Home › Companies › VERITIV CORP. › 2023-2024
Compiled from SEC Form N-PX filings and VERITIV CORP.’s Form 8-K, filed October 17, 2023 (Item 5.07 on EDGAR). Page generated October 14, 2026.
Meeting of October 17, 2023: 3 items on VERITIV CORP.’s Form 8-K, filed October 17, 2023: 2 approved · 1 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
Proxy season: 2023-2024
Explore VERITIV CORP. in the interactive database Compare manager voting policies
These tallies are VERITIV CORP.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed October 17, 2023 (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 |
|---|---|---|---|---|---|---|---|---|
| The final voting results for each proposal are set forth below. | 12,374,963 | 28,307 | 19,697 | -- | -- | 99.7% | Approved | a supermajority of the shares outstanding |
| 1. Merger Proposal. To approve and adopt the Merger Agreement, pursuant to which, among other things, Merger Subsidiary will merge with and into Veritiv, with Veritiv surviving as a wholly-owned subsidiary of Parent (the "Merger Proposal") | 11,942,691 | 457,655 | 22,621 | -- | -- | 96% | Not verified | — |
| 2. Advisory Compensation Proposal. To approve, on a non-binding, advisory basis, the compensation that may be paid or become payable to Veritiv's named executive officers that is based on or otherwise relates to the Merger | 11,574,355 | 826,304 | 22,308 | -- | -- | 93% | Approved | — |
Source: VERITIV CORP., Form 8-K, filed with the SEC on October 17, 2023 — read the filing on EDGAR.
Each item below shows how the 313 asset managers that disclosed a VERITIV 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 VERITIV 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.
96% Majority: yes · of votes cast
Description as filed by funds: MERGER PROPOSAL - TO APPROVE AND ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED AS OF AUGUST 6, 2023 (AS IT HAS BEEN OR MAY BE AMENDED, SUPPLEMENTED, WAIVED OR OTHERWISE MODIFIED IN ACCORDANCE WITH ITS TERMS), BY AND AMONG VERDE PURCHASER, LLC ("PARENT"), VERDE MERGER SUB, INC. ("MERGER SUBSIDIARY") AND VERITIV CORPORATION ("VERITIV"), PURSUANT TO WHICH, AMONG OTHER THINGS, MERGER SUBSIDIARY WILL MERGE WITH AND INTO VERITIV, WITH VERITIV SURVIVING AS A WHOLLY-OWNED SUBSIDIARY OF PARENT (SUCH MERGER, THE "MERGER" AND SUCH PROPOSAL, THE "MERGER PROPOSAL").
VERITIV CORP.’s own tally for this item (“1. Merger Proposal. To approve and adopt the Merger Agreement, pursuant to which, among other things, Merger Subsidiary will merge with and into Veritiv, with Veritiv surviving as a wholly-owned subsidiary of Parent (the”): 11,942,691 for, 457,655 against, per its Form 8-K filed October 17, 2023 (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 99 asset managers below reported 6,231,103 for, 16,000 abstained, 11,065 not voted, 208 unknown.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 1,603,146 | 0 | 0 | 0 | For |
| Dimensional | 946,220 | 0 | 0 | 0 | For |
| Vanguard | 871,780 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 338,391 | 0 | 0 | 0 | For |
| Fidelity | 266,701 | 0 | 0 | 0 | For |
| Charles Schwab | 229,181 | 0 | 0 | 0 | For |
| State Street | 226,524 | 0 | 0 | 0 | For |
| American Century | 191,664 | 0 | 0 | 0 | For |
| DWS | 176,951 | 0 | 0 | 0 | For |
| Invesco | 169,526 | 0 | 0 | 0 | For |
| TIAA | 91,623 | 0 | 0 | 0 | For |
| Cambria ETF Trust | 84,956 | 0 | 0 | 0 | For |
| OBERWEIS FUNDS | 78,190 | 0 | 0 | 0 | For |
| WASATCH FUNDS TRUST | 70,128 | 0 | 0 | 0 | For |
| WisdomTree | 56,841 | 0 | 0 | 0 | For |
| JPMorgan | 51,422 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 45,600 | 0 | 0 | 0 | For |
| Prudential/PGIM | 45,331 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 43,480 | 0 | 0 | 0 | For |
| Jackson National | 41,707 | 0 | 0 | 0 | For |
| Equitable | 25,686 | 0 | 16,000 | 0 | Mixed |
| EA Series Trust | 39,658 | 0 | 0 | 0 | For |
| New York Life | 31,058 | 0 | 0 | 0 | For |
| ARBITRAGE FUNDS | 31,000 | 0 | 0 | 0 | For |
| First Trust | 30,694 | 0 | 0 | 0 | For |
Showing the 25 largest of 99 asset managers. See all 99 in the interactive database.
Combines 3 wordings of this item as funds reported it.
92% of fund votes cast · no official result
Description as filed by funds: ADJOURNMENT PROPOSAL - TO APPROVE ONE OR MORE ADJOURNMENTS OF THE SPECIAL MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IF A QUORUM IS NOT PRESENT OR THERE ARE NOT SUFFICIENT VOTES CAST AT THE SPECIAL MEETING TO APPROVE THE MERGER PROPOSAL.
The 93 asset managers below reported 5,723,283 for, 505,236 against, 17,000 abstained, 208 unknown. 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 | 1,603,146 | 0 | 0 | 0 | For |
| Dimensional | 946,220 | 0 | 0 | 0 | For |
| Vanguard | 871,780 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 338,391 | 0 | 0 | 0 | For |
| Fidelity | 11,562 | 255,139 | 0 | 0 | Against |
| Charles Schwab | 229,181 | 0 | 0 | 0 | For |
| State Street | 0 | 226,524 | 0 | 0 | Against |
| American Century | 191,664 | 0 | 0 | 0 | For |
| DWS | 176,951 | 0 | 0 | 0 | For |
| Invesco | 169,526 | 0 | 0 | 0 | For |
| TIAA | 91,623 | 0 | 0 | 0 | For |
| Cambria ETF Trust | 84,956 | 0 | 0 | 0 | For |
| OBERWEIS FUNDS | 78,190 | 0 | 0 | 0 | For |
| WASATCH FUNDS TRUST | 70,128 | 0 | 0 | 0 | For |
| WisdomTree | 56,841 | 0 | 0 | 0 | For |
| JPMorgan | 51,422 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 45,600 | 0 | 0 | 0 | For |
| Prudential/PGIM | 45,331 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 43,480 | 0 | 0 | 0 | For |
| Jackson National | 41,707 | 0 | 0 | 0 | For |
| Equitable | 25,686 | 0 | 16,000 | 0 | Mixed |
| EA Series Trust | 39,658 | 0 | 0 | 0 | For |
| New York Life | 31,058 | 0 | 0 | 0 | For |
| ARBITRAGE FUNDS | 31,000 | 0 | 0 | 0 | For |
| First Trust | 30,694 | 0 | 0 | 0 | For |
Showing the 25 largest of 93 asset managers. See all 93 in the interactive database.
100% of fund votes cast · no official result
The 3 asset managers below reported 1,402 for, 11,065 not voted. 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 |
|---|---|---|---|---|---|
| Empower | 0 | 0 | 0 | 0 | Not Voted |
| TIMOTHY PLAN | 1,398 | 0 | 0 | 0 | For |
| Warren Street Wealth Advisors, LLC | 4 | 0 | 0 | 0 | For |
Combines 18 wordings of this item as funds reported it.
93% Approved · of votes cast
Description as filed by funds: Advisory Compensation Proposal - To approve, on a non- binding, advisory basis, the compensation that may be paid or become payable to Veritiv's named executive officers that is based on or otherwise relates to the Merger.
VERITIV CORP.’s own tally for this item (“2. Advisory Compensation Proposal. To approve, on a non-binding, advisory basis, the compensation that may be paid or become payable to Veritiv's named executive officers that is based on or otherwise relates to the Merg”): 11,574,355 for, 826,304 against — passed, per its Form 8-K filed October 17, 2023 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 2: Advisory Compensation Proposal . To approve, on a non-binding, advisory basis, the compensation that may be paid or become payable to Veritiv's named executive officers that is based on or otherwise relates to the Merger”
Support: 93% 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).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 1,603,146 | 0 | 0 | 0 | For |
| Dimensional | 946,220 | 0 | 0 | 0 | For |
| Vanguard | 871,780 | 0 | 0 | 0 | For |
| Pacer Funds Trust | 338,391 | 0 | 0 | 0 | For |
| Fidelity | 266,701 | 0 | 0 | 0 | For |
| Charles Schwab | 229,181 | 0 | 0 | 0 | For |
| State Street | 226,524 | 0 | 0 | 0 | For |
| American Century | 191,664 | 0 | 0 | 0 | For |
| DWS | 176,951 | 0 | 0 | 0 | For |
| Invesco | 169,526 | 0 | 0 | 0 | For |
| TIAA | 0 | 91,623 | 0 | 0 | Against |
| Cambria ETF Trust | 84,956 | 0 | 0 | 0 | For |
| OBERWEIS FUNDS | 78,190 | 0 | 0 | 0 | For |
| WASATCH FUNDS TRUST | 70,128 | 0 | 0 | 0 | For |
| WisdomTree | 56,841 | 0 | 0 | 0 | For |
| JPMorgan | 51,422 | 0 | 0 | 0 | For |
| BRIDGEWAY FUNDS INC | 45,600 | 0 | 0 | 0 | For |
| Prudential/PGIM | 45,331 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 43,480 | 0 | 0 | 0 | For |
| Jackson National | 41,707 | 0 | 0 | 0 | For |
| Equitable | 41,686 | 0 | 0 | 0 | For |
| EA Series Trust | 0 | 39,658 | 0 | 0 | Against |
| New York Life | 31,058 | 0 | 0 | 0 | For |
| ARBITRAGE FUNDS | 31,000 | 0 | 0 | 0 | For |
| First Trust | 30,694 | 0 | 0 | 0 | For |
Fund voting reports, all 92 managers: 6,066,701 for, 165,701 against, 13,085 abstained, 208 unknown. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Meeder Advisory Services, Inc. | 5,000,000 | 0 | 0 | 0 | For |
| Baupost | 3,324,324 | 0 | 0 | 0 | For |
| Fidelity | 549,755 | 0 | 0 | 0 | For |
| State Street | 493,215 | 0 | 0 | 0 | For |
| BlackRock | 306,258 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 269,313 | 0 | 0 | 0 | For |
| Charles Schwab | 232,403 | 0 | 0 | 0 | For |
| American Century | 191,664 | 0 | 0 | 0 | For |
| Invesco | 173,551 | 0 | 0 | 0 | For |
| MELLON INVESTMENTS Corp | 125,198 | 0 | 0 | 0 | For |
| Prudential/PGIM | 113,485 | 1,140 | 0 | 0 | For |
| Nuveen | 0 | 108,302 | 0 | 0 | Against |
| WASATCH ADVISORS LP | 94,451 | 0 | 0 | 0 | For |
| PICTET ASSET MANAGEMENT SA | 86,060 | 0 | 0 | 0 | For |
| Cambria Investment Management, L.P. | 84,956 | 0 | 0 | 0 | For |
| OBERWEIS ASSET MANAGEMENT INC/ | 78,190 | 0 | 0 | 0 | For |
| PRINCIPAL GLOBAL INVESTORS | 76,102 | 0 | 0 | 0 | For |
| Dimensional | 75,522 | 0 | 0 | 0 | For |
| Northern Trust | 515 | 48,809 | 0 | 0 | Against |
| AllianceBernstein | 45,723 | 0 | 0 | 0 | For |
| WATER ISLAND CAPITAL LLC | 43,664 | 0 | 0 | 0 | For |
| PARAMETRIC PORTFOLIO ASSOCIATES LLC | 42,551 | 0 | 0 | 0 | For |
| Legal & General Investment Management America Inc | 0 | 26,965 | 0 | 0 | Against |
| BNY Mellon | 26,408 | 0 | 0 | 0 | For |
| ARROWSTREET CAPITAL, LIMITED PARTNERSHIP | 25,131 | 0 | 0 | 0 | For |
Institutional-manager reports, all 228 managers: 11,879,474 for, 229,589 against, 1 withheld, 12,153 abstained, 1 not voted, 8 1 year. Showing the 25 largest; see all in the interactive database.
100% 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 |
|---|---|---|---|---|---|
| Empower | 0 | 0 | 0 | 0 | Not Voted |
| TIMOTHY PLAN | 1,398 | 0 | 0 | 0 | For |
Fund voting reports, all 2 managers: 1,398 for, 11,065 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| JPMorgan | 56,855 | 0 | 0 | 0 | For |
| Manatuck Hill Partners, LLC | 18,885 | 0 | 0 | 0 | For |
| TD ASSET MANAGEMENT INC | 2,700 | 0 | 0 | 0 | For |
| Fractal Investments LLC | 0 | 0 | 0 | 0 | -- |
| Desjardins Global Asset Management Inc. | 201 | 0 | 0 | 0 | For |
| Warren Street Wealth Advisors, LLC | 4 | 0 | 0 | 0 | For |
Institutional-manager reports, all 6 managers: 78,645 for, 1,370 unknown.
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 13,551,081 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | BlackRock | 11.83% |
| 2 | Dimensional | 6.98% |
| 3 | Vanguard | 6.43% |
| 4 | Pacer Funds Trust | 2.50% |
| 5 | Fidelity | 1.97% |
| 6 | Charles Schwab | 1.69% |
| 7 | State Street | 1.67% |
| 8 | American Century | 1.41% |
| 9 | DWS | 1.31% |
| 10 | Invesco | 1.25% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Meeder Advisory Services, Inc. | 36.90% |
| 2 | Baupost | 24.53% |
| 3 | Fidelity | 4.06% |
| 4 | State Street | 3.64% |
| 5 | BlackRock | 2.26% |
| 6 | GEODE CAPITAL MANAGEMENT, LLC | 1.99% |
| 7 | Charles Schwab | 1.72% |
| 8 | American Century | 1.41% |
| 9 | Invesco | 1.28% |
| 10 | MELLON INVESTMENTS Corp | 0.92% |
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 |
|---|---|---|
| Stephen J. Smith | 1.06% | DEF14A |
| Salvatore A. Abbate | 1.04% | DEF14A |
| Daniel J. Watkoske | 0.82% | DEF14A |
| Mark W. Hianik | 0.45% | DEF14A |
| Charles G. Ward, III | 0.39% | DEF14A |
| Tracy A. Leinbach | 0.31% | DEF14A |
| Michael P. Muldowney | 0.24% | DEF14A |
| David E. Flitman | 0.22% | DEF14A |
| Stephen E. Macadam | 0.19% | DEF14A |
| Norges Bank | 0.13% | 13F |
Percentages above are of 13,551,081 shares outstanding, as reported by VERITIV CORP. on its Form 10-Q dated August 1, 2023 (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.
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 VERITIV CORP.’s 10-Q dated August 1, 2023. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.
At VERITIV CORP.'s shareholder meeting held October 17, 2023, in the 2023-2024 proxy season, 313 asset managers reported how they voted in their SEC Form N-PX filings, covering 1,215 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. On the most widely held item on that ballot — Advisory Compensation Proposal - To approve, on a non- binding, advisory basis, the… — VERITIV CORP.'s filing reports the proposal as approved, with 93% support 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). Source: VERITIV CORP.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on October 17, 2023.
VERITIV CORP. proxy season coverage: 2023-2024 (this page).
Download data (CSV): ballot items · votes by manager · column guide.