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WK KELLOGG CO 2025-2026 Proxy Voting Records

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.

  • 5Reported items
  • 501Asset managers
  • 1,427Fund votes
  • September 19, 2025Meeting date

Results at a glance

Meeting of September 19, 2025: 2 items on WK KELLOGG CO’s Form 8-K, filed September 19, 2025: 2 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 WK KELLOGG CO in the interactive database Compare manager voting policies

Official 2025-2026 meeting results reported by WK KELLOGG CO

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.

WK KELLOGG CO — official shareholder meeting results, meeting held September 19, 2025
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
1. The Merger Proposal To adopt and approve the Merger Agreement (the " Merger Proposal ") 62,488,6744,375,732134,971 ---- 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 59,861,1506,886,365251,862 ---- 90%Approved—

Source: WK KELLOGG CO, Form 8-K, filed with the SEC on September 19, 2025 — read the filing on EDGAR.

How asset managers voted at the WK KELLOGG CO 2025-2026 meeting

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.

1. 1. The Merger Proposal To adopt and approve the Merger Agreement (the " Merger Proposal ")

Official resultEXTRAORDINARY TRANSACTIONSReported outcome: Approved

Combines 6 wordings of this item as funds reported it.

93% Approved · of votes cast

FOR 93%
FOR: 62,488,674AGAINST: 4,375,732
Details: description as filed, official tally, votes by 87 asset managers

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.

FOR
FOR: 21,950,716AGAINST: 1,531,535ABSTAIN: 44,480NOT VOTED: 46,644
Largest asset managers voting on “The Merger Proposal - To adopt and approve the Agreement and Plan of Merger, dated as of July 10, 2025 (as it ” at WK KELLOGG CO, 2025-2026
Asset managerForAgainst AbstainWithheldVote
BlackRock6,861,0500 00For
Vanguard5,254,8657 00For
American Century1,895,3310 00For
Capital Group01,531,528 00Against
Fidelity1,328,3270 00For
Charles Schwab1,222,2710 00For
State Street643,6950 00For
WisdomTree539,2320 00For
Keeley Funds, Inc.539,1780 00For
ARBITRAGE FUNDS502,8810 00For
Equitable375,2140 44,4800Mixed
Dimensional212,3300 00For
Columbia Threadneedle184,8330 00For
ADVISORS' INNER CIRCLE FUND179,8000 00For
Principal150,9200 00For
Jackson National150,5690 00For
HOTCHKIS & WILEY FUNDS /DE/139,4000 00For
Royce133,5860 00For
TIAA119,8300 00For
Hartford116,2580 00For
QUANTITATIVE MASTER SERIES LLC106,4490 00For
EXCHANGE TRADED CONCEPTS TRUST99,0200 00For
Victory Capital89,9670 00For
Invesco89,2570 00For
Empower31,7410 00For

Showing the 25 largest of 87 asset managers. See all 87 in the interactive database.

2. THE ADJOURNMENT PROPOSAL - TO APPROVE ONE OR MORE ADJOURNMENTS OF THE SPECIAL MEETING, IF NECESSARY, TO SOLICIT…

No official matchCORPORATE GOVERNANCE

90% of fund votes cast · no official result

FOR
Details: description as filed, votes by 82 asset managers

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.

FOR: 21,117,931AGAINST: 2,257,214ABSTAIN: 44,480
Largest asset managers voting on “THE ADJOURNMENT PROPOSAL - TO APPROVE ONE OR MORE ADJOURNMENTS OF THE SPECIAL MEETING, IF NECESSARY, TO SOLICI” at WK KELLOGG CO, 2025-2026
Asset managerForAgainst AbstainWithheldVote
BlackRock6,861,0500 00For
Vanguard5,254,85913 00For
American Century1,895,3310 00For
Capital Group01,531,528 00Against
Fidelity1,328,3270 00For
Charles Schwab1,222,2710 00For
State Street2,062641,633 00Against
WisdomTree539,2320 00For
Keeley Funds, Inc.539,1780 00For
ARBITRAGE FUNDS502,8810 00For
Equitable375,2140 44,4800Mixed
Dimensional212,3300 00For
Columbia Threadneedle184,8330 00For
ADVISORS' INNER CIRCLE FUND179,8000 00For
Principal150,9200 00For
Jackson National150,5690 00For
HOTCHKIS & WILEY FUNDS /DE/139,4000 00For
Royce133,5860 00For
TIAA119,8300 00For
Hartford116,2580 00For
QUANTITATIVE MASTER SERIES LLC106,4490 00For
EXCHANGE TRADED CONCEPTS TRUST99,0200 00For
Victory Capital89,9670 00For
Invesco89,2570 00For
First Trust75,5910 00For

Showing the 25 largest of 82 asset managers. See all 82 in the interactive database.

3. Adjourn Meeting

No official matchEXTRAORDINARY TRANSACTIONS

100% of fund votes cast · no official result

FORNOT VOTED
Details: votes by 4 asset managers

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.

FOR: 106,892NOT VOTED: 46,644
Largest asset managers voting on “Adjourn Meeting” at WK KELLOGG CO, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Empower31,7410 00For
JPMorgan69,6700 00For
CLEARWATER INVESTMENT TRUST2,9100 00For
HC CAPITAL TRUST2,5710 00For

4. 2. The Advisory Compensation Proposal To approve, on a non-binding, advisory basis, the compensation that may be paid…

Official resultFund totals may overlapCOMPENSATIONReported outcome: Approved

Combines 19 wordings of this item as funds reported it.

90% Approved · of votes cast

FOR 90%
FOR: 59,861,150AGAINST: 6,886,365
Details: description as filed, official tally, votes by 493 asset managers

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).

Fund voting reports: 79 asset managers voting on “The Advisory Compensation Proposal - To approve, on an advisory, non-binding basis, the compensation that may ” at WK KELLOGG CO, 2025-2026
Asset managerForAgainst AbstainWithheldVote
BlackRock6,861,0500 00For
Vanguard5,243,42111,451 00For
American Century01,895,331 00Against
Capital Group01,531,528 00Against
Fidelity1,328,3270 00For
Charles Schwab1,222,2710 00For
State Street642,761934 00For
WisdomTree539,2320 00For
Keeley Funds, Inc.539,1780 00For
ARBITRAGE FUNDS502,8810 00For
Equitable419,6940 00For
Dimensional212,3300 00For
Columbia Threadneedle184,8330 00For
ADVISORS' INNER CIRCLE FUND179,8000 00For
Principal150,9200 00For
Jackson National150,5690 00For
HOTCHKIS & WILEY FUNDS /DE/139,4000 00For
Royce133,5860 00For
TIAA119,8300 00For
Hartford116,2580 00For
QUANTITATIVE MASTER SERIES LLC106,4490 00For
EXCHANGE TRADED CONCEPTS TRUST99,0200 00For
Victory Capital89,9670 00For
Invesco89,2570 00For
First Trust75,5910 00For

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.

Institutional-manager reports: 427 asset managers voting on “The Advisory Compensation Proposal - To approve, on an advisory, non-binding basis, the compensation that may ” at WK KELLOGG CO, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Northern Trust13,971,9180 00For
KELLOGG W K FOUNDATION TRUST13,505,1590 00For
JUPITER ASSET MANAGEMENT LTD02,346,251 00Against
American Century01,986,010 00Against
State Street1,600,6161,554 00For
Capital Group21,531,528 00Against
BlackRock1,403,4200 00For
Charles Schwab1,290,6100 00For
GEODE CAPITAL MANAGEMENT, LLC1,108,9140 00For
Kite Lake Capital Management (UK) LLP1,030,0000 00For
Gabelli787,5480 00For
LSV ASSET MANAGEMENT748,1020 00For
DE Shaw569,1630 00For
WATER ISLAND CAPITAL LLC535,9750 00For
Cresset Asset Management, LLC517,4630 00For
Wellington495,1080 00For
HOTCHKIS & WILEY CAPITAL MANAGEMENT LLC443,2480 00For
Fidelity361,2730 00For
PRINCIPAL GLOBAL INVESTORS324,0550 00For
Vanguard311,0220 00For
MELLON INVESTMENTS Corp275,1510 00For
TEACHER RETIREMENT SYSTEM OF TEXAS251,3750 00For
TIG Advisors, LLC238,8110 00For
PUBLIC SECTOR PENSION INVESTMENT BOARD233,8080 00For
UI BVK Kapitalverwaltungsgesellschaft mbH190,2000 00For

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.

5. Advisory Vote on Golden Parachutes

No official matchFund totals may overlapSECTION 14A SAY-ON-PAY VOTES

99.7% Fund and manager reports combined; may count the same shares twice · no official result

FORNOT VOTED
Details: votes by 8 asset managers

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.

Fund voting reports: 4 asset managers voting on “Advisory Vote on Golden Parachutes” at WK KELLOGG CO, 2025-2026
Asset managerForAgainst AbstainWithheldVote
Empower31,7410 00For
JPMorgan69,6700 00For
CLEARWATER INVESTMENT TRUST2,9100 00For
HC CAPITAL TRUST2,5710 00For

Fund voting reports, all 4 managers: 106,892 for, 46,644 not voted.

Institutional-manager reports: 5 asset managers voting on “Advisory Vote on Golden Parachutes” at WK KELLOGG CO, 2025-2026
Asset managerForAgainst AbstainWithheldVote
JPMorgan26,1950 00For
TD Waterhouse Canada Inc.5900 00For
Union Investment Management GmbH0225 00Against
NATURAL INVESTMENTS, LLC041 00Against
Impact Investors, Inc02 00Against

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.

Largest WK KELLOGG CO 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.

Fund voting reports: top WK KELLOGG CO shareholders by shares voted on “The Merger Proposal - To adopt and approve the Agreement and Plan of Merger, dated as of July…”, 2025-2026
#Asset manager Shares voted
1BlackRock 6,861,050
2Vanguard 5,254,872
3American Century 1,895,331
4Capital Group 1,531,528
5Fidelity 1,328,327
6Charles Schwab 1,222,271
7State Street 643,695
8WisdomTree 539,232
9Keeley Funds, Inc. 539,178
10ARBITRAGE FUNDS 502,881
Institutional-manager reports: top WK KELLOGG CO shareholders by shares voted on “The Advisory Compensation Proposal - To approve, on an advisory, non-binding basis, the…”, 2025-2026
#Asset manager Shares voted
1Northern Trust 13,971,918
2KELLOGG W K FOUNDATION TRUST 13,505,159
3JUPITER ASSET MANAGEMENT LTD 2,346,251
4American Century 1,986,010
5State Street 1,602,170
6Capital Group 1,531,530
7BlackRock 1,403,420
8Charles Schwab 1,290,610
9GEODE CAPITAL MANAGEMENT, LLC 1,108,914
10Kite 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.

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. 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.