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T. Rowe Price Mid-Cap Value Fund, Inc. proxy voting record

T. Rowe Price Mid-Cap Value Fund files this fund's proxy votes with the SEC once a year. This is what it did with the shares your retirement savings paid for.

SourceProxy-voting record filed by T. Rowe Price Mid-Cap Value Fund on 2025-08-29 · open the filing · vote table (ProxyVotingTable.xml, 1.1 MB)

How it voted, by issue

Proposals are grouped by the subject the filer itself recorded. On management's own executive pay resolutions, this fund voted in favour 94.3% of the time across 87 votes.

IssueProposals facedBackedShare backed
Climate & environment700%
Pay equity & inclusion100%
Executive pay400%
Corporate governance13430.8%
Other social issues200%

Ballots it voted

Dominion Energy, Inc. · 7 May 2025 · put on the ballot by shareholder · Climate & environment

Regarding Eliminating Non-Carbon Emitting Generation Goals in Executive Pay Incentives

AGAINST  T. Rowe Price Mid-Cap Value Fund, Inc. voted with 2,383,772 shares

“Shareholder Proposal Regarding Eliminating Non-Carbon Emitting Generation Goals in Executive Pay Incentives”

The vote row as recorded in the filing

The column headers and this one row, lifted unaltered out of EDGAR’s rendering of the filing.

SourceT. Rowe Price Mid-Cap Value Fund, Form N-PX filed 2025-08-29 · accession 0001193125-25-192015 · series S000002103 · open the filing

Ameren Corporation · 8 May 2025 · put on the ballot by shareholder · Climate & environment

Should Ameren publish a fuller account of its emissions and how it plans to cut them?

Shareholders asked the company to disclose its greenhouse gas emissions more completely, or to have its reduction targets independently assessed, so that the plan can be checked rather than taken on trust.

AGAINST  T. Rowe Price Mid-Cap Value Fund, Inc. voted with 2,103,870 shares

“SHAREHOLDER PROPOSAL - EVALUATION BY A THIRD-PARTY OF SHORT- AND MEDIUM-TERM GREENHOUSE GAS EMISSIONS REDUCTION TARGETS.”

The vote row as recorded in the filing

The column headers and this one row, lifted unaltered out of EDGAR’s rendering of the filing.

SourceT. Rowe Price Mid-Cap Value Fund, Form N-PX filed 2025-08-29 · accession 0001193125-25-192015 · series S000002103 · open the filing

International Paper Company · 12 May 2025 · put on the ballot by shareholder · Pay equity & inclusion

Should International Paper publish what its inclusion policies actually do for its workforce?

Shareholders asked for a report on the company’s LGBTQIA+ equity and inclusion efforts within its human capital management strategy — what the policies are, how they are measured, and what they have changed for employees.

AGAINST  T. Rowe Price Mid-Cap Value Fund, Inc. voted with 4,284,822 shares

“Shareowner Proposal Concerning a Report on the Company's LGBTQIA+ Equity and Inclusion Efforts”

The vote row as recorded in the filing

The column headers and this one row, lifted unaltered out of EDGAR’s rendering of the filing.

SourceT. Rowe Price Mid-Cap Value Fund, Form N-PX filed 2025-08-29 · accession 0001193125-25-192015 · series S000002103 · open the filing

Southwest Airlines Co. · 14 May 2025 · put on the ballot by shareholder · Executive pay

Should Southwest Airlines be able to take back pay awarded on results that turn out to be wrong?

Shareholders asked the board to strengthen its clawback policy, so that bonuses and share awards can be recovered when they were earned on misstated results or on conduct that later causes the company harm.

AGAINST  T. Rowe Price Mid-Cap Value Fund, Inc. voted with 5,915,429 shares

“Advisory vote on shareholder proposal to amend clawback policy for executive pay.”

The vote row as recorded in the filing

The column headers and this one row, lifted unaltered out of EDGAR’s rendering of the filing.

SourceT. Rowe Price Mid-Cap Value Fund, Form N-PX filed 2025-08-29 · accession 0001193125-25-192015 · series S000002103 · open the filing

PulteGroup, Inc. · 30 April 2025 · put on the ballot by shareholder · Executive pay

Should PulteGroup be able to take back pay awarded on results that turn out to be wrong?

Shareholders asked the board to strengthen its clawback policy, so that bonuses and share awards can be recovered when they were earned on misstated results or on conduct that later causes the company harm.

AGAINST  T. Rowe Price Mid-Cap Value Fund, Inc. voted with 709,678 shares

“Shareholder proposal on amendment to clawback policy on unearned incentive pay, if properly presented at the meeting.”

The vote row as recorded in the filing

The column headers and this one row, lifted unaltered out of EDGAR’s rendering of the filing.

SourceT. Rowe Price Mid-Cap Value Fund, Form N-PX filed 2025-08-29 · accession 0001193125-25-192015 · series S000002103 · open the filing

Select Medical Holdings Corporation · 24 April 2025 · put on the ballot by shareholder

Should every Select Medical Holdings director face election every year?

Shareholders asked the company to end its staggered board, so that all directors stand for election annually rather than once every three years.

FOR  T. Rowe Price Mid-Cap Value Fund, Inc. voted with 9,341,594 shares

“Vote on a stockholder proposal to amend the Company's Amended and Restated Certificate of Incorporation to elect each director annually, if properly presented at the meeting;”

The vote row as recorded in the filing

The column headers and this one row, lifted unaltered out of EDGAR’s rendering of the filing.

SourceT. Rowe Price Mid-Cap Value Fund, Form N-PX filed 2025-08-29 · accession 0001193125-25-192015 · series S000002103 · open the filing

Annaly Capital Management, Inc. · 14 May 2025 · put on the ballot by shareholder

Should Annaly Capital Management’s shareholders be able to act without waiting for a meeting?

Shareholders asked for the right to act by written consent — to approve a measure once holders of enough shares agree in writing, instead of waiting for the company to schedule a meeting.

AGAINST  T. Rowe Price Mid-Cap Value Fund, Inc. voted with 6,382,236 shares

“Advisory stockholder proposal to adopt the right to act by written consent.”

The vote row as recorded in the filing

The column headers and this one row, lifted unaltered out of EDGAR’s rendering of the filing.

SourceT. Rowe Price Mid-Cap Value Fund, Form N-PX filed 2025-08-29 · accession 0001193125-25-192015 · series S000002103 · open the filing

FirstEnergy Corp. · 21 May 2025 · put on the ballot by shareholder · Social

Should FirstEnergy disclose what it lobbies for?

Shareholders asked for a report on the company’s lobbying: what it spends, which trade associations receive its money, what positions those bodies take, and who inside the company decides.

AGAINST  T. Rowe Price Mid-Cap Value Fund, Inc. voted with 4,034,714 shares

“Report on Lobbying Activity and Policies”

The vote row as recorded in the filing

The column headers and this one row, lifted unaltered out of EDGAR’s rendering of the filing.

SourceT. Rowe Price Mid-Cap Value Fund, Form N-PX filed 2025-08-29 · accession 0001193125-25-192015 · series S000002103 · open the filing

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