7 nominees · 3 ballot items.
Election of seven directors; advisory (non-binding) vote to approve named executive officer compensation (say-on-pay); ratification of Deloitte & Touche LLP as independent auditors for fiscal 2026.
Election of seven director nominees to serve until the next annual meeting.
Non-binding, advisory vote to approve the compensation of the Company’s named executive officers as disclosed in the proxy statement (say-on-pay).
Ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal year 2026.
The proposal asks shareholders to ratify Deloitte & Touche LLP as the company’s independent auditors for fiscal 2026. Management explains the Audit Committee selected Deloitte based on its long tenure (18 years) as the company’s auditor and notes partner rotation requirements per Sarbanes-Oxley and SEC rules; it emphasizes that shareholder ratification is advisory and that the Audit Committee retains discretion to change auditors regardless of the vote. The Board recommends a vote FOR, citing the critical role of the independent auditor and Audit Committee oversight.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | AMERIPRISE FINANCIAL INC | 6.3% | 5,279,685 | $77M |
| 2 | DIMENSIONAL FUND ADVISORS LP | 4.4% | 3,748,292 | $54M |
| 3 | VANGUARD CAPITAL MANAGEMENT LLC | 4.1% | 3,424,942 | $50M |
| 4 | BlackRock, Inc. | 4.0% | 3,384,577 | $49M |
| 5 | AMERICAN CENTURY COMPANIES INC | 3.6% | 3,043,763 | $44M |
| 6 | WASATCH ADVISORS LP | 3.4% | 2,899,021 | $42M |
| 7 | BlackRock, Inc. | 3.3% | 2,780,863 | $40M |
| 8 | ROYCE ASSOCIATES LP | 2.5% | 2,071,010 | $30M |
| 9 | STATE STREET CORP | 2.3% | 1,955,319 | $28M |
| 10 | GEODE CAPITAL MANAGEMENT, LLC | 2.3% | 1,948,129 | $28M |
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