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Meeting calendar
PANW · Annual meeting · Tuesday, December 9, 2025

Palo Alto Networks Inc

3 nominees · 5 ballot items.

Six proposals: 1) Election of three Class II directors; 2) Ratification of Ernst & Young LLP as the company's independent registered public accounting firm; 3) Advisory vote on the compensation of our named executive officers; 4) Amendment to our 2021 Equity Incentive Plan to increase the number of plan shares reserved for issuance; 5) Shareholder Proposal – Impact of Share Repurchases on Performance Metrics; and 6) Shareholder Proposal – Elect Each Director Annually.

Market cap
$288.5B
1Y TSR
+63.3%
Board grade
A-
Record date
Oct 15, 2025
Filing
DEF 14A
Meeting concluded · Dec 9, 2025

Follow how the vote landed and what changed on Palo Alto Networks Inc’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.

Proposals

On the ballot5

  1. 1

    Election of Class II Directors

    ManagementBoard: FOR

    Election of three Class II directors to serve until the 2028 annual meeting.

  2. 3

    Advisory Vote on the Compensation of our Named Executive Officers

    ManagementBoard: FOR

    Advisory (non-binding) vote on the compensation of our named executive officers as disclosed in the proxy.

  3. 4

    Amendment to Our 2021 Equity Incentive Plan

    ManagementBoard: FOR

    Amend the 2021 Equity Incentive Plan to increase the number of shares reserved for issuance by 10,000,000.

  4. 5

    Shareholder Proposal – Impact of Share Repurchases on Performance Metrics

    Shareholder — Vermont Pension Investment Commission (VPICBoard: AGAINST

    Shareholder proposal to adjust performance metrics to exclude the impact of share repurchases when determining executive incentive compensation.

  5. 6

    Shareholder Proposal – Elect Each Director Annually

    Shareholder — James McRitchie and Myra K. Young (CorpGov.netBoard: AGAINST

    Shareholder proposal to reorganize the Board into one class with annual elections of directors.

Director elections

Nominees on the ballot3

Independent
Tenure on this board
13.8 yrs
Also a director at
Lockheed Martin Corp (LMT)
Independent
Tenure on this board
21.3 yrs
Also a director at
Intel Corp (INTC)
Ownership

Top institutional holders10

Latest 13F quarter
1VANGUARD CAPITAL MANAGEMENT LLC6.5%52,765,656$8.5B
2STATE STREET CORP4.4%35,486,318$5.7B
3BlackRock, Inc.3.5%28,146,196$4.5B
4Invesco Ltd.2.8%22,901,049$3.7B
5MORGAN STANLEY2.8%22,509,956$3.6B
6VANGUARD PORTFOLIO MANAGEMENT LLC2.4%19,601,462$3.1B
7BlackRock, Inc.2.1%16,990,236$2.7B
8GEODE CAPITAL MANAGEMENT, LLC2.1%16,797,714$2.7B
9BANK OF AMERICA CORP /DE/1.5%12,199,356$2.0B
10BlackRock, Inc.1.1%9,163,336$1.5B
Filings

Recent key filings

Periodic reports
Definitive proxies
Reference

Frequently asked questions

When is the Palo Alto Networks Inc 2025 annual meeting?
Palo Alto Networks Inc (PANW) holds its 2025 annual shareholder meeting on Tuesday, December 9, 2025.
What is the record date for the Palo Alto Networks Inc 2025 meeting?
The record date for the Palo Alto Networks Inc 2025 meeting is Wednesday, October 15, 2025. Shareholders of record on or before that date are eligible to vote.
Who are the director nominees for Palo Alto Networks Inc's 2025 meeting?
The board is presenting 3 director nominees at the Palo Alto Networks Inc 2025 meeting, listed with their independence status and background.
What proposals will shareholders vote on at the Palo Alto Networks Inc 2025 meeting?
Shareholders will vote on 5 proposals at the Palo Alto Networks Inc 2025 meeting, each tagged with who proposed it and the board's recommendation.
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