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Vanguard reported 1,254,987 proxy votes on Form N-PX for the 2024 season. On the 888,139 ballot items the board itself put forward — directors, pay, the auditor, capital — it voted FOR 94.6% of the time. On the 11,493 environmental and social proposals put on the ballot by shareholders, it voted FOR 2.9% of the time.
FOR 840,621 AGAINST 35,269 Abstained or withheld 12,249
FOR 336 AGAINST 11,157 Abstained 16
A single “voted with management” figure makes every manager look the same: director elections are most of the volume and nearly everyone votes FOR them. The record is therefore reported per category, using the category the filer itself put on each item in its N-PX.
| Proposal type | Put on the ballot by | Items | Decided | Voted FOR | Voted AGAINST | Abstained / withheld |
|---|---|---|---|---|---|---|
| Director Elections | Board (11,418 inferred) | 529,957 | 516,079 | 97.1% | 2.9% | 12,116 |
| Director Elections | Shareholders (144 inferred) | 646 | 331 | 10.6% | 89.4% | 249 |
| Corporate Governance | Board (1 inferred) | 222,988 | 221,538 | 86.0% | 14.0% | 887 |
| Corporate Governance | Shareholders (43 inferred) | 11,024 | 10,922 | 52.6% | 47.4% | 50 |
| Capital Structure | Board (4 inferred) | 119,535 | 119,395 | 94.4% | 5.6% | 9 |
| Capital Structure | Shareholders (2 inferred) | 1,698 | 1,698 | 69.4% | 30.6% | 0 |
| Compensation | Board (2,232 inferred) | 108,832 | 108,440 | 87.9% | 12.1% | 238 |
| Compensation | Shareholders (104 inferred) | 2,496 | 2,488 | 10.0% | 90.0% | 0 |
| Audit-related | Board | 78,750 | 78,653 | 99.3% | 0.7% | 17 |
| Audit-related | Shareholders (32 inferred) | 3,308 | 3,268 | 95.3% | 4.7% | 39 |
| Say-on-Pay | Board (7,961 inferred) | 62,311 | 53,545 | 97.2% | 2.8% | 12 |
| Say-on-Pay | Shareholders (69 inferred) | 69 | 34 | 97.1% | 2.9% | 0 |
| Extraordinary Transactions | Board | 14,871 | 14,865 | 97.1% | 2.9% | 5 |
| Extraordinary Transactions | Shareholders | 45 | 45 | 0.0% | 100.0% | 0 |
| Other | Board | 11,800 | 11,740 | 84.8% | 15.2% | 53 |
| Other | Shareholders (2 inferred) | 1,417 | 1,412 | 66.6% | 33.4% | 5 |
| Other Social Issues | Board | 3,151 | 3,146 | 83.0% | 17.0% | 5 |
| Other Social Issues | Shareholders | 6,558 | 6,493 | 2.6% | 97.4% | 1 |
| Environment or Climate | Board | 1,198 | 1,156 | 99.7% | 0.3% | 40 |
| Environment or Climate | Shareholders | 5,368 | 5,323 | 2.0% | 98.0% | 14 |
| Diversity, Equity, and Inclusion | Board | 1,003 | 999 | 100.0% | 0.0% | 4 |
| Diversity, Equity, and Inclusion | Shareholders | 2,839 | 2,828 | 1.6% | 98.4% | 1 |
| Human Rights or Human Capital/workforce | Board | 961 | 957 | 100.0% | 0.0% | 4 |
| Human Rights or Human Capital/workforce | Shareholders | 2,609 | 2,579 | 2.8% | 97.2% | 1 |
| Shareholder Rights and Defenses | Board | 2,803 | 2,510 | 90.0% | 10.0% | 272 |
| Shareholder Rights and Defenses | Shareholders | 693 | 643 | 64.5% | 35.5% | 16 |
| Investment Company Matters | Board | 14 | 14 | 100.0% | 0.0% | 0 |
An item the filer put in two categories is counted in both rows, so the rows add up to more than the total. Who put an item on the ballot is decided item by item: the filer’s own answer on Form N-PX (Item 1(h)), or, where the filing does not give one, the proposal’s own wording (22,012 items, shown as inferred). The two figures above use only part of these rows: the board figure, board proposals on directors, pay, the auditor, capital, transactions and fund matters; the shareholder figure, environmental, social, workforce and diversity shareholder proposals at US-listed companies. How we count these
Every proposal where Vanguard broke with the board (6,152 distinct proposals) →
The page above is what Vanguard did. Its published proxy voting policy — what it said it would do — is in the voting policy library under Vanguard, with the documents for each year and, where one exists, a year-on-year comparison.
| Excluded | Items | Why |
|---|---|---|
| Not voted | 1,395 | Reported as not voted, take no action or do not vote. No position was expressed, so there is nothing to count. |
| Other ballot type | 8,748 | Frequency ballots (one / two / three years) and anything else that is not a FOR, AGAINST, abstention or withhold. |
| Direction indeterminate | 7 | The fund reported several directions for one ballot item with no shares attached to any of them, so which way it voted cannot be established. |
| Split vote | 1,644 | The fund voted its shares in more than one direction on the item (for example some FOR and some AGAINST), the smaller part at least 5% of its shares. It is not collapsed into the larger part. |
Every figure is derived from Form N-PX, the filing 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). Figures are rebuilt weekly; this page was built on October 13, 2026. The interactive database shows the same votes company by company, including every individual fund.
Vanguard proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.