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Victory Capital reported 222,155 proxy votes on Form N-PX for the 2025 season. On the 173,925 ballot items the board itself put forward — directors, pay, the auditor, capital — it voted FOR 93.5% of the time. On the 4,253 environmental and social proposals put on the ballot by shareholders, it voted FOR 3.0% of the time.
FOR 162,634 AGAINST 6,879 Abstained or withheld 4,412
FOR 126 AGAINST 4,127 Abstained 0
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 (366 inferred) | 118,325 | 113,085 | 97.5% | 2.5% | 4,404 |
| Director Elections | Shareholders (34 inferred) | 43 | 39 | 23.1% | 76.9% | 2 |
| Corporate Governance | Board | 18,469 | 18,330 | 93.7% | 6.3% | 76 |
| Corporate Governance | Shareholders (8 inferred) | 2,460 | 2,451 | 50.9% | 49.1% | 8 |
| Audit-related | Board | 16,844 | 16,836 | 99.8% | 0.2% | 1 |
| Audit-related | Shareholders (7 inferred) | 107 | 99 | 80.8% | 19.2% | 8 |
| Say-on-Pay | Board (2,935 inferred) | 16,681 | 15,560 | 89.9% | 10.1% | 0 |
| Say-on-Pay | Shareholders (8 inferred) | 8 | 8 | 100.0% | 0.0% | 0 |
| Compensation | Board (107 inferred) | 12,518 | 12,464 | 85.2% | 14.8% | 33 |
| Compensation | Shareholders (21 inferred) | 738 | 738 | 39.0% | 61.0% | 0 |
| Capital Structure | Board (1 inferred) | 11,044 | 11,029 | 94.0% | 6.0% | 2 |
| Capital Structure | Shareholders | 203 | 202 | 83.7% | 16.3% | 0 |
| Other Social Issues | Board | 584 | 584 | 98.6% | 1.4% | 0 |
| Other Social Issues | Shareholders | 2,470 | 2,465 | 4.3% | 95.7% | 0 |
| Environment or Climate | Board | 326 | 326 | 100.0% | 0.0% | 0 |
| Environment or Climate | Shareholders | 2,545 | 2,545 | 0.2% | 99.8% | 0 |
| Diversity, Equity, and Inclusion | Board | 244 | 244 | 100.0% | 0.0% | 0 |
| Diversity, Equity, and Inclusion | Shareholders | 1,406 | 1,406 | 0.6% | 99.4% | 0 |
| Extraordinary Transactions | Board | 1,082 | 1,080 | 89.7% | 10.3% | 2 |
| Extraordinary Transactions | Shareholders (1 inferred) | 6 | 6 | 33.3% | 66.7% | 0 |
| Human Rights or Human Capital/workforce | Board | 242 | 242 | 100.0% | 0.0% | 0 |
| Human Rights or Human Capital/workforce | Shareholders | 598 | 598 | 1.2% | 98.8% | 0 |
| Shareholder Rights and Defenses | Board | 467 | 441 | 94.3% | 5.7% | 26 |
| Shareholder Rights and Defenses | Shareholders (17 inferred) | 223 | 221 | 95.5% | 4.5% | 1 |
| Other | Board | 342 | 335 | 81.5% | 18.5% | 7 |
| Other | Shareholders | 151 | 151 | 23.2% | 76.8% | 0 |
| Investment Company Matters | Board | 20 | 20 | 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 (3,505 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 Victory Capital broke with the board (4,101 distinct proposals) →
The page above is what Victory Capital did. Its published proxy voting policy — what it said it would do — is in the voting policy library under Victory Capital, with the documents for each year and, where one exists, a year-on-year comparison.
| Excluded | Items | Why |
|---|---|---|
| Not voted | 152 | Reported as not voted, take no action or do not vote. No position was expressed, so there is nothing to count. |
| Other ballot type | 1,113 | Frequency ballots (one / two / three years) and anything else that is not a FOR, AGAINST, abstention or withhold. |
| Direction indeterminate | 2 | 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 | 803 | 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 25, 2026. The interactive database shows the same votes company by company, including every individual fund.
Victory Capital proxy season coverage: 2023-2024 · 2024-2025 (this page) · 2025-2026.