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Xencor, Inc. 2025-2026 Proxy Voting Records

Compiled from SEC Form N-PX filings and Xencor, Inc.’s Form 8-K, filed June 18, 2026 (Item 5.07 on EDGAR). Page generated October 14, 2026.

  • 12Ballot items
  • 226Asset managers
  • 3,267Fund votes
  • June 16, 2026Meeting date

Results at a glance

Meeting of June 16, 2026: 12 items on Xencor, Inc.’s Form 8-K, filed June 18, 2026: 9 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 Xencor, Inc. in the interactive database Compare manager voting policies

Official 2025-2026 meeting results reported by Xencor, Inc.

These tallies are Xencor, Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed June 18, 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.

Xencor, Inc. — official shareholder meeting results, meeting held June 16, 2026
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Dr. Bassil I. Dahiyat 63,181,996---- 245,396512,018 99.6%Elected—
Elect Director: Dr. Raymond J. Deshaies 62,317,285---- 1,110,107512,018 98%Elected—
Elect Director: Dr. Ellen G. Feigal 61,161,533---- 2,265,857512,020 96%Elected—
Elect Director: Dr. Kevin C. Gorman 61,845,285---- 1,582,105512,020 98%Elected—
Elect Director: Mr. Kurt A. Gustafson 61,858,936---- 1,568,455512,019 98%Elected—
Elect Director: Dr. Barbara Klencke 61,134,391---- 2,293,001512,018 96%Elected—
Elect Director: Dr. A. Bruce Montgomery 61,698,071---- 1,729,320512,019 97%Elected—
Elect Director: Mr. Richard J. Ranieri 60,377,318---- 3,050,073512,019 95%Elected—
Elect Director: Mr. Todd E. Simpson 62,010,884---- 1,416,507512,019 98%Elected—
2. Ratification of the Selection of Independent Registered Public Accounting Firm 63,803,517121,79614,097 --0 99.8%Approved—
3. Approval of the Amendment and Restatement of the Xencor, Inc. 2023 Equity Incentive Plan to Increase the Number of Authorized Shares Available for Issuance thereunder by 4,000,000 Shares 51,996,73711,413,88116,773 --512,019 82%Approved—
4. Advisory Vote on the Compensation of the Company's Named Executive Officers 61,262,5742,144,04920,768 --512,019 97%Approved—

Source: Xencor, Inc., Form 8-K, filed with the SEC on June 18, 2026 — read the filing on EDGAR.

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

Each item below shows how the 226 asset managers that disclosed a Xencor, 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: Dr. A. Bruce Montgomery

Official resultFund totals may overlapDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 61,698,071WITHHELD: 1,729,320
Details: description as filed, official tally, votes by 62 asset managers

Description as filed by funds: Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meeting and until their successors are duly elected and qualified: Dr. A. Bruce Montgomery

Xencor, Inc.’s own tally for this item (“Elect Director: Dr. A. Bruce Montgomery”): 61,698,071 for, 1,729,320 withheld, per its Form 8-K filed June 18, 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: “Election of Directors The Company's stockholders elected the nine persons listed below as directors, each to serve until the 2027 Annual Meeting of Stockholders and until their successors are duly elected and qualified.”
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); 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: 61 asset managers voting on “Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meetin” at Xencor, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
PRIMECAP Odyssey Funds9,587,7270 00For
Vanguard6,635,1480 1618,765For
BlackRock5,092,1320 00For
State Street2,532,4080 03,378For
Fidelity1,776,9950 00For
T. Rowe Price826,1200 00For
Charles Schwab593,2620 00For
Dimensional423,9280 00For
Delaware/Macquarie200,0000 00For
American Century174,1150 00For
Equitable159,4140 00For
TIAA133,3450 00For
Jackson National129,5510 00For
QUANTITATIVE MASTER SERIES LLC113,5510 00For
Lincoln Financial109,9040 00For
Columbia Threadneedle108,7590 00For
Northern Trust80,3300 00For
Invesco80,1880 00For
Brighthouse68,0170 011,474Mixed
JPMorgan78,9620 00For
Bridge Builder Trust72,0790 00For
Prudential/PGIM70,5260 00For
Thrivent69,1110 00For
BNY Mellon59,8910 00For
Principal59,2990 00For

Fund voting reports, all 61 managers: 29,829,993 for, 33,997 withheld, 16 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 1 asset manager voting on “Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meetin” at Xencor, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Erste Asset Management GmbH430,2000 00For

Institutional-manager reports, all 1 managers: 430,200 for.

2. Elect Director: Dr. Barbara Klencke

Official resultFund totals may overlapDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 61,134,391WITHHELD: 2,293,001
Details: description as filed, official tally, votes by 62 asset managers

Description as filed by funds: Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meeting and until their successors are duly elected and qualified: Dr. Barbara Klencke

Xencor, Inc.’s own tally for this item (“Elect Director: Dr. Barbara Klencke”): 61,134,391 for, 2,293,001 withheld, per its Form 8-K filed June 18, 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: “Election of Directors The Company's stockholders elected the nine persons listed below as directors, each to serve until the 2027 Annual Meeting of Stockholders and until their successors are duly elected and qualified.”
Support: 96% of votes cast — FOR ÷ (FOR + WITHHELD); 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: 61 asset managers voting on “Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meetin” at Xencor, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
PRIMECAP Odyssey Funds9,587,7270 00For
Vanguard6,643,4500 2010,459For
BlackRock5,092,1320 00For
State Street2,535,7860 00For
Fidelity1,776,9950 00For
T. Rowe Price826,1200 00For
Charles Schwab593,2620 00For
Dimensional423,9280 00For
Delaware/Macquarie00 0200,000Withhold
American Century174,1150 00For
Equitable159,4140 00For
TIAA133,3450 00For
Jackson National129,5510 00For
QUANTITATIVE MASTER SERIES LLC113,5510 00For
Lincoln Financial109,9040 00For
Columbia Threadneedle00 0108,759Withhold
Northern Trust80,3300 00For
Invesco80,1880 00For
Brighthouse68,0170 011,474Mixed
JPMorgan78,9620 00For
Bridge Builder Trust72,0790 00For
Prudential/PGIM70,5260 00For
Thrivent69,1110 00For
BNY Mellon59,8910 00For
Principal59,2990 00For

Fund voting reports, all 61 managers: 29,458,403 for, 405,584 withheld, 20 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 1 asset manager voting on “Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meetin” at Xencor, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Erste Asset Management GmbH430,2000 00For

Institutional-manager reports, all 1 managers: 430,200 for.

3. Elect Director: Dr. Bassil I. Dahiyat

Official resultFund totals may overlapDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

99.6% Majority: yes · of votes cast

FOR 99.6%
FOR: 63,181,996WITHHELD: 245,396
Details: description as filed, official tally, votes by 62 asset managers

Description as filed by funds: Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meeting and until their successors are duly elected and qualified: Dr. Bassil I. Dahiyat

Xencor, Inc.’s own tally for this item (“Elect Director: Dr. Bassil I. Dahiyat”): 63,181,996 for, 245,396 withheld, per its Form 8-K filed June 18, 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: “Election of Directors The Company's stockholders elected the nine persons listed below as directors, each to serve until the 2027 Annual Meeting of Stockholders and until their successors are duly elected and qualified.”
Support: 99.6% of votes cast — FOR ÷ (FOR + WITHHELD); 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: 61 asset managers voting on “Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meetin” at Xencor, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
PRIMECAP Odyssey Funds9,587,7270 00For
Vanguard6,653,9250 30For
BlackRock5,092,1320 00For
State Street2,535,7860 00For
Fidelity1,776,9950 00For
T. Rowe Price826,1200 00For
Charles Schwab593,2620 00For
Dimensional423,9280 00For
Delaware/Macquarie200,0000 00For
American Century174,1150 00For
Equitable159,4140 00For
TIAA133,3450 00For
Jackson National129,5510 00For
QUANTITATIVE MASTER SERIES LLC113,5510 00For
Lincoln Financial109,9040 00For
Columbia Threadneedle108,7590 00For
Northern Trust80,3300 00For
Invesco80,1880 00For
Brighthouse68,0170 011,474Mixed
JPMorgan78,9620 00For
Bridge Builder Trust72,0790 00For
Prudential/PGIM70,5260 00For
Thrivent69,1110 00For
BNY Mellon59,8910 00For
Principal59,2990 00For

Fund voting reports, all 61 managers: 29,852,529 for, 11,474 withheld, 3 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 1 asset manager voting on “Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meetin” at Xencor, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Erste Asset Management GmbH430,2000 00For

Institutional-manager reports, all 1 managers: 430,200 for.

4. Elect Director: Dr. Ellen G. Feigal

Official resultFund totals may overlapDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 61,161,533WITHHELD: 2,265,857
Details: description as filed, official tally, votes by 62 asset managers

Description as filed by funds: Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meeting and until their successors are duly elected and qualified: Dr. Ellen G. Feigal

Xencor, Inc.’s own tally for this item (“Elect Director: Dr. Ellen G. Feigal”): 61,161,533 for, 2,265,857 withheld, per its Form 8-K filed June 18, 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: “Election of Directors The Company's stockholders elected the nine persons listed below as directors, each to serve until the 2027 Annual Meeting of Stockholders and until their successors are duly elected and qualified.”
Support: 96% of votes cast — FOR ÷ (FOR + WITHHELD); 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: 61 asset managers voting on “Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meetin” at Xencor, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
PRIMECAP Odyssey Funds9,587,7270 00For
Vanguard6,635,1440 2018,765For
BlackRock5,092,1320 00For
State Street2,532,5240 03,262For
Fidelity1,776,9950 00For
T. Rowe Price826,1200 00For
Charles Schwab593,2620 00For
Dimensional423,9280 00For
Delaware/Macquarie200,0000 00For
American Century174,1150 00For
Equitable159,4140 00For
TIAA133,3450 00For
Jackson National129,5510 00For
QUANTITATIVE MASTER SERIES LLC113,5510 00For
Lincoln Financial109,9040 00For
Columbia Threadneedle108,7590 00For
Northern Trust80,3300 00For
Invesco80,1880 00For
Brighthouse68,0170 011,474Mixed
JPMorgan78,9620 00For
Bridge Builder Trust72,0790 00For
Prudential/PGIM70,5260 00For
Thrivent69,1110 00For
BNY Mellon59,8910 00For
Principal59,2990 00For

Fund voting reports, all 61 managers: 29,824,221 for, 39,766 withheld, 20 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 1 asset manager voting on “Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meetin” at Xencor, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Erste Asset Management GmbH430,2000 00For

Institutional-manager reports, all 1 managers: 430,200 for.

5. Elect Director: Dr. Kevin C. Gorman

Official resultFund totals may overlapDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 61,845,285WITHHELD: 1,582,105
Details: description as filed, official tally, votes by 62 asset managers

Description as filed by funds: Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meeting and until their successors are duly elected and qualified: Dr. Kevin C. Gorman

Xencor, Inc.’s own tally for this item (“Elect Director: Dr. Kevin C. Gorman”): 61,845,285 for, 1,582,105 withheld, per its Form 8-K filed June 18, 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: “Election of Directors The Company's stockholders elected the nine persons listed below as directors, each to serve until the 2027 Annual Meeting of Stockholders and until their successors are duly elected and qualified.”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); 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: 61 asset managers voting on “Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meetin” at Xencor, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
PRIMECAP Odyssey Funds9,587,7270 00For
Vanguard6,635,1490 1518,765For
BlackRock5,092,1320 00For
State Street2,532,5240 03,262For
Fidelity1,776,9950 00For
T. Rowe Price826,1200 00For
Charles Schwab593,2620 00For
Dimensional423,9280 00For
Delaware/Macquarie200,0000 00For
American Century174,1150 00For
Equitable159,4140 00For
TIAA133,3450 00For
Jackson National129,5510 00For
QUANTITATIVE MASTER SERIES LLC113,5510 00For
Lincoln Financial109,9040 00For
Columbia Threadneedle108,7590 00For
Northern Trust80,3300 00For
Invesco80,1880 00For
Brighthouse68,0170 011,474Mixed
JPMorgan78,9620 00For
Bridge Builder Trust72,0790 00For
Prudential/PGIM70,5260 00For
Thrivent69,1110 00For
BNY Mellon59,8910 00For
Principal59,2990 00For

Fund voting reports, all 61 managers: 29,830,111 for, 33,881 withheld, 15 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 1 asset manager voting on “Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meetin” at Xencor, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Erste Asset Management GmbH430,2000 00For

Institutional-manager reports, all 1 managers: 430,200 for.

6. Elect Director: Mr. Kurt A. Gustafson

Official resultFund totals may overlapDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 61,858,936WITHHELD: 1,568,455
Details: description as filed, official tally, votes by 62 asset managers

Description as filed by funds: Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meeting and until their successors are duly elected and qualified: Mr. Kurt A. Gustafson

Xencor, Inc.’s own tally for this item (“Elect Director: Mr. Kurt A. Gustafson”): 61,858,936 for, 1,568,455 withheld, per its Form 8-K filed June 18, 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: “Election of Directors The Company's stockholders elected the nine persons listed below as directors, each to serve until the 2027 Annual Meeting of Stockholders and until their successors are duly elected and qualified.”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); 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: 61 asset managers voting on “Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meetin” at Xencor, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
PRIMECAP Odyssey Funds9,587,7270 00For
Vanguard6,643,4550 1510,459For
BlackRock5,092,1320 00For
State Street2,535,6700 0116For
Fidelity1,776,9950 00For
T. Rowe Price826,1200 00For
Charles Schwab593,2620 00For
Dimensional423,9280 00For
Delaware/Macquarie200,0000 00For
American Century174,1150 00For
Equitable159,4140 00For
TIAA133,3450 00For
Jackson National129,5510 00For
QUANTITATIVE MASTER SERIES LLC113,5510 00For
Lincoln Financial109,9040 00For
Columbia Threadneedle108,7590 00For
Northern Trust80,3300 00For
Invesco80,1880 00For
Brighthouse68,0170 011,474Mixed
JPMorgan78,9620 00For
Bridge Builder Trust72,0790 00For
Prudential/PGIM70,5260 00For
Thrivent69,1110 00For
BNY Mellon59,8910 00For
Principal59,2990 00For

Fund voting reports, all 61 managers: 29,841,563 for, 22,429 withheld, 15 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 1 asset manager voting on “Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meetin” at Xencor, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Erste Asset Management GmbH430,2000 00For

Institutional-manager reports, all 1 managers: 430,200 for.

7. Elect Director: Dr. Raymond J. Deshaies

Official resultFund totals may overlapDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 62,317,285WITHHELD: 1,110,107
Details: description as filed, official tally, votes by 62 asset managers

Description as filed by funds: Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meeting and until their successors are duly elected and qualified: Dr. Raymond J. Deshaies

Xencor, Inc.’s own tally for this item (“Elect Director: Dr. Raymond J. Deshaies”): 62,317,285 for, 1,110,107 withheld, per its Form 8-K filed June 18, 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: “Election of Directors The Company's stockholders elected the nine persons listed below as directors, each to serve until the 2027 Annual Meeting of Stockholders and until their successors are duly elected and qualified.”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); 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: 61 asset managers voting on “Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meetin” at Xencor, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
PRIMECAP Odyssey Funds9,587,7270 00For
Vanguard6,653,9180 100For
BlackRock5,092,1320 00For
State Street2,535,7860 00For
Fidelity1,776,9950 00For
T. Rowe Price826,1200 00For
Charles Schwab593,2620 00For
Dimensional423,9280 00For
Delaware/Macquarie200,0000 00For
American Century174,1150 00For
Equitable159,4140 00For
TIAA133,3450 00For
Jackson National129,5510 00For
QUANTITATIVE MASTER SERIES LLC113,5510 00For
Lincoln Financial109,9040 00For
Columbia Threadneedle108,7590 00For
Northern Trust80,3300 00For
Invesco80,1880 00For
Brighthouse68,0170 011,474Mixed
JPMorgan78,9620 00For
Bridge Builder Trust72,0790 00For
Prudential/PGIM70,5260 00For
Thrivent69,1110 00For
BNY Mellon59,8910 00For
Principal59,2990 00For

Fund voting reports, all 61 managers: 29,852,522 for, 11,474 withheld, 10 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 1 asset manager voting on “Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meetin” at Xencor, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Erste Asset Management GmbH430,2000 00For

Institutional-manager reports, all 1 managers: 430,200 for.

8. Elect Director: Mr. Richard J. Ranieri

Official resultFund totals may overlapDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%
FOR: 60,377,318WITHHELD: 3,050,073
Details: description as filed, official tally, votes by 62 asset managers

Description as filed by funds: Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meeting and until their successors are duly elected and qualified: Mr. Richard J. Ranieri

Xencor, Inc.’s own tally for this item (“Elect Director: Mr. Richard J. Ranieri”): 60,377,318 for, 3,050,073 withheld, per its Form 8-K filed June 18, 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: “Election of Directors The Company's stockholders elected the nine persons listed below as directors, each to serve until the 2027 Annual Meeting of Stockholders and until their successors are duly elected and qualified.”
Support: 95% of votes cast — FOR ÷ (FOR + WITHHELD); 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: 61 asset managers voting on “Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meetin” at Xencor, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
PRIMECAP Odyssey Funds9,587,7270 00For
Vanguard6,635,1410 2318,765For
BlackRock5,092,1320 00For
State Street2,532,5240 03,262For
Fidelity1,776,9950 00For
T. Rowe Price826,1200 00For
Charles Schwab593,2620 00For
Dimensional423,9280 00For
Delaware/Macquarie200,0000 00For
American Century174,1150 00For
Equitable159,4140 00For
TIAA133,3450 00For
Jackson National129,5510 00For
QUANTITATIVE MASTER SERIES LLC113,5510 00For
Lincoln Financial109,9040 00For
Columbia Threadneedle108,7590 00For
Northern Trust00 080,330Withhold
Invesco80,1880 00For
Brighthouse68,0170 011,474Mixed
JPMorgan78,9620 00For
Bridge Builder Trust72,0790 00For
Prudential/PGIM70,5260 00For
Thrivent69,1110 00For
BNY Mellon59,8910 00For
Principal59,2990 00For

Fund voting reports, all 61 managers: 29,719,339 for, 144,645 withheld, 23 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 1 asset manager voting on “Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meetin” at Xencor, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Erste Asset Management GmbH430,2000 00For

Institutional-manager reports, all 1 managers: 430,200 for.

9. Elect Director: Mr. Todd E. Simpson

Official resultFund totals may overlapDIRECTOR ELECTIONSReported outcome: Elected

Combines 5 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 62,010,884WITHHELD: 1,416,507
Details: description as filed, official tally, votes by 62 asset managers

Description as filed by funds: Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meeting and until their successors are duly elected and qualified: Mr. Todd E. Simpson

Xencor, Inc.’s own tally for this item (“Elect Director: Mr. Todd E. Simpson”): 62,010,884 for, 1,416,507 withheld, per its Form 8-K filed June 18, 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: “Election of Directors The Company's stockholders elected the nine persons listed below as directors, each to serve until the 2027 Annual Meeting of Stockholders and until their successors are duly elected and qualified.”
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); 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: 61 asset managers voting on “Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meetin” at Xencor, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
PRIMECAP Odyssey Funds9,587,7270 00For
Vanguard6,653,9140 140For
BlackRock5,092,1320 00For
State Street2,535,7860 00For
Fidelity1,776,9950 00For
T. Rowe Price826,1200 00For
Charles Schwab593,2620 00For
Dimensional423,9280 00For
Delaware/Macquarie200,0000 00For
American Century174,1150 00For
Equitable159,4140 00For
TIAA133,3450 00For
Jackson National129,5510 00For
QUANTITATIVE MASTER SERIES LLC113,5510 00For
Lincoln Financial109,9040 00For
Columbia Threadneedle108,7590 00For
Northern Trust80,3300 00For
Invesco80,1880 00For
Brighthouse68,0170 011,474Mixed
JPMorgan78,9620 00For
Bridge Builder Trust72,0790 00For
Prudential/PGIM70,5260 00For
Thrivent69,1110 00For
BNY Mellon59,8910 00For
Principal59,2990 00For

Fund voting reports, all 61 managers: 29,852,518 for, 11,474 withheld, 14 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 1 asset manager voting on “Election of the nine nominees to the Board named in this Proxy Statement to serve until the next annual meetin” at Xencor, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Erste Asset Management GmbH430,2000 00For

Institutional-manager reports, all 1 managers: 430,200 for.

10. 3. Approval of the Amendment and Restatement of the Xencor, Inc. 2023 Equity Incentive Plan to Increase the Number of…

Official resultCOMPENSATIONReported outcome: Approved

Combines 2 wordings of this item as funds reported it.

82% Approved · of votes cast

FOR 82%AGAINST
FOR: 51,996,737AGAINST: 11,413,881
Details: description as filed, official tally, votes by 59 asset managers

Description as filed by funds: APPROVAL OF THE AMENDMENT TO THE COMPANY'S AMENDED AND RESTATED 2023 EQUITY INCENTIVE PLAN TO INCREASE THE NUMBER OF AUTHORIZED SHARES RESERVED FOR ISSUANCE THEREUNDER BY 4,000,000 SHARES; AND

Xencor, Inc.’s own tally for this item (“3. Approval of the Amendment and Restatement of the Xencor, Inc. 2023 Equity Incentive Plan to Increase the Number of Authorized Shares Available for Issuance thereunder by 4,000,000 Shares”): 51,996,737 for, 11,413,881 against — passed, per its Form 8-K filed June 18, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Approval of the Amendment and Restatement of the Xencor, Inc. 2023 Equity Incentive Plan to Increase the Number of Authorized Shares Available for Issuance thereunder by 4,000,000 Shares The Company's stockholders approved the amendment and restatement of the Xencor, Inc. 2023 Equity Incentive Plan…”
Support: 82% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of Xencor, 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 Omnibus Stock Plan” (3 managers, Fund and manager reports combined; may count the same shares twice; no share total shown).

The 59 asset managers below reported 25,295,756 for, 4,499,199 against, 11,474 abstained.

FORAGAINST
FOR: 25,295,756AGAINST: 4,499,199ABSTAIN: 11,474
Largest asset managers voting on “APPROVAL OF THE AMENDMENT TO THE COMPANY'S AMENDED AND RESTATED 2023 EQUITY INCENTIVE PLAN TO INCREASE THE NUM” at Xencor, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
PRIMECAP Odyssey Funds9,587,7270 00For
Vanguard6,635,10318,825 00For
BlackRock5,092,1320 00For
State Street2,6122,533,174 00Against
Fidelity1,776,9950 00For
T. Rowe Price826,1200 00For
Charles Schwab593,2620 00For
Dimensional0423,928 00Against
Delaware/Macquarie0200,000 00Against
American Century0174,115 00Against
Equitable112,66446,750 00Mixed
TIAA0133,345 00Against
Jackson National0129,551 00Against
QUANTITATIVE MASTER SERIES LLC113,5510 00For
Lincoln Financial12,34597,559 00Mixed
Columbia Threadneedle0108,759 00Against
Northern Trust080,330 00Against
Invesco080,188 00Against
Brighthouse39,41728,600 11,4740Mixed
JPMorgan78,9620 00For
Bridge Builder Trust72,0790 00For
Prudential/PGIM62,3058,221 00Mixed
Thrivent069,111 00Against
BNY Mellon059,891 00Against
Principal059,299 00Against

Showing the 25 largest of 59 asset managers. See all 59 in the interactive database.

11. 4. Advisory Vote on 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.

97% Approved · of votes cast

FOR 97%
FOR: 61,262,574AGAINST: 2,144,049
Details: description as filed, official tally, votes by 226 asset managers

Description as filed by funds: Approval, on an advisory (non- binding) basis, of the compensation of the Company's named executive officers, as disclosed in this Proxy Statement.

Xencor, Inc.’s own tally for this item (“4. Advisory Vote on the Compensation of the Company's Named Executive Officers”): 61,262,574 for, 2,144,049 against — passed, per its Form 8-K filed June 18, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Advisory Vote on the Compensation of the Company's Named Executive Officers The Company's stockholders approved, on an advisory (non-binding) basis, the compensation of its named executive officers as disclosed in the Proxy Statement.”
Support: 97% 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: 61 asset managers voting on “Approval, on an advisory (non- binding) basis, of the compensation of the Company's named executive officers, ” at Xencor, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
PRIMECAP Odyssey Funds9,587,7270 00For
Vanguard6,653,91116 00For
BlackRock5,092,1320 00For
State Street2,534,6161,170 00For
Fidelity1,776,9950 00For
T. Rowe Price826,1200 00For
Charles Schwab593,2620 00For
Dimensional423,9280 00For
Delaware/Macquarie200,0000 00For
American Century0174,115 00Against
Equitable159,4140 00For
TIAA133,3450 00For
Jackson National129,5510 00For
QUANTITATIVE MASTER SERIES LLC113,5510 00For
Lincoln Financial109,9040 00For
Columbia Threadneedle108,7590 00For
Northern Trust80,3300 00For
Invesco080,188 00Against
Brighthouse68,0170 11,4740Mixed
JPMorgan78,9620 00For
Bridge Builder Trust72,0790 00For
Prudential/PGIM70,5260 00For
Thrivent69,1110 00For
BNY Mellon59,8910 00For
Principal59,2990 00For

Fund voting reports, all 61 managers: 29,602,672 for, 255,489 against, 11,474 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 178 asset managers voting on “Approval, on an advisory (non- binding) basis, of the compensation of the Company's named executive officers, ” at Xencor, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
PRIMECAP MANAGEMENT CO/CA/10,328,0220 00For
BVF INC/IL7,133,7200 00For
RTW INVESTMENTS, LP6,777,4610 00For
RA CAPITAL MANAGEMENT, L.P.5,274,2740 00For
BlackRock3,212,18547,937 00For
GEODE CAPITAL MANAGEMENT, LLC1,828,5960 00For
State Street1,320,96614,910 00For
T. Rowe Price1,281,8680 00For
Legal & General Investment Management Ltd0950,151 00Against
Charles Schwab699,6750 00For
Vanguard546,5350 00For
PARAMETRIC PORTFOLIO ASSOCIATES LLC496,1920 00For
Northern Trust489,9575,881 00For
Erste Asset Management GmbH430,2000 00For
MELLON INVESTMENTS Corp368,5640 00For
PRINCIPAL GLOBAL INVESTORS346,6610 00For
PANAGORA ASSET MANAGEMENT INC311,1870 00For
ACADIAN ASSET MANAGEMENT LLC267,1290 00For
JACOBS LEVY EQUITY MANAGEMENT, INC259,2010 00For
Nantahala Capital Management, LLC259,0740 00For
NOMURA INVESTMENT MANAGEMENT BUSINESS TRUST200,0000 00For
American Century0175,332 00Against
EcoR1 Capital, LLC166,4720 00For
PUBLIC SECTOR PENSION INVESTMENT BOARD163,0440 00For
Cornerstone National Bank & Trust Co147,4300 00For

Institutional-manager reports, all 178 managers: 44,444,222 for, 1,821,473 against. Showing the 25 largest; see all in the interactive database.

12. 2. Ratification of the Selection of Independent Registered Public Accounting Firm

Official resultFund totals may overlapAUDIT-RELATEDReported outcome: Approved

Combines 3 wordings of this item as funds reported it.

99.8% Approved · of votes cast

FOR 99.8%
FOR: 63,803,517AGAINST: 121,796
Details: description as filed, official tally, votes by 62 asset managers

Description as filed by funds: RATIFICATION OF SELECTION BY THE AUDIT COMMITTEE OF THE BOARD OF KPMG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR ITS FISCAL YEAR ENDING DECEMBER 31, 2026;

Xencor, Inc.’s own tally for this item (“2. Ratification of the Selection of Independent Registered Public Accounting Firm”): 63,803,517 for, 121,796 against — passed, per its Form 8-K filed June 18, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Ratification of the Selection of Independent Registered Public Accounting Firm The Company's stockholders ratified the selection by the Audit Committee of the Board of Directors of KPMG LLP as its independent registered public accounting firm for the fiscal year ending December 31, 2026.”
Support: 99.8% 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: 61 asset managers voting on “RATIFICATION OF SELECTION BY THE AUDIT COMMITTEE OF THE BOARD OF KPMG LLP AS INDEPENDENT REGISTERED PUBLIC ACC” at Xencor, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
PRIMECAP Odyssey Funds9,587,7270 00For
Vanguard6,653,9280 00For
BlackRock5,092,1320 00For
State Street2,535,7860 00For
Fidelity1,776,9950 00For
T. Rowe Price826,1200 00For
Charles Schwab593,2620 00For
Dimensional423,9280 00For
Delaware/Macquarie200,0000 00For
American Century174,1150 00For
Equitable159,4140 00For
TIAA133,3450 00For
Jackson National129,5510 00For
QUANTITATIVE MASTER SERIES LLC113,5510 00For
Lincoln Financial109,9040 00For
Columbia Threadneedle108,7590 00For
Northern Trust80,3300 00For
Invesco80,1880 00For
Brighthouse68,0170 11,4740Mixed
JPMorgan78,9620 00For
Bridge Builder Trust72,0790 00For
Prudential/PGIM70,5260 00For
Thrivent69,1110 00For
BNY Mellon59,8910 00For
Principal59,2990 00For

Fund voting reports, all 61 managers: 29,852,532 for, 11,474 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 1 asset manager voting on “RATIFICATION OF SELECTION BY THE AUDIT COMMITTEE OF THE BOARD OF KPMG LLP AS INDEPENDENT REGISTERED PUBLIC ACC” at Xencor, Inc., 2025-2026
Asset managerForAgainst AbstainWithheldVote
Erste Asset Management GmbH430,2000 00For

Institutional-manager reports, all 1 managers: 430,200 for.

Largest Xencor, 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 74,141,596 shares outstanding at the time of that meeting.

Fund voting reports: top Xencor, Inc. shareholders by shares voted on “Approval, on an advisory (non- binding) basis, of the compensation of the Company's named…”, 2025-2026
#Asset manager % of shares outstanding
1PRIMECAP Odyssey Funds 12.93%
2Vanguard 8.97%
3BlackRock 6.87%
4State Street 3.42%
5Fidelity 2.40%
6T. Rowe Price 1.11%
7Charles Schwab 0.80%
8Dimensional 0.57%
9Delaware/Macquarie 0.27%
10American Century 0.23%
Institutional-manager reports: top Xencor, Inc. shareholders by shares voted on “Approval, on an advisory (non- binding) basis, of the compensation of the Company's named…”, 2025-2026
#Asset manager % of shares outstanding
1PRIMECAP MANAGEMENT CO/CA/ 13.93%
2BVF INC/IL 9.62%
3RTW INVESTMENTS, LP 9.14%
4RA CAPITAL MANAGEMENT, L.P. 7.11%
5BlackRock 4.40%
6GEODE CAPITAL MANAGEMENT, LLC 2.47%
7State Street 1.80%
8T. Rowe Price 1.73%
9Legal & General Investment Management Ltd 1.28%
10Charles Schwab 0.94%

Reported Xencor, 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.

Xencor, Inc. holdings and ownership disclosed for the 2025-2026 proxy season
Holder % outstanding Disclosure
BlackRock 17.58% 13F
PRIMECAP Management Company 14.20% DEF14A
Vanguard Group 9.66% 13F
BVF PARTNERS L P/IL 9.62% 13G
RTW Investments, LP 8.39% DEF14A
RA Capital Management, L.P. 6.39% 13G
EcoR1 Capital, LLC 6.26% DEF14A
STATE STREET CORPORATION 6.08% 13G
Biotechnology Value Fund L P 5.12% DEF14A
Bassil I. Dahiyat, Ph.D. 2.47% DEF14A

Percentages above are of 74,141,596 shares outstanding, as reported by Xencor, Inc. on its Form 10-Q dated May 1, 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 Xencor, Inc.’s 10-Q dated May 1, 2026. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.

At Xencor, Inc.'s shareholder meeting held June 16, 2026, in the 2025-2026 proxy season, 226 asset managers reported how they voted on 12 ballot items in their SEC Form N-PX filings, covering 3,267 separate fund positions. On the most widely held item on that ballot — Approval, on an advisory (non- binding) basis, of the compensation of the Company's named… — Xencor, Inc.'s filing reports the proposal as approved, with 97% 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: Xencor, Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on June 18, 2026.

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

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