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Compiled from SEC Form N-PX filings and WK KELLOGG CO’s Form 8-K, filed September 19, 2025 (Item 5.07 on EDGAR). Page generated October 25, 2026.
Meeting of September 19, 2025: 2 items on WK KELLOGG CO’s Form 8-K, filed September 19, 2025: 2 approved.
None.
Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided
Explore WK KELLOGG CO in the interactive database Compare manager voting policies
These tallies are WK KELLOGG CO’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed September 19, 2025 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| 1. The Merger Proposal To adopt and approve the Merger Agreement (the " Merger Proposal ") | 62,488,674 | 4,375,732 | 134,971 | -- | -- | 93% | Approved | — |
| 2. The Advisory Compensation Proposal To approve, on a non-binding, advisory basis, the compensation that may be paid or become payable to the Company's named executive officers that is based on or otherwise relates to the Merger | 59,861,150 | 6,886,365 | 251,862 | -- | -- | 90% | Approved | — |
Source: WK KELLOGG CO, Form 8-K, filed with the SEC on September 19, 2025 — read the filing on EDGAR.
Each item below shows how the 501 asset managers that disclosed a WK KELLOGG CO 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 WK KELLOGG CO’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.
93% Approved · of votes cast
Description as filed by funds: The Merger Proposal - To adopt and approve the Agreement and Plan of Merger, dated as of July 10, 2025 (as it may be amended, supplemented or otherwise modified in accordance with its terms, the "Merger Agreement") by and among WK Kellogg Co, a Delaware corporation ("WK Kellog"), Ferrero International S.A., a Luxembourg public limited company ("Parent"), and Frosty Merger Sub, Inc., a Delaware corporation and a wholly owned indirect subsidiary of Parent ("Merger Sub"), pursuant to which, among other things, Merger Sub will merge with and into WK Kellogg, with WK Kellogg surviving as a wholly owned indirect subsidiary of Parent (the "Merger").
WK KELLOGG CO’s own tally for this item (“1. The Merger Proposal To adopt and approve the Merger Agreement (the " Merger Proposal ")”): 62,488,674 for, 4,375,732 against — passed, per its Form 8-K filed September 19, 2025 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 1: The Merger Proposal To adopt and approve the Merger Agreement (the " Merger Proposal ")”
Support: 93% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 87 asset managers below reported 21,950,716 for, 1,531,535 against, 44,480 abstained, 46,644 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 6,861,050 | 0 | 0 | 0 | For |
| Vanguard | 5,254,865 | 7 | 0 | 0 | For |
| American Century | 1,895,331 | 0 | 0 | 0 | For |
| Capital Group | 0 | 1,531,528 | 0 | 0 | Against |
| Fidelity | 1,328,327 | 0 | 0 | 0 | For |
| Charles Schwab | 1,222,271 | 0 | 0 | 0 | For |
| State Street | 643,695 | 0 | 0 | 0 | For |
| WisdomTree | 539,232 | 0 | 0 | 0 | For |
| Keeley Funds, Inc. | 539,178 | 0 | 0 | 0 | For |
| ARBITRAGE FUNDS | 502,881 | 0 | 0 | 0 | For |
| Equitable | 375,214 | 0 | 44,480 | 0 | Mixed |
| Dimensional | 212,330 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 184,833 | 0 | 0 | 0 | For |
| ADVISORS' INNER CIRCLE FUND | 179,800 | 0 | 0 | 0 | For |
| Principal | 150,920 | 0 | 0 | 0 | For |
| Jackson National | 150,569 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY FUNDS /DE/ | 139,400 | 0 | 0 | 0 | For |
| Royce | 133,586 | 0 | 0 | 0 | For |
| TIAA | 119,830 | 0 | 0 | 0 | For |
| Hartford | 116,258 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 106,449 | 0 | 0 | 0 | For |
| EXCHANGE TRADED CONCEPTS TRUST | 99,020 | 0 | 0 | 0 | For |
| Victory Capital | 89,967 | 0 | 0 | 0 | For |
| Invesco | 89,257 | 0 | 0 | 0 | For |
| Empower | 31,741 | 0 | 0 | 0 | For |
Showing the 25 largest of 87 asset managers. See all 87 in the interactive database.
90% of fund votes cast · no official result
Description as filed by funds: THE 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 82 asset managers below reported 21,117,931 for, 2,257,214 against, 44,480 abstained. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| BlackRock | 6,861,050 | 0 | 0 | 0 | For |
| Vanguard | 5,254,859 | 13 | 0 | 0 | For |
| American Century | 1,895,331 | 0 | 0 | 0 | For |
| Capital Group | 0 | 1,531,528 | 0 | 0 | Against |
| Fidelity | 1,328,327 | 0 | 0 | 0 | For |
| Charles Schwab | 1,222,271 | 0 | 0 | 0 | For |
| State Street | 2,062 | 641,633 | 0 | 0 | Against |
| WisdomTree | 539,232 | 0 | 0 | 0 | For |
| Keeley Funds, Inc. | 539,178 | 0 | 0 | 0 | For |
| ARBITRAGE FUNDS | 502,881 | 0 | 0 | 0 | For |
| Equitable | 375,214 | 0 | 44,480 | 0 | Mixed |
| Dimensional | 212,330 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 184,833 | 0 | 0 | 0 | For |
| ADVISORS' INNER CIRCLE FUND | 179,800 | 0 | 0 | 0 | For |
| Principal | 150,920 | 0 | 0 | 0 | For |
| Jackson National | 150,569 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY FUNDS /DE/ | 139,400 | 0 | 0 | 0 | For |
| Royce | 133,586 | 0 | 0 | 0 | For |
| TIAA | 119,830 | 0 | 0 | 0 | For |
| Hartford | 116,258 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 106,449 | 0 | 0 | 0 | For |
| EXCHANGE TRADED CONCEPTS TRUST | 99,020 | 0 | 0 | 0 | For |
| Victory Capital | 89,967 | 0 | 0 | 0 | For |
| Invesco | 89,257 | 0 | 0 | 0 | For |
| First Trust | 75,591 | 0 | 0 | 0 | For |
Showing the 25 largest of 82 asset managers. See all 82 in the interactive database.
100% of fund votes cast · no official result
The 4 asset managers below reported 106,892 for, 46,644 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 | 31,741 | 0 | 0 | 0 | For |
| JPMorgan | 69,670 | 0 | 0 | 0 | For |
| CLEARWATER INVESTMENT TRUST | 2,910 | 0 | 0 | 0 | For |
| HC CAPITAL TRUST | 2,571 | 0 | 0 | 0 | For |
Combines 19 wordings of this item as funds reported it.
90% Approved · of votes cast
Description as filed by funds: The Advisory Compensation Proposal - To approve, on an advisory, non-binding basis, the compensation that may be paid or become payable to WK Kellogg's named executive officers that is based on or otherwise relates to the Merger.
WK KELLOGG CO’s own tally for this item (“2. The Advisory Compensation Proposal To approve, on a non-binding, advisory basis, the compensation that may be paid or become payable to the Company's named executive officers that is based on or otherwise relates to t”): 59,861,150 for, 6,886,365 against — passed, per its Form 8-K filed September 19, 2025 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “The following non-binding, advisory votes were cast at the Special Meeting (virtually or by proxy), and the proposal was approved:”
Support: 90% 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 | 6,861,050 | 0 | 0 | 0 | For |
| Vanguard | 5,243,421 | 11,451 | 0 | 0 | For |
| American Century | 0 | 1,895,331 | 0 | 0 | Against |
| Capital Group | 0 | 1,531,528 | 0 | 0 | Against |
| Fidelity | 1,328,327 | 0 | 0 | 0 | For |
| Charles Schwab | 1,222,271 | 0 | 0 | 0 | For |
| State Street | 642,761 | 934 | 0 | 0 | For |
| WisdomTree | 539,232 | 0 | 0 | 0 | For |
| Keeley Funds, Inc. | 539,178 | 0 | 0 | 0 | For |
| ARBITRAGE FUNDS | 502,881 | 0 | 0 | 0 | For |
| Equitable | 419,694 | 0 | 0 | 0 | For |
| Dimensional | 212,330 | 0 | 0 | 0 | For |
| Columbia Threadneedle | 184,833 | 0 | 0 | 0 | For |
| ADVISORS' INNER CIRCLE FUND | 179,800 | 0 | 0 | 0 | For |
| Principal | 150,920 | 0 | 0 | 0 | For |
| Jackson National | 150,569 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY FUNDS /DE/ | 139,400 | 0 | 0 | 0 | For |
| Royce | 133,586 | 0 | 0 | 0 | For |
| TIAA | 119,830 | 0 | 0 | 0 | For |
| Hartford | 116,258 | 0 | 0 | 0 | For |
| QUANTITATIVE MASTER SERIES LLC | 106,449 | 0 | 0 | 0 | For |
| EXCHANGE TRADED CONCEPTS TRUST | 99,020 | 0 | 0 | 0 | For |
| Victory Capital | 89,967 | 0 | 0 | 0 | For |
| Invesco | 89,257 | 0 | 0 | 0 | For |
| First Trust | 75,591 | 0 | 0 | 0 | For |
Fund voting reports, all 79 managers: 19,909,264 for, 3,509,105 against, 100 not voted. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Northern Trust | 13,971,918 | 0 | 0 | 0 | For |
| KELLOGG W K FOUNDATION TRUST | 13,505,159 | 0 | 0 | 0 | For |
| JUPITER ASSET MANAGEMENT LTD | 0 | 2,346,251 | 0 | 0 | Against |
| American Century | 0 | 1,986,010 | 0 | 0 | Against |
| State Street | 1,600,616 | 1,554 | 0 | 0 | For |
| Capital Group | 2 | 1,531,528 | 0 | 0 | Against |
| BlackRock | 1,403,420 | 0 | 0 | 0 | For |
| Charles Schwab | 1,290,610 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 1,108,914 | 0 | 0 | 0 | For |
| Kite Lake Capital Management (UK) LLP | 1,030,000 | 0 | 0 | 0 | For |
| Gabelli | 787,548 | 0 | 0 | 0 | For |
| LSV ASSET MANAGEMENT | 748,102 | 0 | 0 | 0 | For |
| DE Shaw | 569,163 | 0 | 0 | 0 | For |
| WATER ISLAND CAPITAL LLC | 535,975 | 0 | 0 | 0 | For |
| Cresset Asset Management, LLC | 517,463 | 0 | 0 | 0 | For |
| Wellington | 495,108 | 0 | 0 | 0 | For |
| HOTCHKIS & WILEY CAPITAL MANAGEMENT LLC | 443,248 | 0 | 0 | 0 | For |
| Fidelity | 361,273 | 0 | 0 | 0 | For |
| PRINCIPAL GLOBAL INVESTORS | 324,055 | 0 | 0 | 0 | For |
| Vanguard | 311,022 | 0 | 0 | 0 | For |
| MELLON INVESTMENTS Corp | 275,151 | 0 | 0 | 0 | For |
| TEACHER RETIREMENT SYSTEM OF TEXAS | 251,375 | 0 | 0 | 0 | For |
| TIG Advisors, LLC | 238,811 | 0 | 0 | 0 | For |
| PUBLIC SECTOR PENSION INVESTMENT BOARD | 233,808 | 0 | 0 | 0 | For |
| UI BVK Kapitalverwaltungsgesellschaft mbH | 190,200 | 0 | 0 | 0 | For |
Institutional-manager reports, all 427 managers: 43,176,807 for, 6,055,325 against, 129 abstained, 3,829 not voted. Showing the 25 largest; see all in the interactive database.
99.7% 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 | 31,741 | 0 | 0 | 0 | For |
| JPMorgan | 69,670 | 0 | 0 | 0 | For |
| CLEARWATER INVESTMENT TRUST | 2,910 | 0 | 0 | 0 | For |
| HC CAPITAL TRUST | 2,571 | 0 | 0 | 0 | For |
Fund voting reports, all 4 managers: 106,892 for, 46,644 not voted.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| JPMorgan | 26,195 | 0 | 0 | 0 | For |
| TD Waterhouse Canada Inc. | 590 | 0 | 0 | 0 | For |
| Union Investment Management GmbH | 0 | 225 | 0 | 0 | Against |
| NATURAL INVESTMENTS, LLC | 0 | 41 | 0 | 0 | Against |
| Impact Investors, Inc | 0 | 2 | 0 | 0 | Against |
Institutional-manager reports, all 5 managers: 26,785 for, 268 against.
Not shown here: this season’s fund filings also report 1 item from the meeting of May 1, 2025, which belongs to the 2024-2025 season. A meeting outside this season’s July 1 to June 30 window is not counted in this page’s items or in its totals of asset managers and fund votes.
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.
| # | Asset manager | Shares voted |
|---|---|---|
| 1 | BlackRock | 6,861,050 |
| 2 | Vanguard | 5,254,872 |
| 3 | American Century | 1,895,331 |
| 4 | Capital Group | 1,531,528 |
| 5 | Fidelity | 1,328,327 |
| 6 | Charles Schwab | 1,222,271 |
| 7 | State Street | 643,695 |
| 8 | WisdomTree | 539,232 |
| 9 | Keeley Funds, Inc. | 539,178 |
| 10 | ARBITRAGE FUNDS | 502,881 |
| # | Asset manager | Shares voted |
|---|---|---|
| 1 | Northern Trust | 13,971,918 |
| 2 | KELLOGG W K FOUNDATION TRUST | 13,505,159 |
| 3 | JUPITER ASSET MANAGEMENT LTD | 2,346,251 |
| 4 | American Century | 1,986,010 |
| 5 | State Street | 1,602,170 |
| 6 | Capital Group | 1,531,530 |
| 7 | BlackRock | 1,403,420 |
| 8 | Charles Schwab | 1,290,610 |
| 9 | GEODE CAPITAL MANAGEMENT, LLC | 1,108,914 |
| 10 | Kite Lake Capital Management (UK) LLP | 1,030,000 |
Shown as share counts, not percentages: no shares-outstanding figure has been matched to WK KELLOGG CO for the 2025-2026 season, so there is no denominator to divide by.
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. This page is a static snapshot rebuilt weekly on October 25, 2026; a live search always shows the current data.
At WK KELLOGG CO's shareholder meeting held September 19, 2025, in the 2025-2026 proxy season, 501 asset managers reported how they voted in their SEC Form N-PX filings, covering 1,427 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 — The Advisory Compensation Proposal - To approve, on an advisory, non-binding basis, the… — WK KELLOGG CO's filing reports the proposal as approved, with 90% 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: WK KELLOGG CO's Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on September 19, 2025.
WK KELLOGG CO proxy season coverage: 2023-2024 · 2024-2025 · 2025-2026 (this page).
Download data (CSV): ballot items · votes by manager · column guide.