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Veritex Holdings, Inc. 2025-2026 Proxy Voting Records

Compiled from SEC Form N-PX filings and Veritex Holdings, Inc.’s Form 8-K, filed September 23, 2025 (Item 5.07 on EDGAR). Page generated October 14, 2026.

  • 6Reported items
  • 282Asset managers
  • 1,031Fund votes
  • September 22, 2025Meeting date

Results at a glance

Meeting of September 22, 2025: 3 items on Veritex Holdings, Inc.’s Form 8-K, filed September 23, 2025: 1 approved · 2 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 2024-2025 2025-2026

Explore Veritex Holdings, Inc. in the interactive database Compare manager voting policies

Official 2025-2026 meeting results reported by Veritex Holdings, Inc.

These tallies are Veritex Holdings, Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed September 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.

Veritex Holdings, Inc. — official shareholder meeting results, meeting held September 22, 2025
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
1. Veritex Merger Proposal To approve the merger of Veritex with and into Huntington, as contemplated by the Agreement and Plan of Merger, dated as July 13, 2025, by and between Huntington and Veritex, under which Veritex will merge with and into Huntington, w 44,263,6689,70024,457 ---- 99.9%Not verified—
2. Veritex Compensation Proposal To approve, on an advisory (non-binding) basis, the merger-related named executive officer compensation that will or may be paid to Veritex's named executive officers in connection with the merger 35,806,2698,015,286476,270 ---- 82%Not verified—
Proposal 3: approved, the adjournment of the Special Shareholder Meeting was not necessary because Veritex's shareholders approved Proposal 1. The table below contains a summary of the number of votes for, votes against and votes abstained for this proposal: 43,253,950630,531413,344 ---- 99%Approved—

Source: Veritex Holdings, Inc., Form 8-K, filed with the SEC on September 23, 2025 — read the filing on EDGAR.

How asset managers voted at the Veritex Holdings, Inc. 2025-2026 meeting

Each item below shows how the 282 asset managers that disclosed a Veritex Holdings, 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 Veritex Holdings, 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.

1. 1. Veritex Merger Proposal To approve the merger of Veritex with and into Huntington, as contemplated by the Agreement…

Outcome not verifiedCORPORATE GOVERNANCEReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

99.9% Majority: yes · of votes cast

FOR 99.9%
FOR: 44,263,668AGAINST: 9,700
Details: description as filed, official tally, votes by 89 asset managers

Description as filed by funds: To approve the merger of Veritex Holdings, Inc. ("Veritex") with and into Huntington Bancshares Incorporated ("Huntington"), as contemplated by the merger proposal, dated as of July 13, 2025 (as it may be amended time to time), by and between Huntington and Veritex, with Huntington as the surviving corporation (the "Veritex merger proposal").

Veritex Holdings, Inc.’s own tally for this item (“1. Veritex Merger Proposal To approve the merger of Veritex with and into Huntington, as contemplated by the Agreement and Plan of Merger, dated as July 13, 2025, by and between Huntington and Veritex, under which Verite”): 44,263,668 for, 9,700 against, per its Form 8-K filed September 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: 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 + AGAINST); abstentions and broker non-votes are excluded.

The 89 asset managers below reported 20,605,627 for.

FOR
FOR: 20,605,627
Largest asset managers voting on “To approve the merger of Veritex Holdings, Inc. ("Veritex") with and into Huntington Bancshares Incorporated (” at Veritex Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BlackRock5,698,9300 00For
Vanguard3,105,8460 00For
Investment Managers Series Trust II1,803,6580 00For
Fidelity1,267,3040 00For
Dimensional1,088,3000 00For
TIAA1,063,2600 00For
ARBITRAGE FUNDS737,1400 00For
American Century729,4060 00For
Charles Schwab655,7690 00For
Victory Capital511,6060 00For
MERGER FUND416,7720 00For
Invesco313,6430 00For
JPMorgan252,1960 00For
Columbia Threadneedle163,1270 00For
Jackson National144,0930 00For
Principal143,9060 00For
BRIDGEWAY FUNDS INC139,3800 00For
HOTCHKIS & WILEY FUNDS /DE/124,0000 00For
Equitable119,3670 00For
First Trust111,7370 00For
WisdomTree104,1940 00For
Prudential/PGIM96,0600 00For
ALTSHARES TRUST94,1260 00For
EA Series Trust93,5650 00For
QUANTITATIVE MASTER SERIES LLC90,1720 00For

Showing the 25 largest of 89 asset managers. See all 89 in the interactive database.

2. Proposal 3: approved, the adjournment of the Special Shareholder Meeting was not necessary because Veritex's…

Official resultCORPORATE GOVERNANCEReported outcome: Approved

Combines 3 wordings of this item as funds reported it.

99% Approved · of votes cast

FOR 99%
FOR: 43,253,950AGAINST: 630,531
Details: description as filed, official tally, votes by 81 asset managers

Description as filed by funds: To approve the adjournment of special meeting of Veritex shareholders, if necessary or appropriate, to solicit additional proxies if, immediately prior to such adjournment, there are not sufficient votes at the time of the Veritex special meeting to approve the Veritex merger proposal or the Veritex authorized share count proposal or to ensure that any supplement or amendment to the accompanying proxy statement/prospectus is timely provided to holders of Veritex common stock (the "Veritex adjournment proposal").

Veritex Holdings, Inc.’s own tally for this item (“Proposal 3: approved, the adjournment of the Special Shareholder Meeting was not necessary because Veritex's shareholders approved Proposal 1. The table below contains a summary of the number of votes for, votes against ”): 43,253,950 for, 630,531 against — passed, per its Form 8-K filed September 23, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “the adjournment of the Special Shareholder Meeting was not necessary because Veritex's shareholders approved ”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 81 asset managers below reported 20,155,826 for, 78,106 against, 1 abstained.

FOR
FOR: 20,155,826AGAINST: 78,106ABSTAIN: 1
Largest asset managers voting on “To approve the adjournment of special meeting of Veritex shareholders, if necessary or appropriate, to solicit” at Veritex Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BlackRock5,698,9300 00For
Vanguard3,105,8441 10For
Investment Managers Series Trust II1,803,6580 00For
Fidelity1,267,3040 00For
Dimensional1,088,3000 00For
TIAA1,063,2600 00For
ARBITRAGE FUNDS737,1400 00For
American Century729,4060 00For
Charles Schwab655,7690 00For
Victory Capital511,6060 00For
MERGER FUND416,7720 00For
Invesco313,6430 00For
Columbia Threadneedle163,1270 00For
Jackson National144,0930 00For
Principal143,9060 00For
BRIDGEWAY FUNDS INC139,3800 00For
HOTCHKIS & WILEY FUNDS /DE/124,0000 00For
Equitable119,3670 00For
First Trust111,7370 00For
WisdomTree104,1940 00For
Prudential/PGIM96,0600 00For
ALTSHARES TRUST94,1260 00For
EA Series Trust93,5650 00For
QUANTITATIVE MASTER SERIES LLC90,1720 00For
New York Life87,1170 00For

Showing the 25 largest of 81 asset managers. See all 81 in the interactive database.

3. Adjourn Meeting

No official matchCORPORATE GOVERNANCE

100% of fund votes cast · no official result

FOR
Details: votes by 5 asset managers

The 5 asset managers below reported 368,011 for. 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.

FOR: 368,011
Largest asset managers voting on “Adjourn Meeting” at Veritex Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
JPMorgan252,1960 00For
Empower66,7000 00For
Brighthouse37,1700 00For
Lincoln Financial9,0660 00For
HC CAPITAL TRUST2,8790 00For

4. Proposal 3: approved, the adjournment of the Special Shareholder Meeting was not necessary because Veritex's…

Official resultFund totals may overlapCORPORATE GOVERNANCEReported outcome: Approved

99% Approved · of votes cast

FOR 99%
FOR: 43,253,950AGAINST: 630,531
Details: description as filed, official tally, votes by 3 asset managers

Description as filed by funds: TO APPROVE THE ADJOURNMENT OF SPECIAL MEETING OF VERITEX SHAREHOLDERS, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF, IMMEDIATELY PRIOR TO SUCH ADJOURNMENT, THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF THE VERITEX SPECIAL MEETING TO APPROVE THE VERITEX MERGER PROPOSAL OR THE VERITEX AUTHORIZED SHARE COUNT PROPOSAL OR TO ENSURE THAT ANY SUPPLEMENT OR AMENDMENT TO THE ACCOMPANYING PROXY STATEMENT/PROSPECTUS IS TIMELY PROVIDED TO HOLDERS OF VERITEX COMMON STOCK (THE VERITEX ADJOURNMENT PROPOSAL"). "

Veritex Holdings, Inc.’s own tally for this item (“Proposal 3: approved, the adjournment of the Special Shareholder Meeting was not necessary because Veritex's shareholders approved Proposal 1. The table below contains a summary of the number of votes for, votes against ”): 43,253,950 for, 630,531 against — passed, per its Form 8-K filed September 23, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “the adjournment of the Special Shareholder Meeting was not necessary because Veritex's shareholders approved ”
Support: 99% 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: 2 asset managers voting on “TO APPROVE THE ADJOURNMENT OF SPECIAL MEETING OF VERITEX SHAREHOLDERS, IF NECESSARY OR APPROPRIATE, TO SOLICIT” at Veritex Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Advisors' Inner Circle Fund III2350 00For
RBB Fund Trust1560 00For

Fund voting reports, all 2 managers: 391 for.

Institutional-manager reports: 1 asset manager voting on “TO APPROVE THE ADJOURNMENT OF SPECIAL MEETING OF VERITEX SHAREHOLDERS, IF NECESSARY OR APPROPRIATE, TO SOLICIT” at Veritex Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Sendero Wealth Management, LLC2540 00For

Institutional-manager reports, all 1 managers: 254 for.

5. 2. Veritex Compensation Proposal To approve, on an advisory (non-binding) basis, the merger-related named executive…

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

Combines 11 wordings of this item as funds reported it.

82% Majority: yes · of votes cast

FOR 82%AGAINST
FOR: 35,806,269AGAINST: 8,015,286
Details: description as filed, official tally, votes by 278 asset managers

Description as filed by funds: To approve, on an advisory (non- binding) basis, the merger-related named executive officer compensation that will or may be paid to Veritex's named executive officers in connection with the merger (the "Veritex compensation proposal").

Veritex Holdings, Inc.’s own tally for this item (“2. Veritex Compensation Proposal To approve, on an advisory (non-binding) basis, the merger-related named executive officer compensation that will or may be paid to Veritex's named executive officers in connection with t”): 35,806,269 for, 8,015,286 against, per its Form 8-K filed September 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: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 82% 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: 85 asset managers voting on “To approve, on an advisory (non- binding) basis, the merger-related named executive officer compensation that ” at Veritex Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BlackRock5,698,9300 00For
Vanguard3,096,0189,827 10For
Investment Managers Series Trust II1,803,6580 00For
Fidelity1,267,3040 00For
Dimensional01,088,300 00Against
TIAA01,063,260 00Against
ARBITRAGE FUNDS737,1400 00For
American Century0729,406 00Against
Charles Schwab655,7690 00For
Victory Capital511,6060 00For
MERGER FUND416,7720 00For
Invesco313,6430 00For
RBB FUND, INC.11,815194,219 00Mixed
Columbia Threadneedle163,1270 00For
Jackson National131,89712,196 00Mixed
Principal143,9060 00For
BRIDGEWAY FUNDS INC139,3800 00For
HOTCHKIS & WILEY FUNDS /DE/124,0000 00For
Equitable119,3670 00For
First Trust111,7370 00For
WisdomTree104,1940 00For
Prudential/PGIM89,0607,000 00Mixed
ALTSHARES TRUST94,1260 00For
EA Series Trust93,5650 00For
QUANTITATIVE MASTER SERIES LLC90,1720 00For

Fund voting reports, all 85 managers: 17,042,170 for, 3,467,731 against, 1 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 217 asset managers voting on “To approve, on an advisory (non- binding) basis, the merger-related named executive officer compensation that ” at Veritex Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
BlackRock2,033,11724,708 00For
Victory Capital1,614,1650 00For
GEODE CAPITAL MANAGEMENT, LLC1,350,1930 00For
Nuveen01,121,204 00Against
OAK RIDGE INVESTMENTS LLC864,7350 00For
Pentwater Capital Management LP864,7350 00For
AllianceBernstein863,6300 00For
WATER ISLAND CAPITAL LLC859,0250 00For
GLAZER CAPITAL, LLC754,9520 00For
American Century0747,560 00Against
Charles Schwab739,4430 00For
Aristotle Capital Boston, LLC597,8240 00For
AQR597,4640 00For
Northern Trust504,5590 00For
HighTower Advisors, LLC493,1380 00For
Corient Private Wealth LP455,1640 00For
HOTCHKIS & WILEY CAPITAL MANAGEMENT LLC426,8500 00For
Goldman Sachs356,8810 00For
MELLON INVESTMENTS Corp351,9690 00For
FIRST MANHATTAN CO. LLC.345,4220 00For
Invesco344,7970 00For
TUDOR INVESTMENT CORP ET AL0294,215 00Against
Stieven Capital Advisors, L.P.285,1360 00For
LSV ASSET MANAGEMENT0268,631 00Against
PRINCIPAL GLOBAL INVESTORS266,8780 00For

Institutional-manager reports, all 217 managers: 19,479,552 for, 4,334,937 against, 10,087 not voted. Showing the 25 largest; see all in the interactive database.

6. Advisory Vote on Golden Parachutes

No official matchSECTION 14A SAY-ON-PAY VOTES

95% of fund votes cast · no official result

FOR
Details: votes by 6 asset managers

The 6 asset managers below reported 351,386 for, 18,726 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.

FOR: 351,386AGAINST: 18,726
Largest asset managers voting on “Advisory Vote on Golden Parachutes” at Veritex Holdings, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
JPMorgan235,57116,625 00Mixed
Empower66,7000 00For
Brighthouse37,1700 00For
Lincoln Financial9,0660 00For
HC CAPITAL TRUST2,8790 00For
APG Asset Management US Inc.02,101 00Against

Largest Veritex Holdings, Inc. shareholders voting in 2025-2026

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 54,271,523 shares outstanding at the time of that meeting.

Fund voting reports: top Veritex Holdings, Inc. shareholders by shares voted on “To approve the merger of Veritex Holdings, Inc. ("Veritex") with and into Huntington Bancshares…”, 2025-2026
#Asset manager % of shares outstanding
1BlackRock 10.50%
2Vanguard 5.72%
3Investment Managers Series Trust II 3.32%
4Fidelity 2.34%
5Dimensional 2.01%
6TIAA 1.96%
7ARBITRAGE FUNDS 1.36%
8American Century 1.34%
9Charles Schwab 1.21%
10Victory Capital 0.94%
Institutional-manager reports: top Veritex Holdings, Inc. shareholders by shares voted on “To approve, on an advisory (non- binding) basis, the merger-related named executive officer…”, 2025-2026
#Asset manager % of shares outstanding
1BlackRock 3.79%
2Victory Capital 2.97%
3GEODE CAPITAL MANAGEMENT, LLC 2.49%
4Nuveen 2.07%
5OAK RIDGE INVESTMENTS LLC 1.59%
6Pentwater Capital Management LP 1.59%
7AllianceBernstein 1.59%
8WATER ISLAND CAPITAL LLC 1.58%
9GLAZER CAPITAL, LLC 1.39%
10American Century 1.38%

Reported Veritex Holdings, 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.

Veritex Holdings, Inc. holdings and ownership disclosed for the 2025-2026 proxy season
Holder % outstanding Disclosure
Dimensional Fund Advisors LP 5.17% DEF14A
State Street Corporation 5.11% DEF14A
William D. Ellis 0.83% DEF14A
C. Malcolm Holland, III 0.81% DEF14A
Manuel J. Mehos 0.58% DEF14A
Pat S. Bolin 0.40% DEF14A
Terry Earley 0.26% DEF14A
Mark C. Griege 0.25% DEF14A
Blake Bozman 0.23% DEF14A
Angela Harper 0.18% DEF14A

Percentages above are of 54,271,523 shares outstanding, as reported by Veritex Holdings, Inc. on its Form 10-Q dated May 6, 2025 (see the filing on EDGAR). This is the count contemporaneous with the 2025-2026 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.

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 Veritex Holdings, Inc.’s 10-Q dated May 6, 2025. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.

At Veritex Holdings, Inc.'s shareholder meeting held September 22, 2025, in the 2025-2026 proxy season, 282 asset managers reported how they voted in their SEC Form N-PX filings, covering 1,031 separate fund positions. Their filings are grouped here into 6 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 (non- binding) basis, the merger-related named executive officer… — FOR was 82% 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: Veritex Holdings, Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on September 23, 2025.

Veritex Holdings, Inc. proxy season coverage: 2023-2024 · 2024-2025 · 2025-2026 (this page).

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