The following are among the noteworthy trends from EY’s “Five top takeaways from the 2024 proxy season”:
Voting support for directors—While director support overall remains strong (~96% for S&P 500 and S&P 1500), support for independent board leaders and key committee chairs (particularly the Nom/Gov Committee chair, as we reported on here) relative to all directors continues to lag as investor voting policies increasingly hold board leadership accountable for gaps between investor expectations and corporate practices.
Shareholder activism—With the exception of a fairly significant decline in 2021, the 2024 season reflected an ongoing rise in activism campaigns coupled with increased scrutiny on board composition and other core governance topics and new challenges and risks associated with universal proxy.
AI transparency—In what is anticipated to be an emerging trend, investors displayed keen interest in AI governance and a desire for greater transparency about how companies are using or planning to use AI in a responsible manner.
The report includes EY’s observations and analysis of the statistics and trends and suggests key actions for boards aimed at addressing changing investor expectations across each of the covered topics.