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Compiled from SEC Form N-PX filings and VERICEL CORP.’s Form 8-K, filed May 2, 2025 (Item 5.07 on EDGAR). Page generated October 18, 2026.
Meeting of April 30, 2025: 11 items on VERICEL CORP.’s Form 8-K, filed May 2, 2025: 11 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 VERICEL CORP. in the interactive database Compare manager voting policies
These tallies are VERICEL CORP.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 2, 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: Robert Zerbe | 42,876,161 | -- | -- | 2,343,036 | 2,254,583 | 95% | Not verified | — |
| Elect Director: Alan Rubino | 42,967,872 | -- | -- | 2,251,325 | 2,254,583 | 95% | Not verified | — |
| Elect Director: Heidi Hagen | 41,623,680 | -- | -- | 3,595,517 | 2,254,583 | 92% | Not verified | — |
| Elect Director: Kevin McLaughlin | 43,433,190 | -- | -- | 1,786,007 | 2,254,583 | 96% | Not verified | — |
| Elect Director: Paul Wotton | 42,481,388 | -- | -- | 2,737,809 | 2,254,583 | 94% | Not verified | — |
| Elect Director: Lisa Wright | 43,023,484 | -- | -- | 2,195,713 | 2,254,583 | 95% | Not verified | — |
| Elect Director: Dominick Colangelo | 43,299,779 | -- | -- | 1,919,418 | 2,254,583 | 96% | Not verified | — |
| The Company's shareholders approved, on a non-binding advisory basis, Proposal 2 concerning the compensation of the Company's named executive officers. | 40,777,685 | 4,353,149 | 88,363 | -- | 2,254,583 | 90% | Not verified | — |
| The Company's shareholders approved Proposal 3 to ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered accounting firm for the fiscal year ending December 31, 2025. | 45,636,587 | 1,819,486 | 17,707 | -- | -- | 96% | Not verified | — |
| The Company's shareholders approved Proposal 4 on the adoption of the Company's Amended and Restated 2022 Plan. | 39,043,703 | 6,152,087 | 23,407 | -- | 2,254,583 | 86% | Not verified | — |
| The Company's shareholders approved Proposal 5 on the adoption of the Company's Amended and Restated ESPP. | 45,077,532 | 126,851 | 14,814 | -- | 2,254,583 | 99.7% | Not verified | — |
Source: VERICEL CORP., Form 8-K, filed with the SEC on May 2, 2025 — read the filing on EDGAR.
Each item below shows how the 329 asset managers that disclosed a VERICEL CORP. 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 VERICEL CORP.’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.
95% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Alan L. Rubino
VERICEL CORP.’s own tally for this item (“Elect Director: Alan Rubino”): 42,967,872 for, 2,251,325 withheld, per its Form 8-K filed May 2, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 95% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 101 asset managers below reported 26,542,724 for, 45,471 withheld, 400 abstained, 39,489 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 4,766,232 | 0 | 0 | 0 | For |
| Fidelity | 3,396,987 | 0 | 0 | 0 | For |
| Vanguard | 3,376,566 | 0 | 4 | 0 | For |
| CONESTOGA FUNDS | 1,476,424 | 0 | 0 | 0 | For |
| Invesco | 1,262,494 | 0 | 0 | 0 | For |
| State Street | 1,077,740 | 0 | 0 | 40 | For |
| Brown Capital Management Mutual Funds | 910,993 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 700,000 | 0 | 0 | 0 | For |
| Federated Hermes | 649,290 | 0 | 0 | 0 | For |
| Loomis Sayles | 614,290 | 0 | 0 | 0 | For |
| Capital Group | 607,227 | 0 | 0 | 0 | For |
| Dimensional | 563,060 | 0 | 0 | 0 | For |
| Jackson National | 558,699 | 0 | 0 | 0 | For |
| Waddell & Reed | 464,136 | 0 | 0 | 0 | For |
| Charles Schwab | 409,682 | 0 | 0 | 0 | For |
| Nationwide | 401,663 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 353,532 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 344,711 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 316,115 | 0 | 0 | 0 | For |
| Thrivent | 313,055 | 0 | 0 | 0 | For |
| Hartford | 284,423 | 0 | 0 | 0 | For |
| Brighthouse | 275,710 | 0 | 0 | 7,751 | For |
| Advisors' Inner Circle Fund II | 215,000 | 0 | 0 | 0 | For |
| Putnam | 212,830 | 0 | 0 | 0 | For |
| Victory Capital | 185,766 | 0 | 0 | 0 | For |
Showing the 25 largest of 101 asset managers. See all 101 in the interactive database.
Combines 6 wordings of this item as funds reported it.
96% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Dominick C. Colangelo
VERICEL CORP.’s own tally for this item (“Elect Director: Dominick Colangelo”): 43,299,779 for, 1,919,418 withheld, per its Form 8-K filed May 2, 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: 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.
The 101 asset managers below reported 26,575,215 for, 13,376 withheld, 3 abstained, 39,489 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 4,766,232 | 0 | 0 | 0 | For |
| Fidelity | 3,396,987 | 0 | 0 | 0 | For |
| Vanguard | 3,376,567 | 0 | 3 | 0 | For |
| CONESTOGA FUNDS | 1,476,424 | 0 | 0 | 0 | For |
| Invesco | 1,262,494 | 0 | 0 | 0 | For |
| State Street | 1,077,740 | 0 | 0 | 40 | For |
| Brown Capital Management Mutual Funds | 910,993 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 700,000 | 0 | 0 | 0 | For |
| Federated Hermes | 649,290 | 0 | 0 | 0 | For |
| Loomis Sayles | 614,290 | 0 | 0 | 0 | For |
| Capital Group | 607,227 | 0 | 0 | 0 | For |
| Dimensional | 563,060 | 0 | 0 | 0 | For |
| Jackson National | 558,699 | 0 | 0 | 0 | For |
| Waddell & Reed | 464,136 | 0 | 0 | 0 | For |
| Charles Schwab | 409,682 | 0 | 0 | 0 | For |
| Nationwide | 401,663 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 353,532 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 344,711 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 316,115 | 0 | 0 | 0 | For |
| Thrivent | 313,055 | 0 | 0 | 0 | For |
| Hartford | 284,423 | 0 | 0 | 0 | For |
| Brighthouse | 275,710 | 0 | 0 | 7,751 | For |
| Advisors' Inner Circle Fund II | 215,000 | 0 | 0 | 0 | For |
| Putnam | 212,830 | 0 | 0 | 0 | For |
| Victory Capital | 185,766 | 0 | 0 | 0 | For |
Showing the 25 largest of 101 asset managers. See all 101 in the interactive database.
Combines 6 wordings of this item as funds reported it.
92% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Heidi Hagen
VERICEL CORP.’s own tally for this item (“Elect Director: Heidi Hagen”): 41,623,680 for, 3,595,517 withheld, per its Form 8-K filed May 2, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 92% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 101 asset managers below reported 25,789,519 for, 648,581 withheld, 150,495 abstained, 39,489 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 4,766,232 | 0 | 0 | 0 | For |
| Fidelity | 3,396,987 | 0 | 0 | 0 | For |
| Vanguard | 3,375,627 | 0 | 6 | 938 | For |
| CONESTOGA FUNDS | 1,476,424 | 0 | 0 | 0 | For |
| Invesco | 1,262,494 | 0 | 0 | 0 | For |
| State Street | 1,077,740 | 0 | 0 | 40 | For |
| Brown Capital Management Mutual Funds | 910,993 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 700,000 | 0 | 0 | 0 | For |
| Federated Hermes | 649,290 | 0 | 0 | 0 | For |
| Loomis Sayles | 614,290 | 0 | 0 | 0 | For |
| Capital Group | 607,227 | 0 | 0 | 0 | For |
| Dimensional | 563,060 | 0 | 0 | 0 | For |
| Jackson National | 470,125 | 0 | 88,574 | 0 | Mixed |
| Waddell & Reed | 0 | 0 | 0 | 464,136 | Withhold |
| Charles Schwab | 409,682 | 0 | 0 | 0 | For |
| Nationwide | 401,663 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 353,532 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 344,711 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 316,115 | 0 | 0 | 0 | For |
| Thrivent | 313,055 | 0 | 0 | 0 | For |
| Hartford | 284,423 | 0 | 0 | 0 | For |
| Brighthouse | 275,710 | 0 | 0 | 7,751 | For |
| Advisors' Inner Circle Fund II | 215,000 | 0 | 0 | 0 | For |
| Putnam | 212,830 | 0 | 0 | 0 | For |
| Victory Capital | 185,766 | 0 | 0 | 0 | For |
Showing the 25 largest of 101 asset managers. See all 101 in the interactive database.
Combines 8 wordings of this item as funds reported it.
96% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Kevin F. McLaughlin
VERICEL CORP.’s own tally for this item (“Elect Director: Kevin McLaughlin”): 43,433,190 for, 1,786,007 withheld, per its Form 8-K filed May 2, 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: 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.
The 101 asset managers below reported 26,547,074 for, 41,122 withheld, 399 abstained, 39,489 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 4,766,232 | 0 | 0 | 0 | For |
| Fidelity | 3,396,987 | 0 | 0 | 0 | For |
| Vanguard | 3,376,567 | 0 | 3 | 0 | For |
| CONESTOGA FUNDS | 1,476,424 | 0 | 0 | 0 | For |
| Invesco | 1,262,494 | 0 | 0 | 0 | For |
| State Street | 1,077,781 | 0 | 0 | 0 | For |
| Brown Capital Management Mutual Funds | 910,993 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 700,000 | 0 | 0 | 0 | For |
| Federated Hermes | 649,290 | 0 | 0 | 0 | For |
| Loomis Sayles | 614,290 | 0 | 0 | 0 | For |
| Capital Group | 607,227 | 0 | 0 | 0 | For |
| Dimensional | 563,060 | 0 | 0 | 0 | For |
| Jackson National | 558,699 | 0 | 0 | 0 | For |
| Waddell & Reed | 464,136 | 0 | 0 | 0 | For |
| Charles Schwab | 409,682 | 0 | 0 | 0 | For |
| Nationwide | 401,663 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 353,532 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 344,711 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 316,115 | 0 | 0 | 0 | For |
| Thrivent | 313,055 | 0 | 0 | 0 | For |
| Hartford | 284,423 | 0 | 0 | 0 | For |
| Brighthouse | 275,710 | 0 | 0 | 7,751 | For |
| Advisors' Inner Circle Fund II | 215,000 | 0 | 0 | 0 | For |
| Putnam | 212,830 | 0 | 0 | 0 | For |
| Victory Capital | 185,766 | 0 | 0 | 0 | For |
Showing the 25 largest of 101 asset managers. See all 101 in the interactive database.
Combines 6 wordings of this item as funds reported it.
95% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Lisa Wright
VERICEL CORP.’s own tally for this item (“Elect Director: Lisa Wright”): 43,023,484 for, 2,195,713 withheld, per its Form 8-K filed May 2, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 95% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 101 asset managers below reported 26,570,457 for, 18,135 withheld, 4 abstained, 39,489 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 4,766,232 | 0 | 0 | 0 | For |
| Fidelity | 3,396,987 | 0 | 0 | 0 | For |
| Vanguard | 3,375,629 | 0 | 4 | 938 | For |
| CONESTOGA FUNDS | 1,476,424 | 0 | 0 | 0 | For |
| Invesco | 1,262,494 | 0 | 0 | 0 | For |
| State Street | 1,077,781 | 0 | 0 | 0 | For |
| Brown Capital Management Mutual Funds | 910,993 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 700,000 | 0 | 0 | 0 | For |
| Federated Hermes | 649,290 | 0 | 0 | 0 | For |
| Loomis Sayles | 614,290 | 0 | 0 | 0 | For |
| Capital Group | 607,227 | 0 | 0 | 0 | For |
| Dimensional | 563,060 | 0 | 0 | 0 | For |
| Jackson National | 558,699 | 0 | 0 | 0 | For |
| Waddell & Reed | 464,136 | 0 | 0 | 0 | For |
| Charles Schwab | 409,682 | 0 | 0 | 0 | For |
| Nationwide | 401,663 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 353,532 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 344,711 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 316,115 | 0 | 0 | 0 | For |
| Thrivent | 313,055 | 0 | 0 | 0 | For |
| Hartford | 284,423 | 0 | 0 | 0 | For |
| Brighthouse | 275,710 | 0 | 0 | 7,751 | For |
| Advisors' Inner Circle Fund II | 215,000 | 0 | 0 | 0 | For |
| Putnam | 212,830 | 0 | 0 | 0 | For |
| Victory Capital | 185,766 | 0 | 0 | 0 | For |
Showing the 25 largest of 101 asset managers. See all 101 in the interactive database.
Combines 6 wordings of this item as funds reported it.
94% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Paul K. Wotton
VERICEL CORP.’s own tally for this item (“Elect Director: Paul Wotton”): 42,481,388 for, 2,737,809 withheld, per its Form 8-K filed May 2, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 94% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 101 asset managers below reported 26,496,969 for, 51,506 withheld, 40,120 abstained, 39,489 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 4,766,232 | 0 | 0 | 0 | For |
| Fidelity | 3,396,987 | 0 | 0 | 0 | For |
| Vanguard | 3,375,628 | 0 | 4 | 938 | For |
| CONESTOGA FUNDS | 1,476,424 | 0 | 0 | 0 | For |
| Invesco | 1,262,494 | 0 | 0 | 0 | For |
| State Street | 1,077,781 | 0 | 0 | 0 | For |
| Brown Capital Management Mutual Funds | 910,993 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 700,000 | 0 | 0 | 0 | For |
| Federated Hermes | 649,290 | 0 | 0 | 0 | For |
| Loomis Sayles | 614,290 | 0 | 0 | 0 | For |
| Capital Group | 607,227 | 0 | 0 | 0 | For |
| Dimensional | 563,060 | 0 | 0 | 0 | For |
| Jackson National | 558,699 | 0 | 0 | 0 | For |
| Waddell & Reed | 464,136 | 0 | 0 | 0 | For |
| Charles Schwab | 409,682 | 0 | 0 | 0 | For |
| Nationwide | 401,663 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 353,532 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 344,711 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 316,115 | 0 | 0 | 0 | For |
| Thrivent | 313,055 | 0 | 0 | 0 | For |
| Hartford | 284,423 | 0 | 0 | 0 | For |
| Brighthouse | 275,710 | 0 | 0 | 7,751 | For |
| Advisors' Inner Circle Fund II | 215,000 | 0 | 0 | 0 | For |
| Putnam | 212,830 | 0 | 0 | 0 | For |
| Victory Capital | 185,766 | 0 | 0 | 0 | For |
Showing the 25 largest of 101 asset managers. See all 101 in the interactive database.
Combines 6 wordings of this item as funds reported it.
95% Majority: yes · of votes cast
Description as filed by funds: Election of Directors: Robert L. Zerbe
VERICEL CORP.’s own tally for this item (“Elect Director: Robert Zerbe”): 42,876,161 for, 2,343,036 withheld, per its Form 8-K filed May 2, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 95% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.
The 101 asset managers below reported 26,536,649 for, 51,546 withheld, 400 abstained, 39,489 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 4,766,232 | 0 | 0 | 0 | For |
| Fidelity | 3,396,987 | 0 | 0 | 0 | For |
| Vanguard | 3,375,629 | 0 | 4 | 938 | For |
| CONESTOGA FUNDS | 1,476,424 | 0 | 0 | 0 | For |
| Invesco | 1,262,494 | 0 | 0 | 0 | For |
| State Street | 1,077,740 | 0 | 0 | 40 | For |
| Brown Capital Management Mutual Funds | 910,993 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 700,000 | 0 | 0 | 0 | For |
| Federated Hermes | 649,290 | 0 | 0 | 0 | For |
| Loomis Sayles | 614,290 | 0 | 0 | 0 | For |
| Capital Group | 607,227 | 0 | 0 | 0 | For |
| Dimensional | 563,060 | 0 | 0 | 0 | For |
| Jackson National | 558,699 | 0 | 0 | 0 | For |
| Waddell & Reed | 464,136 | 0 | 0 | 0 | For |
| Charles Schwab | 409,682 | 0 | 0 | 0 | For |
| Nationwide | 401,663 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 353,532 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 344,711 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 316,115 | 0 | 0 | 0 | For |
| Thrivent | 313,055 | 0 | 0 | 0 | For |
| Hartford | 284,423 | 0 | 0 | 0 | For |
| Brighthouse | 275,710 | 0 | 0 | 7,751 | For |
| Advisors' Inner Circle Fund II | 215,000 | 0 | 0 | 0 | For |
| Putnam | 212,830 | 0 | 0 | 0 | For |
| Victory Capital | 185,766 | 0 | 0 | 0 | For |
Showing the 25 largest of 101 asset managers. See all 101 in the interactive database.
97% of fund votes cast · no official result
The 27 asset managers below reported 1,325,916 for, 39,806 withheld, 7,959,512 abstained. 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 |
|---|---|---|---|---|---|
| BlackRock | 0 | 0 | 4,766,232 | 0 | Abstain |
| CONESTOGA FUNDS | 0 | 0 | 1,476,424 | 0 | Abstain |
| PROFESSIONALLY MANAGED PORTFOLIOS | 700,000 | 0 | 0 | 0 | For |
| Loomis Sayles | 0 | 0 | 614,290 | 0 | Abstain |
| Jackson National | 102,574 | 0 | 456,125 | 0 | Mixed |
| Bridge Builder Trust | 0 | 0 | 353,532 | 0 | Abstain |
| Advisors' Inner Circle Fund II | 215,000 | 0 | 0 | 0 | For |
| John Hancock | 152,787 | 0 | 17,355 | 0 | Mixed |
| AMG FUNDS | 133,959 | 0 | 35,000 | 0 | Mixed |
| QUANTITATIVE MASTER SERIES LLC | 0 | 0 | 83,690 | 0 | Abstain |
| Securian Funds Trust | 0 | 0 | 61,519 | 0 | Abstain |
| RBC FUNDS TRUST | 0 | 0 | 39,720 | 0 | Abstain |
| Advisors' Inner Circle Fund III | 0 | 0 | 0 | 32,095 | Withhold |
| Allianz | 0 | 0 | 17,102 | 0 | Abstain |
| JPMorgan | 0 | 0 | 16,484 | 0 | Abstain |
| BUFFALO FUNDS | 15,000 | 0 | 0 | 0 | For |
| MASTER INVESTMENT PORTFOLIO | 0 | 0 | 13,137 | 0 | Abstain |
| TIMOTHY PLAN | 0 | 0 | 0 | 7,711 | Withhold |
| RIVERPARK FUNDS TRUST | 4,759 | 0 | 0 | 0 | For |
| AMG Funds I | 0 | 0 | 4,187 | 0 | Abstain |
| GPS Funds I | 0 | 0 | 2,457 | 0 | Abstain |
| RBB FUND, INC. | 0 | 0 | 1,632 | 0 | Abstain |
| EA Series Trust | 1,503 | 0 | 0 | 0 | For |
| Innovator ETFs Trust | 0 | 0 | 396 | 0 | Abstain |
| ETF Series Solutions | 273 | 0 | 0 | 0 | For |
Showing the 25 largest of 27 asset managers. See all 27 in the interactive database.
99.9% of fund votes cast · no official result
The 102 asset managers below reported 26,371,439 for, 7,751 against, 0 abstained. 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 |
|---|---|---|---|---|---|
| BlackRock | 4,766,232 | 0 | 0 | 0 | For |
| Fidelity | 3,396,987 | 0 | 0 | 0 | For |
| Vanguard | 3,376,570 | 0 | 0 | 0 | For |
| CONESTOGA FUNDS | 1,476,424 | 0 | 0 | 0 | For |
| Invesco | 1,262,494 | 0 | 0 | 0 | For |
| State Street | 1,077,781 | 0 | 0 | 0 | For |
| Brown Capital Management Mutual Funds | 910,993 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 700,000 | 0 | 0 | 0 | For |
| Federated Hermes | 649,290 | 0 | 0 | 0 | For |
| Loomis Sayles | 614,290 | 0 | 0 | 0 | For |
| Capital Group | 607,227 | 0 | 0 | 0 | For |
| Dimensional | 563,060 | 0 | 0 | 0 | For |
| Jackson National | 558,699 | 0 | 0 | 0 | For |
| Waddell & Reed | 464,136 | 0 | 0 | 0 | For |
| Charles Schwab | 409,682 | 0 | 0 | 0 | For |
| Nationwide | 401,663 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 353,532 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 344,711 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 316,115 | 0 | 0 | 0 | For |
| Thrivent | 313,055 | 0 | 0 | 0 | For |
| Hartford | 284,423 | 0 | 0 | 0 | For |
| Advisors' Inner Circle Fund II | 215,000 | 0 | 0 | 0 | For |
| Putnam | 212,830 | 0 | 0 | 0 | For |
| Victory Capital | 185,766 | 0 | 0 | 0 | For |
| Allspring | 183,654 | 0 | 0 | 0 | For |
Showing the 25 largest of 102 asset managers. See all 102 in the interactive database.
86% Majority: yes · of votes cast
Description as filed by funds: TO APPROVE THE ADOPTION OF VERICEL CORPORATION'S AMENDED AND RESTATED 2022 OMNIBUS INCENTIVE PLAN.
VERICEL CORP.’s own tally for this item (“The Company's shareholders approved Proposal 4 on the adoption of the Company's Amended and Restated 2022 Plan.”): 39,043,703 for, 6,152,087 against, per its Form 8-K filed May 2, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 86% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Also reported under other wordings, matched to the same row of VERICEL CORP.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Amend Omnibus Stock Plan” (6 managers, 225,029 for, 4,309 against, 39,489 not voted).
The 102 asset managers below reported 24,644,143 for, 1,727,297 against, 7,751 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 4,766,232 | 0 | 0 | 0 | For |
| Fidelity | 3,396,987 | 0 | 0 | 0 | For |
| Vanguard | 3,376,560 | 10 | 0 | 0 | For |
| CONESTOGA FUNDS | 1,476,424 | 0 | 0 | 0 | For |
| Invesco | 1,262,494 | 0 | 0 | 0 | For |
| State Street | 22,720 | 1,055,061 | 0 | 0 | Against |
| Brown Capital Management Mutual Funds | 910,993 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 700,000 | 0 | 0 | 0 | For |
| Federated Hermes | 649,290 | 0 | 0 | 0 | For |
| Loomis Sayles | 614,290 | 0 | 0 | 0 | For |
| Capital Group | 607,227 | 0 | 0 | 0 | For |
| Dimensional | 563,060 | 0 | 0 | 0 | For |
| Jackson National | 558,699 | 0 | 0 | 0 | For |
| Waddell & Reed | 464,136 | 0 | 0 | 0 | For |
| Charles Schwab | 409,682 | 0 | 0 | 0 | For |
| Nationwide | 401,663 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 353,532 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 344,711 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 316,115 | 0 | 0 | 0 | For |
| Thrivent | 313,055 | 0 | 0 | 0 | For |
| Hartford | 284,423 | 0 | 0 | 0 | For |
| Advisors' Inner Circle Fund II | 215,000 | 0 | 0 | 0 | For |
| Putnam | 0 | 212,830 | 0 | 0 | Against |
| Victory Capital | 185,766 | 0 | 0 | 0 | For |
| Allspring | 183,654 | 0 | 0 | 0 | For |
Showing the 25 largest of 102 asset managers. See all 102 in the interactive database.
Combines 9 wordings of this item as funds reported it.
90% Majority: yes · of votes cast
Description as filed by funds: To approve, on an advisory basis, the compensation of Vericel Corporation's named executive officers.
VERICEL CORP.’s own tally for this item (“The Company's shareholders approved, on a non-binding advisory basis, Proposal 2 concerning the compensation of the Company's named executive officers.”): 40,777,685 for, 4,353,149 against, per its Form 8-K filed May 2, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 90% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Also reported under other wordings, matched to the same row of VERICEL CORP.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Section 14a Executive Compensation” (5 managers, 127,995 for, 55 against).
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 |
|---|---|---|---|---|---|
| BlackRock | 4,766,232 | 0 | 0 | 0 | For |
| Fidelity | 3,396,987 | 0 | 0 | 0 | For |
| Vanguard | 3,375,629 | 941 | 0 | 0 | For |
| CONESTOGA FUNDS | 1,476,424 | 0 | 0 | 0 | For |
| Invesco | 0 | 1,262,494 | 0 | 0 | Against |
| State Street | 1,077,781 | 0 | 0 | 0 | For |
| Brown Capital Management Mutual Funds | 910,993 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 700,000 | 0 | 0 | 0 | For |
| Federated Hermes | 649,290 | 0 | 0 | 0 | For |
| Loomis Sayles | 614,290 | 0 | 0 | 0 | For |
| Capital Group | 607,227 | 0 | 0 | 0 | For |
| Dimensional | 563,060 | 0 | 0 | 0 | For |
| Jackson National | 264,289 | 294,410 | 0 | 0 | Mixed |
| Waddell & Reed | 464,136 | 0 | 0 | 0 | For |
| Charles Schwab | 409,682 | 0 | 0 | 0 | For |
| Nationwide | 368,539 | 33,124 | 0 | 0 | Mixed |
| Bridge Builder Trust | 353,532 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 344,711 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 316,115 | 0 | 0 | 0 | For |
| Thrivent | 313,055 | 0 | 0 | 0 | For |
| Hartford | 284,423 | 0 | 0 | 0 | For |
| Brighthouse | 131,106 | 144,604 | 7,751 | 0 | Mixed |
| Advisors' Inner Circle Fund II | 215,000 | 0 | 0 | 0 | For |
| Putnam | 212,830 | 0 | 0 | 0 | For |
| Victory Capital | 185,766 | 0 | 0 | 0 | For |
Fund voting reports, all 102 managers: 24,818,767 for, 1,763,506 against, 7,751 abstained, 39,489 not voted. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Fidelity | 2,300,725 | 0 | 0 | 0 | For |
| State Street | 2,031,488 | 0 | 0 | 0 | For |
| Invesco | 0 | 1,639,964 | 0 | 0 | Against |
| BROWN CAPITAL MANAGEMENT LLC | 1,480,434 | 0 | 0 | 0 | For |
| BlackRock | 1,296,584 | 1,363 | 0 | 0 | For |
| CONGRESS ASSET MANAGEMENT CO | 1,223,148 | 24,926 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 1,190,435 | 0 | 0 | 0 | For |
| BNP Paribas Asset Management Holding S.A. | 0 | 1,067,784 | 0 | 0 | Against |
| Federated Hermes | 1,060,764 | 0 | 0 | 0 | For |
| GW&K Investment Management, LLC | 1,041,547 | 0 | 0 | 0 | For |
| Loomis Sayles | 1,037,857 | 0 | 0 | 0 | For |
| WILLIAM BLAIR INVESTMENT MANAGEMENT, LLC | 1,037,641 | 0 | 0 | 0 | For |
| Wellington | 1,029,358 | 0 | 0 | 0 | For |
| GENEVA CAPITAL MANAGEMENT LLC | 962,071 | 0 | 0 | 0 | For |
| NEW YORK STATE COMMON RETIREMENT FUND | 855,036 | 0 | 0 | 0 | For |
| MACQUARIE INVESTMENT MANAGEMENT BUSINESS TRUST | 685,536 | 0 | 0 | 0 | For |
| Capital Research Global Investors | 607,227 | 0 | 0 | 0 | For |
| Victory Capital | 588,986 | 0 | 0 | 0 | For |
| TimesSquare Capital Management, LLC | 573,065 | 0 | 0 | 0 | For |
| Conestoga Capital Advisors, LLC | 550,823 | 0 | 0 | 0 | For |
| Northern Trust | 490,437 | 0 | 0 | 0 | For |
| Charles Schwab | 454,079 | 0 | 0 | 0 | For |
| BESSEMER INVESTMENT MANAGEMENT LLC | 364,200 | 0 | 0 | 0 | For |
| Bessemer Trust Co of California, N.A. | 364,200 | 0 | 0 | 0 | For |
| NEXT CENTURY GROWTH INVESTORS LLC | 346,293 | 0 | 0 | 0 | For |
Institutional-manager reports, all 248 managers: 26,921,000 for, 3,409,355 against, 4,243 abstained, 1,642 not voted. Showing the 25 largest; see all in the interactive database.
Combines 4 wordings of this item as funds reported it.
96% Majority: yes · of votes cast
Description as filed by funds: To ratify the appointment of PricewaterhouseCoopers LLP as Vericel Corporation's independent registered public accounting firm for the fiscal year ending December 31, 2025.
VERICEL CORP.’s own tally for this item (“The Company's shareholders approved Proposal 3 to ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered accounting firm for the fiscal year ending December 31, 2025.”): 45,636,587 for, 1,819,486 against, per its Form 8-K filed May 2, 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 102 asset managers below reported 26,523,570 for, 58,704 against, 7,751 abstained, 39,489 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 4,766,232 | 0 | 0 | 0 | For |
| Fidelity | 3,396,987 | 0 | 0 | 0 | For |
| Vanguard | 3,375,629 | 941 | 0 | 0 | For |
| CONESTOGA FUNDS | 1,476,424 | 0 | 0 | 0 | For |
| Invesco | 1,262,494 | 0 | 0 | 0 | For |
| State Street | 1,077,740 | 40 | 0 | 0 | For |
| Brown Capital Management Mutual Funds | 910,993 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 700,000 | 0 | 0 | 0 | For |
| Federated Hermes | 649,290 | 0 | 0 | 0 | For |
| Loomis Sayles | 614,290 | 0 | 0 | 0 | For |
| Capital Group | 607,227 | 0 | 0 | 0 | For |
| Dimensional | 563,060 | 0 | 0 | 0 | For |
| Jackson National | 558,699 | 0 | 0 | 0 | For |
| Waddell & Reed | 464,136 | 0 | 0 | 0 | For |
| Charles Schwab | 409,682 | 0 | 0 | 0 | For |
| Nationwide | 401,663 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 353,532 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 344,711 | 0 | 0 | 0 | For |
| WILLIAM BLAIR FUNDS | 316,115 | 0 | 0 | 0 | For |
| Thrivent | 313,055 | 0 | 0 | 0 | For |
| Hartford | 284,423 | 0 | 0 | 0 | For |
| Brighthouse | 275,710 | 0 | 7,751 | 0 | For |
| Advisors' Inner Circle Fund II | 215,000 | 0 | 0 | 0 | For |
| Putnam | 212,830 | 0 | 0 | 0 | For |
| Victory Capital | 185,766 | 0 | 0 | 0 | For |
Showing the 25 largest of 102 asset managers. See all 102 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 50,252,000 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | BlackRock | 9.48% |
| 2 | Fidelity | 6.76% |
| 3 | Vanguard | 6.72% |
| 4 | CONESTOGA FUNDS | 2.94% |
| 5 | Invesco | 2.51% |
| 6 | State Street | 2.14% |
| 7 | Brown Capital Management Mutual Funds | 1.81% |
| 8 | PROFESSIONALLY MANAGED PORTFOLIOS | 1.39% |
| 9 | Federated Hermes | 1.29% |
| 10 | Loomis Sayles | 1.22% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Fidelity | 4.58% |
| 2 | State Street | 4.04% |
| 3 | Invesco | 3.26% |
| 4 | BROWN CAPITAL MANAGEMENT LLC | 2.95% |
| 5 | BlackRock | 2.58% |
| 6 | CONGRESS ASSET MANAGEMENT CO | 2.48% |
| 7 | GEODE CAPITAL MANAGEMENT, LLC | 2.37% |
| 8 | BNP Paribas Asset Management Holding S.A. | 2.12% |
| 9 | Federated Hermes | 2.11% |
| 10 | GW&K Investment Management, LLC | 2.07% |
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 |
|---|---|---|
| BlackRock | 15.88% | 13F |
| Vanguard Group | 6.95% | 13F |
| Brown Capital Management, LLC | 6.44% | DEF14A |
| State Street | 4.85% | 13F |
| FMR (Fidelity) | 4.58% | 13F |
| Invesco | 4.52% | 13F |
| Dominick Colangelo | 3.13% | DEF14A |
| Geode Capital | 2.39% | 13F |
| Dimensional Fund Advisors | 1.53% | 13F |
| Morgan Stanley | 1.13% | 13F |
Percentages above are of 50,252,000 shares outstanding, as reported by VERICEL CORP. on its Form 10-Q dated March 31, 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 VERICEL CORP.’s 10-Q dated March 31, 2025. This page is a static snapshot rebuilt weekly on October 18, 2026; a live search always shows the current data.
At VERICEL CORP.'s shareholder meeting held April 30, 2025, in the 2024-2025 proxy season, 329 asset managers reported how they voted in their SEC Form N-PX filings, covering 4,070 separate fund positions. Their filings are grouped here into 12 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 an advisory basis, the compensation of Vericel Corporation's named executive… — FOR was 90% 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: VERICEL CORP.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 2, 2025.
VERICEL CORP. proxy season coverage: 2023-2024 · 2024-2025 (this page) · 2025-2026.
Download data (CSV): ballot items · votes by manager · column guide.