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WESTERN DIGITAL CORP. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and WESTERN DIGITAL CORP.’s Form 8-K, filed November 25, 2024 (Item 5.07 on EDGAR). Page generated October 25, 2026.

  • 11Reported items
  • 697Asset managers
  • 7,424Fund votes
  • November 20, 2024Meeting date

Results at a glance

Meeting of November 20, 2024: 11 items on WESTERN DIGITAL CORP.’s Form 8-K, filed November 25, 2024: 8 elected · 3 approved.

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 WESTERN DIGITAL CORP. in the interactive database Compare manager voting policies

Official 2024-2025 meeting results reported by WESTERN DIGITAL CORP.

These tallies are WESTERN DIGITAL CORP.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed November 25, 2024 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

WESTERN DIGITAL CORP. — official shareholder meeting results, meeting held November 20, 2024
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Kimberly E. Alexy 273,596,7411,289,277326,768 --35,408,426 99.5%Elected—
Elect Director: Thomas Caulfield 266,604,2478,276,411332,128 --35,408,426 97%Elected—
Elect Director: Martin I. Cole 264,482,41910,397,551332,816 --35,408,426 96%Elected—
Elect Director: Tunç Doluca 273,857,0481,023,614332,124 --35,408,426 99.6%Elected—
Elect Director: David V. Goeckeler 273,899,9671,014,316298,503 --35,408,426 99.6%Elected—
Elect Director: Matthew E. Massengill 264,379,67910,531,136301,971 --35,408,426 96%Elected—
Elect Director: Stephanie A. Streeter 261,929,59512,966,621316,570 --35,408,426 95%Elected—
Elect Director: Miyuki Suzuki 267,290,9417,586,525335,320 --35,408,426 97%Elected—
2. Advisory Vote on Named Executive Officer Compensation 252,266,23222,508,052438,502 --35,408,426 92%Approved—
3. Approval of the Equity Plan 262,018,90612,920,796273,084 --35,408,426 95%Approved—
4. Ratification of Appointment of KPMG LLP as Independent Registered Public Accounting Firm 297,172,11212,489,521959,579 ---- 96%Approved—

Source: WESTERN DIGITAL CORP., Form 8-K, filed with the SEC on November 25, 2024 — read the filing on EDGAR.

How asset managers voted at the WESTERN DIGITAL CORP. 2024-2025 meeting

Each item below shows how the 697 asset managers that disclosed a WESTERN DIGITAL 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 WESTERN DIGITAL 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.

1. Elect Director: David V. Goeckeler

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

99.6% Majority: yes · of votes cast

FOR 99.6%
FOR: 273,899,967AGAINST: 1,014,316
Details: description as filed, official tally, votes by 111 asset managers

Description as filed by funds: Election of Directors: David V. Goeckeler

WESTERN DIGITAL CORP.’s own tally for this item (“Elect Director: David V. Goeckeler”): 273,899,967 for, 1,014,316 against, per its Form 8-K filed November 25, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The stockholders elected the following eight directors to hold office until the next annual meeting of stockholders and until their respective successors are duly elected and qualified.”
Support: 99.6% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 111 asset managers below reported 120,934,423 for, 20,827 against, 9,675 abstained.

FOR
FOR: 120,934,423AGAINST: 20,827ABSTAIN: 9,675
Largest asset managers voting on “Election of Directors: David V. Goeckeler” at WESTERN DIGITAL CORP., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard40,117,0220 00For
Fidelity26,590,2750 00For
BlackRock11,081,9531,587 00For
T. Rowe Price5,844,4750 00For
Columbia Threadneedle4,974,4660 00For
JPMorgan4,375,8060 00For
State Street3,288,66882 00For
TIAA3,200,0360 00For
Invesco3,088,8050 00For
Parnassus2,285,9950 00For
Charles Schwab2,220,3170 00For
Dimensional2,040,4980 00For
Waddell & Reed1,782,5690 00For
John Hancock939,8010 00For
Victory Capital770,7160 00For
Jackson National628,1640 00For
Brighthouse565,1710 9,6750For
Equitable523,4790 00For
MASTER INVESTMENT PORTFOLIO513,5000 00For
Prudential/PGIM498,0510 00For
Legg Mason487,0220 00For
Cardano Risk Management B.V.372,3020 00For
Neuberger Berman311,2460 00For
PIMCO310,9470 00For
AIG/SunAmerica255,7300 00For

Showing the 25 largest of 111 asset managers. See all 111 in the interactive database.

2. Elect Director: Kimberly E. Alexy

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

99.5% Majority: yes · of votes cast

FOR 99.5%
FOR: 273,596,741AGAINST: 1,289,277
Details: description as filed, official tally, votes by 111 asset managers

Description as filed by funds: Election of Directors: Kimberly E. Alexy

WESTERN DIGITAL CORP.’s own tally for this item (“Elect Director: Kimberly E. Alexy”): 273,596,741 for, 1,289,277 against, per its Form 8-K filed November 25, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The stockholders elected the following eight directors to hold office until the next annual meeting of stockholders and until their respective successors are duly elected and qualified.”
Support: 99.5% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 111 asset managers below reported 120,939,099 for, 16,151 against, 9,675 abstained.

FOR
FOR: 120,939,099AGAINST: 16,151ABSTAIN: 9,675
Largest asset managers voting on “Election of Directors: Kimberly E. Alexy” at WESTERN DIGITAL CORP., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard40,117,0220 00For
Fidelity26,590,2750 00For
BlackRock11,081,9531,587 00For
T. Rowe Price5,844,4750 00For
Columbia Threadneedle4,974,4660 00For
JPMorgan4,375,8060 00For
State Street3,288,66882 00For
TIAA3,200,0360 00For
Invesco3,088,8050 00For
Parnassus2,285,9950 00For
Charles Schwab2,220,3170 00For
Dimensional2,040,4980 00For
Waddell & Reed1,782,5690 00For
John Hancock939,8010 00For
Victory Capital770,7160 00For
Jackson National628,1640 00For
Brighthouse565,1710 9,6750For
Equitable523,4790 00For
MASTER INVESTMENT PORTFOLIO513,5000 00For
Prudential/PGIM498,0510 00For
Legg Mason487,0220 00For
Cardano Risk Management B.V.372,3020 00For
Neuberger Berman311,2460 00For
PIMCO310,9470 00For
AIG/SunAmerica255,7300 00For

Showing the 25 largest of 111 asset managers. See all 111 in the interactive database.

3. Elect Director: Martin I. Cole

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 264,482,419AGAINST: 10,397,551
Details: description as filed, official tally, votes by 111 asset managers

Description as filed by funds: Election of Directors: Martin I. Cole

WESTERN DIGITAL CORP.’s own tally for this item (“Elect Director: Martin I. Cole”): 264,482,419 for, 10,397,551 against, per its Form 8-K filed November 25, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The stockholders elected the following eight directors to hold office until the next annual meeting of stockholders and until their respective successors are duly elected and qualified.”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 111 asset managers below reported 117,488,532 for, 3,466,718 against, 9,675 abstained.

FOR
FOR: 117,488,532AGAINST: 3,466,718ABSTAIN: 9,675
Largest asset managers voting on “Election of Directors: Martin I. Cole” at WESTERN DIGITAL CORP., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard40,117,0220 00For
Fidelity26,590,2750 00For
BlackRock11,081,9531,587 00For
T. Rowe Price5,844,4750 00For
Columbia Threadneedle4,974,4660 00For
JPMorgan4,375,8060 00For
State Street1,1083,287,642 00Against
TIAA3,200,0360 00For
Invesco3,088,8050 00For
Parnassus2,285,9950 00For
Charles Schwab2,220,3170 00For
Dimensional2,040,4980 00For
Waddell & Reed1,782,5690 00For
John Hancock939,8010 00For
Victory Capital770,7160 00For
Jackson National628,1640 00For
Brighthouse565,1710 9,6750For
Equitable523,4790 00For
MASTER INVESTMENT PORTFOLIO513,5000 00For
Prudential/PGIM498,0510 00For
Legg Mason487,0220 00For
Cardano Risk Management B.V.372,3020 00For
Neuberger Berman311,2460 00For
PIMCO310,9470 00For
AIG/SunAmerica255,7300 00For

Showing the 25 largest of 111 asset managers. See all 111 in the interactive database.

4. Elect Director: Matthew E. Massengill

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 264,379,679AGAINST: 10,531,136
Details: description as filed, official tally, votes by 111 asset managers

Description as filed by funds: Election of Directors: Matthew E. Massengill

WESTERN DIGITAL CORP.’s own tally for this item (“Elect Director: Matthew E. Massengill”): 264,379,679 for, 10,531,136 against, per its Form 8-K filed November 25, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The stockholders elected the following eight directors to hold office until the next annual meeting of stockholders and until their respective successors are duly elected and qualified.”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 111 asset managers below reported 120,796,717 for, 158,533 against, 9,675 abstained.

FOR
FOR: 120,796,717AGAINST: 158,533ABSTAIN: 9,675
Largest asset managers voting on “Election of Directors: Matthew E. Massengill” at WESTERN DIGITAL CORP., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard40,117,0220 00For
Fidelity26,590,2750 00For
BlackRock11,081,9531,587 00For
T. Rowe Price5,844,4750 00For
Columbia Threadneedle4,974,4660 00For
JPMorgan4,375,8060 00For
State Street3,288,65298 00For
TIAA3,200,0360 00For
Invesco3,088,8050 00For
Parnassus2,285,9950 00For
Charles Schwab2,220,3170 00For
Dimensional2,040,4980 00For
Waddell & Reed1,782,5690 00For
John Hancock939,8010 00For
Victory Capital770,7160 00For
Jackson National628,1640 00For
Brighthouse565,1710 9,6750For
Equitable523,4790 00For
MASTER INVESTMENT PORTFOLIO513,5000 00For
Prudential/PGIM498,0510 00For
Legg Mason487,0220 00For
Cardano Risk Management B.V.372,3020 00For
Neuberger Berman311,2460 00For
PIMCO310,9470 00For
AIG/SunAmerica255,7300 00For

Showing the 25 largest of 111 asset managers. See all 111 in the interactive database.

5. Elect Director: Miyuki Suzuki

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 267,290,941AGAINST: 7,586,525
Details: description as filed, official tally, votes by 111 asset managers

Description as filed by funds: Election of Directors: Miyuki Suzuki

WESTERN DIGITAL CORP.’s own tally for this item (“Elect Director: Miyuki Suzuki”): 267,290,941 for, 7,586,525 against, per its Form 8-K filed November 25, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The stockholders elected the following eight directors to hold office until the next annual meeting of stockholders and until their respective successors are duly elected and qualified.”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 111 asset managers below reported 118,543,045 for, 2,412,205 against, 9,675 abstained.

FOR
FOR: 118,543,045AGAINST: 2,412,205ABSTAIN: 9,675
Largest asset managers voting on “Election of Directors: Miyuki Suzuki” at WESTERN DIGITAL CORP., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard40,117,0220 00For
Fidelity26,590,2750 00For
BlackRock11,078,8464,694 00For
T. Rowe Price5,844,4750 00For
Columbia Threadneedle4,974,4660 00For
JPMorgan4,375,8060 00For
State Street3,288,479271 00For
TIAA3,200,0360 00For
Invesco3,088,8050 00For
Parnassus02,285,995 00Against
Charles Schwab2,220,3170 00For
Dimensional2,040,4980 00For
Waddell & Reed1,782,5690 00For
John Hancock939,8010 00For
Victory Capital770,7160 00For
Jackson National628,1640 00For
Brighthouse565,1710 9,6750For
Equitable523,4790 00For
MASTER INVESTMENT PORTFOLIO513,5000 00For
Prudential/PGIM498,0510 00For
Legg Mason487,0220 00For
Cardano Risk Management B.V.372,3020 00For
Neuberger Berman311,2460 00For
PIMCO310,9470 00For
AIG/SunAmerica255,7300 00For

Showing the 25 largest of 111 asset managers. See all 111 in the interactive database.

6. Elect Director: Stephanie A. Streeter

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 4 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%
FOR: 261,929,595AGAINST: 12,966,621
Details: description as filed, official tally, votes by 111 asset managers

Description as filed by funds: Election of Directors: Stephanie A. Streeter

WESTERN DIGITAL CORP.’s own tally for this item (“Elect Director: Stephanie A. Streeter”): 261,929,595 for, 12,966,621 against, per its Form 8-K filed November 25, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The stockholders elected the following eight directors to hold office until the next annual meeting of stockholders and until their respective successors are duly elected and qualified.”
Support: 95% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 111 asset managers below reported 117,884,758 for, 3,070,492 against, 9,675 abstained.

FOR
FOR: 117,884,758AGAINST: 3,070,492ABSTAIN: 9,675
Largest asset managers voting on “Election of Directors: Stephanie A. Streeter” at WESTERN DIGITAL CORP., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard40,117,0220 00For
Fidelity26,590,2750 00For
BlackRock11,078,8464,694 00For
T. Rowe Price5,844,4750 00For
Columbia Threadneedle4,974,4660 00For
JPMorgan4,375,8060 00For
State Street3,288,479271 00For
TIAA3,200,0360 00For
Invesco3,088,8050 00For
Parnassus02,285,995 00Against
Charles Schwab2,220,3170 00For
Dimensional2,040,4980 00For
Waddell & Reed1,782,5690 00For
John Hancock939,8010 00For
Victory Capital770,7160 00For
Jackson National628,1640 00For
Brighthouse559,7895,382 9,6750For
Equitable323,460200,019 00Mixed
MASTER INVESTMENT PORTFOLIO513,5000 00For
Prudential/PGIM498,0510 00For
Legg Mason487,0220 00For
Cardano Risk Management B.V.372,3020 00For
Neuberger Berman311,2460 00For
PIMCO310,9470 00For
AIG/SunAmerica255,7300 00For

Showing the 25 largest of 111 asset managers. See all 111 in the interactive database.

7. Elect Director: Thomas Caulfield

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 3 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 266,604,247AGAINST: 8,276,411
Details: description as filed, official tally, votes by 111 asset managers

Description as filed by funds: Election of Directors: Thomas Caulfield

WESTERN DIGITAL CORP.’s own tally for this item (“Elect Director: Thomas Caulfield”): 266,604,247 for, 8,276,411 against, per its Form 8-K filed November 25, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The stockholders elected the following eight directors to hold office until the next annual meeting of stockholders and until their respective successors are duly elected and qualified.”
Support: 97% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 111 asset managers below reported 118,498,166 for, 2,457,084 against, 9,675 abstained.

FOR
FOR: 118,498,166AGAINST: 2,457,084ABSTAIN: 9,675
Largest asset managers voting on “Election of Directors: Thomas Caulfield” at WESTERN DIGITAL CORP., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard40,117,0220 00For
Fidelity26,590,2750 00For
BlackRock11,078,8464,694 00For
T. Rowe Price5,844,4750 00For
Columbia Threadneedle4,974,4660 00For
JPMorgan4,375,8060 00For
State Street3,288,479271 00For
TIAA3,200,0360 00For
Invesco3,088,8050 00For
Parnassus02,285,995 00Against
Charles Schwab2,220,3170 00For
Dimensional2,040,4980 00For
Waddell & Reed1,782,5690 00For
John Hancock939,8010 00For
Victory Capital770,7160 00For
Jackson National628,1640 00For
Brighthouse565,1710 9,6750For
Equitable523,4790 00For
MASTER INVESTMENT PORTFOLIO513,5000 00For
Prudential/PGIM498,0510 00For
Legg Mason487,0220 00For
Cardano Risk Management B.V.372,3020 00For
Neuberger Berman311,2460 00For
PIMCO310,9470 00For
AIG/SunAmerica255,7300 00For

Showing the 25 largest of 111 asset managers. See all 111 in the interactive database.

8. Elect Director: Tunç Doluca

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 9 wordings of this item as funds reported it.

99.6% Majority: yes · of votes cast

FOR 99.6%
FOR: 273,857,048AGAINST: 1,023,614
Details: description as filed, official tally, votes by 111 asset managers

Description as filed by funds: Election of Directors: Tunc Doluca

WESTERN DIGITAL CORP.’s own tally for this item (“Elect Director: Tunç Doluca”): 273,857,048 for, 1,023,614 against, per its Form 8-K filed November 25, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: Elected, in the filing’s own words: “The stockholders elected the following eight directors to hold office until the next annual meeting of stockholders and until their respective successors are duly elected and qualified.”
Support: 99.6% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 111 asset managers below reported 120,916,358 for, 38,892 against, 9,675 abstained.

FOR
FOR: 120,916,358AGAINST: 38,892ABSTAIN: 9,675
Largest asset managers voting on “Election of Directors: Tunc Doluca” at WESTERN DIGITAL CORP., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard40,117,0220 00For
Fidelity26,590,2750 00For
BlackRock11,081,9531,587 00For
T. Rowe Price5,844,4750 00For
Columbia Threadneedle4,974,4660 00For
JPMorgan4,375,8060 00For
State Street3,288,66882 00For
TIAA3,200,0360 00For
Invesco3,088,8050 00For
Parnassus2,285,9950 00For
Charles Schwab2,220,3170 00For
Dimensional2,040,4980 00For
Waddell & Reed1,782,5690 00For
John Hancock939,8010 00For
Victory Capital770,7160 00For
Jackson National628,1640 00For
Brighthouse565,1710 9,6750For
Equitable523,4790 00For
MASTER INVESTMENT PORTFOLIO513,5000 00For
Prudential/PGIM498,0510 00For
Legg Mason487,0220 00For
Cardano Risk Management B.V.372,3020 00For
Neuberger Berman311,2460 00For
PIMCO310,9470 00For
AIG/SunAmerica255,7300 00For

Showing the 25 largest of 111 asset managers. See all 111 in the interactive database.

9. Approval of an amendment and restatement of our 2021 Long- Term Incentive Plan to increase by six million the number of…

No official matchCAPITAL STRUCTURE

Combines 2 wordings of this item as funds reported it.

99.7% of fund votes cast · no official result

FOR
Details: description as filed, votes by 113 asset managers

Description as filed by funds: Approval of an amendment and restatement of our 2021 Long- Term Incentive Plan to increase by six million the number of shares of our common stock available for issuance under that plan.

The 113 asset managers below reported 120,225,682 for, 275,434 against, 9,675 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.

FOR: 120,225,682AGAINST: 275,434ABSTAIN: 9,675
Largest asset managers voting on “Approval of an amendment and restatement of our 2021 Long- Term Incentive Plan to increase by six million the ” at WESTERN DIGITAL CORP., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard40,117,0220 00For
Fidelity26,590,2750 00For
BlackRock11,083,5400 00For
T. Rowe Price5,844,4750 00For
Columbia Threadneedle4,974,4660 00For
JPMorgan4,375,8060 00For
State Street3,288,68268 00For
TIAA3,200,0360 00For
Invesco3,088,8050 00For
Parnassus2,285,9950 00For
Charles Schwab2,220,3170 00For
Dimensional2,040,4980 00For
Waddell & Reed1,782,5690 00For
John Hancock939,8010 00For
Victory Capital770,7160 00For
Jackson National628,1640 00For
Brighthouse565,1710 9,6750For
Equitable523,4790 00For
MASTER INVESTMENT PORTFOLIO513,5000 00For
Prudential/PGIM498,0510 00For
Legg Mason487,0220 00For
Neuberger Berman311,2460 00For
PIMCO308,1912,756 00For
AIG/SunAmerica255,7300 00For
AllianceBernstein254,0400 00For

Showing the 25 largest of 113 asset managers. See all 113 in the interactive database.

10. 2. Advisory Vote on Named Executive Officer Compensation

Official resultFund totals may overlapSECTION 14A SAY-ON-PAY VOTESReported outcome: Approved

Combines 13 wordings of this item as funds reported it.

92% Approved · of votes cast

FOR 92%
FOR: 252,266,232AGAINST: 22,508,052
Details: description as filed, official tally, votes by 687 asset managers

Description as filed by funds: Approval on an advisory basis of the named executive officer compensation disclosed in the Proxy Statement.

WESTERN DIGITAL CORP.’s own tally for this item (“2. Advisory Vote on Named Executive Officer Compensation”): 252,266,232 for, 22,508,052 against — passed, per its Form 8-K filed November 25, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The stockholders approved, on an advisory basis, the named executive officer compensation described in the Proxy Statement.”
Support: 92% 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: 112 asset managers voting on “Approval on an advisory basis of the named executive officer compensation disclosed in the Proxy Statement.” at WESTERN DIGITAL CORP., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard40,117,0220 00For
Fidelity26,590,2750 00For
BlackRock11,078,8464,694 00For
T. Rowe Price5,844,4750 00For
Columbia Threadneedle4,974,4660 00For
JPMorgan4,375,8060 00For
State Street3,288,479271 00For
TIAA3,200,0360 00For
Invesco03,088,805 00Against
Parnassus2,285,9950 00For
Charles Schwab2,220,3170 00For
Dimensional2,040,4980 00For
Waddell & Reed1,782,5690 00For
John Hancock939,8010 00For
Victory Capital770,7160 00For
Jackson National265,211362,953 00Mixed
Brighthouse565,1710 9,6750For
Equitable521,7431,736 00For
MASTER INVESTMENT PORTFOLIO513,5000 00For
Prudential/PGIM399,65398,398 00Mixed
Legg Mason487,0220 00For
Neuberger Berman311,2460 00For
PIMCO310,9470 00For
AIG/SunAmerica255,7300 00For
AllianceBernstein254,0400 00For

Fund voting reports, all 112 managers: 116,503,938 for, 4,080,131 against, 9,675 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 597 asset managers voting on “Approval on an advisory basis of the named executive officer compensation disclosed in the Proxy Statement.” at WESTERN DIGITAL CORP., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Fidelity20,531,9460 00For
JPMorgan14,097,9760 00For
T. Rowe Price13,579,3270 00For
DnB Asset Management AS11,679,9600 00For
BlackRock9,956,900160,576 00For
GEODE CAPITAL MANAGEMENT, LLC7,903,5510 00For
State Street7,734,36458,195 00For
Slate Path Capital LP6,258,7030 00For
Invesco03,505,861 00Against
UBS3,265,08116,111 00For
Maple Rock Capital Partners Inc.3,249,4510 00For
Nuveen3,216,8530 00For
59 North Capital Management, LP3,197,5990 00For
AllianceBernstein3,191,4400 00For
Northern Trust2,637,099764 00For
Parnassus2,285,9950 00For
Charles Schwab2,255,1880 00For
AGF MANAGEMENT LTD2,231,8660 00For
Sachem Head Capital Management LP2,030,0000 00For
Alyeska Investment Group, L.P.01,984,623 00Against
MACQUARIE INVESTMENT MANAGEMENT BUSINESS TRUST1,977,3060 00For
Holocene Advisors, LP1,968,3850 00For
Vanguard1,904,6940 00For
Neuberger Berman1,498,7510 00For
Legal & General Investment Management Ltd01,385,550 00Against

Institutional-manager reports, all 597 managers: 155,930,687 for, 15,895,190 against, 100,177 withheld, 176,453 abstained, 4,256 not voted, 612 unknown. Showing the 25 largest; see all in the interactive database.

11. 4. Ratification of Appointment of KPMG LLP as Independent Registered Public Accounting Firm

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 4 wordings of this item as funds reported it.

96% Approved · of votes cast

FOR 96%
FOR: 297,172,112AGAINST: 12,489,521
Details: description as filed, official tally, votes by 115 asset managers

Description as filed by funds: Ratification of the appointment of KPMG LLP as our independent registered public accounting firm for fiscal 2025.

WESTERN DIGITAL CORP.’s own tally for this item (“4. Ratification of Appointment of KPMG LLP as Independent Registered Public Accounting Firm”): 297,172,112 for, 12,489,521 against — passed, per its Form 8-K filed November 25, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “The stockholders ratified the appointment of KPMG LLP as the Company's independent registered public accounting firm for fiscal 2025.”
Support: 96% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 115 asset managers below reported 120,553,508 for, 403,275 against, 9,675 abstained.

FOR
FOR: 120,553,508AGAINST: 403,275ABSTAIN: 9,675
Largest asset managers voting on “Ratification of the appointment of KPMG LLP as our independent registered public accounting firm for fiscal 20” at WESTERN DIGITAL CORP., 2024-2025
Asset managerForAgainst AbstainWithheldVote
Vanguard40,117,0220 00For
Fidelity26,590,2750 00For
BlackRock11,083,5400 00For
T. Rowe Price5,844,4750 00For
Columbia Threadneedle4,974,4660 00For
JPMorgan4,375,8060 00For
State Street3,288,68268 00For
TIAA3,200,0360 00For
Invesco3,088,8050 00For
Parnassus2,285,9950 00For
Charles Schwab2,220,3170 00For
Dimensional2,040,4980 00For
Waddell & Reed1,782,5690 00For
John Hancock939,8010 00For
Victory Capital770,7160 00For
Jackson National628,1640 00For
Brighthouse565,1710 9,6750For
Equitable523,4790 00For
MASTER INVESTMENT PORTFOLIO513,5000 00For
Prudential/PGIM498,0510 00For
Legg Mason487,0220 00For
Cardano Risk Management B.V.0372,302 00Against
Neuberger Berman311,2460 00For
PIMCO308,1912,756 00For
AIG/SunAmerica255,7300 00For

Showing the 25 largest of 115 asset managers. See all 115 in the interactive database.

Largest WESTERN DIGITAL CORP. shareholders voting in 2024-2025

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 346,000,000 shares outstanding at the time of that meeting.

Fund voting reports: top WESTERN DIGITAL CORP. shareholders by shares voted on “Approval on an advisory basis of the named executive officer compensation disclosed in the…”, 2024-2025
#Asset manager % of shares outstanding
1Vanguard 11.59%
2Fidelity 7.69%
3BlackRock 3.20%
4T. Rowe Price 1.69%
5Columbia Threadneedle 1.44%
6JPMorgan 1.26%
7State Street 0.95%
8TIAA 0.92%
9Invesco 0.89%
10Parnassus 0.66%
Institutional-manager reports: top WESTERN DIGITAL CORP. shareholders by shares voted on “Approval on an advisory basis of the named executive officer compensation disclosed in the…”, 2024-2025
#Asset manager % of shares outstanding
1Fidelity 5.93%
2JPMorgan 4.07%
3T. Rowe Price 3.92%
4DnB Asset Management AS 3.38%
5BlackRock 2.92%
6GEODE CAPITAL MANAGEMENT, LLC 2.28%
7State Street 2.25%
8Slate Path Capital LP 1.81%
9Invesco 1.01%
10UBS 0.95%

Reported WESTERN DIGITAL CORP. 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.

WESTERN DIGITAL CORP. holdings and ownership disclosed for the 2024-2025 proxy season
Holder % outstanding Disclosure
Vanguard Group 12.41% 13F
FMR LLC 9.61% DEF14A
BlackRock 8.68% 13F
FMR (Fidelity) 7.96% 13F
Managed Account Advisors LLC 6.41% DEF14A
JPMorgan Chase 5.75% 13F
State Street 4.31% 13F
Citadel Advisors 3.23% 13F
Geode Capital 2.64% 13F
Morgan Stanley 1.89% 13F

Percentages above are of 346,000,000 shares outstanding, as reported by WESTERN DIGITAL CORP. on its Form 10-Q dated September 27, 2024 (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.

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 WESTERN DIGITAL CORP.’s 10-Q dated September 27, 2024. This page is a static snapshot rebuilt weekly on October 25, 2026; a live search always shows the current data.

At WESTERN DIGITAL CORP.'s shareholder meeting held November 20, 2024, in the 2024-2025 proxy season, 697 asset managers reported how they voted in their SEC Form N-PX filings, covering 7,424 separate fund positions. Their filings are grouped here into 11 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 — Approval on an advisory basis of the named executive officer compensation disclosed in the… — WESTERN DIGITAL CORP.'s filing reports the proposal as approved, with 92% 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: WESTERN DIGITAL CORP.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on November 25, 2024.

WESTERN DIGITAL CORP. proxy season coverage: 2023-2024 · 2024-2025 (this page) · 2025-2026.

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