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Wingstop Inc. 2025-2026 Proxy Voting Records

Compiled from SEC Form N-PX filings and Wingstop Inc.’s Form 8-K, filed May 22, 2026 (Item 5.07 on EDGAR). Page generated October 25, 2026.

  • 9Ballot items
  • 466Asset managers
  • 5,292Fund votes
  • May 21, 2026Meeting date

Results at a glance

Meeting of May 21, 2026: 9 items on Wingstop Inc.’s Form 8-K, filed May 22, 2026: 3 elected · 6 approved.

Material dissent

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 Wingstop Inc. in the interactive database Compare manager voting policies

Official 2025-2026 meeting results reported by Wingstop Inc.

These tallies are Wingstop Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 22, 2026 (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.

Wingstop Inc. — official shareholder meeting results, meeting held May 21, 2026
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Lynn Crump-Caine 23,901,861---- 852,742867,825 97%Elected—
Elect Director: Wesley S. McDonald 24,334,852---- 419,751867,825 98%Elected—
Elect Director: Anna (Ania) M. Smith 24,508,382---- 246,221867,825 99.0%Elected—
2. Ratification of the appointment of KPMG LLP The ratification of the appointment of KPMG LLP as the Company's independent registered public accounting firm for fiscal year 2026 25,603,8849,3549,190 ---- 99.9%Approved—
3. Advisory vote to approve executive compensation The compensation of the Company's named executive officers 12,473,06812,271,16110,374 --867,825 50.4%Approved—
4. Approval of an amendment to the Company's Certificate of Incorporation to provide the Board of Directors the power to adopt, amend or repeal the Bylaws The amendment to the Company's Certificate of Incorporation to provide the Board of Directors the power t 24,680,87446,40427,325 --867,825 99.8%Approved—
5. (b) and (c): Ratification of prior amendments by the Board of Directors to the Bylaws Ratification of prior amendments by the Board of Directors to the Bylaws to: (a) amend the advance notice provisions for stockholder proposals and nominations to require s 24,611,186114,73628,681 --867,825 99.5%Approved—
(b) provide for procedural mechanics and disclosure requirements in connection with stockholder nominations of directors and proposals and availability of stockholders lists and to make certain other technical, ministerial, clarifying and conforming changes, i 24,611,552114,59728,454 --867,825 99.5%Approved—
(c) eliminate the sole supermajority voting requirement (adopted by the Board on May 22, 2025) was approved by the following vote: 24,720,10123,84310,659 --867,825 99.9%Approved—

Source: Wingstop Inc., Form 8-K, filed with the SEC on May 22, 2026 — read the filing on EDGAR.

How asset managers voted at the Wingstop Inc. 2025-2026 meeting

Each item below shows how the 466 asset managers that disclosed a Wingstop 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.

1. Elect Director: Anna (Ania) M. Smith

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

99.0% Majority: yes · of votes cast

FOR 99.0%
FOR: 24,508,382WITHHELD: 246,221
Details: description as filed, official tally, votes by 128 asset managers

Description as filed by funds: Elect three Class II directors nominated by the Board of Directors for a term that expires at the 2027 Annual Meeting of Stockholders: Anna (Ania) M. Smith

Wingstop Inc.’s own tally for this item (“Elect Director: Anna (Ania) M. Smith”): 24,508,382 for, 246,221 withheld, per its Form 8-K filed May 22, 2026 (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: “On May 21, 2026, the Company held its 2026 Annual Meeting, at which the following proposals were voted upon, and all noted directors were re-elected and all other proposals passed: Proposal 1: Election of Directors Each director nominee was elected to the Board for a one-year term expiring at the a…”
Support: 99.0% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 128 asset managers below reported 15,904,901 for, 26,977 withheld, 24 not voted.

FOR
FOR: 15,904,901WITHHOLD: 26,977NOT VOTED: 24
Largest asset managers voting on “Elect three Class II directors nominated by the Board of Directors for a term that expires at the 2027 Annual ” at Wingstop Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard3,058,4150 00For
Fidelity1,940,7510 00For
BlackRock1,885,2450 00For
T. Rowe Price1,419,1440 00For
MFS929,1330 00For
Capital Group763,5800 00For
JANUS INVESTMENT FUND684,5860 00For
American Century518,5740 00For
Federated Hermes317,0500 00For
Jackson National287,7850 00For
FRANKLIN STRATEGIC SERIES279,2980 00For
Columbia Threadneedle272,5270 00For
WASATCH FUNDS TRUST259,2250 00For
CARILLON SERIES TRUST257,0750 00For
Charles Schwab232,2680 00For
JPMorgan231,5020 00For
Legg Mason223,3350 00For
Advisors' Inner Circle Fund II216,3200 00For
Thrivent202,8230 00For
Bridge Builder Trust184,0650 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)150,0000 00For
TIAA138,2890 00For
Voya137,3470 00For
ALGER FUNDS96,0620 00For
Equitable83,6800 00For

Showing the 25 largest of 128 asset managers. See all 128 in the interactive database.

2. Elect Director: Lynn Crump-Caine

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 6 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 23,901,861WITHHELD: 852,742
Details: description as filed, official tally, votes by 128 asset managers

Description as filed by funds: Elect three Class II directors nominated by the Board of Directors for a term that expires at the 2027 Annual Meeting of Stockholders: Lynn Crump-Caine

Wingstop Inc.’s own tally for this item (“Elect Director: Lynn Crump-Caine”): 23,901,861 for, 852,742 withheld, per its Form 8-K filed May 22, 2026 (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: “On May 21, 2026, the Company held its 2026 Annual Meeting, at which the following proposals were voted upon, and all noted directors were re-elected and all other proposals passed: Proposal 1: Election of Directors Each director nominee was elected to the Board for a one-year term expiring at the a…”
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 128 asset managers below reported 15,482,101 for, 364,792 against, 84,985 withheld, 24 not voted.

FOR
FOR: 15,482,101AGAINST: 364,792WITHHOLD: 84,985NOT VOTED: 24
Largest asset managers voting on “Elect three Class II directors nominated by the Board of Directors for a term that expires at the 2027 Annual ” at Wingstop Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard2,692,270364,792 01,353Mixed
Fidelity1,940,7510 00For
BlackRock1,885,2450 00For
T. Rowe Price1,419,1440 00For
MFS929,1330 00For
Capital Group763,5800 00For
JANUS INVESTMENT FUND684,5860 00For
American Century518,5740 00For
Federated Hermes317,0500 00For
Jackson National287,7850 00For
FRANKLIN STRATEGIC SERIES279,2980 00For
Columbia Threadneedle272,5270 00For
WASATCH FUNDS TRUST259,2250 00For
CARILLON SERIES TRUST257,0750 00For
Charles Schwab232,2680 00For
JPMorgan231,5020 00For
Legg Mason223,3350 00For
Advisors' Inner Circle Fund II216,3200 00For
Thrivent202,8230 00For
Bridge Builder Trust184,0650 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)150,0000 00For
TIAA138,2890 00For
Voya137,3470 00For
ALGER FUNDS96,0620 00For
Equitable83,6800 00For

Showing the 25 largest of 128 asset managers. See all 128 in the interactive database.

3. Elect Director: Wesley S. McDonald

Official resultDIRECTOR ELECTIONSReported outcome: Elected

Combines 7 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 24,334,852WITHHELD: 419,751
Details: description as filed, official tally, votes by 128 asset managers

Description as filed by funds: Elect three Class II directors nominated by the Board of Directors for a term that expires at the 2027 Annual Meeting of Stockholders: Wesley S. McDonald

Wingstop Inc.’s own tally for this item (“Elect Director: Wesley S. McDonald”): 24,334,852 for, 419,751 withheld, per its Form 8-K filed May 22, 2026 (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: “On May 21, 2026, the Company held its 2026 Annual Meeting, at which the following proposals were voted upon, and all noted directors were re-elected and all other proposals passed: Proposal 1: Election of Directors Each director nominee was elected to the Board for a one-year term expiring at the a…”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 128 asset managers below reported 15,904,752 for, 27,125 withheld, 1 abstained, 24 not voted.

FOR
FOR: 15,904,752ABSTAIN: 1WITHHOLD: 27,125NOT VOTED: 24
Largest asset managers voting on “Elect three Class II directors nominated by the Board of Directors for a term that expires at the 2027 Annual ” at Wingstop Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard3,058,4140 10For
Fidelity1,940,7510 00For
BlackRock1,885,2450 00For
T. Rowe Price1,419,1440 00For
MFS929,1330 00For
Capital Group763,5800 00For
JANUS INVESTMENT FUND684,5860 00For
American Century518,5740 00For
Federated Hermes317,0500 00For
Jackson National287,7850 00For
FRANKLIN STRATEGIC SERIES279,2980 00For
Columbia Threadneedle272,5270 00For
WASATCH FUNDS TRUST259,2250 00For
CARILLON SERIES TRUST257,0750 00For
Charles Schwab232,2680 00For
JPMorgan231,5020 00For
Legg Mason223,3350 00For
Advisors' Inner Circle Fund II216,3200 00For
Thrivent202,8230 00For
Bridge Builder Trust184,0650 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)150,0000 00For
TIAA138,2890 00For
Voya137,3470 00For
ALGER FUNDS96,0620 00For
Equitable83,6800 00For

Showing the 25 largest of 128 asset managers. See all 128 in the interactive database.

4. 4. Approval of an amendment to the Company's Certificate of Incorporation to provide the Board of Directors the power…

Official resultSHAREHOLDER RIGHTS AND DEFENSESReported outcome: Approved

Combines 3 wordings of this item as funds reported it.

99.8% Approved · of votes cast

FOR 99.8%
FOR: 24,680,874AGAINST: 46,404
Details: description as filed, official tally, votes by 128 asset managers

Description as filed by funds: APPROVE AN AMENDMENT TO THE CERTIFICATE OF INCORPORATION TO PROVIDE THE BOARD OF DIRECTORS THE POWER TO ADOPT, AMEND OR REPEAL OUR BYLAWS.

Wingstop Inc.’s own tally for this item (“4. Approval of an amendment to the Company's Certificate of Incorporation to provide the Board of Directors the power to adopt, amend or repeal the Bylaws The amendment to the Company's Certificate of Incorporation to pr”): 24,680,874 for, 46,404 against — passed, per its Form 8-K filed May 22, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 4: Approval of an amendment to the Company's Certificate of Incorporation to provide the Board of Directors the power to adopt, amend or repeal the Bylaws The amendment to the Company's Certificate of Incorporation to provide the Board of Directors the power to adopt, amend or repeal the B…”
Support: 99.8% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 128 asset managers below reported 15,923,996 for, 7,882 abstained, 24 not voted.

FOR
FOR: 15,923,996ABSTAIN: 7,882NOT VOTED: 24
Largest asset managers voting on “APPROVE AN AMENDMENT TO THE CERTIFICATE OF INCORPORATION TO PROVIDE THE BOARD OF DIRECTORS THE POWER TO ADOPT,” at Wingstop Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard3,058,4150 00For
Fidelity1,940,7510 00For
BlackRock1,885,2450 00For
T. Rowe Price1,419,1440 00For
MFS929,1330 00For
Capital Group763,5800 00For
JANUS INVESTMENT FUND684,5860 00For
American Century518,5740 00For
Federated Hermes317,0500 00For
Jackson National287,7850 00For
FRANKLIN STRATEGIC SERIES279,2980 00For
Columbia Threadneedle272,5270 00For
WASATCH FUNDS TRUST259,2250 00For
CARILLON SERIES TRUST257,0750 00For
Charles Schwab232,2680 00For
JPMorgan231,5020 00For
Legg Mason223,3350 00For
Advisors' Inner Circle Fund II216,3200 00For
Thrivent202,8230 00For
Bridge Builder Trust184,0650 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)150,0000 00For
TIAA138,2890 00For
Voya137,3470 00For
ALGER FUNDS96,0620 00For
Equitable83,6800 00For

Showing the 25 largest of 128 asset managers. See all 128 in the interactive database.

5. (c) eliminate the sole supermajority voting requirement (adopted by the Board on May 22, 2025) was approved by the…

Official resultCORPORATE GOVERNANCEReported outcome: Approved

Combines 4 wordings of this item as funds reported it.

99.9% Approved · of votes cast

FOR 99.9%
FOR: 24,720,101AGAINST: 23,843
Details: description as filed, official tally, votes by 128 asset managers

Description as filed by funds: Eliminate the sole supermajority voting requirement (adopted by the Board on May 22, 2025).

Wingstop Inc.’s own tally for this item (“(c) eliminate the sole supermajority voting requirement (adopted by the Board on May 22, 2025) was approved by the following vote:”): 24,720,101 for, 23,843 against — passed, per its Form 8-K filed May 22, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “(c) eliminate the sole supermajority voting requirement (adopted by the Board on May 22, 2025) was approved by the following vote:”
Support: 99.9% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 128 asset managers below reported 15,923,996 for, 4,000 against, 4,382 abstained, 24 not voted.

FOR
FOR: 15,923,996AGAINST: 4,000ABSTAIN: 4,382NOT VOTED: 24
Largest asset managers voting on “Eliminate the sole supermajority voting requirement (adopted by the Board on May 22, 2025).” at Wingstop Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard3,058,4150 00For
Fidelity1,940,7510 00For
BlackRock1,885,2450 00For
T. Rowe Price1,419,1440 00For
MFS929,1330 00For
Capital Group763,5800 00For
JANUS INVESTMENT FUND684,5860 00For
American Century518,5740 00For
Federated Hermes317,0500 00For
Jackson National287,7850 00For
FRANKLIN STRATEGIC SERIES279,2980 00For
Columbia Threadneedle272,5270 00For
WASATCH FUNDS TRUST259,2250 00For
CARILLON SERIES TRUST257,0750 00For
Charles Schwab232,2680 00For
JPMorgan231,5020 00For
Legg Mason223,3350 00For
Advisors' Inner Circle Fund II216,3200 00For
Thrivent202,8230 00For
Bridge Builder Trust184,0650 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)150,0000 00For
TIAA138,2890 00For
Voya137,3470 00For
ALGER FUNDS96,0620 00For
Equitable83,6800 00For

Showing the 25 largest of 128 asset managers. See all 128 in the interactive database.

6. (b) provide for procedural mechanics and disclosure requirements in connection with stockholder nominations of…

Official resultSHAREHOLDER RIGHTS AND DEFENSESCORPORATE GOVERNANCEReported outcome: Approved

Combines 6 wordings of this item as funds reported it.

99.5% Approved · of votes cast

FOR 99.5%
FOR: 24,611,552AGAINST: 114,597
Details: description as filed, official tally, votes by 127 asset managers

Description as filed by funds: provide for procedural mechanics and disclosure requirements in connection with stockholder nominations of directors and proposals and availability of stockholders lists and to make certain other technical, ministerial, clarifying and conforming changes, including to align the Bylaws with various provisions of the DGCL (adopted by the Board on December 2, 2022); and

Wingstop Inc.’s own tally for this item (“(b) provide for procedural mechanics and disclosure requirements in connection with stockholder nominations of directors and proposals and availability of stockholders lists and to make certain other technical, ministeri”): 24,611,552 for, 114,597 against — passed, per its Form 8-K filed May 22, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “(b) provide for procedural mechanics and disclosure requirements in connection with stockholder nominations of directors and proposals and availability of stockholders lists and to make certain other technical, ministerial, clarifying and conforming changes, including to align the Bylaws with vario…”
Support: 99.5% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 127 asset managers below reported 15,884,276 for, 7,882 abstained, 24 not voted.

FOR
FOR: 15,884,276ABSTAIN: 7,882NOT VOTED: 24
Largest asset managers voting on “provide for procedural mechanics and disclosure requirements in connection with stockholder nominations of dir” at Wingstop Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard3,058,4150 00For
Fidelity1,940,7510 00For
BlackRock1,885,2450 00For
T. Rowe Price1,419,1440 00For
MFS929,1330 00For
Capital Group763,5800 00For
JANUS INVESTMENT FUND684,5860 00For
American Century518,5740 00For
Federated Hermes317,0500 00For
Jackson National287,7850 00For
FRANKLIN STRATEGIC SERIES279,2980 00For
Columbia Threadneedle272,5270 00For
WASATCH FUNDS TRUST259,2250 00For
CARILLON SERIES TRUST257,0750 00For
Charles Schwab232,2680 00For
JPMorgan231,5020 00For
Legg Mason223,3350 00For
Advisors' Inner Circle Fund II216,3200 00For
Thrivent202,8230 00For
Bridge Builder Trust184,0650 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)150,0000 00For
TIAA138,2890 00For
Voya137,3470 00For
ALGER FUNDS96,0620 00For
Equitable83,6800 00For

Showing the 25 largest of 127 asset managers. See all 127 in the interactive database.

7. 3. Advisory vote to approve executive compensation The compensation of the Company's named executive officers

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

Combines 7 wordings of this item as funds reported it.

50.4% Approved · of votes cast

FOR 50.4%AGAINST
FOR: 12,473,068AGAINST: 12,271,161
Details: description as filed, official tally, votes by 466 asset managers

Description as filed by funds: Approve, on an advisory basis, the compensation of the Company's named executive officers.

Wingstop Inc.’s own tally for this item (“3. Advisory vote to approve executive compensation The compensation of the Company's named executive officers”): 12,473,068 for, 12,271,161 against — passed, per its Form 8-K filed May 22, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 3: Advisory vote to approve executive compensation The compensation of the Company's named executive officers was approved, on an advisory basis, as set forth below:”
Support: 50.4% 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: 129 asset managers voting on “Approve, on an advisory basis, the compensation of the Company's named executive officers.” at Wingstop Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard2,374,006684,409 00Mixed
Fidelity1,892,10248,649 00For
BlackRock1,493,914391,331 00Mixed
T. Rowe Price01,419,144 00Against
MFS0929,133 00Against
Capital Group373,069390,511 00Mixed
JANUS INVESTMENT FUND441,769242,817 00Mixed
American Century518,5740 00For
Federated Hermes317,0500 00For
Jackson National103,920183,865 00Mixed
FRANKLIN STRATEGIC SERIES0279,298 00Against
Columbia Threadneedle0272,527 00Against
WASATCH FUNDS TRUST259,2250 00For
CARILLON SERIES TRUST0257,075 00Against
Charles Schwab239232,029 00Against
JPMorgan231,5020 00For
Legg Mason0223,335 00Against
Advisors' Inner Circle Fund II216,3200 00For
Thrivent0202,823 00Against
Bridge Builder Trust154,08629,979 00Mixed
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)0150,000 00Against
TIAA0138,289 00Against
Voya137,3470 00For
ALGER FUNDS096,062 00Against
Equitable10,24273,438 00Mixed

Fund voting reports, all 129 managers: 8,790,328 for, 7,138,622 against, 4,382 abstained, 24 not voted, 50 mixed. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 367 asset managers voting on “Approve, on an advisory basis, the compensation of the Company's named executive officers.” at Wingstop Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
T. Rowe Price03,233,029 00Against
Fidelity1,683,5810 00For
Janus Henderson883,732599,450 00Mixed
MASSACHUSETTS FINANCIAL SERVICES CO /MA/01,428,421 00Against
Darsana Capital Partners LP1,097,6100 00For
American Century836,2360 00For
Capital Group376,139449,078 00Mixed
GEODE CAPITAL MANAGEMENT, LLC539,3070 00For
State Street1,093506,987 00Against
Clearbridge Investments, LLC0499,653 00Against
WASATCH ADVISORS LP379,1881,392 00For
Tremblant Advisors LP0364,792 00Against
EAGLE ASSET MANAGEMENT INC22,254336,847 00Mixed
Federated Hermes317,1070 00For
FRANKLIN ADVISERS INC0310,143 00Against
Charles Schwab239258,058 00Against
Thrivent0204,062 00Against
Vanguard200,3882,213 00For
BAMCO INC /NY/0181,061 00Against
Voya178,6940 00For
Nuveen0175,860 00Against
Northern Trust0158,632 00Against
Copeland Capital Management, LLC1,265156,414 00Against
BlackRock120,64831,445 00Mixed
Stephens Investment Management Group LLC0141,887 00Against

Institutional-manager reports, all 367 managers: 7,582,218 for, 11,454,354 against, 60 abstained, 2,104 not voted. Showing the 25 largest; see all in the interactive database.

8. 2. Ratification of the appointment of KPMG LLP The ratification of the appointment of KPMG LLP as the Company's…

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 3 wordings of this item as funds reported it.

99.9% Approved · of votes cast

FOR 99.9%
FOR: 25,603,884AGAINST: 9,354
Details: description as filed, official tally, votes by 128 asset managers

Description as filed by funds: RATIFY THE APPOINTMENT OF KPMG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2026.

Wingstop Inc.’s own tally for this item (“2. Ratification of the appointment of KPMG LLP The ratification of the appointment of KPMG LLP as the Company's independent registered public accounting firm for fiscal year 2026”): 25,603,884 for, 9,354 against — passed, per its Form 8-K filed May 22, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 2 : Ratification of the appointment of KPMG LLP The ratification of the appointment of KPMG LLP as the Company's independent registered public accounting firm for fiscal year 2026 was approved by the following vote:”
Support: 99.9% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 128 asset managers below reported 15,927,496 for, 4,382 abstained, 24 not voted.

FOR
FOR: 15,927,496ABSTAIN: 4,382NOT VOTED: 24
Largest asset managers voting on “RATIFY THE APPOINTMENT OF KPMG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL Y” at Wingstop Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard3,058,4150 00For
Fidelity1,940,7510 00For
BlackRock1,885,2450 00For
T. Rowe Price1,419,1440 00For
MFS929,1330 00For
Capital Group763,5800 00For
JANUS INVESTMENT FUND684,5860 00For
American Century518,5740 00For
Federated Hermes317,0500 00For
Jackson National287,7850 00For
FRANKLIN STRATEGIC SERIES279,2980 00For
Columbia Threadneedle272,5270 00For
WASATCH FUNDS TRUST259,2250 00For
CARILLON SERIES TRUST257,0750 00For
Charles Schwab232,2680 00For
JPMorgan231,5020 00For
Legg Mason223,3350 00For
Advisors' Inner Circle Fund II216,3200 00For
Thrivent202,8230 00For
Bridge Builder Trust184,0650 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)150,0000 00For
TIAA138,2890 00For
Voya137,3470 00For
ALGER FUNDS96,0620 00For
Equitable83,6800 00For

Showing the 25 largest of 128 asset managers. See all 128 in the interactive database.

9. 5. (b) and (c): Ratification of prior amendments by the Board of Directors to the Bylaws Ratification of prior…

Official resultCORPORATE GOVERNANCEReported outcome: Approved

Combines 7 wordings of this item as funds reported it.

99.5% Approved · of votes cast

FOR 99.5%
FOR: 24,611,186AGAINST: 114,736
Details: description as filed, official tally, votes by 128 asset managers

Description as filed by funds: Ratification of prior amendments by the Board of Directors to the Bylaws to: amend the advance notice provisions for stockholder proposals and nominations to require stockholders to provide certain additional information, to remove references to Roark Capital Management and its affiliates and to clarify and modernize certain other provisions of the Bylaws (adopted by the Board on February 21, 2018);

Wingstop Inc.’s own tally for this item (“5. (b) and (c): Ratification of prior amendments by the Board of Directors to the Bylaws Ratification of prior amendments by the Board of Directors to the Bylaws to: (a) amend the advance notice provisions for stockholde”): 24,611,186 for, 114,736 against — passed, per its Form 8-K filed May 22, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 5(a), (b) and (c): Ratification of prior amendments by the Board of Directors to the Bylaws Ratification of prior amendments by the Board of Directors to the Bylaws to: (a) amend the advance notice provisions for stockholder proposals and nominations to require stockholders to provide cert…”
Support: 99.5% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of Wingstop Inc.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Amend Nomination Procedures for the Board” (3 managers, 39,720 for).

The 128 asset managers below reported 15,923,996 for, 7,882 abstained, 24 not voted.

FOR
FOR: 15,923,996ABSTAIN: 7,882NOT VOTED: 24
Largest asset managers voting on “Ratification of prior amendments by the Board of Directors to the Bylaws to: amend the advance notice provisio” at Wingstop Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Vanguard3,058,4150 00For
Fidelity1,940,7510 00For
BlackRock1,885,2450 00For
T. Rowe Price1,419,1440 00For
MFS929,1330 00For
Capital Group763,5800 00For
JANUS INVESTMENT FUND684,5860 00For
American Century518,5740 00For
Federated Hermes317,0500 00For
Jackson National287,7850 00For
FRANKLIN STRATEGIC SERIES279,2980 00For
Columbia Threadneedle272,5270 00For
WASATCH FUNDS TRUST259,2250 00For
CARILLON SERIES TRUST257,0750 00For
Charles Schwab232,2680 00For
JPMorgan231,5020 00For
Legg Mason223,3350 00For
Advisors' Inner Circle Fund II216,3200 00For
Thrivent202,8230 00For
Bridge Builder Trust184,0650 00For
BARON INVESTMENT FUNDS TRUST (f/k/a BARON ASSET FUND)150,0000 00For
TIAA138,2890 00For
Voya137,3470 00For
ALGER FUNDS96,0620 00For
Equitable83,6800 00For

Showing the 25 largest of 128 asset managers. See all 128 in the interactive database.

Largest Wingstop 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 27,232,479 shares outstanding at the time of that meeting.

Fund voting reports: top Wingstop Inc. shareholders by shares voted on “Approve, on an advisory basis, the compensation of the Company's named executive officers.”, 2025-2026
#Asset manager % of shares outstanding
1Vanguard 11.23%
2Fidelity 7.13%
3BlackRock 6.92%
4T. Rowe Price 5.21%
5MFS 3.41%
6Capital Group 2.80%
7JANUS INVESTMENT FUND 2.51%
8American Century 1.90%
9Federated Hermes 1.16%
10Jackson National 1.06%
Institutional-manager reports: top Wingstop Inc. shareholders by shares voted on “Approve, on an advisory basis, the compensation of the Company's named executive officers.”, 2025-2026
#Asset manager % of shares outstanding
1T. Rowe Price 11.87%
2Fidelity 6.18%
3Janus Henderson 5.45%
4MASSACHUSETTS FINANCIAL SERVICES CO /MA/ 5.25%
5Darsana Capital Partners LP 4.03%
6American Century 3.07%
7Capital Group 3.03%
8GEODE CAPITAL MANAGEMENT, LLC 1.98%
9State Street 1.87%
10Clearbridge Investments, LLC 1.83%

Reported Wingstop 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.

Wingstop Inc. holdings and ownership disclosed for the 2025-2026 proxy season
Holder % outstanding Disclosure
BlackRock 11.48% 13F
Vanguard Group 9.56% 13F
FMR (Fidelity) 7.88% 13F
T. Rowe Price 6.64% 13F
Darsana Capital Partners LP 5.51% 13G
Massachusetts Financial Services Company 4.76% 13G
American Century Investment Management, Inc. 4.14% 13G
State Street 3.11% 13F
Point72 2.65% 13F
BNY Mellon 1.79% 13F

Percentages above are of 27,232,479 shares outstanding, as reported by Wingstop Inc. on its Form 10-Q dated March 28, 2026 (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 Wingstop Inc.’s 10-Q dated March 28, 2026. This page is a static snapshot rebuilt weekly on October 25, 2026; a live search always shows the current data.

At Wingstop Inc.'s shareholder meeting held May 21, 2026, in the 2025-2026 proxy season, 466 asset managers reported how they voted on 9 ballot items in their SEC Form N-PX filings, covering 5,292 separate fund positions. On the most widely held item on that ballot — Approve, on an advisory basis, the compensation of the Company's named executive officers. — Wingstop Inc.'s filing reports the proposal as approved, with 50.4% 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: Wingstop Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 22, 2026.

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

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