3 nominees · 5 ballot items.
Five proposals: election of three Class II directors; ratification of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending July 31, 2026; advisory vote on the compensation of the Named Executive Officers; advisory vote on the frequency of future stockholder advisory votes to approve the compensation of our Named Executive Officers; and a stockholder proposal to declassify the board of directors.
Election of three Class II directors to hold office until the 2028 annual meeting (class II: Andrew Brown, Scott Darling and David Schneider).
Ratify PwC as the Company’s independent registered public accounting firm for the fiscal year ending July 31, 2026 (PwC has served since 2015).
Non-binding advisory vote on Executive Officers’ compensation as disclosed in the Proxy Statement.
Non-binding advisory vote on how often stockholders want future Say-on-Pay votes (one year, two years or three years); the Board recommends one year.
Stockholder proposal to reorganize the Board of Directors into one class with annual elections (declassification).
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | VANGUARD PORTFOLIO MANAGEMENT LLC | 3.7% | 5,930,635 | $832M |
| 2 | VANGUARD CAPITAL MANAGEMENT LLC | 2.9% | 4,660,890 | $654M |
| 3 | FIRST TRUST ADVISORS LP | 2.2% | 3,518,678 | $494M |
| 4 | BlackRock, Inc. | 1.8% | 2,946,245 | $413M |
| 5 | BlackRock, Inc. | 1.6% | 2,560,815 | $359M |
| 6 | STATE STREET CORP | 1.5% | 2,384,518 | $335M |
| 7 | AMERICAN CENTURY COMPANIES INC | 1.5% | 2,384,425 | $335M |
| 8 | Pictet Asset Management Holding SA | 1.2% | 1,920,540 | $269M |
| 9 | GEODE CAPITAL MANAGEMENT, LLC | 1.1% | 1,822,339 | $255M |
| 10 | GOLDMAN SACHS GROUP INC | 1.1% | 1,816,688 | $255M |
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