC | 8.17% | 13G |
| Ramya Rao | 7.19% | 13G |
| Nantahala Capital Management, LLC | 6.91% | 13G |
| Polar Capital Holdings Plc | 6.19% | 13G |
| Logos Global Management LP | 5.78% | 13G |
| Foresite Capital Fund VI LP | 5.73% | 13G |
Percentages above are of 54,949,170 shares outstanding, as reported by VERASTEM INC. on its Form 10-Q dated May 12, 2025 (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 VERASTEM INC.’s 10-Q dated May 12, 2025. This page is a static snapshot rebuilt weekly on October 18, 2026; a live search always shows the current data.
At VERASTEM INC.'s shareholder meeting held May 22, 2025, in the 2024-2025 proxy season, 117 asset managers reported how they voted in their SEC Form N-PX filings, covering 478 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. VERASTEM INC.'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 — To approve an advisory vote on the compensation of the named executive officers. — the reporting funds and managers cast 83% 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.
VERASTEM INC. proxy season coverage: 2024-2025 (this page) · 2025-2026.
Download data (CSV): ballot items · votes by manager · column guide.